Nevada corporate bylaws are rules established by the board of directors or incorporators that outline the internal governance, management structure, and operational procedures of a corporation. These bylaws detail the roles, rights, and responsibilities of board members and officers, including terms, officer positions, and compensation provisions.
They guide decision-making processes, stock issuance, and meeting protocols for shareholders and directors. Unlike some corporate documents, Nevada does not require these bylaws to be filed with the Secretary of State; they are maintained at the corporation’s registered office.
Legal Requirements
Nevada does not mandate that all corporations create and maintain bylaws, as specified in NRS 78.120(2). Other relevant statutes include:
- Annual Meetings – NRS 78.320
- Corporate Bylaws – NRS 78.120 (2)
- Issuance of Stock – NRS 78.215
Naming Considerations
- Required Words: “Corporation,” “Incorporated,” “Company,” “Limited,” an abbreviation thereof, or Other words that identify the corporation as not being a natural person.
- Prohibited Words: The law does not explicitly cover or guide on that issue.
- Name Reservation Period: 90 days.
- Renewal Period: Non-specified.
- Transferability: Yes.
Emergency Bylaws
The Board of Directors can enact emergency bylaws, subject to stockholder modification or repeal, to address urgent matters.
