Guam § 281601 - Inspection of books and records.

§ 281601. Inspection of books and records.

(a) Any stockholder, in person or by attorney or other agent, shall, upon

written demand under oath stating the purpose thereof, have the right during

the usual hours for business to inspect for any proper purpose the

corporation’s stock ledger, a list of its stockholders, and its other books and

records, and to make copies or extracts therefrom. A proper purpose shall

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mean a purpose reasonably related to such person’s interest as a stockholder.

In every instance where an attorney or other agent shall be the person who

seeks the right to inspection, the demand under oath shall be accompanied

by a power of attorney or such other writing which authorizes the attorney or

other agent to so act on behalf of the stockholder. The demand under oath

shall be directed to the corporation at its registered office in Guam or at its

principal place of business.

(b) If the corporation, or an officer or agent thereof, refuses to permit

an inspection sought by a stockholder or attorney or other agent acting for

the stockholder pursuant to Subsection (a) of this Section, or does not reply

to the demand within ten (10) business days after the demand has been

made, the stockholder may apply to the Superior Court of Guam for an order

to compel such inspection.

(c) Any director shall have the right to examine the corporation’s stock

ledger, a list of its stockholders and its other books and records for a purpose

reasonably related to the director’s position as a director. The Superior Court

of Guam is hereby vested with the exclusive jurisdiction to determine

whether a director is entitled to the inspection sought. The Court may

summarily order the corporation to permit the director to inspect any and all

books and records, the stock ledger and the list of stockholder’s and to make

copies or extracts there from. The Court may, in its discretion, prescribe any

limitations or conditions with reference to the inspection, or award such

other and further relief as the Court may deem just and proper including to

protect trade secrets, proprietary information or the confidentiality of

information concerning the corporation or third parties.