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When forming a new corporation, one of the first things you will need to do is create your business's corporate

"bylaws." Contained within a single written document, the bylaws dictate the operating standards and procedures that the corporation will follow throughout its life as a business entity -- outlining what the corporation can and cannot do. Corporate Bylaws: What Is Covered Corporate bylaws will likely be more complex the larger the business, but a typical corporation's bylaws will cover and contain:

The corporation's identifying information (name, address, and principal place of business) Number of directors and corporate officers authorized for the corporation. Number and type of shares and stock classes that the corporation is authorized to issue. Procedure for director and shareholder meetings -- including frequency, location, and protocol. Procedure for corporate record-keeping -- including rules for preparation and inspection of records. Procedure for amending articles of incorporation and bylaws. Writing the Corporate Bylaws A new corporation's bylaws are typically created by the person(s) who initiated the incorporation process (called the "incorporator"), or they may be written (or formally adopted) by the new corporation's board of directors, as one of the board's first actions. No Government Filing While your new corporation's "articles of incorporation" must be filed with the Secretary of State office in your state (or similar business filing agency), corporate bylaws are not filed with any agency. They are kept as a key part of your corporation's business records, and may need to be disclosed to potential investors, creditors, and other entities with whom your corporation does business. - See more at: http://smallbusiness.findlaw.com/incorporation-and-legal-structures/writing-corporatebylaws.html#sthash.dBxRFXih.dpuf

Forming a business or forming a company structure to protect your existing sole proprietorship involves crucial decisions that can determine the success of your business objectives and protect your personal assets. Choosing the proper form of business organization, whether you are a sole proprietor of an existing small business or looking for how to start a corporation or form a limited liability corporation, is an important decision in the formation process. For business owners, choosing to become members, shareholders, partners, directors, and officers, etc., and forming a corporation or other business entity offers the ability to minimize personal liabilities and gain tax and other advantages. Whether to incorporate and which business form is best suited for your business organization will depend on the all the facts involved in your situation. A brief overview of different popular business entities used to form a business and their advantages & disadvantages is outlined below.

Sole Proprietorship - As a sole proprietorship, the business owner has no protection against being personally liable for the debts of the business and income is taxed on the owner's individual tax return. The advantages of the corporate shield against personal liability is given up in exchange for not having to follow the legal filing and recordkeeping requirements involved in forming a corporation, limited liability corporation, etc. In forming the LLC vs. the sole proprietorship, for example, it involves creating an operating agreement among the members, or a buy-sell agreement. Therefore, a sole proprietor must examine what assets or joint marital property might be at risk that makes it worth considering the advantages of incorporating or whether to set up a LLC or corporation.

Corporation - This type of business organization can take various forms, such as non-profit, publicly traded, closely held corporations, professional corporations, and more. A corporation is registered with the state as part of the set up process. One of the biggest advantages of incorporating is the protection it offers from

subjecting the personal assets of the business owners to liability for paying corporate debts. Other advantages of the corporate structure and differences between closely held corporations and publicly traded companies is the ability of public corporations to issue stock to shareholders to raise capital. A publicly-traded company is subject to SEC regulation as well as other corporate law.

The document containing the governing rules for formation of the corporation and basic corporate operations, called the articles of incorporation or corporate charter, is typically required to be filed in the secretary of state's office. Directors and officers are named during formation of the corporation, who will pass bylaws that set guidelines and grant authority for operating the corporate form of business.

S Corporation - A Subchapter S corporation, also called an S corp, is a corporation in which the shareholders have elected to have their income treated like partnership income, and taxed to the owner's individual tax forms, rather than be taxed at the corporate tax rate. An S corp offers the limited liability protection of a corporation. To form a S corp, Subchapter S corporations can't have more than 75 shareholders, who all must be U.S. citizens or resident aliens and cannot be a corporation or partnership, and can issue only one class of stock.

Non-profit- A non-profit corporation may be formed for charitable or benevolent purposes, such as a hospital or church. There are similar requirements in forming a for-profit and non-profit corporation, but there are different tax considerations and exemptions available to non-profits that meet IRS requirements.

Limited Liability Corporation - Also referred to as an LLC or limited liability company. Basically, this legal form for your business gives you the advantage of shielding personal assets by incorporating as a business corporation, while allowing income to be taxed individually like a partnership. When comparing a corporation vs. LLC or LLC vs. S corp, there are fewer procedural requirements and formalities in an LLC company, so some choose to start a LLC. Another advantage of a LLC is the ability to issue more than one class of stock when you form an LLC, unlike when you form an S corporation.

Partnership - A partnership is composed of partners who create a partnership agreement covering what the contribution and respective share of profits, or salary each partner will receive, and how the partners will manage and make decisions about the partnership. A buy-sell agreement is often created, allowing the partners to manage what will happen to the ownership and control of a partner who becomes incapacitated, dies, resigns, etc. in the future. A partnership doesn't offer the protection form personal liability that is one of the main advantages of the corporate form of business.

Limited Partnership- This is a partnership that has two types of partners - general and limited partners. A limited partner provides financing but has little or no role in management of the company and has no personal liability for company affairs. A general partner is a partner who manages company operations and has unlimited personal liability for partnership debts.

When considering how to form a business, whether you choose to form a corporation, start an LLC, create a partnership, etc., US Legal Forms has the professionally drafted legal form your business needs. Whether you need small business forms or forms for a publicly-traded corporation, US Legal Forms offers business forms for use by sole proprietors, partners, members of an LLC, and more.