Corporate bylaws template
Write the internal rules that say how your corporation is governed.
Opens a fillable version in your browser. Free, no account, and free to download. This is a helper, not the official form.
About Corporate bylaws
Corporate bylaws are the internal rules that say how a corporation is governed. They cover how directors and officers are chosen, how meetings and votes work, how shares and records are handled, and how the bylaws themselves can be changed. Companies adopt them after the corporation is formed.
This page is a general template and a convenience for drafting, not legal advice, and for important matters consult a qualified professional in your jurisdiction. Requirements vary by state and by the type of corporation, so confirm what applies to your company before you adopt these rules.
Who needs to complete it
- New corporations that need internal governance rules after forming.
- Directors and officers who want clear procedures for meetings and voting.
- Founders setting up how shares, records, and roles are handled.
- Companies asked for bylaws by a bank, investor, or other party.
How to fill out Corporate bylaws
- 1Enter the corporation name and the date the bylaws are adopted.
- 2Set out the rules for shareholders, including how annual and special meetings are called and how votes are counted.
- 3Describe the board of directors, such as the number of directors, their terms, and how vacancies are filled.
- 4List the officer roles, such as president, secretary, and treasurer, and describe their duties.
- 5State how meetings are noticed, what counts as a quorum, and how decisions are approved.
- 6Cover records and shares, including how stock certificates and company books are kept.
- 7Add the process for amending the bylaws in the future.
- 8Have an authorized officer or the board adopt and sign the bylaws, then keep them with the company records.
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Frequently asked questions
What do corporate bylaws do?
They set the internal rules for running a corporation, such as how directors and officers are chosen and how meetings and votes work. This page is a general template and a convenience, not legal advice, and for important matters consult a qualified professional in your jurisdiction.
Are bylaws filed with the state?
Usually not. Bylaws are kept internally with the company records, while the corporation itself is registered with the state through the articles of incorporation.
Who adopts the bylaws?
Bylaws are normally adopted by the incorporator or the board of directors early in the life of the corporation, often at the first meeting.
Can bylaws be changed later?
Yes. Bylaws usually include an amendment section that describes how they can be updated, often by a vote of the board or the shareholders.