Free Arkansas Corporate Bylaws Template

Corporate bylaws are the internal rules an Arkansas corporation adopts to run itself. The Business Corporation Act of 1987 covers them at section 4-27-206, which has carried the same wording since the Act passed.

That section is short by design. It names who must adopt Arkansas corporate bylaws, then leaves the contents almost entirely up to the corporation.

Two subsections carry the whole requirement, and a separate part of the Act handles changes.

Who Adopts the Initial Bylaws

Either the incorporators or the board. Section 4-27-206(a) states that the incorporators or board of directors of a corporation shall adopt initial bylaws. Arkansas grants that choice outright, which helps when a corporation forms before its first board is seated.

What the Bylaws May Contain

Section 4-27-206(b) permits any provision for managing the business and regulating the affairs of the corporation, so long as it is not inconsistent with law or the articles of incorporation. Notice the order of authority there: statute first, then articles, then bylaws.

Where the Amendment Rules Sit

The Act gives bylaw changes their own part. Part B of subchapter 10 runs from section 4-27-1020 to section 4-27-1022, and the first of those is titled amendment of the bylaws by board of directors or shareholders. Two further sections address bylaws that increase a quorum or voting requirement.

Your articles go to the state; your bylaws stay with you. Section 4-27-202(a) lists what the articles of incorporation must set forth, including the corporate name, the shares the corporation may issue, each incorporator’s name and address, and the primary purpose of the business.

Arkansas then treats that purpose statement lightly. Under section 4-27-202(a)(5), the purpose is given to the Secretary of State for informational purposes, and unless the articles say otherwise it does not narrow the broad purposes allowed under section 4-27-301.

Bylaws work the other way around. Nothing in section 4-27-206 sends them to any office, so they sit in your corporate records and govern the day-to-day.

Adopting Arkansas corporate bylaws is an internal step, and the order below keeps it clean.

1. File the articles of incorporation. Section 4-27-202 sets out what they must contain.
2. Choose who adopts. Section 4-27-206(a) allows either the incorporators or the board to do it.
3. Draft the bylaws. Work through meetings, quorum, directors, officers, and shares.
4. Adopt them and minute the decision. A dated record of the vote saves arguments later.
5. Store them with your corporate records and swap in a fresh copy after every amendment.