Legal Definitions - incidental power

An incidental power refers to an authority that is not explicitly granted by a law, contract, or organizational document, but is understood to exist because it is reasonably necessary or appropriate to carry out a primary, expressly stated power. It is a power that naturally flows from, or is essential to the effective exercise of, another more direct and explicit power.

• Example 1: A City's Public Works Department

  Imagine a city charter grants its Public Works Department the express power to "maintain all public roads and infrastructure within the city limits." While the charter doesn't list every single action the department can take, it implicitly grants several incidental powers. These might include the power to purchase road repair materials, hire construction crews, acquire specialized equipment like asphalt pavers, or temporarily close roads for repairs. These actions are not explicitly stated as powers, but they are absolutely necessary to fulfill the department's primary duty of maintaining roads.

  Explanation: The ability to buy materials, hire staff, and close roads are not direct "powers" themselves, but they are essential supporting activities that enable the Public Works Department to effectively exercise its express power to "maintain public roads." Without these incidental powers, the primary power would be impossible to execute.

• Example 2: A University's Research Grant

  A university receives a grant with the express power to "conduct research into sustainable energy solutions." To achieve this, the university has several incidental powers. These could include the power to purchase specialized laboratory equipment, hire research assistants, enter into agreements with external testing facilities, or publish research findings in academic journals. None of these specific actions might be explicitly listed in the grant agreement as "powers," but they are all necessary steps to carry out the core research objective.

  Explanation: The university's primary power is to conduct research. To do so effectively, it must be able to acquire resources, engage personnel, and disseminate results. These supporting actions are considered incidental powers because they are crucial for the successful execution of the main research mandate.

• Example 3: A Corporate Board of Directors

  A company's bylaws grant its Board of Directors the express power to "oversee the strategic direction and financial health of the corporation." To fulfill this broad mandate, the Board possesses various incidental powers. These might include the power to hire and fire the CEO, approve major capital expenditures, declare dividends, or establish committees (e.g., an audit committee, a compensation committee) to delegate specific oversight tasks. While the bylaws don't detail every specific decision the Board can make, these actions are inherent to its role in guiding the company.

  Explanation: The Board's express power is strategic oversight. To effectively exercise this, it must have the authority to make critical personnel decisions, manage finances, and structure its own operations. These are incidental powers that enable the Board to perform its overarching duty.