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Hawaii · Snapshot open-us-law v2026.08, retrieved 2026-09-14

Haw. Rev. Stat. § 428-303: Liability of members and managers.

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Where this section sits in the code
  1. HI Code
  2. Division 2
  3. Title 23A
  4. Chapter 428

(a) Except as otherwise provided in subsection (c), the debts, obligations, and liabilities of a limited liability company, whether arising in contract, tort, or otherwise, are solely the debts, obligations, and liabilities of the company. A member or manager shall not be personally liable for any debt, obligation, or liability of the company solely by reason of being or acting as a member or a manager.

(b) The failure of a limited liability company to observe the usual company formalities or requirements relating to the exercise of its company powers or management of its business shall not be a ground for imposing personal liability on the members or managers for liabilities of the company.

(c) All or specified members of a limited liability company shall be liable in their capacity as members for all or specified debts, obligations, or liabilities of the company if:

(1) A provision to that effect is contained in the articles of organization; and

(2) A member so liable has consented in writing to the adoption of the provision or to be bound by the provision.

Collected 2026-09-14T18:32:11Z. Source file · JSON

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