Hawaii vs Tennessee LLC: fees, taxes, and which to pick
Data last updated: Apr 21, 2026Hawaii charges $51 to form an LLC; Tennessee charges $300. Day-one sticker price is only part of the story, since most of the real cost comes from the annual obligations that stack up each year you keep the LLC open.
Over a rolling three-year window, Hawaii runs about $1,404 less in total state fees than Tennessee. Whether that gap matters depends on whether you actually operate in one of these states or are weighing a non-resident filing.
Tennessee imposes an entity-level annual tax on every LLC ($100 minimum). Hawaii does not. For pass-through LLCs that would otherwise owe nothing at the state level, that minimum is the deciding line.
On speed, Tennessee typically clears standard online filings faster than Hawaii. Both states offer expedited tiers at an additional cost for filers on tight timelines.
For most small operators the choice is not really between these two states at all. It is between forming where the business actually operates and trying to route through a non-resident filing. The data below shows what each option actually costs.
Key differences at a glance
- Hawaii costs $249 less to form ($51 vs $300).
- Hawaii is $385 per year cheaper to maintain ($115 vs $500).
- Tennessee has no state individual income tax; pass-through LLC income flows to members without a state layer. The other state does tax at the member level.
- Tennessee imposes an entity-level franchise or LLC tax that applies to pass-through LLCs. Hawaii does not.
Where each state fits
For most filers, forming in the state you actually operate from is the right call. The side-by-side below shows where the two states meaningfully diverge.
What each state offers that the other does not
Only Hawaii
- Paid expedited tier
- No state sales tax
- No entity-level franchise or LLC tax
Only Tennessee
- No state income tax
Both states
- Online filing
- No publication requirement
- Operating agreement not statutorily required
Three-year cost, side by side
Rough estimate of the state-facing cost to form and keep an LLC through three years. Both totals include a $100 per year registered-agent estimate.
Running total includes the one-time filing fee and annual ongoing costs (report fee or franchise tax plus a $100/year registered agent estimate).
What it costs under your specific situation
The table below runs the same LLC through four common scenarios. "Non-resident" rows assume a typical home-state foreign LLC registration adds about $200 per year of stacked cost; the real number depends on which state you live in and ranges from $50 to over $800 depending on jurisdiction.
| Scenario | Year 1 | Each year after | 3-year total |
|---|---|---|---|
| You live in Hawaii, business operates there No foreign LLC registration needed. You pay Hawaii fees only. | $166 | $115 | $396 |
| You live in Tennessee, business operates there No foreign LLC registration needed. You pay Tennessee fees only. | $800 | $500 | $1,800 |
| Non-resident forming in Hawaii with operations elsewhere You pay Hawaii's fees plus a typical home-state foreign LLC registration of about $200 per year. | $366 | $315 | $996 |
| Non-resident forming in Tennessee with operations elsewhere You pay Tennessee's fees plus a typical home-state foreign LLC registration of about $200 per year. | $1,000 | $700 | $2,400 |
Hawaii vs Tennessee: full comparison
| Dimension | Hawaii | Tennessee |
|---|---|---|
| Online filing Can you file the formation document online? | Yes | Yes |
| Online approval time Standard, non-expedited | 5 business days | 1 business day |
| Expedited option Paid fast-track filing | $25 | Not offered |
| Annual report Required in addition to tax | Required, $15 | Required, $300 |
| State-imposed annual tax Franchise, privilege, or LLC tax minimum | None | $100 minimum |
| State income tax On pass-through LLC income at member level | Yes | No |
| Publication requirement Newspaper publication after formation | No | No |
| Operating agreement Required by state statute | Recommended, not required | Recommended, not required |
| Foreign LLC fee Cost to register as a foreign LLC in this state | $51 | $300 |
| State sales tax General statewide rate | None | 7.0% |
Taxes in Hawaii and Tennessee
How each state handles entity-level tax on LLCs. Pass-through classification means member-level income tax also applies at each member's residence state.
Hawaii tax
No entity-level franchise tax on LLCs. State income tax applies to member-level pass-through income. Corporate rate 6.4%.
Tennessee tax
$100 minimum annual tax (net-worth basis). No state income tax. Corporate rate 6.5%.
Ongoing compliance
The recurring filings each state requires after formation.
Hawaii
Annual report $15, due on your anniversary month. Registered agent required in Hawaii.
Tennessee
Annual report $300, due on your anniversary month. Registered agent required in Tennessee.
Formation process, side by side
What actually happens from the moment you start filing to the moment you're in good standing. Use this as a checklist.
Hawaii
- Check business-name availability on the Hawaii entity search.
- Appoint a registered agent with a physical Hawaii street address.
