A domestic corporation is one which has incorporated within the Hawaii state borders and has done so in compliance to the Hawaii Business Corporation Act. A corporation can be classified as profit when the corporation issues shares of stock and pays the members from the income generated. Non-profit entities will not be able to issue shares of stock and no dividends or income can be distributed to members or employees. For both variations, the filing process can be completed online or through the mail. The only difference between the procedures resides in the filing fee; profit corporations will be required to pay $50 will non-profits will only need to pay $25.
We always recommend that incorporators perform a Business Entity Search prior to filing to ensure that their business name has not already been registered by another entity. Filings conducted using a name which is similar to that of another company will result in rejection. A Name Reservation can be performed which will prevent other businesses from applying with your chosen name for a period of up to 120 days.
How to File (Online)
Step 1- Begin by navigating to this website and log into your account. If you have yet to create an account, review our tutorial on this process. Once you have signed in, click on either form DC-1 for profit corporations or form DNP-1 for non-profit.
Step 2- A message will be displayed stating that if you need to be registered with multiple agencies then you should file with the HBE Wizard. For the purposes of this tutorial we will be filing using the Business Express online service. Continue to proceed.
Step 3- Begin either form by entering your corporate name.
Step 4- The second window will ask for you mailing address of the initial principle office in Hawaii.
Step 5- In section 3a, enter in the came of your registered agent and the agent type (individual or entity). In 3b of the same window, you will need supply the business address for the registered agent.
Step 6- This step applies to profit corporations only. Here you will need to enter the number of common shares that the corporation has authority to issue.
Step 7- Both profit and non-profit corporations will need to provide the name and address of each incorporator.
Step 8- Non-profit corporations will need to indicate whether the company will have members and recognize that because they are non-profit, they will not be permitted to issue stock or pay dividends.
Step 9- Once all the steps above have been completed, be sure to review the contents of your application and provide both your name and signature. On the following pages you will be able to pay the filing fee to finish the filing process.
How to File (PDF)
Step 1- Begin by downloading the PDF below that’s needed for your corporation type.
Step 2- Once downloaded, continue by supplying the following information:
- 1-Name of the corporation
- 2-Mailing address of the principle office
- 3-Registered agent name and address
- 4-Number of common shares authorized to issue
- 5-Name and address of each Incorporator
- Date of signing
- Name and signature of two (2) incorporators
- 1-Name of corporation
- 2-Mailing address of principle office
- 3-Registered agent name and address
- 4-Name and address of each incorporator
- 5-Whether the corporation shall have members or not
- Date of signing
- Name and signatures of two (2) incorporators
Step 3- Once the forms have been completed and printed, attach with them a check made out to the Department of Commerce and Consumer Affairs covering the filing fee. Non-profit corporations will be required to pay $25 while $50 will be necessary for profit entities. In both cases, an additional $25 will expedite the filing process. Send your filing package to the address below for processing.
Department of Commerce and Consumer Affairs
Business Registration Division
P.O. Box 40 – Honolulu, HI 96810
EIN– All corporations will be required to obtain an Employer Identification Number following the acceptance of their registration documents. This number allows the Internal Revenue Service to identify your business when it comes to the filing of your withheld taxes. Without this number, you will not be able to accomplish even the most basic of financial transactions. For more information, click on the link at the heading of this paragraph. You may also apply directly Online or through the mail with the Form SS-4.
Corporate Bylaws– A set or corporate bylaws should be drafted by the incorporators of your company after filing with the state. Although this agreement is not required by law in the state of Hawaii, the contents of this document will help delineate the relations between members of the corporation and the corporation itself. Without one, there will be no legal evidence of the ownership of the company or the initial capital contributions of each share holder. We have provided a template agreement which can be found linked in the heading of this paragraph, available in both MS Word and Adobe PDF formats.
Renewal– All businesses must file an annual report to update the offices of the Department of Commerce and Consumer Affairs with any changes which may have occurred over the course of the previous year. This process can be accomplished online or by using your mobile device, and will cost only a small filing fee. Those failing to file this necessary document will be unable to maintain the status of good standing. If enough time passes without the filing of this report, your corporation may be dissolved.