A Hawaii LLC is created when the HI Department of Commerce and Consumer Affairs approves the Articles of Incorporation. A record of the Hawaii LLC is added to the list of LLCs which have officially registered with the Hawaii Department of Commerce and Consumer Affairs.  Once a LLC is registered with the Hawaii Department of Commerce and Consumer Affairs, that LLC immediately has both reporting and tax obligations which incur penalties if the obligations are not met by the required deadlines.  

If you've registered a Hawaii LLC with the Hawaii Department of Commerce and Consumer Affairs and want to cease business activities you have to let the HI Department of Commerce and Consumer Affairs know that you intend to close your company.  Only after the HI Department of Commerce and Consumer Affairs has made sure that all of the obligations of the Hawaii LLC have been fulfilled will the Department of Commerce and Consumer Affairs approve of the closure of the company.

When the Hawaii Department of Commerce and Consumer Affairs approves the closing of a HI LLC, that Hawaii LLC is said to be Dissolved.   The process of Dissolving a Hawaii LLC is called Hawaii LLC Dissolution.

As soon as a Hawaii LLC is registered with the HI Department of Commerce and Consumer Affairs, that LLC is responsible for recurring obligations of the Hawaii Department of Commerce and Consumer Affairs and the Hawaii Department of Taxation.  If the Hawaii LLC does not file reports or pay taxes then that HI Limited Liability Company could be responsible for penalties which go up as time goes by.

Unless you Dissolve your Hawaii LLC with the Hawaii Department of Commerce and Consumer Affairs that HI Limited Liability Company will be responsible for all recurring fees and penalties.

Hawaii LLC Dissolution is one part of a larger process commonly called the "Winding Up" process.

There are things you need to do before you can request approval of LLC Dissolution from the Hawaii Department of Commerce and Consumer Affairs; and things that you have to do after the HI Department of Commerce and Consumer Affairs has approved Dissolution of the Hawaii LLC. 

What you have to do both before and after the Hawaii LLC is Dissolved largely depends what kind of debts and liabilities that the Hawaii LLC has.  If the Hawaii LLC has not commenced business then the HI LLC Dissolution process is easier.

1. Hold a Members meeting and record a resolution to Dissolve the Hawaii LLC
2. File all required Annual Reports with the Hawaii Department of Commerce and Consumer Affairs
3. Clear up any business debts
4. Pay all taxes and administrative fees owed by the Hawaii LLC

1. Hold a Members meeting and record a resolution to Dissolve the Hawaii LLC
   
   Hawaii LLC Dissolution is one part of a larger process commonly called the "Winding Up" process.
   
   A meeting should be held of all Members of the Hawaii LLC and a vote to Dissolve the Hawaii Limited Liability Company taken. Minutes of the meeting should be recorded and retained in the business records. If the Hawaii LLC does not have any Members then the Organizer(s) have to apply for Dissolution of the Hawaii LLC.
   We can transcribe and compile minutes or approvals into a form that is legally recognized by the Hawaii Department of Commerce and Consumer Affairs.
2. File all required Annual Reports with the Hawaii Department of Commerce and Consumer Affairs
   
   The Hawaii Department of Commerce and Consumer Affairs will not approve the Dissolution of a HI LLC until all required reports have been filed.
   We can file any required Annual Report with the HI Department of Commerce and Consumer Affairs.
3. Clear up any business debts
   
   All creditors of a Hawaii LLC should be given notice of the pending LLC Dissolution. Each creditor should be given a mailing address to which they may submit claims as well as a deadline by which claims may be submitted.
   
   
4. Pay all taxes and administrative fees owed by the Hawaii LLC
   
   The Hawaii Department of Commerce and Consumer Affairs will definitely not approve the Dissolution of a Hawaii LLC until all outstanding taxes and applicable registration and administrative fees have been paid.

1. Distribute all remaining assets of the Hawaii LLC
2. Close all business bank accounts of the Hawaii LLC
3. Cancel all local business licenses and permits
4. File Form 966 with the IRS
5. Cancel the IRS account associated with the HI LLC's Federal Tax ID (EIN)

1. Distribute all remaining assets of the Hawaii LLC
   
   If the Hawaii LLC has any remaining assets, these may be divided according to the Members' ownership interests in the HI Limited Liability Company.  All distributions to LLC Members must be reported to the IRS.
   
   
2. Close all business bank accounts of the Hawaii LLC
   
   If there are any business accounts that have been opened for the Hawaii LLC then those accounts must be closed. If Company Business accounts are left open there may be liability and obligations of the Dissolved Hawaii LLC which could lead to legal problems down the line.
   
