What Is Included in Arkansas Corporate Bylaws?
Any rule for managing and organizing your corporation—as long as it’s consistent with Arkansas law and your Articles of Incorporation—can be included in your bylaws. But generally, bylaws cover:
- Meetings
- Stock
- Directors and officers
- Finances
- Records
- Amendments and emergencies
What Information Do I Need to Use Northwest’s Free Arkansas Corporate Bylaws?
Want to focus on your business and leave the heavy lifting to us? Our lawyers drafted a comprehensive corporate bylaws template you can use for free. You can even fill it out on this page, save it in a free account for later, and download a completed draft to sign.
In order to fill out our free corporate bylaws template, you’ll need your:
This must be your business’ legal entity name, or the name you put on your Arkansas Articles of Incorporation.
Since you’ve incorporated in Arkansas, put that here.
List when (date and time) you will hold annual meetings for shareholders.
Once your board of directors have approved the bylaws for the corporation, fill in the date.
The director signs the bylaws to approve them on behalf of the board of directors.
Expect to also maintain up-to-date lists of all shareholders and directors.
Why Do Corporate Bylaws Matter in Arkansas?
Bylaws aren’t just annoying paperwork. They’re essential for every Arkansas corporation. Here’s why.
1. Corporate bylaws are legally required in Arkansas.
According to AR Code § 4-26-809 (2019), the board of directors shall adopt initial bylaws. Usually, bylaws are adopted at the first organizational meeting.
2. Corporate bylaws establish the rules and roles within your corporation.
Your corporate bylaws formalize the rules, structure, and processes of your corporation. Bylaws establish how many officers and directors your corporation will have and what their powers are, along with the rules for voting and when and where board and shareholder meetings will be held.
If there is ever a dispute within your corporation, your bylaws can help you settle it quickly and fairly.
3. Corporate bylaws prove that your business is a legitimate corporation.
Your bylaws signal to others that your corporation can be trusted. You’ll have to show your bylaws to the bank to open a corporate bank account (a crucial step for maintaining limited liability). Also, potential investors and landlords will want to look at your bylaws to make sure your business is credible.
In the case of a lawsuit, your corporate bylaws can reinforce your limited liability protection. Since your bylaws include all of your corporation’s rules and procedures, you can use it to show that your business is a separate legal entity with limited liability status.
Who Prepares the Bylaws?
The board of directors prepares the bylaws. Since creating corporate bylaws can be confusing for people outside of the legal profession, corporations will often consult an attorney before finalizing their bylaws. Our free, attorney-drafted Arkansas corporate bylaws template can help you get on the right track.
Are Corporate Bylaws Legally Binding?
Yes. Violating corporate bylaws can have legal consequences, including your corporation losing its limited liability status. All directors, officers, and shareholders are legally required to abide by the bylaws.
FAQs
No. The operating agreement is a legal document that outlines the rules for how the owners of an LLC interact. Bylaws, on the other hand, establish the rules for running a corporation and managing its internal affairs.
No. Corporate bylaws are not filed with the Arkansas Secretary of State. Your bylaws should be kept on file with your business’s other documents, like meetings minutes and resolutions.
No, but we recommend it. Technically, a board of directors could adopt bylaws without including signatures. However, we at Northwest recommend that all directors and officers sign your bylaws to show that everyone in your corporation is in agreement.
Arkansas law includes some rules for amending bylaws. For instance, AR Code § 4-26-809 (2019) notes that for the board of directors to amend a bylaw, the majority of authorized board members must approve the amendment. However, for the most part, rules for amending bylaws are established in the bylaws themselves.
AR Code § 4-26-809 (2019) also states that the board of directors has the power to amend bylaws, unless the Articles of Incorporation state that shareholders and not directors have that power.