This By-Laws document contains the following information: the name and location of the corporation, the shareholders, and the duties of the officers.
Bylaws Of A Corporation With Change In Oakland
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State:
Multi-State
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Oakland
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US-00444
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Corporate bylaws are a company's foundational governing document. They lay out how things should run day-to-day and the processes for making important decisions. They serve as a legal contract between the corporation and its shareholders, directors, and officers and set the protocol for how the organization operates.
Code § 5510. A California nonprofit corporation must have: 1) either a chairperson of the board or a president or both; 2) a secretary; and 3) a treasurer or a chief financial officer or both.
§ 460/4 | Effective Jan. 1, 2024, a charitable organization with annual contributions more than $500,000 must file an audited financial statement prepared by an independent CPA. A charitable organization with contributions between $300,000 and $500,000 must file a financial statement with the Attorney General.
Every California Corporation must adopt bylaws, and this article identifies the key components that should be included in California Corporation Bylaws; however, this article does not contain all the headings or provisions that are required to be included in California Corporation Bylaws.
(b) Bylaws may be adopted, amended or repealed by approval of the members (Section 5034); provided, however, that such adoption, amendment or repeal also requires approval by the members of a class if such action would: (1) Materially and adversely affect the rights, privileges, preferences, restrictions or conditions ...
Although organizations don't need to file these bylaws with the state, California law requires that the treasurer or other designated member of the organization maintains a copy on file.
Are bylaws filed with the state of California? No. Your corporate bylaws are internal documents, which means they should be kept on file with your business records.
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.
To change the officers of a California corporation, such as the CEO, CFO, or Secretary, you would need to hold a meeting of the directors to appoint new officer(s). You can also do this without a formal meeting, and simply record the process on corporate resolutions.