California Corporations Code Section 300(a) declares that "the business and affairs of the corporation shall be managed and all corporate powers shall be exercised by or under the direction of the board."  Does this mean that the board of directors must authorize the filing of a lawsuit in the name of the corporation?  That question was recently addressed by a California Court of Appeal in an unpublished decision,  St. Mary's Holy Apostolic Church of the East v. Benjamin, 2018 Cal. App. Unpub. LEXIS 6030.