Minnesota corporate bylaws are an essential set of rules that define a corporation’s internal structure and daily operations. They establish policies for the board of directors, officers, shareholders, and decision-making protocols.
Bylaws ensure smooth management and reduce the possibility of conflicts. It is common practice for a corporation to draft bylaws upon formation to determine critical provisions such as defining the board of directors, the time and place of company meetings, and authorities of shareholders and company personnel.
Legal Requirements
Corporate bylaws are not required in Minnesota (§ 302A.181(1)); however, it is recommended.
- Annual Meetings – § 302A.431
- Corporate Bylaws – § 302A.181
- Issuance of Stock – § 302A.417 & 302A.405(3)
Naming Considerations
- Required Words: “Corporation,” “Incorporated,” or “Limited” or an abbreviation of any of these. “Company” or “Co.” is allowed, but not after “and” or “&.”
- Prohibited Words: Language stating/implying that an entity is organized for impermissible purposes.
- Name Reservation Period: 12 months.
- Renewal Period: Renewable.
- Transferability: Yes.
