Sections
Part I General Provisions 428-101 – 428-111
Part II Organization 428-201 – 428-210
Part III Relations of Members and Managers to Persons Dealing with the Limited Liability Company 428-301 – 428-303
Part IV Relations of Members to One Another and to the Limited Liability Company 428-401 – 428-411
Part V Transferees and Creditors of Members 428-501 – 428-504
Part VI Member’s Dissociation 428-601 – 428-603
Part VII Member’s Dissociation When Business Not Wound Up 428-701 – 428-704
Part VIII Winding Up the Company’s Business 428-801 – 428-812
Part IX Conversions and Mergers 428-901 – 428-906
Part X Foreign Limited Liability Companies 428-1001 – 428-1009
Part XI Derivative Actions 428-1101 – 428-1104
Part XII Miscellaneous Provisions 428-1201 – 428-1204
Part XIII Fees, Charges, and Penalties 428-1301 – 428-1302

Terms Used In Hawaii Revised Statutes > Chapter 428

  • Affidavit: A written statement of facts confirmed by the oath of the party making it, before a notary or officer having authority to administer oaths.
  • Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.
  • Answer: The formal written statement by a defendant responding to a civil complaint and setting forth the grounds for defense.
  • Appeal: A request made after a trial, asking another court (usually the court of appeals) to decide whether the trial was conducted properly. To make such a request is "to appeal" or "to take an appeal." One who appeals is called the appellant.
  • Appellate: About appeals; an appellate court has the power to review the judgement of another lower court or tribunal.
  • Applicant: means :

         (1)  In the case of an individual long-term care insurance policy, the person who seeks to contract for benefits; and

         (2)  In the case of a group long-term care insurance policy, the proposed certificate holder. See Hawaii Revised Statutes 431:10H-104

  • Appropriation: The provision of funds, through an annual appropriations act or a permanent law, for federal agencies to make payments out of the Treasury for specified purposes. The formal federal spending process consists of two sequential steps: authorization
  • Arrest: Taking physical custody of a person by lawful authority.
  • Articles of organization: means initial, amended, and restated articles of organization and articles of merger. See Hawaii Revised Statutes 428-101
  • Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
  • Attorney general: means the state attorney general or deputy attorneys general. See Hawaii Revised Statutes 245-1
  • Attorney-in-fact: A person who, acting as an agent, is given written authorization by another person to transact business for him (her) out of court.
  • Bail: Security given for the release of a criminal defendant or witness from legal custody (usually in the form of money) to secure his/her appearance on the day and time appointed.
  • Bankruptcy: Refers to statutes and judicial proceedings involving persons or businesses that cannot pay their debts and seek the assistance of the court in getting a fresh start. Under the protection of the bankruptcy court, debtors may discharge their debts, perhaps by paying a portion of each debt. Bankruptcy judges preside over these proceedings.
  • Business: includes every trade, occupation, profession, and other lawful purpose, whether or not carried on for profit. See Hawaii Revised Statutes 428-101
  • Certificate: means , for the purposes of this article, any certificate issued under a group long-term care insurance policy, which policy has been delivered or issued for delivery in this State. See Hawaii Revised Statutes 431:10H-104
  • Cigarette: means any roll for smoking made wholly or in part of tobacco, irrespective of size and shape and whether or not the tobacco is flavored, adulterated, or mixed with any other ingredient, the wrapper or cover of which is made of paper or any other substance or material except tobacco. See Hawaii Revised Statutes 245-1
  • Common law: The legal system that originated in England and is now in use in the United States. It is based on judicial decisions rather than legislative action.
  • Complaint: A written statement by the plaintiff stating the wrongs allegedly committed by the defendant.
  • Continuance: Putting off of a hearing ot trial until a later time.
  • Contract: A legal written agreement that becomes binding when signed.
  • Conviction: A judgement of guilt against a criminal defendant.
  • Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
  • county: includes the city and county of Honolulu. See Hawaii Revised Statutes 1-22
  • Damages: Money paid by defendants to successful plaintiffs in civil cases to compensate the plaintiffs for their injuries.
  • Decedent: A deceased person.
  • Deed: The legal instrument used to transfer title in real property from one person to another.
  • Defendant: In a civil suit, the person complained against; in a criminal case, the person accused of the crime.
  • Department: means the department of commerce and consumer affairs. See Hawaii Revised Statutes 672B-1
  • Department: means the department of taxation. See Hawaii Revised Statutes 245-1
  • Department: means the department of commerce and consumer affairs. See Hawaii Revised Statutes 428-101
  • Dependent: A person dependent for support upon another.
  • Design professional: means a professional engineer, architect, surveyor, or landscape architect licensed under chapter 464. See Hawaii Revised Statutes 672B-1
  • Devise: To gift property by will.
  • Director: means the director of commerce and consumer affairs. See Hawaii Revised Statutes 428-101
  • Director: means the director of commerce and consumer affairs. See Hawaii Revised Statutes 672B-1
  • Distribution: means a transfer of money, property, or other benefit from a limited liability company to a member in the member's capacity as a member or to a transferee of the member's distributional interest. See Hawaii Revised Statutes 428-101
  • distribution: means to sell, ship, transfer, give, or deliver to another, or to leave, barter, or exchange with another, or to offer or agree to do the same. See Hawaii Revised Statutes 245-1
  • Distributional interest: means all of a member's interest in distributions by the limited liability company. See Hawaii Revised Statutes 428-101
  • Dower: A widow
  • Engages in an equine activity: means riding, training, assisting in medical treatment or physical therapy of, driving, or being a passenger upon an equine, whether mounted or unmounted, or any person assisting a participant or show management. See Hawaii Revised Statutes 663B-1
  • Entity: includes domestic and foreign corporations, domestic professional corporations, domestic and foreign limited liability companies, domestic and foreign nonprofit corporations, domestic and foreign business trusts, estates, domestic and foreign partnerships, domestic and foreign limited partnerships, domestic and foreign limited liability partnerships, trusts, two or more persons having joint or common economic interest, associations and cooperative associations, and state, federal, and foreign governments. See Hawaii Revised Statutes 428-101
  • Equine: means a horse, pony, mule, donkey, or hinny. See Hawaii Revised Statutes 663B-1
  • Equine activity: means :

