How your corporation
is actually governed.
Bylaws are the internal rulebook of your corporation — how the board acts, how officers are appointed, how shareholders vote, and how decisions become official. We draft yours to keep your governance clean and your liability shield intact.
Bylaws sized to your company and aligned with Florida's Business Corporation Act.
Get your corporate bylaws drafted
Tell us about your board, officers and shareholders — we'll draft bylaws sized to your corporation. We'll set up a consultation with an attorney.
Filing Articles of Incorporation with the Florida Division of Corporations creates your corporation. Bylaws are what make it actually function. They are the binding internal rules that say how many directors you have, how the board meets and votes, who your officers are and what authority they hold, when shareholders meet, and what counts as a quorum. Under the Florida Business Corporation Act (Chapter 607), a corporation is expected to adopt bylaws — and your directors, officers, banks and investors will all rely on them.
Bylaws also protect you personally. A clean governance record — bylaws, meeting minutes, and proper resolutions — is one of the strongest defenses against an attempt to 'pierce the corporate veil' and reach the owners' personal assets. Sloppy or missing governance is one of the easiest ways to lose that protection.
What bylaws actually decide
The board: how many directors, how they're elected and removed, how often they meet, what notice is required, and how they vote — including whether they can act by written consent. Officers: which roles exist (president, secretary, treasurer and others), how they're appointed, and exactly what each is authorized to sign and do on the company's behalf.
Shareholders: when and how annual and special meetings are called, notice requirements, quorum, and how votes are counted. The mechanics: how stock is issued and recorded, how bylaws themselves get amended, and how the corporation keeps the records Florida expects. We tailor each of these to the size and reality of your company — a two-founder startup and a company with a real outside board need very different bylaws.
Bylaws vs. a shareholder agreement
Bylaws govern how the corporation operates; a shareholder agreement governs the relationship among the owners — who can buy and sell shares, at what price, and what happens when an owner exits. Most corporations need both, and the two have to be consistent with each other. We draft them together so they don't contradict, and so a conflict-of-interest policy slots in cleanly on top.
Governance that holds up.
Board of directors
Number of directors, election and removal, meetings, notice, quorum, voting and action by written consent.
Officers & authority
Officer roles, how they're appointed, and exactly what each is authorized to sign and bind on the company's behalf.
Shareholder meetings
Annual and special meetings, notice requirements, quorum, proxies and how shareholder votes are counted.
Stock & records
How shares are issued and recorded, certificate or uncertificated stock, and the corporate records you're expected to keep.
Liability protection
Indemnification of directors and officers and the clean governance trail that helps keep your corporate veil intact.
Florida Ch. 607 compliance
Drafted against the Florida Business Corporation Act so your bylaws line up with the statute instead of conflicting with it.
From incorporation to a clean record.
Tell us about your corporation
We learn your board, your officers, your shareholders and how you intend to run governance day to day.
We draft your bylaws
You get bylaws sized to your company — plus the organizational resolutions and initial minutes that complete the record.
Adopt and maintain
We walk the board through adoption and are on call as you add directors, issue stock or amend the rules.
Corporate bylaws, answered.
Are bylaws required for a Florida corporation?
Do bylaws get filed with the state of Florida?
Do I need bylaws and a shareholder agreement?
Can you fix or update bylaws we already have?
Related practice areas
Govern your corporation cleanly.
Tell us how your corporation is set up, or call now to reach an attorney. We'll draft bylaws that keep your record clean and your liability shield intact — in English or Español.
Get your corporate bylaws drafted
Tell us about your board, officers and shareholders — we'll draft bylaws sized to your corporation. We'll set up a consultation with an attorney.