It is the notarial document by means of which a person confirms and validates an act or legal business that another person has carried out in his name without having duly accredited the representation.
This is a merely informative and non-binding estimate. It is calculated on the basis of two criteria: 1) our knowledge of the Notarial Tariff and 2) our daily experience in the preparation of this type of notarial document. (Royal Decree 1426/1989, dated November 17, 1989). and 2) our daily experience in the preparation of this type of notarial document. However, any variation (upward or downward) will be duly justified at the time of issuing the final invoice for the notarial service rendered.
As indicated above, the ratification of a deed is the act by which a person gives validity to a legal act or business that another person has carried out on his behalf through an oral mandate, that is, without having duly accredited such representation.
Ratification means that a person performs a legal act or business in the name and on behalf of another person, but without proving that he actually has a valid mandate to act on behalf of another, but simply, when contracting or acting, this verbal agent states that he acts authorized by another person, but without being able to reliably prove that this is so.
As it is logical, the law cannot give validity to the acts that any person performs on behalf of another without undoubtedly accrediting that this is so, so that, ordinarily, the effects of an act or legal business performed by a person on behalf of another, without accrediting the representation, are considered null and void and have no validity and cannot have effects in the patrimonial sphere of that person on whose behalf it has been contracted.
However, it is no less true that the law leaves open the possibility that these acts, despite being null and void in principle, may be validated a posteriori, so that they become valid and effective, which will only happen if, logically, the person in whose name the contract is entered into, in a solemn manner, accepts its validity, for which purpose the figure of ratification is justified.
Thus, as indicated above, by means of ratification, this act performed by a third party without accreditation of the representative mandate, which in principle would be invalid, becomes fully valid and effective when validated by the holder of the right or legitimate interest on whose behalf it has been contracted.
As is well known, the personal, family, professional and economic obligations of people in the society of the 21st century can be so many that, in certain cases, they can be a major impediment for someone, at a given time, to go to a notary's office to carry out a certain legal act or business.
On this basis, the figure of ratification allows for the possibility that the legal act or business may also be concluded, even if the interested party who holds the right or interest is unable to sign it.
<ejemplo>“Así pues, por ejemplo, si un sujeto vive en Barcelona, pero debe aceptar una herencia de su difunto padre, la cual se firmará conjuntamente con todos sus hermanos en una Notaría de Lugo, puede solicitar a cualquiera de sus hermanos que acepte la herencia en su nombre, a título de mandatario verbal, para posteriormente, acudir él a una Notaría de Barcelona y firmar una escritura de ratificación, para así convalidar ese acto realizado por su hermano sin acreditar debidamente la representación, de modo que esa aceptación de herencia, que en principio no sería válida, queda convalidada al ratificar esta persona lo hecho por su hermano, en su nombre y representación, a título de mandatario verbal”.<ejemplo>
In short, and based on the foregoing, the figure of ratification allows any person, without having a power of attorney, to act on our behalf and representation, provided that, subsequently, the holder of that right or legitimate interest on which a legal act or business has been carried out validates the same through this ratification.
Of course, ratification is not the most appropriate instrument to contract in the name and on behalf of another person, but the most appropriate way to proceed when the interested party is unable or unwilling to sign a certain legal act or business is to resort to the power of attorney.
As detailed in another section of this web page, a power of attorney is a document by virtue of which a person, called the principal, authorizes a third party, called the attorney-in-fact, to carry out a specific legal act or business on his or her behalf.
This document, which may take the form of a deed if authorized before a Notary Public, will provide great legal certainty to the transaction, since it is granted before a public official who has the authority to certify the identity of the parties involved and the veracity of the statements contained therein (in this case, the representation conferred), as well as the legality of the process.
In view of this, if any person with whom we must contract offers us to carry out that act or legal business through the figure of the verbal mandate and its subsequent ratification, we must be very cautious with it, because as indicated, the adequate and safe way of accrediting the representation, and that therefore that act or legal business carried out by a third party on behalf of another, be fully effective from the very moment of its signature by the representative, is the power of attorney, while the recourse to the verbal mandate and subsequent ratification entails evident risks that we will try to expose below.
As any observer can appreciate, the obvious risk of resorting to an oral mandate and subsequent ratification is that the person entitled to the right or interest that has been the object of the legal act or business will finally, for whatever reasons, not ratify said legal act or business, so that the same will be null and void, with the consequent damages that this may generate for the other contracting party.
<ejemplo>“Así pues, si por ejemplo, el Sr. Juan compra una vivienda al Sr. Francisco por importe de 100.000€, pero en el acto de la firma de la compraventa no comparece el Sr. Francisco, sino un amigo suyo, el Sr. Antonio, al cual se le entregan los 100.000€, si finalmente el Sr. Francisco no ratifica esta compraventa, la misma será nula, de modo que la propiedad de la vivienda no será del Sr. Juan, pero este habrá perdido los 100.000€, los cuales deberá reclamar al Sr. Antonio y, en caso de que no se los devuelva, recurrir a un largo e incierto proceso judicial para tratar de recuperarlos, si es que ello es posible”.<ejemplo>
In view of the above, as mentioned, the actions carried out by verbal agents for subsequent ratification are a fertile ground for litigation, breach of contract and conflict before the Courts of Justice, since if the supposed principal finally ratifies the act or business, the person with whom the contract has been entered into has given a consideration in exchange for nothing, since the business or act is null and void as it has not been ratified.
