How to Create Corporate Bylaws
The complexity of your bylaws will largely depend on the size of your business, but the average corporation's bylaws will cover the following:
- The corporation's name, address, and headquarters
- The stock classes and the type of shares that the corporation issues
- How many corporate officers and directors the corporation has
- The procedure for holding shareholder and director meetings
- The procedure for making amendments to the corporation's bylaws and Articles of Incorporation
- The procedure for keeping corporate records. This includes preparing and inspecting the records.
- A Conflict of Interest Policy to protect the corporation from IRS penalties
Writing the BylawsIn most cases, a new corporation's bylaws are written by the incorporator. If the incorporator doesn't know how to create bylaws, the board of directors may create the bylaws as one of their first actions.
While you'll need to file your Articles of Incorporation with the Secretary of State, there's no need to file your Corporate Bylaws with any kind of agency. Instead, this document should be kept with your company's business records.
Future investors, creditors, and any entities that your company does business with may ask you to disclose your bylaws, so make sure that the document is easy to access.
Once the corporation's bylaws have been created, every director, member, and officer should be given a copy and take the time to understand them.
This article contains general legal information and does not contain legal advice. Rocket Lawyer is not a law firm or a substitute for an attorney or law firm. The law is complex and changes often. For legal advice, please ask a lawyer.