         (1)  Equine shows, fairs, competitions, performances, or parades that involve any or all breeds of equines and any of the equine disciplines, including, but not limited to, dressage, hunter and jumper horse shows, grand prix jumping, three-day events, combined training, rodeos, driving, pulling, cutting, polo, steeplechasing, English and western performance riding, endurance trail riding and western games, and hunting;

         (2)  Equine training or teaching activities, or both;

         (3)  Boarding equines;

         (4)  Riding, inspecting, or evaluating an equine belonging to another whether or not the owner has received some monetary consideration or other thing of value for the use of the equine or is permitting a prospective purchaser of the equine to ride, inspect, or evaluate the equine;

         (5)  Rides, trips, hunts, or other equine activities of any type however informal or impromptu that are sponsored by an equine activity sponsor; and

         (6)  Placing or replacing horseshoes on an equine. See Hawaii Revised Statutes 663B-1

  • Equine activity sponsor: means an individual, group, club, partnership, or corporation, whether or not the sponsor is operating for profit or nonprofit, which sponsors, organizes, or provides the facilities for, an equine activity, including, but not limited to pony clubs, 4-H clubs, hunt clubs, riding clubs, school and college-sponsored classes, programs, and activities, therapeutic riding programs, and operators, instructors, and promoters of equine facilities, including, but not limited to stables, clubhouses, ponyride strings, fairs, and arenas at which the activity is held. See Hawaii Revised Statutes 663B-1
  • Equine professional: means a person engaged for compensation in instructing a participant or renting to a participant an equine for the purpose of riding, driving, or being a passenger upon the equine, or in renting equipment or tack to a participant. See Hawaii Revised Statutes 663B-1
  • Equitable: Pertaining to civil suits in "equity" rather than in "law." In English legal history, the courts of "law" could order the payment of damages and could afford no other remedy. See damages. A separate court of "equity" could order someone to do something or to cease to do something. See, e.g., injunction. In American jurisprudence, the federal courts have both legal and equitable power, but the distinction is still an important one. For example, a trial by jury is normally available in "law" cases but not in "equity" cases. Source: U.S. Courts
  • Evidence: Information presented in testimony or in documents that is used to persuade the fact finder (judge or jury) to decide the case for one side or the other.
  • Executor: A male person named in a will to carry out the decedent
  • Felony: A crime carrying a penalty of more than a year in prison.
  • Fiduciary: A trustee, executor, or administrator.
  • Foreclosure: A legal process in which property that is collateral or security for a loan may be sold to help repay the loan when the loan is in default. Source: OCC
  • Foreign limited liability company: means an unincorporated entity organized under laws other than the laws of this State which afford limited liability to its owners comparable to the liability under section 428-303 and is not required to obtain a certificate of authority to transact business under any law of this State other than this chapter. See Hawaii Revised Statutes 428-101
  • Gift: A voluntary transfer or conveyance of property without consideration, or for less than full and adequate consideration based on fair market value.
  • Governmental entity: means any agency, association, authority, board, commission, division, office, officer, public body, task force, or any other similar entity authorized or established by any county or the State. See Hawaii Revised Statutes 662D-1
  • Group long-term care insurance: means a long-term care insurance policy which is delivered or issued for delivery in this State and issued to:

