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How to Move an LLC Out of Hawaii (Conversion, $100)

Updated September 3, 2026. Quick answer: Hawaii permits it, in both directions, under Haw. Rev. Stat. § 428-902.5(a): a domestic LLC may adopt a plan of conversion and convert to a foreign LLC if the conversion is permitted by and complies with the destination jurisdiction’s law, the usual reciprocity condition. Hawaii is a genuine naming trap in the opposite direction from Delaware: its LLC chapter (428, based on the original 1996 Uniform LLC Act) never uses the word ‘domestication’ at all, captioning the relevant part ‘Conversions and Mergers’ instead, so a table that searches only for the word ‘domestication’ would likely miss Hawaii entirely even though the substance is the same continuation-of-the-same-entity transaction. The entity-law filing fee is a flat $100. This page covers the entity-law half only.

The statute, and why Hawaii gets miscounted

Section 428-902.5(a) sets five conditions for an outbound move, the operative one being condition (2): ‘The conversion is permitted by, and complies with, the laws of the state or country in which the converted entity is to be incorporated, formed, or organized,’ a reciprocity condition tied to the destination’s law. The other conditions require member approval of a plan of conversion, proportional equity interests carrying over, and no member becoming personally liable without consent. Subsection (b) states the mirror-image inbound rule. None of Chapter 428 Part IX uses the word ‘domestication’; the statutory label throughout is ‘conversion.’

What the filing costs

Outbound and inbound share one filing: Articles of Conversion, Hawaii DCCA Business Registration Division Form X-10, filed with the Business Registration Division. The form has separate check-boxes for the ‘converting (original) entity’ and the ‘converted (new) entity,’ so the same form and fee serve either direction. The official form (files.hawaii.gov/dcca/breg/registration/forms/X-10.pdf) states a flat $100.00 nonrefundable filing fee ($50.00 for nonprofit conversions, not applicable here). The form itself is dated 7/2017 even though it is served from the current official URL, so treat the fee figure as carrying some currency risk despite Hawaii’s Business Registration Division fees historically being stable.

That is the entity-law filing fee only. It is not the cost of leaving, and anyone who tells you the cost of leaving Hawaii is a filing fee is selling something.

The part this page does not answer

The reason people search for this is usually not the filing. It is the tax exposure: what Hawaii’s own revenue agency does when you leave, whether a final return is due, and whether the state agrees the entity has actually stopped doing business there. Those questions are governed by Hawaii tax law and administrative practice, not by the entity-law citation above, and this cluster does not source them. We have the entity-law answer at primary and the tax answer not at all.

Two things worth knowing even so, both the general shape rather than a state-specific finding: changing the entity’s state of organization does not by itself end an obligation to register as a foreign LLC anywhere you still do business, and a state’s revenue department is a separate counterparty from its filing office. If you are moving to cut a tax bill, the entity move is the easy half.

This page sells nothing and links to no filing service. Moving an LLC is a filing-desk task with a statutory answer, and the answer is either in your two states’ codes or it is not.

What is commonly published about Hawaii, and why it is wrong

That Hawaii does not permit LLC domestication because its statute has no section titled ‘domestication.’

Hawaii’s Chapter 428 genuinely has no ‘domestication’ section, unlike Delaware, DC, or Florida, each of which has a distinct article using that word (even if, as in Florida’s case, that article is limited to non-US entities). In substance, HRS § 428-902.5(a)-(b) permits the identical jurisdiction change, continuation of the same entity rather than a dissolve-and-reform, in both directions, subject to the same reciprocity condition, under the label ‘conversion’ instead.

Check both ends of the move, not just the destination

A move needs two things to be true: your destination has to let the entity in, and your current state has to let it out. Nine states have no statutory route out, so an LLC formed in one of them cannot domesticate anywhere, however welcoming the destination is. That is where most published advice goes wrong; it checks one end.

State you would be leavingWhy there is no route outWhat the code offers instead
Delawarethe statute affirmatively limits it6 Del. C. § 18-209
Kentuckynothing in the code permits itKRS 275.345 to 275.365
Massachusettsthe statute affirmatively limits itMass. Gen. Laws ch. 156C, § 59(b)
Missourinothing in the code permits itMo. Rev. Stat. §§ 347.127 to 347.135
New Mexiconothing in the code permits itNMSA 1978 § 53-19-62
New Yorknothing in the code permits itNY LLC Law § 1001(b), certificate of merger under § 1003
South Carolinathe statute affirmatively limits itS.C. Code Ann. § 33-44-904
Washingtonthe statute affirmatively limits itRCW 25.15.416 to 25.15.431
West Virginianothing in the code permits itW. Va. Code § 31B-9-904, articles of merger under § 31B-9-905

Delaware is the surprise on that list and it is not a mistake; see the move-to-another-state guide, which covers Delaware’s route directly. For the other eight, the substitute is a merger, not a dissolution: form the new entity in the destination state and merge the old one into it. Merger produces a surviving entity rather than a continuation, so it is genuinely not the same thing as domestication, but it keeps far more alive than dissolving does.

The full 51-jurisdiction table is on the domestication states list; the three routes are compared on how to move an LLC to another state.

Sources

Every row on this page is statutory text. No formation service, no registered-agent marketing page and no aggregator is cited anywhere in this cluster; those are the only publishers of the competing versions.

  • Hawaii: https://law.onecle.com/hawaii/title-23a/428-902.5.html. Statutory text, independently re-verified 2026-09-03 against law.onecle.com; matches dataset. capitol.hawaii.gov itself was not retried (the dataset already records it as closed to outside access and separately confirmed currency via a Wayback capture of the state’s own site).

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