Corporate bylaws are the legal rules a corporation is operated by after the business if formed. Once the organization has a legal entity that has been filed with its state, the board of directors will typically decide on the bylaws which the company will live by going forward. Some examples of bylaws include listing a registered agent and defining the classes of stock for company ownership. To see what bylaws look like, you can see Microsoft’s at this link.

One of the main reasons LLCs became so popular for small businesses is that bylaws and other corporation complexities are not required. Instead, the business creates an operating agreement at the time the legal entity is formed. Many states don’t even require an operating agreement for an LLC to be formed and start operating. If you’re interested in forming an LLC you can learn more about your state’s requirements by checking out are State Startup Guides.

Why You Need Corporate Bylaws

Bylaws help ensure that your corporation runs smoothly. These rules outline the internal rules of your business, from a legal standpoint. The bylaws outline how decisions are legally made, who gets to vote, and the structure of how it works. If your business is very large, or you plan for it to be, then this will be helpful to make sure there’s organization to the chaos of both making big decisions and having a large ownership structure. 

The bylaws are important for all corporations to have, especially if you end up becoming a publicly traded one. This is because the bylaws outline how the official books are to be kept and what the reporting timeline looks like. Anyone wanting to invest in your business will want strict rules around how they’ll be able to keep up to date with what’s happening inside the organization’s performance. 

The bylaws also outline how the stock of the company is going to be divided up. It’s important for any business that plans to sell stock or take on investment money in the future to have a strategy behind the various classes of stock and how those stocks are transferred between owners. There also needs to be set rules around qualifying stockholders and knowing exactly who has a right to make business decisions and who doesn’t. 

However, the main reason you’ll create bylaws when you’re still a smaller company is because it’s required for all corporations to do so. What many small business owners don’t know is that you can start out as an LLC, which has more relaxed rules, and then as you start to grow you can switch to a corporation later. If you’re unsure of what the success of your business might be then this might be your best bet. 

Note: As of the date of publication, the only states that require your LLC to create an operating agreement are Delaware, New York, Maine, California, and Missouri. 

Example of the Benefits of Bylaws

All states have rules around how businesses are meant to operate and interact. If you’re not required to create bylaws, or an operating agreement for LLCs, you might still want to in order to counteract some rules in your state.

For example, some states might have a default rule that all profits are evenly distributed or that the legal responsibility for a company’s actions is evenly distributed among shareholders. In many cases you can actually get around these rules by having very strict bylaws that says the profits or legal responsibility is broken down much differently than the state’s rule. 

How Corporate Bylaws Work

Bylaws are pretty straightforward, like most legal contracts. The bylaws are not registered with your other incorporation documents that you provide to your state, but they can be equally important to operating your business. While you don’t legally file the bylaws with your state, it doesn’t make them any less enforceable. The bylaws are binding as soon as a majority of the board of directors votes them into action. 

The size of your corporation’s bylaws will heavily depend on the size of your business. You may want more relaxed bylaws early on and then you may want to enact more strict rules right before you take the company public. Things like the number of directors the business has will also have a necessity to change as time goes on and you grow in both revenue and employee count. 

Typically whatever the bylaws say is the law for your business. Legal entities typically have the right to operate internally in anyway that the majority of shareholders agree to. This means that while you’re legally bound to your bylaws, you have a lot of flexibility in how you can setup your business to operate the way you need. 

How Corporate Bylaws are Created

The creation of bylaws is simple from a legal standpoint. All you have to do is draft them and get a majority of the board of directors to vote “yes” on enacting the document. There aren’t a lot of rules that restrict you on the actual creation of your bylaws in terms of what can be included in them, but there are many common things that you should include to make the legal operation of your business clear and concise. 

Common Corporate Bylaws

Some of the most common corporate bylaws include:

• Your Business Management Structure: How many Directors will your business have? Who has the legal authority to make binding decisions for the business? Who is ultimately responsible for legal or tax filings and who is the contact person or group for your business?
  
• Your Business’s Registered Agent: If your business is going to receive legal notices or documents in the future then they will be sent to your registered agent. It’s important to keep this part of your bylaws up to date so that you don’t miss an important legal notice. Whomever you have in your official bylaws is the only person or group that has to be contacted for notice to be given to you.
  
