By-laws Adoption. – Every corporation formed under this code, must, within one month after receipt of official notice of the issuance of its certificate of incorporation by the Securities and Exchange Commission, adopt a new code of by-laws for its government not inconsistent with this code.
Register your company with the Bureau of Internal Revenue (BIR) SEC Certificate of Registration. Barangay Clearance for your business. Proof of Address (Lease Contract or Certificate of Land Title) Company's Business Permit from the Mayor's Office. Valid ID.
Documents to create when forming a business include articles of incorporation and bylaws. While both are crucial, they serve different purposes. One establishes the organization as a legal business entity, while the other acts as a guiding document for the board of directors and leadership team.
The By-Laws outline the rules on annual and special meetings, voting, quorum, notice of meeting and auditors and inspectors of election. They further emphasize procedures for qualification, nomination, election and compensation of the directors. The By-Laws also identify the officers of the company and their functions.
The SEC, BSP and the Insurance Commission (IC) are the principal regulatory agencies that promote corporate governance rules in the Philippines. In the private sector, institutions like the PSE and the Institute of Corporate Directors (ICD) play significant roles.
“Directors” in the U.S. are members of a corporation's Board of Directors (or simply “Board”). The Board governs the corporation; the Board makes decisions on behalf of the corporation as a body.
They set clear expectations and govern how often board meetings are held, how voting works, how new board members get elected, and how the company can issue new shares. US law requires that most corporations have bylaws.
The Delaware corporate code covers most of the topics normally addressed in the Bylaws. Therefore, if the Certificate of Incorporation sets forth the authorized number of directors there is no legal requirement that a corporation have bylaws.
Company law comprises the creation, organization, and regu- lation of business associations. In the US, this area of law is commonly known as “corporate law”. However, as shown below, a corporation is merely one legal form among others. The term “company law”, therefore, might be more precise.
California corporate bylaws are the agreed-upon rules for your corporation's operations. Bylaws create an organizational structure for your company and outline policies for appointing directors and officers, holding shareholder and board meetings, and handling conflicts of interest, among other issues.