How to Dissolve an LLC in Hawaii

What Terminating an LLC Means in Hawaii

Hawaii's final domestic LLC filing is called Articles of Termination. The filing ends the LLC's registration with the Department of Commerce and Consumer Affairs after the company has completed the dissolution and winding-up steps that apply to its situation.

Before You File: Approve the Dissolution

Review the LLC's operating agreement and Hawaii's LLC law to determine the dissolution event or member approval that applies. Keep the written consent, minutes or other authorization with the company's internal records. Do not invent a generic voting threshold if the operating agreement or statute controls the actual decision.

Wind Up the Hawaii LLC

Before filing the termination, finish the practical closeout work: collect receivables, settle or end contracts, identify all debts and claims, address payroll and taxes, distribute remaining assets as permitted, and preserve the records needed after the LLC stops operating.

Pay Creditors and Other Liabilities

Address known debts, taxes, payroll, loans, vendor balances, refunds, leases and other obligations before final distributions. If the LLC has significant, disputed or contingent claims, creditor handling should be based on the actual facts rather than a generic notice checklist.

File Hawaii Form LLC-11 — Articles of Termination

The Hawaii Business Registration Division's current fee schedule lists Articles of Termination at $25. An optional expedited review fee of $25 is also available. Hawaii's BREG FAQ says an LLC that is no longer in business ends its registration by filing Form LLC-11 with the nonrefundable filing fee.

Online filing is available. Hawaii instructs filers to search for the business name, open the LLC's record, go to the Forms tab, and select LLC-11 Articles of Termination.

The current LLC-11 requires certification that debts are paid or provided for, remaining property is distributed, pending suits are addressed and winding up is complete. It also asks whether notice was published. Personal and business checks are not accepted for this filing; follow the form’s payment instructions.

Choose the Effective Date Carefully

Form LLC-11 allows the termination to be effective on the date and time of filing or at a later date and time. If a delayed effective date is used, it cannot be before the filing date and cannot be more than 30 days after filing. If a delayed date is entered without a time, the filing becomes effective at the close of business on that date.

Cancel Hawaii Tax Licenses Separately

DCCA termination does not automatically cancel Hawaii Department of Taxation licenses. Hawaii Tax says that if a business stops operating, it should cancel its tax license through Hawaii Tax Online or by filing Form GEW-TA-RV-1, Notification of Cancellation of Tax Licenses and Tax Permits.

This can apply to licenses such as General Excise Tax, withholding and other Hawaii tax registrations, depending on what the business actually held. A license holder can still have return or tax obligations for periods before cancellation.

What Happens After Hawaii Files the Termination

Keep the accepted Articles of Termination and final closeout records with the company's permanent records. The DCCA filing ends the Hawaii business registration, but tax licenses, permits, employer accounts, contracts, banking, insurance and foreign registrations remain separate closeout tasks where applicable.

Close the Remaining Business Accounts

• Hawaii tax licenses: cancel through Hawaii Tax Online or Form GEW-TA-RV-1 and file any required final returns.
• Professional and local permits: cancel separate licenses where required.
• EIN: use LLC School's Cancel or Close an EIN guide for the separate federal process.
• Foreign registrations: withdraw separately in other states where the Hawaii LLC qualified to do business.

Common Hawaii LLC Termination Mistakes

• Using a corporation dissolution form instead of LLC-11 Articles of Termination.
• Missing the $25 base filing fee or confusing the optional $25 expedited-review charge with the filing fee.
• Using a delayed effective date more than 30 days after filing.
• Assuming DCCA termination automatically cancels Hawaii General Excise Tax or withholding licenses.
• Leaving other-state registrations, permits, banking or insurance open after termination.

About the Author

Ahmad Adil

Ahmad Adil is the founder and CEO of LLC School. Use the official filing and tax-account sources linked in this guide for your LLC’s closeout. Requirements depend on the entity’s status and circumstances.

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