• Classes of Stock: How much stock do you have in the business initially, what classes are there, and what are the rights and privileges of those classes? This is extremely important if you’re bringing on outside capital or going public.
  
• Voting Rights: This should be called out specifically so it is clear who has the legal opportunity to weigh in on big business decisions, like taking on outside capital or selling the business.
  
• How the Business Can Be Dissolved: This is important to include so that the only ways to dissolve the business are clear to everyone, regardless of any state statutes.
  
• Corporate Meeting Information: How often do the directors meet and what is the purpose of those meetings? Are these meetings the only time that big decisions can be made and if so, can the board of directors call a special meeting to vote on something important? How do you give notice of meetings to directors? These are all important things to spell out so that there is no internal legal dispute amongst shareholders.
  
• Dividends: If the shareholders have a right to dividends then it should be spelled out in the bylaws on when they might receive one and how it would be dispersed.
  
• Amendments: Any specificity you can provide on how amendments to the bylaws are enacted in the future will be important to make sure it’s clear how things can adapt and change over time. 

This list isn’t all-inclusive for every business. If you need complex bylaws, you should partner with a lawyer that is experienced in setting up businesses and enacting bylaws for many different types of businesses. 

Does My Business Need Corporate Bylaws? 

The real answer to whether or not your business needs bylaws is that it really depends. If you’re starting a corporation then you’ll need to draft a set of bylaws. However, if you’re a smaller business or unsure of what direction you want to take your new business, then you may benefit from starting out as an LLC, which means you won’t need corporate bylaws. We do recommend that you still craft an operating agreement, even if it’s not required in your state, especially if your business has more than one owner. 

Getting Started With Corporate Bylaws

Whether you’re getting started with your corporation and need to enact specific bylaws for your business, or you instead want your legal entity to be an LLC, we can help. My Company Works has completed over 60,000 legal business formations and our packages include an Operating Agreement (for LLCs) and Bylaws (for a corporation).

Below is an excerpt from Part One of our book Startups Made Simple: How to Start, Grow and Systemize Your Dream Business. Learn more about the book here.  

“Optimism is a force multiplier.” – Colin Powell

I’m sure there are successful founders who are not optimistic—I’ve just never met one. Seriously though, an optimistic mindset is a huge source of energy, and the good news is that optimism can be learned. (See the Chapter Resources for more information.) Pessimistic and negative people are usually not only low energy themselves, but they tend to drain the energy of everyone around them. Pessimism is the last thing a founder needs in the startup process.

Think about it, have you ever met a pessimistic “Debbie Downer” who was a successful businessperson—or successful anything? I cannot think of one example outside of perhaps a few “artist” types that used negativity in their artwork. Otherwise, every inspirational business book or biography inevitably has an incredibly optimistic person behind it, and I don’t think that’s a coincidence.

Note that I’m not advising you to not be realistic; you can be realistic and optimistic. I’ve joked that optimism is worth twenty extra IQ points because you don’t immediately give up. When you have optimism, you give your brain permission to look at the bright side of things as they happen and see possibilities that a pessimist may have rejected or not even thought about.

That’s exactly how an entrepreneur needs to deal with the inevitable curveballs that will be thrown at them. They need to realistically assess the situation and see if there are any solutions to mitigate the problem, change the situation to their advantage or, at the very least, learn a valuable lesson. An optimistic mindset and many of the other superpowers in this part of the book will help you move away from pessimism and toward solving problems, which is what great founders primarily do.

This was an excerpt from our book Startups Made Simple: How to Start, Grow and Systemize Your Dream Business. Learn more about the book here or see our previous excerpts here. 

Our culture is full of success stories of businesses that seem to start spontaneously in someone’s garage or a college dorm. We are drawn to this narrative of genius ideas and bursts of inspiration because it’s a more appealing story than someone who lays down the groundworks with a solid plan.

While we all want to believe that having that one great idea will lead to a great business, the reality is that most people need some kind of a business plan in order to test out ideas and execute them successfully. No small business can sustain itself for long without covering the basics.

Think of a business plan as a tool that can help you straighten out your thoughts and priorities. First and foremost, it’s a document written for you and your company. The process of writing the plan can guide you to think about areas of the business you may not even have considered. In doing so, you’ll be able to get an even clearer vision of your company, understand what’s practical and what’s idealistic, and set you on a path toward starting a sustainable business.

