Form Fc-Info - Information For Foreign Profit Corporations

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FORM FC-INFO
1/2000
STATE OF HAWAII
DEPARTMENT OF COMMERCE AND CONSUMER AFFAIRS
Business Registration Division
1010 Richards Street
Mailing Address: P.O. Box 40, Honolulu, Hawaii 96810
INFORMATION FOR FOREIGN PROFIT CORPORATIONS
Registered Office/Registered Agent Change
Section 415-113 provides that each foreign corporation authorized to transact business in Hawaii shall have and
continuously maintain in this State: (1) a registered office which may, but need not be, the same as its place of
business in this State; and (2) a registered agent, which agent may be either an individual resident of this State
whose business office is identical with the corporation’s registered office or a domestic corporation having a
business office identical with the corporation’s registered office.
A foreign corporation authorized to transact business in this State may change its registered office or registered
agent, or both, upon delivering to the director for filing a statement setting forth the particulars required by
Section 415-114.
Any registered agent in this State appointed by a foreign corporation may resign as the agent for the foreign
corporation upon delivering a written notice of resignation, in duplicate, to the director who shall mail a copy of
the notice to the foreign corporation at its principal office. The appointment of the registered agent shall
terminate upon the expiration of thirty days after receipt of the notice by the director.
Additional Requirements for Name Changes and Mergers
Section 415-116 provides that whenever the name of a foreign corporation authorized to transact business in this
State is changed by the amendment of its articles of incorporation, the foreign corporation shall, within thirty days
after the amendment becomes effective, deliver to the director a certificate evidencing the name change duly
authenticated by the proper officer of the state or country under the laws of which it is incorporated. A fee of
$50.00 shall accompany the filing of the certificate.
Section 415-117 provides that whenever a foreign corporation authorized to transact business in this State shall
be a party to a statutory merger, it shall, within thirty days after the merger becomes effective, deliver to the
director, a certificate evidencing the merger duly authenticated by the proper officer of the state or country under
the laws of which the statutory merger was effectuated. The certificate evidencing the merger shall be evidence
of a change of name if the name of the surviving corporation has been changed thereby. A fee of $50.00 shall
accompany the filing of the certificate.
Whenever a foreign corporation authorized to transact business in this State shall be a party to a statutory
merger and it is NOT the surviving corporation, the surviving corporation shall, within thirty days after the merger
becomes effective, deliver to the director for filing a certificate evidencing the merger duly authenticated by the
officer of the state or country under the laws of which the statutory merger was effectuated. If the surviving
corporation is not authorized to transact business in this State, together with the certificate evidencing the
merger, the surviving corporation shall submit an application for withdrawal of the merged foreign corporation
executed by the surviving corporation on behalf of the merged corporation. The certificate evidencing the
merger and the application for withdrawal, each, has a $50.00 filing fee.
In all instances, if a certificate is in a foreign language, it shall be accompanied by a translation under oath of the
translator.
SEE REVERSE SIDE FOR MORE INFORMATION.

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