- File Articles of Organization for Limited Liability Company (Form LLC-1) for $51.
- Wait for approval. Online typically 5 business days. Paid expedite from $25.
- Adopt an operating agreement (recommended, not required by Hawaii statute).
- Apply for a federal EIN (free from the IRS).
- Open a business bank account to separate personal and business finances.
- File your first annual report and pay $15 when it comes due.
Tennessee
- Check business-name availability on the Tennessee entity search.
- Appoint a registered agent with a physical Tennessee street address.
- File Articles of Organization – Limited Liability Company (Form SS-4270) for $300.
- Wait for approval. Online typically 1 business days. No paid expedite offered.
- Adopt an operating agreement (recommended, not required by Tennessee statute).
- Apply for a federal EIN (free from the IRS).
- Open a business bank account to separate personal and business finances.
- File your first annual report and pay $300 when it comes due.
Before you pick either state
A few things that apply no matter which state you choose. These trip up enough first-time filers that they're worth stating explicitly.
Registered agent is non-negotiable. Both Hawaii and Tennessee (and every other US state) require every LLC to designate a registered agent with a physical street address in the state of formation. You can serve as your own agent if you live in the state; otherwise a commercial agent runs $50 to $125 per year. Using your own home address makes it part of the public record.
Forming elsewhere does not escape your home state's tax. If you live and operate a business from your home state, forming the LLC in Hawaii or Tennessee does not avoid your home state's income tax. The moment you transact business at home, your home state requires a foreign LLC registration, and state tax liability follows your residence regardless of where the entity sits on paper.
EIN applications are free. The IRS issues Employer Identification Numbers directly at no cost. Any service charging you to "get your EIN" is reselling a free form submission. Single-member LLCs with no employees technically don't need one for federal tax, but nearly every bank requires an EIN to open a business account.
Operating agreement matters more than the state you pick. A well-drafted operating agreement governs member ownership, management, profit splits, buy-sell terms, and dissolution. Without one, your LLC runs on the state's default rules, which are rarely what you want. California, Maine, Missouri, and New York require a written one by statute; every other state treats it as strongly recommended.
Agency contacts
Hawaii Department of Commerce and Consumer Affairs - Business Registration Division
- Website
- cca.hawaii.gov/breg
- Phone
- (808) 586-2727
- breg@dcca.hawaii.gov
- Business Registration Division, Department of Commerce and Consumer Affairs, P.O. Box 40, Honolulu, HI 96810
- Office
- 335 Merchant Street, Room 201, Honolulu, HI 96813
- Hours
- 7:45 AM to 4:30 PM Hawaii-Aleutian Standard Time, Monday to Friday
Tennessee Secretary of State, Business Services Division
- Website
- sos.tn.gov/business-services
- Phone
- (615) 741-2286
- TNSOS.CORPINFO@tn.gov
- 312 Rosa L. Parks Avenue, Snodgrass Tower 6th Floor, Nashville, TN 37243
- Office
- 312 Rosa L. Parks Avenue, Snodgrass Tower, Nashville, TN 37243
- Hours
- 8:00 AM to 4:30 PM Central, Monday to Friday
Hawaii Department of Taxation
- Website
- tax.hawaii.gov
- Phone
- (808) 587-4242
- Department of Taxation, P.O. Box 259, Honolulu, HI 96809-0259
- Office
- 830 Punchbowl Street, Honolulu, HI 96813-5094
- Hours
- 7:45 AM to 4:00 PM Hawaii-Aleutian Standard Time, Monday to Friday
Tennessee Department of Revenue
- Website
- www.tn.gov/revenue.html
- Phone
- (615) 253-0600
- 500 Deaderick Street, Nashville, TN 37242
- Hours
- 8:00 AM to 4:30 PM Central, Monday to Friday
Frequently Asked Questions
-
Is it cheaper to form an LLC in Hawaii or Tennessee?
Hawaii is cheaper at formation ($51) than Tennessee ($300). Ongoing costs are also different: $115 vs $500 per year. Total over three years: $396 vs $1,800.
-
Can I form an LLC in Hawaii if I live in Tennessee?
Yes, but your Tennessee business will almost certainly need to register as a foreign LLC in Tennessee too, which means paying Tennessee's foreign registration fee and any ongoing Tennessee obligations on top of the Hawaii ones. The "form elsewhere to save" math usually doesn't work for operating businesses; it only works when you have no physical operations tied to any specific state.
-
How long does it take to form an LLC in Hawaii vs Tennessee?
Hawaii online: 5 business days; Tennessee online: 1 business day. Hawaii offers paid expedite from $25. Tennessee does not offer paid expedite.
