18 Guam Code Ann. § 15135
Terms Used In 18 Guam Code Ann. § 15135
- Affidavit: A written statement of facts confirmed by the oath of the party making it, before a notary or officer having authority to administer oaths.
- Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.
- Defendant: In a civil suit, the person complained against; in a criminal case, the person accused of the crime.
- Discovery: Lawyers' examination, before trial, of facts and documents in possession of the opponents to help the lawyers prepare for trial.
- Evidence: Information presented in testimony or in documents that is used to persuade the fact finder (judge or jury) to decide the case for one side or the other.
- Jurisdiction: (1) The legal authority of a court to hear and decide a case. Concurrent jurisdiction exists when two courts have simultaneous responsibility for the same case. (2) The geographic area over which the court has authority to decide cases.
- Service of process: The service of writs or summonses to the appropriate party.
(b) Personal service of a copy of any process against the limited liability company or the foreign limited liability company by delivery to any person designated by it as agent shall consti- tute valid service on the limited liability company or the foreign limited liability company. No change in the address of the agent for service of process or appointment of a new agent for service
of process shall be effective until an amendment to the statement described in § 15112 is filed. In the case of a foreign limited liability company that has appointed the Director of the Depart- ment of Revenue and Taxation as agent for service of process by reason of paragraph (i) of this section, process shall be delivered by hand to the Director, or to any person employed in the capacity of assistant or deputy, and shall include one copy of the process for each defendant to be served, together with a copy of the court order authorizing the service and the fee therefor. The order shall set forth the address to which the process shall be sent by the Director.
(c)(1) If an agent for service of process has resigned and has not been replaced, or if the designated agent cannot with reasonable diligence be found at the address designated for personal delivery of the process, and it is shown by affidavit to the satisfaction of the court that process against a limited liability company or foreign limited liability company cannot be served with reasonable diligence upon the designated agent by hand in a manner provided by law, the court may make an order that the service shall be made upon a domestic limited liability company or upon a registered foreign limited liability company by delivering by hand to the Director, or to any person employed in the Director’s office in the capacity of assistant or deputy, one copy of the process for each defendant to be served, together with a copy of the order authorizing the service. Service in this manner shall be deemed complete on the
10th day after delivery of the process to the Director.
(2) Upon receipt of the copy of process and the fee therefor, the Director shall give notice of the service of the process to the limited liability company or foreign limited liability company, at its principal executive office, by forwarding to that office, by registered mail with request for return receipt, the copy of the process; or if the Director=s records do not disclose an address for its principal executive office, by forwarding such copy in the same manner to the last designated agent for service of process who has not resigned. If the agent for service of process has resigned and has not been replaced, and the Director=s records do notdisclose an address for its principal executive office, no action need be taken by the Director.
(3) The Director shall keep a record of all process served upon the Director under this title and shall record therein the time of service and the action taken by the Director. A certificate under the Director’s official seal, certifying to the receipt of process, the giving of notice to the limited liability company or foreign limited liability company, and the forwarding of the process pursuant to this section, shall be competent and prima facie evidence of the service of process.
(d)(1) The articles of organization of a limited liability company and the application for registration of a foreign limited liability company shall designate, as the agent for service of process, an individual residing in Guam and whose capacity to act as an agent has not terminated. The statement shall set forth that person’s complete business or residence address in Guam.
(2) An agent designated for service of process may file with the Director a signed and acknowledged written statement of resignation as an agent. Upon filing of the statement of resignation, the authority of the agent to act in that capacity shall cease and the Director shall give written notice of the filing of the statement of resignation by mail to the limited liability company or foreign limited liability company addressed to its principal executive office.
(3) If an individual who has been designated agent for service of process dies or resigns or no longer resides in Guam, or if the corporate agent for that purpose resigns, dissolves, withdraws from Guam, forfeits its right to transact intrastate business, has its corporate rights, powers, and privileges suspended, or ceases to exist, the limited liability company or foreign limited liability company shall promptly file an initial or amended statement described in § 15112 designating a new agent.
(e) In addition to any other discovery rights that may exist, in any case pending in a Guam court in which a party seeks
records from a limited liability company formed under this title, whether or not the limited liability company is a party, the court may order the production in Guam of the books and records of the limited liability company on those terms and conditions that the court deems appropriate.
(f) A member may, in a written operating agreement or other writing, consent to be subject to the non-exclusive jurisdiction of the courts of a specified jurisdiction, or the exclusive jurisdiction of the courts of Guam.
(g) If a member desires to use the arbitration process, that member may, in a written operating agreement or other writing, consent to be non- exclusively subject to arbitration in a specified state, or to be exclusively subject to arbitration in Guam.
(h) Along with the consent to the jurisdiction of courts or to be subject to arbitration as provided in subdivisions (f) and (g), a member may consent to be served with legal process in the manner prescribed in a written operating agreement or other writing.
(i) A foreign limited liability company, transacting business in Guam without registration, appoints the Director of the Department of Revenue and Taxation as its agent for service of process with respect to causes of action arising out of the business in Guam.
2021 NOTE: References to “”territory”” replaced with “”Guam”” pursuant to
1 Guam Code Ann. § 420.