1. Before Opening for Business
2. Annual Filings
3. Articles of Incorporation
4. Limited Liability
5. Stock Classes
6. Business Naming for Corporations
7. Incorporators
8. Corporate Directors

A Hawaii corporation name has to meet a few requirements, starting with the inclusion of corporation, incorporated, limited, or the abbreviated versions of those words, in the name. The available abbreviations are corp, inc, and ltd. The name of your business can't match or be too similar to that of any other business entity in Hawaii. It also can't match or be too close to the business name of any out of state entity that does business within Hawaii. Trade names, service marks, trademarks, and otherwise reserved names are also off limits to entrepreneurs.

Before Opening for Business

One of the pre-business functions you should handle is applying to the IRS for an employer identification number, which is also called an EIN. This is the business version of a social security number.

Annual Filings

The Hawaii Department Director must receive your corporation's annual report by the end of the quarter in which you originally incorporated. The first report comes due the calendar year after you incorporate your business. The standing of your business as of the first day of the quarter must be documented in the annual report.

Articles of Incorporation

As an entity, a corporation begins to exist when the articles of incorporation are filed with the state of Hawaii. The articles of incorporation are filed with the Business Registration Division of the Commerce and Consumer Affairs Department. The filing fee must be paid at the time you submit the application. A great deal of information may be included in the articles of incorporation, but some details are required, including:

  • Your corporation's chosen name
  • Your corporation's principal mailing office address
  • Information about your corporation's stock structure
  • Your corporation's registered agent
  • The full names and mailing addresses of the incorporators.

Limited Liability

Establishing a corporation provides owners with a limited measure of liability. This means corporate owners and shareholders aren't personally liable for the corporate entity's debts and its obligations. The limited liability of a corporation can also put a protective shield between the company and the owner's personal assets in the event of a legal suit.

Stock Classes

There are different types of stock that corporations can issue, these are called stock classes or stock series. The different types of stocks vary as to advantages. One type, for example, may offer voting rights while another type doesn't. As far as stock structure, when preparing the articles of incorporation ,you have to note the total shares issued in each class, and you have to describe how each class differs from the others. Then, before you issue shares in any class, your articles of incorporation have to state the preferences, limitations, and rights related to that stock class.

Business Naming for Corporations

Before you name your corporation, you have to be sure the name you want is available. This is done by research. You can visit the state's Business Registration Division website to run research of all the registered businesses in the state. When you find the right name for your corporation, you can reserve it for 120 days by applying to the Business Registration Division.

Incorporators

The incorporator is the person who has the responsibility for filing articles of incorporation with the state of Hawaii's Business Registration Division. The names and addresses of all incorporators must be included in the articles of incorporation. There are guidelines that have to be followed when listing incorporators:

  • Every corporation has to have at least one incorporator, though there can be more
  • Your incorporator has to be human
  • Your corporation's incorporators have to hold an organizational meeting to elect directors, if the directors aren't listed in the articles of incorporation.

Corporate Directors

After directors have been elected, or chosen, by the incorporator or incorporators, the incorporators have nothing else to do. Directors are able to approve corporate bylaws. In Hawaii, it's required that the directors of a corporation be at least 18 years of age. The policies and strategies that govern a corporation are established and implemented by the directors. Good business judgment and prudence are required of directors when they are handling any of a corporation's affairs.

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