the more clear in light of the materials on which we relied in our agency analysis in Laurel Baye. All the sources we cited dealt with an agent who had authority to speak finally on the principal’s behalf with permanent legal effect. See, e.g., Restatement (Third) of Agency § 3.07(4) (2006) (explaining that an agent’s actual authority to affect its principal’s legal relations expires when the principal’s power to act is suspended); 2 William Meade Fletcher, Fletcher Cyclopedia of the Law of Corporations § 504 (2008) (same, with respect to the resignation or termination of the delegating authority); Id. § 421 (“If there are fewer than the minimum number of directors required by statute, [the remaining directors] cannot act as a board.”); Emerson v. Fisher, 246 F. 642, 648 (1st Cir.1918) (<HOLDING>). In every case the cited rule prohibits an
holding that a corporate officer signing a contract in his corporate capacity is generally not liable for damages under the contract holding that a corporate treasurers resignation terminated any authority delegated by the treasurer to other individuals holding that the general corporate laws are incorporated into the corporate charter holding that a fraudulent transfer claim against a corporate debtors control person belongs to the corporate debtor not to specific creditors holding that a corporate treasurers delegee lacks authority to disburse corporate funds after the treasurer himself resigns