What Is Included in Mississippi Corporate Bylaws?
While corporate bylaws can include anything within the law not already covered by Mississippi’s statutes, it’s a good idea to make sure your bylaws cover certain essential aspects of your business:
- Meetings
- Stock
- Directors and officers
- Finances
- Records
- Amendments and emergencies
What Information Do I Need to Use Northwest’s Free Mississippi Corporate Bylaws?
Focus on your business and leave the heavy lifting to us! Our lawyer-drafted, comprehensive corporate bylaws template allows you to fill out your bylaws, right here on this page. Save it in a free account for later, and download a completed draft to sign whenever you’re ready.
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 Mississippi Articles of Incorporation.
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 Mississippi?
Even though bylaws aren’t filed with the Mississippi Secretary of State’s office—like your Mississippi Articles of Incorporation are—bylaws are essential. Here’s why:
1. Corporate bylaws are legally required in Mississippi.
Miss. Code Ann. § 79-4-2.06 states that corporations “shall adopt initial bylaws” at their first organizational meeting. In other words, bylaws are a legal necessity for incorporating in Mississippi.
2. Corporate bylaws establish the rules and roles within your corporation.
Having clear rules helps prevent disagreements and miscommunication, which helps you run your business more efficiently. Plus, without bylaws, you won’t have an agreement on how to do the most basic of things, like taking a vote or keeping official records.
3. Corporate bylaws prove that your business is a legitimate corporation.
Bylaws lend credibility to your business. Bankers, landlords, and potential investors will want to see your bylaws before working with you.
Who Prepares the Bylaws?
Bylaws are adopted by your directors or incorporators at your first organizational meeting. It’s a good idea to consult with a lawyer before solidifying your bylaws. That said, you can use our free, Mississippi Corporate Bylaws template to help get you started.
Are Corporate Bylaws Legally Binding?
Yes. In court, corporate bylaws can be used to defend a corporation’s limited liability status or enforce a decision. Violating bylaws is cause for removal from office and can lead to other negative legal consequences.
FAQs
No. Bylaws are for corporations. An operating agreement is used by LLCs. Same idea, but different entity type.
No. Mississippi doesn’t keep track of your corporate bylaws—you do. Your corporate bylaws are internal documents, which means they should be kept on file with your business records.
No. Signing your corporate bylaws lends them legitimacy and is good, standard practice. That said, Mississippi’s statutes do not require corporate bylaws to contain signatures.
Your bylaws can be amended by your board of directors or your shareholders, but the process for making amendments should be specified in your articles or in the bylaws themselves. For example, Miss. Code Ann. § 79-4-10.20 states that articles of incorporation may reserve voting rights exclusively for shareholders.