Small Company Bylaws

Complete bylaws for small profit corporation.

Article I.

Meetings of Stockholders
1. Stockholders' meetings shall be held at the principal office or place of business of this company in the State of Puerto Rico.
2. The annual meeting of the stockholders of this company shall be held at its principal office, (insert address), in the City of xxxx, State of xxxxx, at 9:00 a.m. on (insertdate) of each year, beginning with the year 20xx, at which time the stockholders of the company shall elect, by ballot, a board of directors for the ensuing year, and the stockholders shall transact any other business which properly comes before them.
3. A notice setting out the time and place of the annual meeting shall be mailed, postage prepaid, to each stockholder of record, at the address thatappears on the stock book of the company, or if no address appears, at the last known place of address, at least 15 days prior to the annual meeting.
4. If a quorum is not present at the annual meeting, the stockholders present in person or by proxy may adjourn to any future time as shall be agreed upon by them, and notice of the adjournment shall be mailed, postage prepaid, to each stockholderat least 15 days before the adjourned meeting; but if a quorum is present, they may adjourn from day to day as they see fit, and no notice of adjournment need be given.
5. Special meetings of the stockholders shall be held at the same place as the annual meetings. These meetings may be called at any time by the president. The secretary shall mail a notice of the call to each stockholder of thecompany, at least 15 days before the meeting, and the notice shall state the time and place of the meeting and the object. No business shall be transacted at a special meeting except as stated in the notice sent to the stockholders, unless by the unanimous consent of all stockholders, either in person or by proxy, all stock is represented at the meeting.

6. A majority of the stock issued andoutstanding, either in person or by proxy, shall constitute a quorum for the transaction of business at any meeting of the stockholders.
7. Each stockholder shall be entitled to one vote for each share of stock standing in his or her own name on the books of the company, whether represented in person or by proxy.
8. All proxies shall be in writing and properly signed.
9. The following order ofbusiness shall be observed at all annual and special meetings of the stockholders so far as practicable:
(1). Calling the roll.

(2). Reading, correction and approval of minutes of previous meeting.

(3). Reports of officers.

(4). Reports of committees.

(5). Election of directors.

(6). Unfinished business.

(7). New business.

10. [Additional provisions not in conflict with thestatutes or the articles of incorporation, relating to stockholders' meetings, may be added if desired.]

Article II.
Stock
1. Certificates of stock shall be in a form adopted by the board of directors and shall be signed by the president or vice-president and the treasurer and be attested by the corporate seal.
2. All certificates shall be consecutively numbered. The name of the person owning theshares with the number of the shares and the date of issue, shall be entered on the company's books.

3. All certificates of stock transferred by indorsement on the certificate shall be surrendered for cancellation and new certificates issued to the purchaser or assignee.
4. Shares of stock shall be transferred only on the books of the company by the holder in person or by attorney.

ArticleIII.
Directors
1. A board of _________ directors shall be chosen annually by the stockholders at their annual meeting, to manage the affairs of the company. Their term of office shall be one year.
2. Vacancies in the board of directors by reason of death, resignation or other causes shall be filled by the remaining directors choosing from among the stockholders a director to fill the...