The Small Business Administration (SBA) separates business plans into two broad categories: traditional vs lean startup. 

• Traditional: This type of business plan is more detailed and comprehensive, and takes longer to write. The benefit of having a traditional business plan is that you can present it to investors, stakeholders, and banks who will often request the document from companies. 

• Lean startup: The lean business plan is shorter (as long as one page if you want), focuses on the basics, and can be modified and changed easily over time. If you’re still at the early stage of starting a business, you may want to start out with a lean business plan to clarify your company’s objectives and expand it as you go.

We’ve developed our own approach that combines the best elements of both the above––the Startups Made Simple Business Plan.

What is the Startups Made Simple Business Plan?

The truth is, most startups and small businesses don’t need an exhaustive, detailed business plan. When you’re starting out, time is of the utmost essence. The last thing you want is to spend hours polishing a pristine document that at the end of the day will only remain a document. 

Small businesses require a lot of flexibility and testing, especially during the early stages when you’re just starting out. That’s why the Startups Made Simple Business Plan focuses on getting your ideas out quickly so that you can test them and make adjustments based on your learnings.

The idea is to quickly go through your ideas to see which ones are really worth testing––you don’t want to waste time testing something out and spending valuable resources when a simple plan would’ve shown you it wouldn’t be practical––then execute quickly, learn fast, and improve fast. We do this because, at the end of the day, small businesses need speedy execution to grow. Planning alone won’t cut it by any means.

So below is a checklist of the essential items your business plan should contain.

• Vision: What’s at the heart of your business idea and how you see your company scaling over time
• Elevator pitch: A core understanding of your company, succinctly summarized so anyone can understand it easily
• Target market: A clear understanding and articulation of the audience or customer you’re trying to reach, including demographics, interests, and needs
• Tests to run: A list of items and strategies you can execute to test the validity or quality of your ideas and start establishing your company, i.e. surveys, website, mockups 
• Back of the napkin math: Simple, quick calculations regarding your current and future expenses to give you a tangible number to work with rather than chasing arbitrary profits
• Reverse engineer: A practice of envisioning the end product and working backward to see what steps you’d need to take to make that happen
• Worst case scenario: Imagining the worst thing that could happen so you can prepare and come up with a backup plan 

Let’s dive into some of the key points on this list.

State Your Company Vision

If you can’t quickly and concisely explain what your company does, it might be a sign that you need to work on your idea. Just as movies and TV shows have loglines to hook viewers into their contents, your vision of the company should be a quick summary that lets the reader know what’s at the core of your idea.

Tip: Don’t worry if you can’t come up with a clean elevator pitch from the start. It’s normal for your company description to be messy and long in the beginning, but through the process of refining your vision, you’ll gain a better understanding of your ideas and narrow down the complexities into a clear, easily understandable idea.

Define Your Target Market

Product-market fit (PMF) is one of the biggest reasons businesses fail. You may have a great product but if no one wants them––for reasons ranging from a too small market to unrealistic prices––you don’t have a business. This is why any business plan should specify the audience you’re trying to reach with your product.

Thinking about who your product is for and why and how it would benefit them can help clarify your company goals. Defining your target market is one of the most important things you can do in advance to avoid troubles down the road. Other details might be easier to swing or modify as you go, but skipping on product-market fit can have disastrous consequences for businesses unprepared to meet the reality of the market.

Tip: Sometimes you can’t know whether you have the right PMF until you go out and test. Whether through building prototypes, sharing your products for free, or surveying different types of potential customers, have a game plan for how you can test out your target market in advance. 

Think About the Cash

Even if you’re not writing up a detailed business plan for an investor, thinking about the cash flow and funding of the company will help you prepare for the more practical side of the business. After all, ideas and visions are great, but without the money, it’ll be harder to execute them. 

Here are some questions you can ask to think about this area:

• Are you planning to raise funding for your company? How? 
• How much capital do you need to start your business? 
• What will your business model be and how do you envision your income stream? 
• How are your competitors or other companies in the market conducting their businesses?

