How to Form an LLC in Guam

Before you settle on a name for your business, you must make sure you adhere to the name requirements in Guam Code Title 18, Ch 15 § 15106. Your LLC name needs to:

• Contain “limited liability company,” “limited company,” or the abbreviation “L.C.,” or “L.L.C.”
• Be unique among registered businesses in Guam.

There isn’t an online business search tool for Guam businesses, so to find out if your preferred business name is available, you will need to call the General Licensing and Registration Branch of the Department of Revenue and Taxation. Keep in mind that there is a significant time difference between the US and Guam—Guam is 18 hours ahead of the US Pacific Time Zone. If this sounds like too much of a hassle, you can pay $25 to reserve your business name ahead of time. If your application is accepted, you’ll know your business name is available.

To get in touch with Guam’s General Licensing and Registration Branch, you can call 671-635-7321.

Next, you must appoint a registered agent for your business. The purpose of a registered agent is to accept legal notices, including potential lawsuits, on behalf of a business. You can be your own registered agent, appoint another individual, or hire a registered agent service for this role.

Learn why the pros use a registered agent service.

To officially form your LLC in Guam, you will need to file Articles of Organization with the Department of Revenue and Taxation and pay the $250 registration fee. You can file your Articles of Organization by mail or in person.

Note: All of the information on this form will become part of the public record.

Guam provides no form for Articles of Organization, so you’ll need to draft your own. It should include the following information about your LLC:

• Company name. Must include “limited liability company,” “limited company,” “L.L.C.” or “L.C.”
• Duration (optional). If you want your LLC to automatically dissolve after a certain number of years, you can list that here.
• Business purpose. For example, “to sell handcrafted, quality leather boots.”
• Registered agent. The person or business entity that will accept service of process on behalf of your business.
• Registered office. The office where your registered agent will maintain regular business hours. Must be an actual street address in Guam.
• Principal office. Must be a physical street address.
• Member or manager information. The names and addresses of your members or managers, depending on the management structure of your LLC.
• Members’ rights. Whether your LLC will be able to admit new members, and whether your LLC will be allowed to continue if one of your members dies, retires, or leaves the business for another reason.
• Assets. The total amount of cash and property (including description and value) your members have contributed to the LLC.
• Additional contributions. How much additional money or property (if any) your members will contribute to the LLC in the future, along with the date when the contribution will be made.
• Additional provisions (optional). Any other information you want to provide, such as contact information.
• Organizer. The person who completes your Articles of Organization signs here.

Ready to start your LLC in Guam? Check out our free Guam LLC Articles of Organization template.

Your operating agreement provides a legal blueprint for your LLC, specifying in detail how your business is structured and what rules it follows. Everything from how much each member invested to how you’ll handle internal disputes should be covered in your operating agreement. Its an internal document, so you won’t need to file it with the Department of Revenue and Taxation.

Check out our attorney-drafted Guam LLC Operating Agreement.

Next, your business needs an Employer Identification Number (EIN). An EIN is
a tax identification number assigned to a business by the IRS. It’s like your business’s social security number. You can get an EIN for free directly from the IRS. The fastest way is to apply online, but you’ll need to apply by mail if you don’t have a social security number.

Learn How to get an EIN for your LLC.

Now that you have an EIN, you’re ready to open a business bank account. This is an essential step because you must keep your business finances separate from personal finances in order to maintain your LLC’s limited liability status.

Here’s what you should take to the bank with you when you open your business bank account:

• Guam LLC Articles of Organization (a copy is fine)
• the LLC’s operating agreement
• the LLC’s EIN
• an LLC Resolution to Open a Bank Account (if your LLC has more than one member).

If your LLC has more than one member, use our free LLC Resolution to Open a Bank Account.

The next step is to fund your LLC. Each member should make an initial contribution to purchase their membership interest. In most cases, members will each write a check to the LLC bank account. However, you could allow members to contribute property or services to the LLC instead. Just be aware that contributions of property or services are likely to trigger a tax event.

Before doing business in Guam, you must obtain a Guam business license, which needs to be renewed each year. You can apply for a business license by submitting a Business License Application to the License Division of the Department of Revenue and Taxation or to the One Stop Licensing Center. The annual business license fee depends on the annual gross income of your business and ranges between $100 and $1,000.

All LLCs in Guam are required to file an annual report, called the Sworn Annual Report. The purpose of this report is to update the Department of Revenue and Taxation on your business’s contact and ownership information. There is a $100 filing fee.

Learn more about how to file the Guam Sworn Annual Report.