Business Attorney in Honolulu
We handle formation, contracts, and business sales for Hawaiʻi owners on flat-fee terms wherever the work allows, because the legal foundation of a small business should not come with a bill you cannot predict.
Starting a Business in Hawaii
Choosing an entity is the first real decision, and it is usually made too quickly. An LLC suits most small Hawaiʻi businesses because it separates personal assets from business liability without much administrative weight. A corporation makes more sense when you plan to bring on outside investors or issue stock. A partnership or sole proprietorship costs the least to start and gives you the least protection.
Hawaiʻi formation runs through the
Department of Commerce and Consumer Affairs, Business Registration Division. Forming an LLC means filing Articles of Organization, Form LLC-1, with a $50 filing fee, naming a registered agent with a physical Hawaiʻi street address, and then filing an annual report each year during the calendar quarter that matches the quarter you registered in.
There is one Hawaiʻi-specific step that catches people from the mainland. Hawaiʻi has no sales tax. It has a
general excise tax on gross business receipts, which means you owe it on revenue whether or not you turned a profit. You need a GET license before you start operating, and on Oʻahu the combined rate is 4.5%. Pricing a service without accounting for that is a mistake we see constantly.
Our
business formation page covers entity selection and setup in more depth.
Contracts That Hold Up When Something Goes Wrong
Most contract problems trace back to a document that was never reviewed, a template pulled off the internet, or terms agreed by email and never written down. The clauses that matter are rarely the ones people focus on.
- Scope and deliverables written specifically enough that both sides read them the same way
- Payment terms, late consequences, and what happens if the work stops midstream
- Termination rights, so ending the relationship does not itself become the dispute
- Ownership of work product and confidential information
- Governing law and how disputes get resolved, decided before you need it
We draft, review, and negotiate the agreements a Hawaiʻi business actually runs on: client and vendor contracts, service agreements, commercial leases, employment and contractor agreements, and operating agreements between owners. Reviewing something before you sign it is nearly always cheaper than litigating it after.
Heirs and interested parties are notified, and notice is published in a newspaper of general circulation. Hawaiʻi requires a minimum four-month creditor claim period from first publication. This is usually the step that sets the floor on how fast an estate can close.
Step 3: Notice, publication, and the creditor window
Step 4: Inventory, debts, and taxes
We inventory and value the assets, evaluate creditor claims and pay the valid ones, and coordinate any required tax filings with your accountant. Hawaiʻi is one of a small number of states with its own estate tax, so larger estates need this handled carefully.
Buying or Selling a Hawaii Business
A sale is where the quality of your earlier paperwork becomes visible. Buyers examine the entity records, the contracts, the leases, and the ownership documentation, and gaps in any of those affect either the price or whether the deal closes.
We work both sides. On a purchase, that means diligence, structuring the deal as an asset or entity sale, and drafting the purchase agreement so the liabilities you are not buying stay with the seller. On a sale, it means getting the records in order before a buyer finds the problems, then negotiating terms, representations, and any transition arrangement. Our
business transactions page covers the full range of transactional work we handle.
Legal Advice Grounded in Real Business Experience
Jonathan Parker has been in practice for 38 years, licensed in Hawaiʻi since 2011 and admitted in Florida and New Jersey in 1988, and he founded Parker & Maloney in 1991. He also worked in the financial industry for several years and served as a FINRA arbitrator, hearing and deciding securities disputes between investors and brokerage firms.
That background shows up in how the conversations go. Owners tend to arrive with a business problem rather than a legal question, and the useful answer usually accounts for cost, timing, and the relationship involved, not only what is legally available. We also offer flat-fee pricing wherever the work allows it, which for most owners is the difference between getting something reviewed and deciding to risk it.
Business Planning and What Happens to the Business
For most Hawaiʻi owners, the business is a significant share of the estate, and it is the asset least likely to survive a transfer without planning. An operating agreement that addresses what happens on an owner's death or exit does more for continuity than almost anything else you can sign.
We handle both sides of that, so succession terms, buy-sell provisions, and your personal estate plan point in the same direction rather than contradicting each other. Our
Honolulu estate planning page covers the personal side.
Common Questions About Hawaii Business Law
How do I form an LLC in Hawaii?
File Articles of Organization, Form LLC-1, with the DCCA Business Registration Division and pay the $50 filing fee. You will need a registered agent with a physical Hawaii address, and most businesses also need a general excise tax license and a federal EIN before operating. The filing itself is straightforward; the decisions that precede it are where an attorney helps.
Is there a flat-fee business attorney option in Hawaii?
Yes. We offer flat-fee pricing on formation, standard contract drafting, and contract review wherever the scope allows it, so you know the cost before we begin. More complex transactional work is quoted individually with the drivers explained up front.
Do I need an operating agreement for a Hawaii LLC?
Hawaii does not require one, but you want one, especially with more than one owner. It governs decision-making, profit distribution, what happens if an owner leaves or dies, and how disputes get resolved. Without it, default statutory rules apply and they may not match what you and your partners actually agreed.
Can you help my business if I am not on Oahu?
Yes. We work with Hawaii business clients by phone and video, so owners on Maui, Kauaʻi, and Hawaii Island can handle formation, contract work, and transactions without traveling to Honolulu.
What is the general excise tax and does my business owe it?
Hawaii's GET is a tax on gross business receipts rather than a sales tax, and it applies broadly to services as well as goods. Most businesses operating in Hawaii owe it and need a license before they start. On Oahu the combined rate is 4.5%, and because it applies to revenue rather than profit, it needs to be built into your pricing.
Get the Foundation Right the First Time
Whether you are forming an entity, reviewing a contract, or working toward a sale, tell us what you are doing and we will tell you what it involves and what it costs before you commit.