Tip: Businesses often incur expenses that are easily overlooked. To avoid the problem of tacking on unforeseen expenses on your bill, do a quick, calculation of your current expenses (bills, rent, food, office, contractors, suppliers, etc.) to find out how much cash you’ll need to keep the business running. This will also help you set a more realistic price for your product and can potentially help you cut down unnecessary expenses to keep things lean at the start.

Plan for Long-Term Items

In the eagerness to start a business, certain long-term items can easily be overlooked. That’s why it’s important to remember to include them in your business plan. Whether this is the time it might take to manufacture your product, or a long-term lease on your office or warehouse space, thinking realistically about this in advance can save you a lot of headache down the road.

Tip: Give yourself ample buffer for the items on this list. We have a tendency to overestimate our abilities to get things done and underestimate processes that often turn out more costly and time-consuming than we expect. Businesses are always prone to unforeseen expenses such as a supplier running out of materials, weather affecting a delivery, or a machine breakdown that delays production. Especially when starting out, we may not consider these items and get blindsided when they happen. 

Share, Test, and Repeat

The Startups Made Simple Business Plan is not a perfectly polished piece of document. Rather, it’s a tool that can help small businesses launch their ideas in a realistic but efficient way, allowing for plenty of testing and mistakes along the process.

Share your business plan with colleagues, customers, or whoever you want feedback from. Show them your mockups or prototypes if you can. Use survey tools to reach more people. When you find that something doesn’t work, go back and modify your strategy and plan. Then repeat this process over and over until you’re confident you have a solid, viable product that’s ready for a market debut.

Most of all, don’t be discouraged by negative feedback or ideas that don’t work out. This is all a natural part of the process––one mistake means one step closer to success. Always have a backup plan so that you don’t bank all your cash and resources into a single idea. At this stage, it’s more important to try out your ideas and see which ones will stick rather than betting only on one horse that you’re not yet familiar with.

Below is an excerpt from the Introduction of our book Startups Made Simple: How to Start, Grow and Systemize Your Dream Business. Learn more about the book here.  

“I’m convinced that about half of what separates the successful entrepreneurs from the non-successful ones is pure perseverance.” – Steve Jobs

“Nothing in the world can take the place of Persistence. Talent will not; nothing is more common than unsuccessful men with talent. Genius will not; unrewarded genius is almost a proverb. Education will not; the world is full of educated derelicts. Persistence and determination alone are omnipotent. The slogan ‘Press On’ has solved and always will solve the problems of the human race.” – Calvin Coolidge

I’ve noticed the best entrepreneurs are known for their perseverance; they can be trusted to get through the rough stuff. So many of the great tales in business and in life are about the person who simply did not give up, even after many obstacles and setbacks. Resilience, persistence, grit, tenacity, confidence, and relentlessness are related traits, and in general, overcoming fear is a big part of perseverance. 

In my opinion, people have been taught to quit way too quickly. Scammy marketing and advertising has conditioned many of us to expect fast or even instant results. The truth is that many skills take years to develop. Some things as simple as a handstand can take many months of daily practice to master, yet the majority of people give up in a few weeks or if they can’t find a program called “Mastering Handstands in Only One Week!”

This doesn’t mean it will take years to learn how to get your company going; it only means that you shouldn’t immediately give up if you’re not performing like Elon Musk in the first year of your startup. Some startups, the smart ones anyway, may take a year or two to work on their idea, test things in the marketplace, quickly pivot to another product or service, and continue learning from their customers. There will be much more on this in Part Two of this book, and there is such a thing as going on too long. Mostly, the problem lies with giving up too early. 

For now, just know that your first instinct, especially when things get tough, may be to quit. Quitting sounds so comfortable (for lack of a better word) when things are bad. I wanted to quit several times in the first couple of years for, in retrospect, completely ridiculous reasons. 

Make sure that if you’re thinking about quitting that you’re not closer to victory than you think you are. A lot of entrepreneurs quit on the ten-yard line right before they are about to succeed. This is so common that it’s almost legend now. I’m asking you to carefully consider when you feel like giving up. I’ve learned that some days are just going to be a “shit sandwich,” and you have to take a bite. You will have bad days or maybe even bad weeks, and a perseverance mindset will help you greatly. 

