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Free legal form · Corporate Bylaws

Corporate Bylaws.

Customize corporate bylaws for C-Corps and S-Corps. Internal rulebook covering shareholders, board, officers, meetings, and amendment.

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When to use

Right for these situations.

When to use
You just incorporated

Bylaws adopted at first board meeting.

When to use
Your bylaws are missing or outdated

Many corporations operate on stale bylaws.

When to use
You are raising venture capital

Investors will request bylaws.

When to use
You are setting up an S-Corp election

Bylaws should be consistent.

Common mistakes

What to avoid.

Mistake
Not adopting bylaws at incorporation

State law requires them.

Mistake
Bylaws inconsistent with Articles

Authorized share inconsistencies cause confusion.

Mistake
Vague officer roles

Define authorities and limits.

Mistake
No indemnification provision

Directors will not serve without it.

FAQ

Common questions.

Who adopts the bylaws?
Initial board at the first board meeting following incorporation.
Are bylaws filed with the state?
No. Internal.
Can shareholders amend bylaws?
Typically yes, by majority vote.
Difference from operating agreement?
Bylaws: corporations. OA: LLCs.
Do I need a board for a small corporation?
Yes. Single-shareholder corps can have the shareholder as sole director.

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