AGENCY BY RATIFICATION

Agency relationship created when a

principal confirms and accepts a
purported agents unauthorized acts.
the person who has done the activity
becomes AGENT and that person who
has
given
ratification
becomes
PRINCIPAL.

AGENCY BY RATIFICATION
Type of Ratification

EXPRESS
RATIFICATION

Wording and
Expression

IMPLIED
RATIFICATION

No
Expression

RATIFICATION

BREACH OF
CONTRACT

RANIA

CHANGE HIS
MIND REFUSE

TO
RATIFY

SHAF
IQ

AGREE
S

RAFI

My friend want to
buy a house in
Skudai area.

RANI
A

Oooh..

RAFIQ
SHAFI
Q

SONIA

SKUDAI
UTAMA

RAFI

I want to buy a
house in Skudai
area.

Oooh..

ILLUSTRATIO
N

AGENCY BY RATIFICATION
Essentials of Valid Ratification

Existence at
the time of
activity

The principal must be in existence at

the time when the original contract is
made because rights and obligations
cannot attach to a non-existent person.

Capacity to
perform
contract

The principal must at the time of

activity as well as at the time of
ratification.

AGENCY BY RATIFICATION
Essentials of Valid Ratification

3.
Reasonable
period

4. Must be
absolute

Where a time is expressly fixed for the

performance of contract, ratification
must be made within that time

A contract must be ratified as a whole

and not in part. There cannot be a
partial ratification and a partial
rejection.

AGENCY BY RATIFICATION
Essentials of Valid Ratification

Must be
communicat
ed

Full
knowledge
of facts

To all parties in connection with the

activity.

To constitute a valid ratification the

principal must at the time of ratification
have full knowledge of all material
facts.

AGENCY BY RATIFICATION
Essentials of Valid Ratification

A lawful
activity

Right to do

Only lawful acts done or purported to

be done are subject to ratification.
There can be no ratification for illegal
act or acts which are void from the
very beginning.

The person who is going to give

ratification should have right to do
such activities

AGENCY BY RATIFICATION
Essentials of Valid Ratification

Date of
activity

Not be
harmful to
third party

Though ratification takes place after

the date of activity, it will be assumed
that ratification is given on the date of
activity.

Ratification should not lead to breach

of contract that may be harmful to
third party.

AGENCY BY RATIFICATION

Case Law-Keighley, Maxsted v. Durant

A corn merchant (Roberts) was

authorized to buy wheat at a certain
price for himself and K.M (Keighley,
Maxsted) .
Acting in excess of his authority, the
corn merchant purchased wheat at a
higher price from D (Durant), but in
his own name.
K.M next day ratified the
transaction.

AGENCY BY RATIFICATION

Case Law-Keighley, Maxsted & Co v. Durant

But, later they failed to take the

delivery of the wheat.
D brought an action against them for
breach
The action failed
The corn merchant had contracted in
his own name without mentioning that
K.M. were his principals
Any ratification made was ineffective

AGENCY BY RATIFICATION

Case Law-S RM MEYAPPA CHETTIAR v LIM

LIAN KOO

L. Palaniappa Chettiar (the attorney

of S.R.M.M. Chettiar) had enter into
an agreement with the respondent
In this agreement, Palaniapa
Chettiar handed over a piece of land
which is the property of his principal
to respondent in his personal
capacity.

AGENCY BY RATIFICATION

Case Law-S RM MEYAPPA CHETTIAR v LIM

LIAN KOO

MATHEW CJ:
in my view, the principle of
ratification cannot apply to this
agreement. That principle only applies
where the agent has professed to
contract for his principal who
afterwards ratifies

AGENCY BY RATIFICATION

Conclusion
In the instant case, Rania enters into
sale and purchase agreement with
Sonia. However, the intention that
Rania was acting for Shafiz was not
disclosed by Rania to Sonia.
There is no valid ratification and
Sonia cannot claim that Syafiq
breach of contract