§428-111 Nature of business and powers. (a) A limited liability company may be organized under this chapter for any lawful purpose, subject to any law of this State governing or regulating business.
(b) Unless its articles of organization provide otherwise, a limited liability company has the same powers as an individual to do all things necessary or convenient to carry on its business or affairs, including power to:
(1) Sue and be sued, and defend in its company name;
(2) Purchase, receive, lease, or otherwise acquire, and own, hold, improve, use, and otherwise deal with real or personal property, or any legal or equitable interest in property, wherever located;
(3) Sell, convey, mortgage, grant a security interest in, lease, exchange, and otherwise encumber or dispose of all or any part of its property;
(4) Purchase, receive, subscribe for, or otherwise acquire, own, hold, vote, use, sell, mortgage, lend, grant a security interest in, or otherwise dispose of and deal in and with, shares or other interests in or obligations of any other entity;
(5) Make contracts and guarantees, incur liabilities, borrow money, issue notes, bonds, and other obligations, which may be convertible into or include the option to purchase other securities of the limited liability company, and secure any of its obligations by a mortgage on or a security interest in any of its property, franchises, or income;
(6) Lend money, invest and reinvest its funds, and receive and hold real and personal property as security for repayment;
(7) Be a promoter, partner, member, associate, or manager of any partnership, joint venture, trust, or other entity;
(8) Conduct its business, locate offices, and exercise the powers granted by this chapter within or without this State;
(9) Elect managers and appoint officers, employees, and agents of the limited liability company, define their duties, fix their compensation, and lend them money and credit;
(10) Pay pensions and establish pension plans, pension trusts, profit sharing plans, share bonus plans, share option plans, and benefit or incentive plans for any or all of its current or former members, managers, officers, employees, and agents;
(11) Make donations for the public welfare or for charitable, scientific, or educational purposes; and
(12) Make payments or donations, or do any other act, not inconsistent with law, that furthers the business of the limited liability company. [L 1996, c 92, pt of §1; am L 1999, c 164, §3]
Structure Hawaii Revised Statutes
Title 23A. Other Business Entities
428. Uniform Limited Liability Company Act
428-103 Effect of operating agreement; nonwaivable provisions.
428-104 Supplemental principles of law.
428-105.5 Administrative order of abatement for infringement of limited liability company name.
428-108 Change of registered agent.
428-109 Resignation of registered agent.
428-111 Nature of business and powers.
428-201 Limited liability company as legal entity.
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.
428-206 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.
428-301 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.
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.
428-411 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.
428-601 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.
428-902.5 Conversion into and from limited liability companies.
428-902.6 Articles of conversion.
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.
428-1201 Uniformity of application and construction.
428-1203 Certificates and certified copies to be received in evidence.