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The Guam Business Corporation Act (the "Guam Act") updates Guam's general corporation laws, creating uniformity with the corporate laws of other jurisdictions, while tailoring certain statutes to accomplish Guam's long-standing objective to attract off-island interest and facilitate investment in local businesses.
Before a share sale is effective, the board of directors needs to approve the transfer. This approval can be by way of a formal board resolution passed at a meeting of directors (documented in the minutes of the meeting).
The transfer must then be approved by the board of directors either at a meeting or by way of a board resolution. For some companies, the existing shareholders may also need to pass a special resolution to waive their right to pre-emption on the transfer of shares.
A transaction or arrangement, completion of which is conditional on certain other matters taking place, does still require shareholder approval pursuant to section 190 of the Companies Act 2006.