How to Organize a Corporation in Guam: A Simple Guide
When forming a corporation in Guam, there are specific steps you need to follow to stay compliant with the law. While this process may seem complex, we make it straightforward for you by handling much of the paperwork. Here’s a breakdown of how it works:
1. Filing the Articles of Incorporation
The first step is filing the Articles of Incorporation with Guam’s government. We will prepare the Articles. All you need to do is sign them and file them at GDRT.
These articles officially create your corporation. However, when we file these documents, we do not include the names of the directors or shareholders. The are only signed by an Incorporator. Basically a person selected to file the Articles. This allows you to keep the identity of the Directors and Shareholders private during the initial stage.
2. Organizational Meeting
After the incorporation is completed, the next step is holding an organizational meeting. This meeting is supposed to happen within 30 days after the filing of the Articles of Incorporation. During this meeting, the corporation’s directors are appointed, bylaws are adopted, and any other important business is handled. However, in practice, many corporations do not hold an actual meeting, as there if often only one or two directors.
We help you by drafting the minutes of the organizational meeting. If you choose to provide us with the names of the initial directors and shareholders, we will include them in the minutes. If you prefer not to disclose this information to us now, you can simply add those names later. It’s important to note that these minutes are not filed with the government and remain private.
3. No Public Disclosure Yet
At this stage, no information about your corporation’s directors or shareholders is made public. The only document on file is the Articles of Incorporation, which does not list this information.
4. Signing the Minutes
Even if no actual meeting is held, the minutes of the organizational meeting must be signed by the initial directors. This is a necessary formality for completing the internal organization of the corporation.
5. Annual Report
About a year after incorporation, the corporation must file its first annual report. This is when the names of the directors and shareholders are officially disclosed for the first time. This report is a public document, meaning this is the point at which the information becomes accessible to the public.Â
This information is set out in 18 GCA BUSINESS STRUCTURE & FUNCTION
CH. 28 GUAM BUSINESS CORPORATION ACT
Summary
- You file the Articles of Incorporation, but no directors or shareholders are named in that document.
- We draft the minutes of the organizational meeting for you, and the names of directors and shareholders can be added later.
- The minutes are not filed and remain private.
- The first time directors and shareholders’ names are made public is when the corporation files its annual report, about one year after incorporation.
By following this process, we help ensure that your corporation stays compliant with Guam law while keeping your personal information private for as long as possible. Let us know if you have any questions or need help setting up your corporation!