Guam LLC Articles of Organization – Free Template

What should I include in the Guam LLC Articles of Organization?

The requirements for Guam LLC Articles of Organization are stated in the Guam Code Annotated (Title 18, Division 1, Chapter 15) and include your Guam LLC’s name, purpose, address, registered agent, capital contributions, and more. Our Guam LLC Articles of Organization template includes eleven articles that cover the requirements laid out in §15107. Each article is explained in detail below:

Article I: Name

Your Guam business name needs to include “L.L.C.,” “L.C., “Limited Liability Company,” or “Limited Company.” You can’t use a name that’s already in use or is deceptively similar to another business operating in Guam.

Article II: Duration

Duration is how long your Guam LLC will exist. Most LLCs are perpetual, meaning they continue until they are dissolved.

Article III: Purpose

Your purpose is the primary business activity your LLC plans to engage in. In Guam, it’s sufficient to list a general purpose, such as “engaging in any lawful business in Guam.”

Article IV: Business Address and Registered Agent

You’re required to list your place of business in Guam, which should be a street address. In addition, you must list your registered agent. A registered agent accepts legal notifications, such as court summons, on behalf of your LLC. The registered agent’s address is also know as the registered office—this is the Guam street address where the agent is available during regular business hours.

Article V: Capital Contributions

Capital contributions are how members “buy in” to the LLC. Members contribute cash or assets in exchange for their ownership interest. In your articles, you’ll list the total amount of cash contributed. If any assets were contributed, you’ll need to list their agreed upon value as well, along with a short description of each asset.

Article VI: Additional Contributions

If any additional contributions are required from members in the future, include the schedule and value of these additional contributions.

Article VII: Additional Members

If additional members are permitted, include the terms and conditions by which new members can be admitted to your Guam LLC.

Article VIII: Right to Continue

You’ll need to explicitly state whether or not members are able to continue the business after a member exits the LLC for any reason (death, retirement, etc.).

Article IX: Management

Your LLC can be managed either by its members or managers. If the LLC hires or appoints one or more managers to run the business, the LLC is “manager-managed,” and you should list the names and addresses of each manager. If the members run the day-to-day operations, your LLC is “member-managed,” and you should list the names and addresses of each member.

Article X: Additional Provisions

In this section, you can add any additional provisions you’d like to include, as long as they are not inconsistent with law.

Article XI: Organizer

The organizer submits the Guam LLC Articles of Organization. The organizer can be a member or manager, or someone else you authorize. Your organizer must sign the articles.

What is the process for filing Guam LLC Articles of Organization?

Guam Articles of Organization must be printed or typewritten and include original signatures. The articles and the mandatory $250 filing fee are submitted to the Business License Branch of the Department of Revenue and Taxation:

Government of Guam
Department of Revenue & Taxation
PO Box 23607
GMF, GU 96921
Phone: 671-635-1826

This department will process your filing and issue you a Certificate of Organization. To be business-ready, however, you’ll likely need an EIN, a business bank account and a Guam business license.

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