How to Start a Corporation in New York Name Your Corporation. Designate a Registered Agent. Submit Certificate of Incorporation. Get an EIN. File the Beneficial Ownership Information Report. Write Corporate Bylaws. Hold an Organizational Meeting. Open a Corporate Bank Account.
Corporate bylaws are legally required in New York. Under NY Bus Corp L § 601, corporate bylaws “shall be adopted” by a company's incorporators. That means that in New York, you'll need to adopt bylaws to comply with the law.
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.
Checking State Nonprofit Registries Search the Secretary of State's Website: Many states require nonprofits to file organizing documents, including bylaws. Contact the State Attorney General's Office: If the nonprofit is registered as a charity, the Attorney General's office may have copies of key governance documents.
Corporate bylaws are required by state law in New York, but you don't need to file your bylaws with the NY Department of State. The law stipulates that your bylaws must be adopted by your incorporators during your company's initial organization meeting.
(a) The board of directors shall consist of one or more members. The number of directors constituting the board may be fixed by the by-laws, or by action of the shareholders or of the board under the specific provisions of a by-law adopted by the shareholders.
How do I write Corporate Bylaws? Step 1: Select your corporation type. This is where you will list your company as a for-profit or a nonprofit. Step 2: Describe your incorporation status. Step 3: State your location. Step 4: Provide your corporation's registered name. Step 5: Outline shareholder meeting rules.
Breach of Fiduciary Duties When directors or officers fail to follow the corporation's governing documents, they open themselves up to liability for breaching their duties of care and obedience. Officers and directors may be held personally liable in the event a breach of duty occurs.