Ratification is the subsequent approval by a corporate board of a previously unauthorized act by a manager.

Question

Quizplus · Accepted Answer

Corporate managers have a duty to act within their actual authority. The actual authority rule states that a manager may be held liable if he or she exceeds his or her authority, and the corporation is harmed as a result. This duty is also sometimes referred to as the duty of obedience. If a manager exceeds his actual authority, however, the board of directors or shareholders may approve or ratify his previously unauthorized act.

Ratification Is the Subsequent Approval by a Corporate Board of a Previously