From the very beginning of the use of the corporate structure as a device for carrying on the businesses and activities of man, it has been apparent that the nominal brain, the board of directors, could not feasibly run the affairs of the inanimate entity unless certain powers could be delegated to officers and agents. The early case of Hoyt v. Thompson's Executor illustrates the judicial recognition of delegated powers. The charter authorized all business of ordinary nature to be transacted by a board of directors of twenty-three.
Dickson M. Saunders,
CORPORATIONS-THE EXECUTIVE COMMITTEE IN CORPORATE ORGANIZATION-SCOPE OF POWERS,
Mich. L. Rev.
Available at: https://repository.law.umich.edu/mlr/vol42/iss1/7