Corporation bylaws are the internal rules that govern the operation and duties of a company and its officers and directors. Bylaws are essential to keeping a corporation active and set forth the operating rules of the corporation.
We also provide 24 hour filing service in California. Our easy-to-use ordering system allows for frequent filers to "upload" already prepared documents, saving you valuable time.
For a Limited Liability Company, they are called an operating agreement. Sample bylaws are provided when you order a corporate or LLC kit. Companies do not file the bylaws or operating agreements with the Secretary of State. Instead, bylaws or operating agreements are kept with internal company records.
Our Sample Bylaws Include the Following Articles
- Meetings of Shareholders
- Indemnification of Directors, Officers, Employees, and Other Agents
- Records and Reports
- General Corporate Matters
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Download Sample Corporate Bylaws Here
THE FOLLOWING FORM OF BYLAWS HAS BEEN PREPARED BY AN ATTORNEY LICENSED TO PRACTICE LAW IN CALIFORNIA. THE PROVISIONS CONFORM TO THE LAWS OF THE STATE OF CALIFORNIA AND MAY BE USED AS A REFERENCE IN PREPARING BYLAWS FOR A COMPANY INCORPORATED IN CALIFORNIA. SUNDOC MAKES NO REPRESENTATION THAT THESE FORM BYLAWS COMPLY WITH THE LEGAL REQUIREMENTS OF ANY JURISDICTION OTHER THAN THE STATE OF CALIFORNIA.
BYLAWS ARE RULES THAT DESCRIBE HOW THE CORPORATION WILL BE MANAGED AND ITS AFFAIRS CONDUCTED. THEY MAY INCLUDE ANY PROVISIONS THAT ARE NOT IN CONFLICT WITH CALIFORNIA LAW OR WITH THE CORPORATION’S ARTICLES OF INCORPORATION, INCLUDING, FOR EXAMPLE: THE TIME, PLACE AND MANNER OF CALLING, CONDUCTING AND GIVING NOTICE OF SHAREHOLDERS', DIRECTORS' AND COMMITTEE MEETINGS; THE MANNER OF EXECUTION, REVOCATION AND USE OF PROXIES; THE QUALIFICATIONS, DUTIES AND COMPENSATION OF DIRECTORS; THE TIME OF THE DIRECTORS’ ANNUAL ELECTION; THE REQUIREMENTS OF A QUORUM FOR DIRECTORS' AND COMMITTEE MEETINGS; THE APPOINTMENT AND AUTHORITY OF COMMITTEES OF THE BOARD; THE APPOINTMENT, DUTIES, COMPENSATION AND TENURE OF OFFICERS; THE MODE OF DETERMINATION OF HOLDERS OF RECORD OF ITS SHARES; THE MAKING OF ANNUAL REPORTS AND FINANCIAL STATEMENTS TO THE SHAREHOLDERS; REASONABLE RESTRICTIONS UPON THE RIGHT TO TRANSFER SHARES; AND THE NAMES AND ADDRESSES OF THE PERSONS APPOINTED TO ACT AS INITIAL DIRECTORS.
NO SINGLE FORM OF BYLAWS CAN SERVE ALL CORPORATIONS BECAUSE CORPORATIONS DIFFER FROM ONE ANOTHER IN THE NUMBER AND COMPOSITION OF THEIR SHAREHOLDERS AND DIRECTORS, AND OF COURSE AS TO THE ACTIVITIES TO BE CONDUCTED BY THE CORPORATION. FOR THAT REASON, USERS OF THE FOLLOWING BYLAWS SHOULD CONSULT AN ATTORNEY TO DETERMINE WHAT PROVISIONS THEY MAY WISH TO ADD, REVISE OR DELETE ENTIRELY.