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.
Corporate bylaws are legally required in Virginia. The law doesn't specify when bylaws must be adopted, but usually this happens at the organizational meeting.
Start Your Corporate Bylaws StateBylaws Required? California No Colorado No Connecticut Yes Delaware Yes47 more rows
Corporate bylaws are legally required in Virginia. The law doesn't specify when bylaws must be adopted, but usually this happens at the organizational meeting.
To start a corporation in Virginia, you'll need to do three things: appoint a registered agent, choose a name for your business, and file Articles of Incorporation with the State Corporation Commission.
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.
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 document required to form a corporation in Virginia is called the Articles of Incorporation. The information required in the formation document varies by state. Virginia's requirements include: Officers.
§ 13.1-624. The incorporators or board of directors of a corporation shall adopt initial bylaws for the corporation. B. The bylaws of a corporation may contain any provision that is not inconsistent with law or the articles of incorporation.