Of course not, since the performance of a person, on behalf of a third party, without accrediting this representation, its veracity and its content, that is to say, as a verbal agent, is something that can only happen if the other contracting party assumes it, which, as already indicated, entails great risks that, in general, advise against the use of this figure except for very exceptional cases.
Of course not, since, as has been indicated, being a figure that generates large doses of legal uncertainty, the performance of the oral agent for its subsequent ratification will only be possible if the parties accept it and, likewise, if the Notary Public who authorizes the document, in view of the concurrent circumstances, considers it appropriate.
On the contrary, if it considers that, in view of the characteristics of the act or business, or of the parties involved, this procedure may entail a risk or prejudice to some of the parties, it may refuse to authorize it.
As a general rule, any person who has full capacity to act, i.e. is over 18 years of age, and whose intellectual and volitional capacities are intact, may act as an oral agent in the name and on behalf of another, for subsequent ratification by the latter.
The ratification deed may be executed by the person who is the holder of the right or interest that has been the object of the legal act or business to be ratified. If this person is of legal age and retains his natural capacity to understand and to will in full, he must appear at the Notary's office to sign the ratification of the deed, whereas, if he is a minor or incapable, his legal representative must do so, as the case may be.
The deed in which the legal act or business in which the verbal agent has intervened has been instrumented will be subject to ratification, so that if, for example, a subject has intervened as verbal agent on behalf of the seller of a property, said owner, in order to validate this sale, must ratify the deed in question in which the transfer of ownership has taken place.
On the appointed day and time, the holder of the right or interest that is the object of the legal act or business carried out by means of this verbal mandate, shall appear before the chosen Notary, and shall state before him/her that he/she knows the content of the deed "X" in which another person has acted in his/her name and representation, as verbal mandatary, and that in view of this, he/she proceeds to its ratification so that said act or business becomes fully effective.
To this effect, it is very important to point out here another of the risks of the ratification, since unlike what happens with any deed, in which the Notary Public who authorizes it explains the content of the same to the grantors, in the ratification deed the Notary Public who authorizes such ratification simply makes sure that the grantor consents to such ratification, without verifying for certain whether the grantor knows and understands each and every one of the stipulations or provisions of the act or business being ratified.
Once the ratification deed has been executed, an authentic copy of the same shall be delivered to the interested party, so that he/she may make use of it as he/she sees fit.
Likewise, if necessary, it is possible to send an authentic copy of the ratification deed to another notarial office different from the one where the act or business to be ratified was carried out, so that a record may be kept of it and, if necessary, both may be communicated to the Property or Mercantile and Movable Property Registry.
Of course not, so that the ratification can be signed in the same Notary Office as the act or business to be ratified or, on the contrary, it can be carried out in any other notary office different from those existing in the Spanish territory.
Although the ratification of the deed is made a posteriori, its effects will be retroactive to the day on which the ratified legal act or business was carried out, so that said legal act or business will be considered perfected from the day it was carried out by the verbal agent, even if a long time has elapsed until the ratification.
In principle, and unless the parties fix a time limit within which ratification must take place, there is no time limit for such ratification to take place, so that ratification may take place, for example, on the same day, after one week or after one month. In any case, it is understood that the specific limitation periods that may affect the legal act or business in question must be taken into account.
Only the person entitled to the right or interest that is the object of the legal act or business that has been carried out by the oral agent must go to the notary's office to sign the ratification, without it being necessary for the latter or the other contracting party to go to ratify the document.
In principle, any legal act or business (such as, for example, the purchase and sale of real estate) may be the subject of an oral mandate and subsequent ratification.
However, it is not possible to have recourse to this figure for acts of a highly personal nature, such as in matters of personality rights or inheritance (which would prevent, for example, a third party from making a will in the name of another).
Of course not, so that it is not necessary to prove a specific cause specified in a law in order to resort to this figure, but as mentioned above, its admission is optional by the authorizing Notary, so that usually it will only be accepted if there are proven reasons of urgency that may jeopardize the success of the operation.
Of course, the notary can go to your home to sign the ratification, since the law obliges to guarantee the notary public service to all those handicapped, sick or with reduced mobility who cannot go to the notary office by themselves.
However, it will be necessary to take into account that, in such a case, as a matter of territorial competence of the Notary requested, it must be a Notary of the locality in question in which the domicile of the person who is unable to travel is located.
Indeed, if the act or business to be ratified must be registered in a public registry, such as the Land Registry, in order for this to be possible, the deed of ratification must also be provided, since only in this way will said legal act or business, as detailed above, be fully effective.
Necessary documentation for nationals:
Necessary documentation for foreigners:
Necessary documentation:
In the case of a foreign company, it will also be necessary to provide:
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