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Hawaii LLC Annual Report: $12.50 Online, Due by the Last Day of Your Formation Quarter

Every Hawaii LLC files an annual report with BREG on a quarter system: the report is due by the last day of the quarter in which the organization or registration date falls, it may be filed at any time during that quarter, and no report at all is due in the year of organization. The fee is $12.50 online or $15 on paper. Two years without a report is a ground for administrative termination, and reinstatement, unlike a voluntary termination, is the Hawaii procedure that requires a tax writing from the director of taxation.

By the LLCForming research teamFees checked Nov 8, 2026

The annual report, in one table

Item	Hawaii rule
Who files	Domestic and foreign limited liability companies, together, under Section 428-210 HRS as stated in Form LLC-INFO.
When, by quarter	Organized or registered January 1 to March 31: due on or before March 31, reflecting affairs as of January 1. April 1 to June 30: due on or before June 30, reflecting affairs as of April 1. July 1 to September 30: due on or before September 30, reflecting affairs as of July 1. October 1 to December 31: due on or before December 31, reflecting affairs as of October 1. The report may be filed at any time during the due quarter and is due by midnight Hawaii Standard Time on the last day of that quarter.
First year exception	If a domestic or foreign LLC is organized or registered in the same year in which the annual report is due, it is not required to file an annual report for that year. Thereafter it complies with Section 428-210 each year.
Fee	$12.50 online and $15.00 on paper. Form LLC-INFO lists the annual report at $15.00 with an online filing fee of $12.50, and BREG's 2026 first quarter release confirms the $12.50 online price for LLCs. Online payment is by credit card, eCheck, or an eHawaii.gov subscriber account, through the Hawaii Business Express annuals portal. No State Archives amount is added to the annual report on the sources consulted for this page, so none is printed here.
Late charges	Two layers, both from BREG. The charge assessed on a delinquent online filing is a $10.00 late fee per year delinquent. The statutory ceiling behind it, also in Form LLC-INFO, is a penalty not exceeding $100.00 for each thirty day period that the delinquency continues, under Section 428-1302.

What happens if you do not file: administrative termination

Hawaii's term is administrative termination, not administrative dissolution. Under Section 428-809 the director may commence a proceeding to terminate a company administratively if the company fails to pay any fees prescribed by law, fails to file its annual report for a period of two years, or fails to appoint and maintain a registered agent. Under Section 428-810, if the director determines a ground exists, the director mails a notice of the grounds to the company and may give public notice of the intention to terminate; if the company does not correct each ground, or demonstrate that it does not exist, within sixty days after the mailing, the director administratively terminates the company by signing a decree of termination reciting the grounds and its effective date. An administratively terminated company continues its existence temporarily but may carry on only business necessary to wind up and liquidate its business and affairs under Section 428-802 and to notify claimants under Section 428-807. For a foreign LLC, BREG may revoke a certificate of authority under Section 428-1006 on grounds parallel to the administrative termination grounds.

Reinstatement: within two years, $25, and this is where the tax writing belongs

Under Section 428-811, a limited liability company administratively terminated under Section 428-810 may apply to the director for reinstatement within two years after the effective date of termination. The application shall recite the name and the effective date of termination, contain all reports due and unfiled, contain the payment of all delinquent fees and penalties, and contain a certificate or other writing from the director of taxation reciting that all taxes owed by the company have been paid, a payment arrangement has been entered into, or the unpaid tax liabilities are being contested in an administrative or judicial appeal with the Department of Taxation, under Section 428-811(a)(4). BREG's Chapter 428 fee schedule prices the Application for Reinstatement at $25.00, with expedited review another $25.00. When reinstatement is effective, under Section 428-811(c), it relates back to and takes effect as of the effective date of the administrative termination and the company resumes carrying on its business as if the administrative termination had never occurred. If the name, or a substantially identical name, has been taken or reserved by another entity, or registered as a trade name, trademark, or service mark, reinstatement is allowed only on registration of a new name, under Section 428-811(b). Section 428-812 provides an appeal from a denial of reinstatement. Note the name point, because it uses Hawaii's own standard: the replacement name problem is measured against a substantially identical name, the Section 428-105 test, not a distinguishable one.

The tax clearance point, stated precisely

State the two procedures separately, because conflating them is the most common Hawaii closing error. A voluntary termination does not require a tax clearance. The six statements Section 428-805(a) requires in Articles of Termination contain no tax clearance certificate, no writing from the Department of Taxation, and no tax sign off of any kind, and Form LLC-11 asks for no tax document; that is proof by omission from the statute and the official form, stated as such. Reinstatement does require a tax writing: Section 428-811(a)(4), quoted above, makes the certificate or other writing from the director of taxation a required part of the reinstatement application. A tax clearance certificate itself is a general Department of Taxation product, issued to certify that the taxpayer named is compliant with the tax laws of Hawaii, requested through Hawaii Tax Online or on Form A-6 at no fee, with no expiration date of its own; Hawaii Tax Online requests are in most cases processed within one day, while a paper Form A-6 may take 10 to 15 business days. Separately, a business that stops operating closes its tax accounts by filing final returns and cancelling its tax licenses, through Hawaii Tax Online or Form GEW-TA-RV-1; that account closing is a tax obligation, not a condition BREG imposes on Form LLC-11.

The other standing duty: the registered agent

Alongside the report, Section 428-107 requires the company to have and continuously maintain a registered agent with a business address in Hawaii, and failing to appoint and maintain one is itself a ground for administrative termination under Section 428-809. A statement of change or resignation costs $25 on BREG's Chapter 428 fee schedule, and a resignation under Section 428-109 takes effect on the earlier of the thirty-first day after filing or the appointment of a successor, which is why an agent change should be filed as a single job: appoint the successor first, then let the old agent resign.

Closing a Hawaii LLC on purpose

Dissolution occurs under Section 428-801 on an event specified in the operating agreement; on the consent of the number or percentage of members specified in the operating agreement, with consent to dissolve also listed in Section 428-404(c) among the matters requiring the consent of all the members, which is the default the operating agreement can specify otherwise; on an event that makes it unlawful for all or substantially all of the business to be continued, with a 90 day cure of illegality effective retroactively; on entry of a judicial decree; or on a judicial determination on a transferee's application that it is equitable to wind up. At any time after dissolution and winding up, when all debts, liabilities, and obligations have been paid and discharged or adequate provision has been made, and all remaining property and assets have been distributed, the company terminates by filing Articles of Termination, Form LLC-11 under Section 428-805, for $25. Existence terminates on filing or on a later effective date not later than thirty days after filing, if specified. Assets in winding up are applied under Section 428-806 first to discharge obligations to creditors, including members who are creditors, with each member then receiving a return of contributions not previously returned and a distribution of any remainder in equal shares. Publication is optional at the end, exactly as at formation: Form LLC-11 requires the filer to state either the date the notice of intent to terminate was published and the publication, or to check the alternative that publication was not made. Known claims run under Section 428-807, with a deadline not earlier than 120 days after the notice is received, and other claims are barred unless a proceeding is commenced within two years after the later of the last publication date of a notice of dissolution or the filing date of the articles of termination, under Section 428-808. A foreign LLC leaves by cancellation of authority, Form FLLC-2 under Section 428-1007, for $25. Our dissolution guide covers the wind up order.