us-gu · Through P.L. 38-133 (June 4, 2026)

18 GCA § 2105: Articles of Incorporation.

Articles of incorporation shall state:
(1) The name of the corporation.
(2) The purpose for which it is formed.
(3) The place where the principal office of the corporation is to be established or located, which place must be in Guam.
(4) The term for which it is to exist, not exceeding fifty (50) years, except as otherwise provided in this Part.
(5) The names and residences of the incorporators.
(6) Unless otherwise provided in this Part, the number of its directors, not less than three (3) nor more than seven (7), and the names and residences of the persons who are appointed to act as such until the first annual meeting of the shareholders or until the election and qualification of their successors as provided by the bylaws; Provided, however, that at any time during the existence of the corporation the number of directors may be increased to any number not exceeding fifteen (15) or diminished to any number not less than three (3) in the case of a nonstock corporation by the formal assent of a majority of the members at a regular or special meeting of the membership, and in the case of a stock corporation the number of directors may be increased to any number not exceeding eleven (11) or diminished to any number not less than three (3) by the formal assent of the stockholders of the corporation at a regular or special meeting of stockholders representing or holding a majority of the stock; and provided, further, that a certificate setting out such increase or diminution in the numbers of directors of any corporation shall be duly signed and sworn to by the president, managing agent, secretary or clerk, or treasurer of such corporation and forthwith filed in the Department of Revenue and Taxation.
(7) If it be a stock corporation, the amount of its capital stock in United States currency, and the number of shares into which it is divided.
(8) If it be a stock corporation, the amount of capital stock actually subscribed, the names and residences of the persons subscribing, the amount subscribed by each, and the sum paid by each on his subscription.
(9) If the corporation is either or both an Investment Company or International Finance Company, its articles of incorporation shall state in compliance with the requirement of subsection (2) of this section, and in addition to any other statements in compliance therewith, that its purpose is to be an Investment Company or an International Finance Company, or both, as the case may be.

Where this section sits in the code

Title 18: Business Structure and Function
Division 1 - Business Structure
Part 1 - The Corporate Law
Chapter 2: Formation of Corporations
ARTICLE 1: CORPORATIONS DEFINED, ORGANIZED

Articles of incorporation shall state:

(1) The name of the corporation.

(2) The purpose for which it is formed.

(3) The place where the principal office of the corporation is to be established or located, which place must be in Guam.

(4) The term for which it is to exist, not exceeding fifty (50) years, except as otherwise provided in this Part.

(5) The names and residences of the incorporators.

(6) Unless otherwise provided in this Part, the number of its directors, not less than three (3) nor more than seven (7), and the names and residences of the persons who are appointed to act as such until the first annual meeting of the shareholders or until the election and qualification of their successors as provided by the bylaws; Provided, however, that at any time during the existence of the corporation the number of directors may be increased to any number not exceeding fifteen (15) or diminished to any number not less than three (3) in the case of a nonstock corporation by the formal assent of a majority of the members at a regular or special meeting of the membership, and in the case of a stock corporation the number of directors may be increased to any number not exceeding eleven (11) or diminished to any number not less than three (3) by the formal assent of the stockholders of the corporation at a regular or special meeting of stockholders representing or holding a majority of the stock; and provided, further, that a certificate setting out such increase or diminution in the numbers of directors of any corporation shall be duly signed and sworn to by the president, managing agent, secretary or clerk, or treasurer of such corporation and forthwith filed in the Department of Revenue and Taxation.

(7) If it be a stock corporation, the amount of its capital stock in United States currency, and the number of shares into which it is divided.

(8) If it be a stock corporation, the amount of capital stock actually subscribed, the names and residences of the persons subscribing, the amount subscribed by each, and the sum paid by each on his subscription.

(9) If the corporation is either or both an Investment Company or International Finance Company, its articles of incorporation shall state in compliance with the requirement of subsection (2) of this section, and in addition to any other statements in compliance therewith, that its purpose is to be an Investment Company or an International Finance Company, or both, as the case may be.

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