Also, business is not nearly as hard as some stories out there about people sleeping in their cars or having nervous breakdowns. In fact, I think a lot of successful entrepreneurs like to embellish their startup stories to motivate their teams and create a hero’s journey for the startup. (I’m certainly guilty of that myself on some occasions.)

However, the business world can be competitive and you can be pushed around if you’re too sensitive or thin-skinned. You want to develop a thick skin and also hire other people who have thick skins. In my opinion, overly sensitive people are typically not fit to be in a startup environment. A lot of business is about not being intimidated by partners, employees, customers, or vendors. 

I’ve found a stoic outlook can be best for getting through the rough patches. Winston Churchill once said,“If you’re going through hell, keep going.” I’ve also learned that in business “they can’t eat you” (customers, vendors, competitors, employees, etc.), so some days you have to just smile at the absurdity of worrying about things as if they’re life or death and try to have a good time with it all. 

Finally, there is such a thing as having too much perseverance; a good entrepreneur knows when it’s time to quit. This may not always be obvious to us, but a very good indicator is when the product or service is not getting any traction despite your best efforts. 

In these cases, you don’t have to admit defeat; only acknowledge that you don’t like working for free and the market is firing you—for now. In Step 1 of this book, you’ll see how this has happened sometimes dozens of times to great founders and is not something that should discourage you. 

Remember it’s all a Game

“One of the symptoms of approaching nervous breakdown is the belief that one’s work is terribly important.” – Bertrand Russell

In reality, it’s all a big game, and you can’t take any of it with you in the end (regardless of your religious beliefs), so really take some time to consider that you don’t need to take any of this stuff too seriously. If you can take care of your physical and mental health while persevering through it all, you’ll do great. 

The universe is inconceivably large, billions of years old, and you’re a tiny organism on a spinning rock orbiting a random star in one of billions of galaxies. Even if your work was actually world-changing and important, the universe would barely notice. Genghis Khan or Caesar were little more than a infinitesimal blip in the universe, and taking yourself too seriously is a great way to be miserable. This is not meant to depress you or to say your work doesn’t have meaning, but to provide perspective for you to remember that all you have is this life now, so do what you can to give it meaning for you and try to have a good time. 

This was an excerpt from our book Startups Made Simple: How to Start, Grow and Systemize Your Dream Business. Learn more about the book here or see our previous excerpts here. 

Opening a business bank account is a simple four step process that can typically be completed in less than an hour, if you have prepared beforehand. You can open a business bank account either online or in-person, but doing so online will typically take longer and could require additional documentation. 

Before you open a business bank account you’ll need to provide an employer federal tax identification (FEIN or EIN) and your legal registration documentation. If you haven’t yet incorporated your business, MyCompanyWorks can do this for you with a simple three step process that only takes you a few minutes to order online.

You can open your business bank account by following these four steps: 

Step 1 – Determine What You Need in a Business Bank Account

There are many things you should consider before you move forward with opening a business bank account. First of all, what type of bank account do you need? While most businesses start with a business checking account, a savings account might also be a consideration if your situation dictates. The fees your bank will charge should also be a strong consideration on which type of account is right for you. 

The most common types of business bank accounts are: 

• Business Checking Account: This is an account you can freely move money in and out of as your business needs occur. If you have lots of transactions that you need to make with deposits and bill payments then this is the account that is most likely right for you. This is also the most common type of business bank account.
  
• Business Savings Account: This is an account that you can make deposits to where you’ll earn extra money every month for keeping it in your account. You’ll be limited on the number of withdrawals you can make though, so this is only for businesses not looking to make frequent payments out of the account.
  
• Free Business Checking Account: This type of account operates just like a normal checking account but there are no maintenance fees and may not have a minimum account balance requirement. These accounts are typically online business checking accounts so it is right for newer businesses that don’t need a physical branch nearby.

Once you’ve determined the account that you need then you should determine how much you’re willing to pay every month for maintenance and security. Having a physical branch nearby is important for businesses that take on a lot of cash that needs to be deposited on a consistent basis. If you just need a business checking account to sign up for affiliate programs for your online business or to get your business off the ground then an online free checking account may suffice. 

Step 2 – Find the Right Bank for Your Business

Now that you know the type of account you’re looking for, you can narrow down which bank you’d like to work with. Oddly enough, the bank choice is made by proximity more than anything else for the majority of small businesses. Most businesses just want a bank with a name they can trust that is close to their base of operations. This makes transactions easy in the event the business owner has to go into the bank. 

