For many years, the most important unanswered question about Delaware corporate law has been the following: what is the scope of shareholder power to adopt, alter, or repeal the bylaws of a Delaware corporation? Commentators have offered numerous possible answers, but in CA v. AFSCME, the Delaware Supreme Court finally took a turn. In this essay, we argue that the Court’s answer in CA begins from the faulty premise that shareholder power to manage the corporation is necessarily limited by the power granted to the board of directors. We argue, instead, that shareholders should have unlimited (formal) power to manage the corporation through bylaws, and that structural limits on shareholder power would be imposed effectively by various institutional constraints and market forces.