{"data":{"id":"us-gu/18-gca-28202","jurisdiction":"us-gu","citation":"18 GCA § 28202","heading":"Articles of Incorporation.","body":"(a) The articles of incorporation must set forth:\n(1) a corporate name for the corporation that satisfies the requirements of § 28401;\n(2) the number of shares the corporation is authorized to issue;\n(3) the corporation’s initial place of business; and\n(4) the name and address of each incorporator.\n(b) The articles of incorporation may set forth:\n(1) the names and addresses of the individuals who are to serve as the initial directors;\n(2) provisions not inconsistent with law regarding:\n(A) the purpose or purposes for which the corporation is organized;\n(B) managing the business and regulating the affairs of the corporation;\n(C) defining, limiting, and regulating the powers of the corporation, its board of directors, and shareholders;\n(D) a par value for authorized shares or classes of shares;\n(E) the imposition of personal liability on shareholders for the debts of the corporation to a specified extent and upon specified conditions;\n(3) any provision that under this Act is required or permitted to be set forth in the bylaws;\n(4) a provision eliminating or limiting the liability of a director to the corporation or its shareholders for money damages for any action taken, or any failure to take any action, as a director, except liability for;\n(A) the amount of a financial benefit received by a director to which he is not entitled;\n(B) an intentional infliction of harm on the corporation or the shareholders;\n(C) a violation of § 28818; or\n(D) an intentional violation of criminal law; and\n(5) a provision permitting or making obligatory indemnification of a director for liability to any person for any action taken, or any failure to take any action, as a director, except liability for;\n(A) receipt of a financial benefit to which he is not entitled,\n(B) an intentional infliction of harm on the corporation or its shareholders,\n(C) a violation of § 28818 or\n(D) an intentional violation of criminal law.\n(c) The articles of incorporation need not set forth any of the corporate powers enumerated in this Act.","path":["Title 18: Business Structure and Function","Division 1 - Business Structure","Part 5 - Guam Business Corporation Act","Chapter 28: Guam Business Corporation Act","ARTICLE 2: INCORPORATION"],"source_url":"https://col.guamcourts.gov/sites/default/files/18gc028.pdf","current_through":"P.L. 38-133 (June 4, 2026)","vintage":"","retrieved_at":"2026-09-27T03:55:38Z","sha256":"d8364bf5f00e54c4e585479ec28d65219c26ae0ceaa93e97e98f7e7b5391b97e","source_id":"us-gu","stale":false,"prev":"us-gu/18-gca-28201","next":"us-gu/18-gca-28203"},"notice":"GroundRules: Original legal text. Not legal advice."}