         (1)  One or more employers or labor organizations, or a trust or to the trustees of a fund established by one or more employers or labor organizations, or a combination thereof, for employees or former employees or a combination thereof or for members or former members or a combination thereof, of the labor organizations; or

         (2)  Any professional, trade, or occupational association for its members or former or retired members, or combination thereof, if the association:

              (A)  Is composed of individuals all of whom are or were actively engaged in the same profession, trade, or occupation; and

              (B)  Has been maintained in good faith for purposes other than obtaining insurance; or

         (3)  An association or a trust or the trustees of a fund established, created, or maintained for the benefit of members of one or more associations. See Hawaii Revised Statutes 431:10H-104

  • Guardian: A person legally empowered and charged with the duty of taking care of and managing the property of another person who because of age, intellect, or health, is incapable of managing his (her) own affairs.
  • Habeas corpus: A writ that is usually used to bring a prisoner before the court to determine the legality of his imprisonment. It may also be used to bring a person in custody before the court to give testimony, or to be prosecuted.
  • Illegal drug: means "dangerous drugs" or a "harmful drug" as defined in section 712-1240. See Hawaii Revised Statutes 663E-1
  • Illegal drug market: means the support system of illegal drug-related operations, from production to retail sales, through which an illegal drug reaches the user. See Hawaii Revised Statutes 663E-1
  • Indictment: The formal charge issued by a grand jury stating that there is enough evidence that the defendant committed the crime to justify having a trial; it is used primarily for felonies.
  • Individual: means a natural person. See Hawaii Revised Statutes 428-101
  • Individual drug user: means the individual whose illegal drug use is the basis of an action brought under this chapter. See Hawaii Revised Statutes 663E-1
  • Intangible property: Property that has no intrinsic value, but is merely the evidence of value such as stock certificates, bonds, and promissory notes.
  • Interrogatories: Written questions asked by one party of an opposing party, who must answer them in writing under oath; a discovery device in a lawsuit.
  • Jurisdiction: (1) The legal authority of a court to hear and decide a case. Concurrent jurisdiction exists when two courts have simultaneous responsibility for the same case. (2) The geographic area over which the court has authority to decide cases.
  • Lease: A contract transferring the use of property or occupancy of land, space, structures, or equipment in consideration of a payment (e.g., rent). Source: OCC
  • Legislative session: That part of a chamber's daily session in which it considers legislative business (bills, resolutions, and actions related thereto).
  • Level four offense: means the illegal possession of sixteen ounces or more or the illegal distribution of four ounces or more of an illegal drug. See Hawaii Revised Statutes 663E-1
  • Level one offense: means the illegal possession of one-fourth ounce or more, but less than four ounces, or the illegal distribution of less than one ounce of an illegal drug. See Hawaii Revised Statutes 663E-1
  • Level three offense: means the illegal possession of eight ounces or more, but less than sixteen ounces, or the illegal distribution of two ounces or more, but less than four ounces, of an illegal drug. See Hawaii Revised Statutes 663E-1
  • Level two offense: means the illegal possession of four ounces or more, but less than eight ounces, or the illegal distribution of one ounce or more, but less than two ounces, of an illegal drug. See Hawaii Revised Statutes 663E-1
  • Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
  • Licensee: means the holder of a license as a wholesaler or dealer granted under this chapter. See Hawaii Revised Statutes 245-1
  • Lien: A claim against real or personal property in satisfaction of a debt.
  • Limited liability company: means a limited liability company organized under this chapter. See Hawaii Revised Statutes 428-101
  • Long-term care insurance: means any insurance policy or rider advertised, marketed, offered, or designed to provide coverage for not less than twelve consecutive months for each covered person on an expense incurred, indemnity, prepaid, or other basis, for one or more necessary or medically necessary diagnostic, preventive, therapeutic, rehabilitative, maintenance, or personal care services, provided in a setting other than an acute care unit of a hospital. See Hawaii Revised Statutes 431:10H-104
