(A) What is ratification and what are its essential conditions? State the policy of the law underlying the principle of ratification.
(B) Before a company is actually incorporated the promoters of the company enter into contracts on behalf of the company. Are such contracts Ratifiable by the company after the company is incorporated? Give reasons.
C) Ratification Behavior or Conduct.
D) When the agency is established by Ratification? OR When the agency is arise by Ratification?
E) Effects of Ratification.
Ans-
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| BNCL II Legal Way |
A) Ratification:-
When a person does something on behalf of another person but without his knowledge or authority, he may choose to endorse this act or disavow it, and if he does approve it, it was the same legal result as if it was done with his previous authority, that is, the manager He will be bound by the law, whether at his expense or for his benefit, and whether it is based on harm or contract, to the same extent before, and with all the consequences that follow from the same act carried out by his previous authority.
Confirmation of ratification of a previous and unauthorized law; Ratification puts the law in the same position as if it had originally authorized it. For example, confirmation or ratification /certification by an unauthorized contract manager entered into by his agent
The following are the basic conditions for validation:-
1. The act must have been carried out in the name of the presumed director in his name.
2. There must be full knowledge of what the verbs are. Acts in excess of authority as well as completely unauthorized acts may be ratified.
3. The ratifier (that is, the certifying person) must have been present or verified at the time when the act to be ratified was performed and if it was not known to the agent.
4. That the principal for whom the act was committed is present at the time the work is performed for approval.
5. The verb should be as legal ratified as possible.
6. Ratification cannot be validated by a person with substantial knowledge of a defective case.
7. The law must be ratified within a reasonable time.
8. Ratification of any act authorized on his behalf certifies the entire treatment of which this act forms part. Agents' actions cannot be confirmed in the party and avoided in relation to the rest.
9. The principal cannot certify that his agent has done harm to a third person. If the agent behaves without authority and thus harms the right of a third person, then the manager’s endorsement will not endorse the action.
Principal - The rule is based on common sense and public policy, because otherwise people would have no security or protection when acting on the unauthorized demands of strangers.
(B) Since ratification can only be an act performed by the agent of a manager who was present at the time, and therefore if the promoted company has not been established, a contract has been made on its behalf with another company and it was subsequently certified by the company, the certification Not valid and promoters remain personally responsible.
With certification, the company cannot take advantage of the contracts allegedly concluded on its behalf prior to the establishment of the company. To do this, the new contract must be within the terms of the old contract.
C)Ratification Behavior
Not every procedure is proven under a written contract. For example, suppose Johny Moree is a stock boy for XYZ Corporation. Johny "hires" his good friend to make deliveries to XYZ. Johny has no power to enter into this type of agreement. However, if the XYZ boss starts paying for Johny's friend, the president endorses Johny's behavior and binds the company to the agreement. If the president instead refuses to pay Johny's friend and refuses to allow Johny's friend to extradite, Johny's friend may have no reason to take action against XYZ because of the violation because the behavior has not been ratified and Johny has had no decision-making power.
D) When the agency is established by Ratification? OR When the agency is arise by Ratification?
If a person is without authorization, or is alleged to be acting as an agent, or a duly authorized agent acting outside of his authority, the manager may choose to endorse or abandon these actions. If he chooses to certify agent transactions that are supposed to be on his behalf, a certification agency is created. The effect of ratification is that it makes the ratification authority (i.e. the principal) bound by the contract, as if it had explicitly authorized the person to do the work on his behalf.
E) Effects of Ratification.
The effect of ratification is to place the manager, the agent, and the third party in the position they would have been if the actions of the agent had been authorized from the beginning. Indeed, the Ratification relates to the time of the unauthorized act, and not to the date on which the director ratified the said law. The principle of return is based on the assumption that the unauthorized act is not invalid; If this is the case, the ratification itself would be ineffective either because the invalidity cannot be ratified, or, if the occurrence of the act in question was not done correctly by the director himself.
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