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2020 Hawaii Revised Statutes
Title 23A. Other Business Entities
428. Uniform Limited Liability Company Act
PART I. GENERAL PROVISIONS
DEALING WITH THE LIMITED LIABILITY COMPANY
LIMITED LIABILITY COMPANY
- 428-101 Definitions.
- 428-102 Knowledge and notice.
- 428-103 Effect of operating agreement; nonwaivable provisions.
- 428-104 Supplemental principles of law.
- 428-105 Name.
- 428-105.5 Administrative order of abatement for infringement of limited liability company name.
- 428-106 Reserved name.
- 428-107 Registered agent.
- 428-108 Change of registered agent.
- 428-109 Resignation of registered agent.
- 428-110 Service of process.
- 428-111 Nature of business and powers.
- 428-201 Limited liability company as legal entity.
- 428-202 Organization.
- 428-203 Articles of organization.
- 428-204 Articles of amendment.
- 428-204.5 Amended and restated articles of organization.
- 428-204.6 Restated articles of organization.
- 428-205 Signing of records.
- 428-206 Filing in office of director; effective time and date.
- 428-207 Correcting filed record.
- 428-208 Liability for false statement in filed record.
- 428-209 Filing by judicial act.
- 428-210 Annual report.
DEALING WITH THE LIMITED LIABILITY COMPANY
- 428-301 Agency of members and managers.
- 428-302 Limited liability company liable for member's or manager's actionable conduct.
- 428-303 Liability of members and managers.
LIMITED LIABILITY COMPANY
- 428-401 Form of contribution.
- 428-402 Member's liability for contributions.
- 428-403 Member's and manager's rights to payments and reimbursement.
- 428-404 Management of the limited liability company.
- 428-405 Sharing of and right to distributions.
- 428-406 Limitations on distributions.
- 428-407 Liability for unlawful distributions.
- 428-408 Member's right to information.
- 428-409 General standards of member's and manager's conduct.
- 428-410 Actions by members.
- 428-411 Continuation of limited liability company after expiration of specified term.
- 428-501 Member's distributional interest.
- 428-502 Transfer of distributional interest.
- 428-503 Rights of a transferee.
- 428-504 Rights of creditors.
- 428-601 Events causing a member's dissociation.
- 428-602 Member's power to dissociate; wrongful dissociation.
- 428-603 Effect of a member's dissociation.
- 428-701 Company purchase of distributional interest.
- 428-702 Court action to determine fair value of distributional interest.
- 428-703 Dissociated member's power to bind the limited liability company.
- 428-704 Statement of dissociation.
- 428-801 Events causing dissolution and winding up of company's business.
- 428-802 Limited liability company continues after dissolution.
- 428-803 Right to wind up the limited liability company's business.
- 428-804 Member's or manager's power and liability as agent after dissolution.
- 428-805 Articles of termination.
- 428-806 Distribution of assets in winding up the limited liability company's business.
- 428-807 Known claims against dissolved limited liability company.
- 428-808 Notice; other claims against dissolved limited liability company.
- 428-809 Grounds for administrative termination.
- 428-810 Procedure for and effect of administrative termination.
- 428-811 Reinstatement following administrative termination.
- 428-812 Appeal from denial of reinstatement.
- 428-901 Definitions.
- 428-901.5 Foreign mergers.
- 428-902 REPEALED.
- 428-902.5 Conversion into and from limited liability companies.
- 428-902.6 Articles of conversion.
- 428-903 Effect of conversion.
- 428-904 Merger.
- 428-905 Articles of merger.
- 428-906 Effect of merger.
- 428-907 REPEALED.
- 428-908 REPEALED.
- 428-1001 Law governing foreign limited liability companies.
- 428-1002 Application for certificate of authority.
- 428-1003 Activities not constituting transacting business.
- 428-1004 Issuance of certificate of authority.
- 428-1005 Name of foreign limited liability company.
- 428-1005.5 Change of name by foreign limited liability company.
- 428-1006 Revocation of certificate of authority.
- 428-1007 Cancellation of authority.
- 428-1008 Effect of failure to obtain certificate of authority.
- 428-1009 Action by attorney general.
- 428-1010 REPEALED.
Cross References
Limited liability partnerships, see 425‑151 to 173.
Law Journals and Reviews
The Proposed Limited Liability Company Act in Hawai‘i. 18 UH L. Rev. 483.
The "Aloha Corporation:" Infusing the Culture of Hawai‘i to Broaden the Perspective of Business and Return to Community. 34 UH L. Rev. 221 (2012).
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