  • Manager: means a person, whether or not a member of a manager-managed limited liability company, who is vested with authority under section 428-301(b). See Hawaii Revised Statutes 428-101
  • Manager-managed limited liability company: means a limited liability company which is so designated in its articles of organization. See Hawaii Revised Statutes 428-101
  • Member-managed limited liability company: means a limited liability company other than a manager-managed company. See Hawaii Revised Statutes 428-101
  • Mercantile establishment: means any place where merchandise is displayed, held, or offered for sale at retail. See Hawaii Revised Statutes 663A-1
  • Merchandise: means all things movable and capable of manual delivery. See Hawaii Revised Statutes 663A-1
  • Misdemeanor: Usually a petty offense, a less serious crime than a felony, punishable by less than a year of confinement.
  • month: means a calendar month; and the word "year" a calendar year. See Hawaii Revised Statutes 1-20
  • Mortgage: The written agreement pledging property to a creditor as collateral for a loan.
  • Mortgagee: The person to whom property is mortgaged and who has loaned the money.
  • Mortgagor: The person who pledges property to a creditor as collateral for a loan and who receives the money.
  • NAIC: means the National Association of Insurance Commissioners. See Hawaii Revised Statutes 431:10H-104
  • Nonprofit corporation: means any corporation that is exempt from taxation pursuant to section 501(a) of the Internal Revenue Code, 26 U. See Hawaii Revised Statutes 662D-1
  • Nonprofit organization: means any organization that is exempt from taxation pursuant to section 501(c) of the Internal Revenue Code, 26 U. See Hawaii Revised Statutes 662D-1
  • oath: includes a solemn affirmation. See Hawaii Revised Statutes 1-21
  • Obligation: An order placed, contract awarded, service received, or similar transaction during a given period that will require payments during the same or a future period.
  • Operating agreement: means the agreement under section 428-103 concerning the relations among the members, managers, and limited liability company. See Hawaii Revised Statutes 428-101
  • Owner: means any person who owns or operates a mercantile establishment or the agents or employees of that person. See Hawaii Revised Statutes 663A-1
  • Participant: means any person, whether amateur or professional, who engages in an equine activity, whether or not a fee is paid to participate in the equine activity. See Hawaii Revised Statutes 663B-1
  • Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
  • Period of illegal drug use: means , in relation to the individual drug user, the entire time of the individual's illegal use of an illegal drug. See Hawaii Revised Statutes 663E-1
  • Person: includes any individual or entity. See Hawaii Revised Statutes 428-101
  • Personal property: All property that is not real property.
  • Place of illegal drug activity: means , in relation to the individual drug user, the place in which the individual possesses or uses an illegal drug or in which the individual resides, attends school, or is employed during the period of the individual's illegal drug use. See Hawaii Revised Statutes 663E-1
  • Place of participation: means , in relation to a defendant in an action brought under this chapter, the place at which the person participates in the illegal drug market or at which the person resides, attends school, or is employed during the period of the person's participation in the illegal drug market. See Hawaii Revised Statutes 663E-1
  • Plaintiff: The person who files the complaint in a civil lawsuit.
  • Pleadings: Written statements of the parties in a civil case of their positions. In the federal courts, the principal pleadings are the complaint and the answer.
  • Policy: means , for the purposes of this article, any policy, contract, subscriber agreement, rider, or endorsement delivered or issued for delivery in this State by an insurer; fraternal benefit society; nonprofit health, hospital, or medical service corporation; prepaid health plan; health maintenance organization; or any similar organization. See Hawaii Revised Statutes 431:10H-104
  • Possession: means knowingly having direct physical control at a given time or knowingly having the power and the intention, at a given time, to exercise dominion or control, either directly or through another entity. See Hawaii Revised Statutes 245-1
  • Power of attorney: A written instrument which authorizes one person to act as another's agent or attorney. The power of attorney may be for a definite, specific act, or it may be general in nature. The terms of the written power of attorney may specify when it will expire. If not, the power of attorney usually expires when the person granting it dies. Source: OCC
