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Articles of incorporation are the primary law of an association used to establish the general organization and governing of the association to achieve corporate existence. Bylaws are the secondary law of an association best used to detail how the society is formed and run.
Minnesota corporate bylaws are rules that establish the organizational structure of your corporation. Bylaws cover some of the most important aspects of your business, from appointing directors and officers to holding board and shareholders' meetings and handling conflicts of interest.
A corporation in Minnesota can be formed by one or more natural persons by executing and filing articles of incorporation. Such persons should have completed 18 years of age. The articles of incorporation shall contain the names and addresses of the initial directors.
Minnesota law does not require corporations to have bylaws. However, it does establish default bylaw rules for corporations, which may or may not be ideal for how you want your business to operate.
They contain the basic rules for the conduct of the corporation's business and affairs. The bylaws may contain any provision for managing the business and regulating the corporation's affairs that is not inconsistent with statutory law or the corporation's Articles of Incorporation.