Guam § 70131 - Consequences of Engaging in, Transacting, Conducting, Continuing, Doing, or Carrying on

§ 70131. Consequences of Engaging in, Transacting, Conducting, Continuing, Doing, or Carrying on

a Business Without Business License or Certificate of Authority.

(a) Any person engaging in, transacting, conducting, continuing, doing, or carrying on a business

within Guam which is otherwise required by law to have a current business license and, as may be required

by all applicable laws of Guam, a certificate of authority from the Director of the Department of Revenue

and Taxation, or other applicable regulating agency or board, but does not have one, shall be closed

promptly by the Department of Revenue and Taxation, after a hearing pursuant to the Administrative

Adjudication Law, until all required returns are filed and all taxes paid or arrangements are made to pay

them. All assets of the person or corporation shall be frozen after such hearing until all required tax returns

are submitted to the Department of Revenue and Taxation, all taxes are paid, or payment arrangements are

made, and a valid business license is obtained.

(b) Any person engaging in, transacting, conducting, continuing, doing, or carrying on a business on

Guam without a business license and, as may be required by all applicable laws of Guam, a certificate of

authority from the Director of the Department of Revenue and Taxation, or other applicable regulating

agency or board, may not maintain a proceeding in any Court on Guam until it obtains a business license

and, as may be required by all applicable laws of Guam, a certificate of authority to transact business on

Guam.

(c) The successor to any person who transacted, engaged in, conducted, continued, carried on, or done

business on Guam without a business license and, as may be required by all applicable laws of Guam, a

certificate of authority from the Director of the Department of Revenue and Taxation, or other applicable

regulating agency or board, and the assignee of a cause of action arising out of that business may not

maintain a proceeding based upon that cause of action in any Court on Guam until the person or that

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person’s successor obtains a business license and, as may be required by all applicable laws of Guam, a

certificate of authority from the Director of the Department of Revenue and Taxation, or other applicable

regulating agency or board.

(d) A Court may stay a proceeding commenced by a person, its successor, or assignee until it

determines whether the person, or that person’s successor, or assignee requires a business license, and, as

may be required by all applicable laws of Guam, a certificate of authority from the Director of the

Department of Revenue and Taxation, or other applicable regulating agency or board. If it so determines,

the Court may further stay the proceeding until the person, or that person’s successor, or assignee obtains

the business license, and, as may be required by all applicable laws of Guam, or other applicable regulating

agency or board, a certificate of authority from the Director of the Department of Revenue and Taxation,

or other applicable regulating agency or board.

(e) Notwithstanding the provisions of this Section, the failure of a person to obtain a business license,

and, as may be required by all applicable laws of Guam, a certificate of authority from the Director of the

Department of Revenue and Taxation, or other applicable regulating agency or board, does not impair the

validity of its corporate acts or prevent it from defending any proceeding in Guam.