While many business owners are satisfied with proximity, you probably should consider other things when choosing the right bank to partner with. There are a number of factors that should be considered when picking the bank, such as the banking fees and other costs. The factors we recommend include: 

• Bank Network: How convenient is the bank’s network to your operations? Are there plenty of free to use ATMs and deposit locations that meet the needs of your business? This is especially important to investigate if you’re opening a business bank account with an online provider without close proximity to a branch location because you need to know where you can withdraw funds from without paying a fee.
  
• Online Experience: How easy is it to transact business using an online website or phone app? Considering how much business is transacted online these days, this should be an absolute must that meets the demand level of your business needs.
  
• Costs: How much are the fees? Are you going to be paying a maintenance or security fee, and if so how much do you pay? Do your fees increase if your balance dips below a certain amount? These are all important things you should ask before signing on the dotted line and making your first deposit.
  
• Integrations: Small businesses typically use an accounting software like Quickbooks. Your bank should make your life easier, not more difficult. So, you should make sure that whatever accounting software you need, it integrates with your bank. If it doesn’t then you, or your accountant, will likely regret it later.

Once you’ve taken these things into consideration, and all other important aspects of the banking relationship that is important to you, then you’ll be ready to make a decision. Remember, the right bank doesn’t need to have a big name to be the right partner for you. For example, many credit unions and online banks have been great partners for businesses of all sizes. 

Step 3 – Gather the Right Documentation

Before you open a business bank account you’ll need to make sure that you’ve correctly incorporated your business. The bank will ask for your corporate documents before you’re able to make your first deposit. Having the right documentation with you at the time of application will speed up the entire process, and enable you to walk away with a business bank account the same day you apply, in many cases. 

The documentation that you’ll need to gather could include (call the bank before you visit to make sure you have it all): 

• Employer Identification Number (EIN)
• Social Security Number (if you’re an unincorporated sole proprietorship)
• Business Licenses
• Business Name Filing Document (if applicable)
• Partnership Agreement (if applicable)
• Articles of Incorporation or Organization (and appropriate banking resolution)
• Explanation of Your Business
• Funds to Deposit
• Some online banks may require more documentation to verify your identity

You can obtain most of this by incorporating your business ahead of time. MyCompanyWorks has been trusted to complete more than 60,000 business formations and counting. In just three easy steps you can be on your way to receiving all of your documentation so that you can immediately open a business bank account. 

Step 4 – Deposit Funds With Your Bank

Once all of your documentation is verified, the bank will process your application and open your account. To finalize the account opening process you’ll be required to deposit funds into your new business bank account. Many banks will not require a certain deposit amount while others will require up to $1,000 as the minimum opening deposit even if they don’t require a minimum balance during the life of the account. It’s important to check with your bank before going through the process so you’re prepared to finalize this portion of the process. 

Once your funds are confirmed into your account then you’ll be able to immediately access them through the checks that your bank will provide. Some banks will immediately provide a debit card while others will send them in the mail within 7-10 business days. The length of time it takes for your funds to show up in the account will depend on the bank you choose and the method you choose to deposit your funds with. For example, cash will be available a lot faster than a wire transfer from another bank (even if it’s your personal bank). 

Benefits of Opening a Business Bank Account

There are many benefits for both you, as a business owner, and for your business when you open a business bank account. The most important one is that you should always keep your personal and business funds separated. This can protect you from personal liability in the event that something goes wrong in your business. For example, if your business files for bankruptcy in the future then mixing your personal funds with your business funds could put your personal assets at risk and attainable by the business’s creditors.

Other than the legal ramifications of opening a business bank account, you can also benefit from being able to easily pay your business’s bills and making it easy to pay your employees. It keeps your money safe and allows you to start building a banking relationship that you could utilize for needed loans to grow your business in the future. 

Getting Started

If you’re ready to take advantage of the benefits of having a business bank account, you can get started today by registering your business. MyCompanyWorks will do this for you and you can get started immediately with our simple three step process. All you have to do is select a company type and your state, fill out a quick online form, and then you’ll receive the needed documents to open a business bank account.