   
3. Cancel all local business licenses and permits of the HI LLC
   
   If the Hawaii LLC has obtained any state, regional, county or city business licenses or permits, each of those must be cancelled to avoid any reporting or fiscal obligations of the Hawaii LLC. This includes business registration licenses as well as reseller permits.
   
   
4. File IRS Form 966
   
   Most Dissolved Hawaii LLCs must file IRS Form 966 with the US Internal Revenue Service. If a Hawaii LLC is required to file IRS Form 966, the filing is required within 30 days after the final Dissolution plan is approved. Filing IRS Form 966 lets the Federal Government know that the Hawaii LLC has been legally Dissolved so that it may take the appropriate actions.
   We can prepare IRS Form 966 for you to file.
5. Cancel the IRS account associated with the HI LLC's Federal Tax ID (EIN)
   
   A Federal Tax ID, or Federal Employer Identification Number (EIN), is like the Social Security Number for the Hawaii LLC.  Once the IRS links an EIN to a Hawaii LLC, that EIN stays with the Hawaii LLC even after the Company has been Dissolved by the Hawaii Department of Commerce and Consumer Affairs.
   
   When the IRS processes the final tax return for the Hawaii LLC, they automatically make the EIN inactive.  However, the account associated with the EIN is not automatically closed.  Closing the account associated with the EIN lessens the likelihood of any problems with the EIN account, or with the IRS, in the future.
   
   If you should decide to revive the Hawaii LLC down the line then the IRS will reactivate the old EIN for your new Business.
   
   Before a Hawaii LLC can close an EIN account, it must be in Good Standing with the IRS.  The Hawaii LLC must have filed all required tax returns and paid any applicable fees and penalties due to the IRS.  The Hawaii LLC cannot close its EIN account until the IRS has received payment for any tax amounts the Company may owe.
   We can prepare the formal documents which you can sign and submit to the IRS in order to close the account associated with your EIN.

The time it takes to Dissolve a Hawaii LLC varies depending on how long it takes to complete the actions that are required in each specific case - holding meetings, closing accounts, distributing assets, etc.

Once the initial actions are completed, the Hawaii Department of Commerce and Consumer Affairs usually takes around 4-8 business days to process the Articles of Termination.

Processing times for Hawaii LLC Dissolution filings vary depending on the work load of the Department of Commerce and Consumer Affairs's staff.  We've found that normal processing of Hawaii Dissolution filings takes the state around 4-8 business days.

We are dependent on, and have no control over, the staff and systems of the Hawaii Department of Commerce and Consumer Affairs . In our experience 4-8 business days is the time it usually takes the Hawaii Department of Commerce and Consumer Affairs to process a Hawaii Dissolution filing. We get your Hawaii LLC Dissolution filing to the HI Department of Commerce and Consumer Affairs ASAP. Once it is at the state we have no control over the Hawaii Dissolution approval process.

The total cost to Dissolve a Hawaii LLC varies depending on exactly what is required for each specific HI Dissolution. We charge $249 plus any state fees for our Hawaii LLC Dissolution services. This includes:

• Same day processing
• Transcribe minutes of Members meeting which proposes Dissolution
• Prepare and file Articles of Termination with the Hawaii Department of Commerce and Consumer Affairs
• Prepare US IRS Form 966 for you to sign and file
• Prepare documents to cancel Federal EIN account
• Certified copy of Dissolution filing from HI Department of Commerce and Consumer Affairs
• Priority Mail Delivery of all documents
• Unlimited Customer Support

We also offer these Hawaii LLC Dissolution services separately as explained on the right side of this web page.

If there are Foreign LLCs in states other than Hawaii that are tied to the Domestic Hawaii LLC then each of those Foreign LLCs must be Dissolved before the Hawaii LLC is legally Dissolved.

A Hawaii LLC company name becomes available for anyone to use when the Hawaii Limited Liability Company is Dissolved by the Hawaii Department of Commerce and Consumer Affairs There are no LLC company name protections in Hawaii once a Hawaii LLC has been Dissolved by the Hawaii Department of Commerce and Consumer Affairs.

There are no state of Hawaii requirements for the publication of a Notice of Dissolution of a Hawaii LLC.

While the Hawaii Department of Commerce and Consumer Affairs does not legally require the publication of a Notice of Dissolution of a Hawaii LLC, publication is a good way to notify anyone who might have a claim against the Hawaii LLC.  Evidence of publication might prove useful down the line if someone makes a claim against the HI Limited Liability Company after the Hawaii LLC has been dissolved.