BYLAWS

OF [CORPORATION NAME]

(Alaska Corporation)

Effective as of [EFFECTIVE DATE]

[// GUIDANCE: These Bylaws are drafted to comply with the Alaska Corporations Code (AS 10.06) and incorporate standard protective provisions for privately held corporations. Bracketed placeholders should be tailored to the Corporation's specific capital structure, board composition, and investor rights agreements.]

TABLE OF CONTENTS

1. Document Header
2. Article I - Definitions
3. Article II - Offices
4. Article III - Meetings of Stockholders
5. Article IV - Board of Directors
6. Article V - Committees of the Board
7. Article VI - Officers
8. Article VII - Indemnification & Exculpation
9. Article VIII - Stock & Transfer of Shares
10. Article IX - Miscellaneous Governance Provisions
11. Article X - Exclusive Forum, Jury Waiver & Injunctive Relief
12. Article XI - Amendments
13. Execution Block

1. DOCUMENT HEADER

WHEREAS, [CORPORATION NAME], a corporation duly organized and existing under the laws of the State of Alaska (the "Corporation"), deems it advisable and in the best interests of the Corporation and its stockholders to adopt these Bylaws (the "Bylaws") in accordance with the Alaska Corporations Code;

NOW, THEREFORE, the Corporation hereby adopts the following Bylaws, which shall become effective as of the date first written above (the "Effective Date").

2. ARTICLE I - DEFINITIONS

For purposes of these Bylaws, the following capitalized terms shall have the meanings set forth below. Undefined capitalized terms shall have the meanings given in the Alaska Corporations Code.

"Board" means the Board of Directors of the Corporation.
"Bylaws" has the meaning set forth in the Document Header.
"Articles" means the Corporation's Articles of Incorporation, as amended from time to time.
"Alaska Corporations Code" means Alaska Statutes Title 10, Chapter 06, as amended.
"Director" means a member of the Board.
"Person" means any individual, corporation, partnership, trust, limited liability company or other entity.
"Whole Board" means the total number of authorized directors whether or not there exist any vacancies.

7. ARTICLE VII - INDEMNIFICATION & EXCULPATION

Section 7.01. Right to Indemnification. The Corporation shall indemnify, to the fullest extent permitted by the Alaska Corporations Code, any Person who was or is a party or is threatened to be made a party to any threatened, pending, or completed action, suit or proceeding, whether civil, criminal, administrative, or investigative, by reason of the fact that such Person is or was a Director or officer of the Corporation, or, while a Director or officer, is or was serving at the request of the Corporation as a director, officer, employee, or agent of another entity.

Section 7.02. Advancement of Expenses. Expenses incurred by a Director or officer in defending any such proceeding shall be paid by the Corporation in advance of its final disposition upon receipt of an undertaking as required by the Alaska Corporations Code.

Section 7.03. Indemnification of Others. The Corporation may indemnify and advance expenses to employees and agents to the extent authorized by the Board.

Section 7.04. Non-Exclusivity. The rights conferred by this Article are not exclusive and the Corporation may provide additional indemnification as permitted by law.

Section 7.05. Insurance. The Corporation may purchase and maintain insurance on behalf of any Person entitled to indemnification, whether or not the Corporation would have the power to indemnify such Person under these Bylaws.

Section 7.06. Exculpation of Directors. To the fullest extent permitted by the Alaska Corporations Code, no Director shall be personally liable to the Corporation or its stockholders for monetary damages for breach of fiduciary duty as a Director, except to the extent such limitation is not permitted under the Alaska Corporations Code.

11. ARTICLE X - EXCLUSIVE FORUM, JURY WAIVER & INJUNCTIVE RELIEF

Section 10.01. Governing Law. All internal affairs of the Corporation shall be governed by and construed in accordance with the laws of the State of Alaska (without regard to conflict of laws doctrines).

Section 10.02. Exclusive Forum. Unless the Corporation consents in writing to the selection of an alternative forum, the sole and exclusive forum for any internal corporate claim (including claims arising under the Alaska Corporations Code, the Articles, or these Bylaws, or governed by the internal-affairs doctrine) shall be the state courts located in Alaska (or, if such courts lack subject-matter jurisdiction, the federal courts located in Alaska).

Section 10.03. Jury Waiver. Each stockholder and the Corporation irrevocably waives any and all right to trial by jury to the fullest extent permitted by law.

Section 10.04. Injunctive Relief. The Corporation shall be entitled to seek specific performance, injunctive relief, or other equitable remedies to enforce or prevent violation of these Bylaws, without posting bond unless required by the court.

13. EXECUTION BLOCK

IN WITNESS WHEREOF, the undersigned, being [the duly elected and acting Secretary / an authorized officer] of the Corporation, hereby certifies that these Bylaws were duly adopted by the Board of Directors of the Corporation on the Effective Date set forth above.

____________________________________
[NAME OF SECRETARY], Secretary

Date: ________________________________