(a) There is hereby established in the Office of the Commissioner of Banking and Insurance, a Banking and Insurance Board that shall supersede the Banking Board, which shall consist of the Commissioner and nine (9) members. The Commissioner shall be Chairman.

(b) The nine (9) members shall be appointed by I Maga=lahi (the Governor) with the advice and consent of I Liheslatura (the Legislature), in conformance with the requirements of 4 Guam Code Ann. § 2105:

(1) There shall be three (3) members who are executive officers of entities chartered as banks and licensed to conduct business on Guam, at least one (1) of which shall be a state bank as defined in §100102 of this Title;

(2) There shall be three (3) members who are executive officers of insurance businesses licensed to conduct business on Guam;

(3) There shall be three (3) members who are not directors, trustees, officers, employees or stockholders of any entity chartered as a bank, or any entity engaged in the insurance business, one (1) of whom must be an attorney admitted to practice law on Guam, and only one of whom shall be a classified employee of the government of Guam.

(c) Six (6) members shall constitute a quorum. All decisions made by the Board shall require six (6) affirmative votes.

(d) The term of office of each member shall be six (6) years except the initial appointments to the Banking and Insurance Board shall be for the following terms as designated by I Maga=lahi:

(1) five (5) members for a term of three (3) years; and

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CH. 103 OFFICE OF COMMISSIONER OF BANKING AND INSURANCE
(2) four (4) members for a term of six (6) years.
Thereafter, the term of office of each member shall be six
(6) years.
(e) I Maga=lahi [The Governor] may, after notice and hearing, remove a member for cause. Failure to attend two (2) consecutive legally called Board meetings shall serve as sufficient cause for removal.

(f) The Board shall meet at least once in each calendar quarter. The Commissioner may call additional meetings of the Board and shall do so upon the request of two (2) members. Public notice for all Board meetings shall be given pursuant to the provisions of the Open Government Law.

(g) No member shall participate in a proceeding before the Board to which any corporation, partnership or unincorporated association of which he or she is or was at any time in the preceding twelve (12) months a director, officer, partner, employee, member, or stockholder is a party. A member may disqualify himself or herself from participating in a proceeding for any other cause deemed by him or her to be sufficient.

(h) At any meeting at which a quorum is not present, whether by reason of the inability of a member to participate or his or her voluntary disqualification, or otherwise, I Maga=lahi may designate the Director, or the head of any other department of the government of Guam, in that order, as acting members of the Board for the purpose of constituting a quorum, but he or she shall not designate more acting members than shall be necessary to constitute a quorum.

(i) The Division shall provide such clerical, technical and legal assistance as the Board may require.

(j) If the employment status of any member of the Board should be modified during the member=s appointed term, such that the member would no longer meet the qualifications contained in this § 103103, said individual shall no longer serve on the Board.

(k) Any vacancy in Board membership shall be filled in conformance with the appointment and confirmation provisions of this § 103103 to serve the remainder of the term so vacated.
(a) In addition to other powers conferred by this Title, the
Board shall have the power to:

(1) Regulate its own procedures and practices in accordance with the Administrative Adjudication Act.

(2) Implement by regulation not inconsistent with law, any provision of this Title, and to define any term not defined in this Title as may be reasonably necessary or appropriate for the administration of this Title and other laws of Guam relating to banking and insurance. Such regulations shall be promulgated, amended, or repealed in accordance with the Administrative Adjudication Act.