-
Which state has lower taxes for an LLC, Hawaii or Tennessee?
Hawaii: state income tax applies to member-level pass-through income, no entity-level franchise or LLC tax. Tennessee: no state income tax, plus a $100 minimum entity-level tax.
-
Do both states require a registered agent?
Yes. Every US state (and DC) requires every LLC to maintain a registered agent with a physical street address in the state. Hawaii and Tennessee both have this requirement. You can serve as your own agent if you live in the state; most out-of-state filers use a commercial agent for $50 to $125 per year.
-
Which state should I pick if I run an online business from home?
Form in the state you actually live in. Your home state's Department of Revenue treats your residence as nexus regardless of where the LLC is filed, which means you owe state income tax there anyway. Forming in Hawaii or Tennessee to escape your home state's tax doesn't work; it adds paperwork. The non-resident filings make sense when you genuinely operate nowhere in particular: international founders, purely passive holding entities, or real-estate LLCs owning property in other states.
Full state guides
More Hawaii and Tennessee comparisons
More Hawaii vs ...
Sources
- Online filing portal: cca.hawaii.gov/breg/ · verified April 21, 2026
Hawaii BREG is launching a replacement business registration portal on April 27, 2026 (the legacy hbe.ehawaii.gov system went offline April 20). The new portal URL is not yet published. Until we can confirm the new direct URL, we point filers at the BREG division homepage, which lists the live online filing entry point. Re-verify once the new portal URL is announced. - Business name search: cca.hawaii.gov/business-check/ · verified April 21, 2026
DCCA Business Check is Hawaii's current live business-name search surface and remains the right entry point regardless of the BREG portal migration. - Filing fee: cca.hawaii.gov/wp-content/uploads/2025/12/Form-Fee-Schedule-12-2022.pd… · verified April 21, 2026
Hawaii DCCA Business Registration Division Form Fee Schedule (Rev. 12/2022): Limited Liability Company Articles of Organization filing fee = $50.00. A $1.00 State Archives preservation fee (HRS Section 94-8) is also imposed on permanent documents collected by BREG, bringing the day-one total to $51.00. - Expedited filing: cca.hawaii.gov/wp-content/uploads/2025/12/Form-Fee-Schedule-12-2022.pd… · verified April 21, 2026
Hawaii DCCA Form Fee Schedule: Expedited Review Fee = $25.00 (additional) for most LLC filings including Articles of Organization. Expedited online filings are typically processed in 1 to 3 business days per BREG guidance. - Foreign LLC registration fee: cca.hawaii.gov/wp-content/uploads/2025/12/Form-Fee-Schedule-12-2022.pd… · verified April 21, 2026
Foreign LLC Application for Certificate of Authority filing fee = $50.00 plus $1.00 State Archives preservation fee = $51.00 day-one cost. - Operating agreement requirement: law.justia.com/codes/hawaii/title-23a/chapter-428/section-428-103/ · verified April 21, 2026
HRS Section 428-103 (Effect of operating agreement; nonwaivable provisions) permits but does not require an operating agreement. Hawaii Uniform Limited Liability Company Act does not require a written operating agreement. - Publication requirement: cca.hawaii.gov/breg/registration/dllc/ · verified April 21, 2026
Hawaii BREG LLC registration page and HRS Chapter 428 contain no publication requirement for LLCs. - Annual report fee: cca.hawaii.gov/wp-content/uploads/2025/12/Form-Fee-Schedule-12-2022.pd… · verified April 21, 2026
Annual Report (Domestic/Foreign) LLC filing fee = $15.00 per Hawaii DCCA Form Fee Schedule. Due during the calendar quarter containing the LLC's registration anniversary per HRS Section 428-210. Late fee $10 per year. Authority confirmed via HRS Section 428-210. - Franchise tax: tax.hawaii.gov/geninfo/get/ · verified April 21, 2026
Hawaii Department of Taxation: no franchise tax on LLCs. The General Excise Tax (GET) is a gross receipts tax, not a franchise tax. LLCs owe GET on business activity, not a separate entity-level franchise or privilege tax. - Corporate income tax rate: taxfoundation.org/location/hawaii/ · verified April 21, 2026
Hawaii corporate income tax: 4.4% on income up to $25,000, 5.4% on $25,001 to $100,000, 6.4% on income above $100,000. Record top marginal rate 6.4% as the income-only max. LLCs that default to pass-through do not owe this tax. - Sales tax rate: tax.hawaii.gov/geninfo/get/ · verified April 21, 2026
