This governing document is not filed with the state, but it is a requirement for Washington corporations. Bylaws generally cover areas of internal management, including the roles of directors and officers and the holding of shareholders' and directors' meetings.
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.
(b) Bylaws may be adopted, amended or repealed by approval of the members (Section 5034); provided, however, that such adoption, amendment or repeal also requires approval by the members of a class if such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 ...
The authorized number of directors must be set out in the bylaws (or the articles). A corporation must have at least three directors unless the corporation has fewer than three shareholders. In that case, the number of its directors can be no less than the number of shareholders.
No, bylaws and operating agreements (and any amendments thereto) are maintained by the business entity and are not filed with the Secretary of State. Requests for copies or information about these documents should be directed to the business entity itself.
For example, a California conversion where a corporation intends to move into another state requires a plan of conversion, a statement of conversion and must take into account components such as: foreign corporation registration, annual reports and registrations, and other factors that go into coordinating a relocation ...
LLCs are not required to have bylaws. However, they are governed by an operating agreement which is like a corporation's bylaws.
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.
California law requires that each corporation must have a president, a secretary, and a chief financial officer.
The number or minimum number of directors shall not be less than three. Alternate directors may be permitted, in which event, the bylaws shall specify the manner and times of their election and the conditions to their service in place of a director.