(a) The laws of the state or foreign country under which a foreign limited liability company is organized shall govern its organization and internal affairs and the liability and authority of its managers and members.

(b) A foreign limited liability company may not be denied registration by reason of any difference between those laws and the laws of Guam.

§ 7302. Registration; Application; Contents; Certificate of Good
Standing; Cancellation; Notice.

(a) Before transacting business in Guam, a foreign limited liability company shall register with the Department of Revenue and Taxation. In order to register, a foreign limited liability company shall submit to the Department of Revenue and Taxation an application for registration as a foreign limited liability company, signed by a person with authority to do so under the laws of the state of its organization, on a form prescribed by the Department of Revenue and Taxation and setting forth:

(1) The name of the foreign limited liability company and, if different, the name under which it proposes to transact business in Guam.

(2) The state and date of its organization and a statement that the foreign limited liability company is authorized to exercise its powers and privileges in that state.

(3) The name and address of an agent for service of process on the foreign limited liability company.

(4) A statement that the Department of Revenue and Taxation is appointed the agent of the foreign limited liability company for service of process if the agent has resigned and has not been replaced or if the agent cannot be found or served with the exercise of reasonable diligence.

(5) The address of the principal executive office of the foreign limited liability company and of its principal office in Guam, if any. (b)

COL070307
18 Guam Code Ann. BUSINESS STRUCTURES & FUNCTION
CH. 7 FOREIGN CORPORATIONS

Annexed to the application for registration shall be a certificate from an authorized public official of the foreign limited liability company=s
jurisdiction of organization to the effect that the foreign limited liability company is in good standing in that jurisdiction, if the laws of that jurisdiction permit the issuance of those certificates; or, in the alternative, a statement by the foreign limited liability company that the laws of its jurisdiction of organization do not permit the issuance of those certificates.

(c) The Department of Revenue and Taxation may cancel the application and certificate of registration of a foreign limited liability company if a check or other remittance accepted in payment of the filing fee is not paid upon presentation. Upon receiving written notification that the item presented for payment has not been honored for payment, the Department of Revenue and Taxation shall give a first written notice of the applicability of this Section to the agent for service of process, or to the person submitting the instrument. Thereafter, if the amount has not been paid by
cashier=s check or equivalent, the Department of Revenue and Taxation
shall give a second written notice of cancellation and the cancellation shall thereupon be effective. The second notice shall be given twenty (20) days or more after the first notice and ninety (90) days or less after the original filing.