Free Corporate Bylaws for Small Business Template
Corporate Bylaws for Small Business
Article I: Name and Location
Section 1. Name
The name of the corporation is [YOUR COMPANY NAME] (hereinafter referred to as the "Corporation").
Section 2. Principal Office
The principal office of the Corporation shall be located at [YOUR COMPANY ADDRESS]. The Corporation may have additional offices as designated by the Board of Directors.
Article II: Purpose
The Corporation is organized for the purpose of engaging in any lawful act or activity for which corporations may be organized under the laws of the State of California, including but not limited to research and development in technology solutions, software development, and consulting services.
Article III: Board of Directors
Section 1. General Powers
The business and affairs of the Corporation shall be managed by its Board of Directors.
Section 2. Number and Qualification
The Board of Directors shall consist of no fewer than three (3) and no more than seven (7) members. Directors need not be residents of the State of California or shareholders of the Corporation.
Section 3. Term
Each director shall serve for a term of three (3) years or until their successor is elected and qualified.
Section 4. Meetings
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Regular Meetings: The Board of Directors shall hold regular meetings at least quarterly, with the time and place designated by the Board.
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Special Meetings: Special meetings may be called by the Chairperson, the President, or by a majority of the directors.
Section 5. Quorum
A majority of the directors in office shall constitute a quorum for the transaction of business.
Article IV: Officers
Section 1. Officers
The officers of the Corporation shall consist of a President, a Vice President, a Secretary, and a Treasurer. The Board of Directors may create additional officer positions as deemed necessary.
Section 2. Election and Term of Office
Officers shall be elected by the Board of Directors at the annual meeting and shall serve for a term of one (1) year or until their successors are elected.
Section 3. Duties
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President: The President shall be the chief executive officer and shall have general supervision over the business and affairs of the Corporation.
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Vice President: The Vice President shall perform the duties of the President in their absence and shall have such other duties as assigned by the Board.
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Secretary: The Secretary shall keep the minutes of all meetings, maintain the corporate records, and be responsible for official correspondence.
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Treasurer: The Treasurer shall be responsible for the financial records and the management of funds of the Corporation.
Article V: Shareholders
Section 1. Annual Meetings
The annual meeting of the shareholders shall be held on the second Tuesday of June of each year at the principal office of the Corporation or at such other place as designated by the Board of Directors.
Section 2. Special Meetings
Special meetings of the shareholders may be called by the President or by a majority of the Board of Directors.
Section 3. Quorum
A quorum for the transaction of business at any shareholders' meeting shall be the presence of shareholders holding a majority of the shares entitled to vote.
Section 4. Voting Rights
Each shareholder shall be entitled to one vote for each share of stock held.
Article VI: Indemnification
Section 1. Indemnification
To the fullest extent permitted by law, the Corporation shall indemnify any person who serves or has served as a director or officer of the Corporation against expenses, liabilities, and losses incurred in connection with their service to the Corporation.
Article VII: Amendments
Section 1. Amendments
These Bylaws may be amended or repealed and new Bylaws adopted by a majority vote of the Board of Directors at any regular or special meeting, provided that written notice of the proposed amendment is given to each director at least seven (7) days prior to the meeting.
Article VIII: Miscellaneous
Section 1. Fiscal Year
The fiscal year of the Corporation shall end on the 31st day of December of each year.
Section 2. Governing Law
These Bylaws shall be governed by and construed in accordance with the laws of the State of California.
Adopted this 15th day of January, 2055.
Signed:
[YOUR NAME], President
Sigmund Corwin, Secretary
This bylaws document is intended to serve as a foundational governance document for [YOUR COMPANY NAME]. It can be tailored further to suit specific needs or requirements as deemed appropriate by the Board of Directors.