(3) Relative to banking, the Board may:

(A) Restrict the withdrawal of deposits from all or one or more territorial banks where the Board finds that extraordinary circumstances make such restrictions necessary for the proper protection of depositors in the affected institution;

(B) Authorize a territorial bank until the close of the next regular session of I Liheslatura to participate in a public agency hereafter created under the laws of Guam or of the United States, the purpose of which is to afford advantages or safeguards to banks or to depositors and to comply with all requirements and conditions imposed upon such participants; and to engage in any banking activity in which banks subject to the jurisdiction of the Federal government may hereafter be authorized by Federal legislation to engage;

(C) Order the holder of shares in a territorial bank to refrain from voting said shares on any matter if it finds that such order is necessary to protect the institution against reckless, incompetent or careless management, safeguard the funds of depositors, or prevent the willful violation of this Title or of any lawful rule or order issued thereunder. In such a case, the shares of such a holder shall not be counted in
(D) Order any person to cease violating a provision of this Title or a lawful regulation issued thereunder or to cease engaging in any unsound banking practice.

(4) Relative to insurance, the Board may:

(A) Enter into contracts for services with a Certified Financial Examiner in good standing with the Society of Financial Examiners and with an Actuary in good standing with the American Academy of Actuaries in the examination of insurance companies;

(B) Institute such actions or other lawful proceedings as it may deem necessary for the enforcement of provisions of this Title and other laws regulating insurance in Guam or any order or action made or taken by the Commissioner in pursuance of law; or

(C) If finding reason to believe that any person has violated any provisions of this Title and other laws regulating insurance in Guam, for which criminal prosecution is provided and in the opinion of the Commissioner would be in order, such information relative thereto shall be transmitted to the Attorney General.

(5) Affirm, reverse or stay the enforcement of any order or ruling of the Commissioner.

(6) Establish such rules and regulations in accordance with the Administrative Adjudication Act as may be necessary for the operation and management of banks.

(b) The Board may remove a director, trustee, officer or employee of a territorial bank who becomes ineligible to hold his or her position or, who after receipt of an order to cease under the preceding Subsection, violates this Title or a lawful regulation or order issued thereunder or who is dishonest or who is reckless or grossly incompetent in the conduct of banking(c) Notice and hearing shall be provided in advance of any action taken by the Board. In cases involving extraordinary circumstances requiring immediate action, the Board may take such action but shall promptly afford a subsequent hearing upon application to rescind the action taken.

(d) Members of the Board shall have access to any record of the Division, with reference to banking and insurance matters.

(e) The Commissioner and the Board shall have the power
to

(1) subpoena witnesses,

(2) compel their attendance,

(3) require the production of evidence, (4) administer an oath and
(5) examine any person under oath in connection with any subject relating to a duty imposed upon or a power vested in the Commissioner or the Board.

These powers shall be enforced by the Superior Court of Guam. An individual who claims privilege against self-incrimination may nevertheless be compelled to testify, but he or she shall not be prosecuted or subjected to a penalty or forfeiture on account of anything concerning which he or she has testified under such compulsion, except for perjury committed in his or her testimony. Removal from an office or employment with a territorial bank or insurance company is not the imposition of a penalty or forfeiture.

(f) The Board may, on petition of any interested person and after hearing, issue a declaratory order with respect to the applicability to any person, property or state of facts of this Title or a rule issued by the Board. The order shall bind the Board

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CH. 103 OFFICE OF COMMISSIONER OF BANKING AND INSURANCE
and all parties to proceeding on the state of facts alleged unless it
is modified or reversed by a court having jurisdiction. A declaratory order may be reviewed and enforced in the same manner as other orders of the Board, but the refusal to issue a declaratory order shall not be reviewable.

(g) No person shall be subjected to any civil or criminal liability for any act or failure to act made in good faith and in reliance upon an existing order, regulation or definition of the Board notwithstanding a subsequent decision by a court invalidating the order, regulation or definition.

(h) The Board shall continuously review the provisions of this Title and other laws regulating banking and insurance in Guam and may, from time to time, make recommendations for changes therein to I Maga=lahi and I Liheslatura in the Commissioner=s Annual Report.

2015 NOTE: Subsection designations in (a)(3) and (4) were altered to adhere to the Compiler’s alpha-numeric scheme pursuant to 1 Guam Code Ann. § 1606.