Legal Definitions - ratification

Ratification refers to the formal act of giving official approval or consent to an agreement, treaty, or action that was previously made or taken. It is often the final step that makes such an agreement or action legally binding and valid, especially when the initial action was performed by someone who lacked full authority at the time, or when a preliminary agreement requires final governmental or organizational endorsement.

Here are some examples to illustrate the concept of ratification:

• International Treaties: Imagine two nations, Alpha and Beta, negotiate a complex climate change agreement. Their respective diplomats and heads of state sign the treaty during a high-profile summit. However, for the treaty to become legally binding on each nation, it often requires ratification. In Nation Alpha, this might involve a vote in its parliament, and in Nation Beta, it might require approval by its senate. Only after both nations complete their internal ratification processes does the treaty officially come into force for them.

  This illustrates ratification because the initial signing by representatives is a preliminary step. The subsequent formal approval by each nation's legislative body is the act of ratification, which gives the treaty its full legal power and makes it enforceable under international law for those nations.

• Corporate Actions: A Chief Financial Officer (CFO) of a large corporation, without explicit prior authorization from the Board of Directors, signs a letter of intent to purchase a significant amount of new manufacturing equipment, believing it's a critical and time-sensitive opportunity. When the Board of Directors meets the following week, they review the CFO's action and formally vote to approve the purchase, thereby committing the company to the deal.

  This illustrates ratification because the CFO initially acted beyond their immediate, explicit authority. The Board's subsequent vote to formally approve the purchase is the act of ratification, which validates the CFO's earlier commitment and makes the agreement legally binding on the corporation.

• Unauthorized Agency: A property manager, acting on behalf of a landlord, mistakenly includes a clause in a new lease agreement that allows the tenant to keep pets, even though the landlord had previously stated a strict "no pets" policy. When the landlord reviews the signed lease, they decide that, given the tenant's excellent references, they are willing to make an exception and accept the lease as written, pets and all.

  This illustrates ratification because the property manager initially exceeded their authority by including the pet clause. The landlord's subsequent decision to accept and honor the entire lease agreement, despite the unauthorized clause, constitutes ratification of the manager's action, making the entire lease legally binding on the landlord.