Hawaii has no retail sales tax. The General Excise Tax (GET) at 4% state plus 0.5% county surcharge is a gross receipts tax on the business. Recorded salesTaxRate as 0 per schema convention (statewide retail sales rate). GET nuance captured in taxes.notes. - Business name search: hbe.ehawaii.gov/documents/search.html · verified April 21, 2026
Hawaii Business Express (HBE) document and entity search. Confirm name availability before filing. Note: HBE is being replaced by a new BREG portal on April 27, 2026; URLs may update. - Certificate of Formation form: files.hawaii.gov/dcca/breg/registration/forms/llc-1.pdf · verified April 21, 2026
Official Form LLC-1 Articles of Organization for Hawaii LLC, published by DCCA Business Registration Division. Can be filed online via HBE, by mail, fax, email, or in person. - Filing fee: law.justia.com/codes/tennessee/title-48/limited-liability-companies/ch… · verified April 21, 2026
Tenn. Code Ann. §48-249-1007(a)(1): Initial filing fee = $50 × number of members, minimum $300, maximum $3,000. The default reported value is the $300 statutory minimum (applies to LLCs with 1-6 members). Justia mirror used because sos.tn.gov PDFs and some tn.gov pages returned 403/timeouts; language matches the SOS Form SS-4270 fee instructions. - Filing fee: sos-prod.tnsosgovfiles.com/s3fs-public/document/SS-4270%20LLC_0.pdf · verified April 21, 2026
Tennessee SOS Form SS-4270 (Rev. 01/25) Articles of Organization instructions confirm $50/member with $300 minimum, $3,000 maximum. If the articles prohibit the LLC from doing business in Tennessee, the flat fee is $300 regardless of member count. - Expedited filing: sos.tn.gov/businesses/faqs · verified April 21, 2026
Tennessee Secretary of State does not offer paid expedited processing for LLC Articles of Organization. Online filings through TNBear/TNCaB typically complete within 1 business day, which serves as the de facto expedited pathway. Recorded as 'offered: false'. - Annual report fee: law.justia.com/codes/tennessee/title-48/limited-liability-companies/ch… · verified April 21, 2026
Tenn. Code Ann. §48-249-1007(a)(2): Annual filing fee = $50 × number of members as of the annual report date, minimum $300, maximum $3,000. Due the first day of the fourth month after fiscal year close. Reported value is the $300 statutory minimum. - Franchise tax: www.tn.gov/revenue/taxes/franchise---excise-tax.html · verified April 21, 2026
Tennessee Department of Revenue Franchise & Excise Tax page. LLCs are subject to both taxes. Franchise tax: 0.25% of Tennessee apportioned net worth with $100 minimum (property-measure alternative repealed by Public Chapter 950, effective tax years ending on/after Jan. 1, 2024). Excise tax: 6.5% of Tennessee-sourced net earnings. Tenn. Code Ann. §67-4-2007 (excise), §67-4-2105 (franchise). - Operating agreement requirement: law.justia.com/codes/tennessee/title-48/limited-liability-companies/ch… · verified April 21, 2026
Tenn. Code Ann. §48-249-203: An operating agreement need not be in writing (except as articles or a prior operating agreement provision require). Tennessee law permits but does not require adoption of a written operating agreement. - Foreign LLC registration fee: sos-prod.tnsosgovfiles.com/s3fs-public/document/SS-4233%20COA%20LLC.pd… · verified April 21, 2026
Tennessee SOS Form SS-4233 Application for Certificate of Authority (Foreign LLC). Fee = $50 × number of members, minimum $300, maximum $3,000 (same statutory formula as domestic filing fee). Recorded $300 minimum. - Publication requirement: sos.tn.gov/businesses/faqs · verified April 21, 2026
Tennessee does not require newspaper publication of LLC formation. Confirmed by absence of such requirement in Tenn. Code Ann. §48-249-202 (Articles of organization) and SOS FAQ. - Business name search: tnbear.tn.gov/Ecommerce/NameAvailability.aspx · verified April 21, 2026
Tennessee Business Information Search (TNBear). Use before filing Articles of Organization to confirm name availability. - Sales tax rate: www.tn.gov/revenue/taxes/sales-and-use-tax.html · verified April 21, 2026
Tennessee Department of Revenue: statewide sales and use tax rate is 7% (general rate); 4% state rate on food and food ingredients. Local option adds up to 2.75%, for combined rates up to 9.75%. - Corporate income tax rate: www.tn.gov/revenue/taxes/franchise---excise-tax.html · verified April 21, 2026
Tennessee excise tax rate is 6.5% of Tennessee-sourced net earnings. Reported here as the state's functional corporate income tax rate; applies to C-corps, LLCs taxed as corporations, and (for entity-level excise only) to default-classified LLCs.