Nearly 13 years ago, I ruminated on the question of whether corporations are required to have bylaws. See Are Bylaws Required? As far as California is concerned, there is no requirement that a corporation in fact have bylaws, although virtually all corporations do. Harold Marsh, Jr., R. Roy Finkle & Keith Paul Bishop, Marsh's California Corporation Law § 5.17 (Fifth Edition, 2025-1 Supp. 2020-2021).
Assuming that a corporation has bylaws, what form must they take? California Corporations Code Section 213 requires that a corporation keep the "original or a copy of its bylaws as amended to date" at its principal office in California. This suggests that corporate bylaws must be maintained in some physical form. Section 1605, however, provides that if any record subject to inspection pursuant to Chapter 16 of the Corporations Code is not maintained in written form, a request for inspection is not complied with unless and until the corporation at its expense makes such record available in written form. Thus, Section 1605 implies that minutes do not necessarily have to be in writing because minutes are subject to inspection pursuant to Section 1601 and that statute is codified within Chapter 16. For example, it appears that an audio recording might serve as minutes, although a corporation would be required to reduce them to writing in response to a shareholder inspection demand.
“Art is the human disposition of sensible or intelligible matter for an esthetic end.”*
Can bylaws be pictographic? Drawings or pictures arguably meet the Corporations Code definition of a writing - i.e., "any form of recorded message capable of comprehension by ordinary visual means". Cal. Corp. Code § 8. Examples of pictures that are writings might be IKEA's instructions for assembling furniture or even emojis. The Corporations Code, however, requires that writings authorized by the Code such as minutes be in the English language. Id.