Customized Corporate Bylaws and LLC Operating Agreements

Forming your own business is an exciting time, but is undoubtedly filled with important decision-making and planning that can become stressful. You want to ensure the future success of your business the best you can and not do anything that may risk this. One way of getting your business started correctly is by having the right legal assistance to help you create important documents. This includes an LLC operating agreement for limited liability companies and corporate bylaws for incorporated businesses. An entrepreneurial law attorney can give you the guidance you need to create reliable documents for your business to follow long into the future.

At Tressler & Associates, our team understands how important it is for businesses to have documents like operating agreements and bylaws in place. We can work with you to draft customized corporate bylaws and LLC operating agreements that represent your unique business and interests.

Corporate Bylaws

Corporate bylaws are created by the board of directors and explain how the corporation is to be run. The exact information that a corporation adds to their bylaws may vary, but some details that should be included are:

• Basic information about the corporation – The corporation’s name, place of business, additional locations, and the fiscal year.
• Statement of Purpose – Why the corporation was founded, why it was incorporated, who the corporation’s customers are, and how the corporation differs from competitors.
• Board of Directors – How many directors are permitted, their duties, qualifications, and length of terms, and the process for how directors are chosen and removed.
• Officers – Titles of officers, their duties and salaries, and the process for how officers are chosen and removed.
• Shareholders – The number of shares a corporation has, the different classes of shares in the corporation, whether or not shareholders have the right to vote, and how shares are transferred.
• Committees – What types of committees the corporation has, what responsibilities committees have, and the process for how committees are formed and dissolved.
• Conflicts of Interest – Any potential conflicts of interest amongst directors and how conflicts of interest will be dealt with.
• Amendments – How corporate bylaws are to be handled.

Why are Corporate Bylaws Important?

Detailed corporate bylaws are important as they help ensure that a corporation has solid guidelines regarding how the business is structured and how it will be run. This prevents discrepancies in the future and allows all relevant parties to understand what their responsibilities are.

Tennessee also requires that corporations have bylaws, so if you intend to turn your business into a corporation, this is something you will need to establish first. While these are required by the state, a corporation’s bylaws are internal documents and can be kept private unless requested. At Tressler & Associates, we know what is required of corporate bylaws and will ensure that yours meets all guidelines.

LLC Operating Agreements

An LLC operating agreement outlines the structure of an LLC. Operating agreements can contain a range of information depending on the needs of the LLC, including the following:

• Percentage of members’ ownership – How much ownership each member has in the LLC.
• Members’ and managers’ rights and responsibilities – If the LLC will be member-managed or manager-managed and what rights and responsibilities each person has.
• Voting rights – If formal voting will be used and what voting power each member has.
• Distribution of profits and losses – How profits and losses are shared amongst members.
• Rules for buyouts and buy-sells – The process for when one member wishes to leave or if other members agree to buy them out.

Why Have an Operating Agreement?

Having an operating agreement ensures that all members in an LLC are on the same page. This details what rights and responsibilities each party has in the business and can help prevent disputes in the future. An operating agreement can also help protect a business’s limited liability status. This document can help prove that the business operates as an LLC rather than a corporation or partnership.

While some states require LLCs to have an operating agreement, Tennessee does not require this. However, it is highly recommended that all LLCs create their own operating agreements. Without an operating agreement, a Tennessee LLC is subjected to state law, which will dictate how the LLC operates. Of course, this may not work for every LLC, which is why they’re encouraged to create their own custom operating agreement.

Contact Our Tennessee Entrepreneurial Law Attorneys to Get Started

When creating documents like corporate bylaws or LLC operating agreements for your business, you want to ensure you’re being as thorough as you need to be. At Tressler & Associates, we have the knowledge and experience needed to create these important documents that help you run your business.

If you need customized corporate bylaws or an LLC operating agreement for your business, contact our Tennessee entrepreneurial law attorneys for help.