  • Precedent: A court decision in an earlier case with facts and law similar to a dispute currently before a court. Precedent will ordinarily govern the decision of a later similar case, unless a party can show that it was wrongly decided or that it differed in some significant way.
  • Principal office: means the office, whether or not in this State, where the principal executive office of a domestic or foreign limited liability company is located. See Hawaii Revised Statutes 428-101
  • Promoting prostitution: means promoting prostitution as provided in section 712-1203. See Hawaii Revised Statutes 663J-2
  • Prosecute: To charge someone with a crime. A prosecutor tries a criminal case on behalf of the government.
  • Public law: A public bill or joint resolution that has passed both chambers and been enacted into law. Public laws have general applicability nationwide.
  • Real property: Land, and all immovable fixtures erected on, growing on, or affixed to the land.
  • Record: means information that is inscribed on a tangible medium or that is stored in an electronic or other medium and is retrievable in perceivable form. See Hawaii Revised Statutes 428-101
  • Remainder: An interest in property that takes effect in the future at a specified time or after the occurrence of some event, such as the death of a life tenant.
  • Remand: When an appellate court sends a case back to a lower court for further proceedings.
  • Restitution: The court-ordered payment of money by the defendant to the victim for damages caused by the criminal action.
  • Sale: includes every act of selling and includes any sale or act of selling that originates from any order that is placed or submitted by means of a telephonic or other method of voice transmission, the mail, or any other delivery service, or the Internet or other online service. See Hawaii Revised Statutes 245-1
  • Service of process: The service of writs or summonses to the appropriate party.
  • Settlement: Parties to a lawsuit resolve their difference without having a trial. Settlements often involve the payment of compensation by one party in satisfaction of the other party's claims.
  • Shoplifting: means the specific type of theft offense defined in section 708-830(8). See Hawaii Revised Statutes 663A-1
  • Signed: includes any symbol executed or adopted by a person with the present intention to authenticate a record. See Hawaii Revised Statutes 428-101
  • sold: includes any delivery of cigarettes or tobacco products, whether cash is actually paid therefor or not. See Hawaii Revised Statutes 245-1
  • Stamp: means a stamp printed, manufactured, or made by authority of the department, as provided in this chapter, that is issued, sold, or circulated by the department, and by the use of which the tax levied under this chapter is paid. See Hawaii Revised Statutes 245-1
  • State agency: includes the executive departments, boards, and commissions of the State but does not include any contractor with the State. See Hawaii Revised Statutes 662-1
  • Statute: A law passed by a legislature.
  • Statute of limitations: A law that sets the time within which parties must take action to enforce their rights.
  • Summons: Another word for subpoena used by the criminal justice system.
  • Testimony: Evidence presented orally by witnesses during trials or before grand juries.
  • Tobacco products: means tobacco in any form, other than cigarettes or little cigars, that is prepared or intended for consumption or for personal use by humans, including large cigars and any substitutes thereof other than cigarettes that bear the semblance thereof, snuff, chewing or smokeless tobacco, and smoking or pipe tobacco. See Hawaii Revised Statutes 245-1
  • Tobacco tax: means the tax imposed by this chapter. See Hawaii Revised Statutes 245-1
  • Tort: A civil wrong or breach of a duty to another person, as outlined by law. A very common tort is negligent operation of a motor vehicle that results in property damage and personal injury in an automobile accident.
  • Transfer: includes an assignment, conveyance, deed, bill of  sale, lease, mortgage, security interest, encumbrance, and gift. See Hawaii Revised Statutes 428-101
  • Trial: A hearing that takes place when the defendant pleads "not guilty" and witnesses are required to come to court to give evidence.
  • Trustee: A person or institution holding and administering property in trust.
  • Use: means the exercise of any right or power incident to ownership or possession, other than the sale, or the keeping or retention for the purpose of sale. See Hawaii Revised Statutes 245-1
  • Verdict: The decision of a petit jury or a judge.
  • Volunteer: means a person performing services without compensation, other than reimbursement for actual expenses incurred, for a nonprofit organization, a nonprofit corporation, a hospital, or a governmental entity. See Hawaii Revised Statutes 662D-1
  • Writ: A formal written command, issued from the court, requiring the performance of a specific act.