Is an e-signed ratification valid?

Yes; electronic signatures are legally enforceable under the ESIGN Act (15 U.S.C. §7001) and UETA where adopted if intent, consent, attribution, and record retention are satisfied.

Who can sign on behalf of an entity?

Only persons authorized by corporate bylaws, board resolution, or power of attorney should sign. Attach or cite the authorizing resolution to avoid title challenges.

Does a ratification need to be notarized?

Not always. Notarization or witnesses may be required when recording with a county or for particular document types; check the recorder or county clerk rules before filing.

How do I correct a signed ratification?

If the error is material, prepare an amended ratification or corrective instrument signed with the same authority. Minor typos sometimes permit a supplemental affidavit describing the correction.

Can a ratification be revoked?

Revocation is possible if the instrument permits it and parties agree. A formal rescission or notice should be executed and, if recorded previously, recorded or mailed per local recording rules.

Where should I record the document?

Record at the county recorder or clerk where the property or action is located when the ratification affects title or interests; otherwise retain in corporate or trust records.

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Ratification of Memorandum

Ratification of Memorandum

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What a Ratification of Memorandum Is and when it’s used

A Ratification of Memorandum is a short legal instrument that affirms, confirms, or corrects a previously executed memorandum of agreement, lease, or corporate action. It typically references the original memorandum, restates the authority for the underlying act, and resolves procedural defects or ambiguities so third parties and recorders can rely on the instrument. In many transactions—real estate, corporate minutes, trustee actions—a ratification clarifies that earlier acts were authorized and effective as of a stated date. Where executed electronically, ESIGN (15 U.S.C. ch. 96) and state UETA rules generally permit enforceable electronic execution when the four-part e‑signature validity test is met.

Why preparing a clear ratification matters

A properly drafted ratification preserves transactional continuity, reduces litigation risk, and makes recordation or title searches straightforward. It clarifies the effective date, confirms authority, and fills formal gaps without redoing substantive steps.

Typical parties who prepare or sign a ratification

These parties commonly prepare, approve, or rely on a Ratification of Memorandum.

Corporate boards and officers who confirm prior board minutes or actions for recordation or title purposes.
Property owners, landlords, and tenants who correct or confirm lease memoranda for recording with county offices.
Trustees, executors, and agents who ratify previously taken fiduciary acts to ensure enforceability.

Identify the appropriate signer for your situation and confirm whether the ratification requires notarization or witnesses in the relevant jurisdiction.

Step-by-step: completing a Ratification of Memorandum

Follow these sequential steps to prepare, approve, execute, and store a ratification so it supports recordation and enforcement.

01

Identify Original: Reference original memorandum title, date, and recording details.
02

Draft Text: State the ratifying language, effective date, and scope of confirmation.
03

Obtain Authority: Get signatures from authorized signers or corporate officers per bylaws.
04

Execute & File: Sign, notarize if required, and submit to the recorder or retain copy.

Frequently asked questions about ratifying a memorandum

Answers to common questions about validity, notarization, electronic signing, corrections, and recordation for ratifications.

Need help? Contact support

Is an e-signed ratification valid?
Yes; electronic signatures are legally enforceable under the ESIGN Act (15 U.S.C. §7001) and UETA where adopted if intent, consent, attribution, and record retention are satisfied.
Who can sign on behalf of an entity?
Only persons authorized by corporate bylaws, board resolution, or power of attorney should sign. Attach or cite the authorizing resolution to avoid title challenges.
Does a ratification need to be notarized?
Not always. Notarization or witnesses may be required when recording with a county or for particular document types; check the recorder or county clerk rules before filing.
How do I correct a signed ratification?
If the error is material, prepare an amended ratification or corrective instrument signed with the same authority. Minor typos sometimes permit a supplemental affidavit describing the correction.
Can a ratification be revoked?
Revocation is possible if the instrument permits it and parties agree. A formal rescission or notice should be executed and, if recorded previously, recorded or mailed per local recording rules.
Where should I record the document?
Record at the county recorder or clerk where the property or action is located when the ratification affects title or interests; otherwise retain in corporate or trust records.

Six essential parts of a professional ratification

A concise ratification should be easy to read while containing each element necessary for proof and recordation. Include the items below to reduce follow-up and rejection risk.

Heading

A clear title stating 'Ratification of Memorandum' and an immediate reference to the original memorandum so clerks and third parties can identify the instrument.

Recitals

Short background statements that explain the original action, why ratification is necessary, and any factual basis for confirming prior acts or omissions.

Ratification Clause

Explicit language that affirms prior acts, authorizes prior signatures or filings, and confirms that the original memorandum is ratified and effective as described.

Effective Date

A clearly stated effective date (MM/DD/YYYY) to avoid ambiguity about retroactive effect or future application of rights and obligations.

Execution Block

Signature lines with printed names and titles; include witness lines if required and leave space for notary acknowledgement when necessary for recording.

Reference and Recording Info

Include a citation to the original recording (instrument number, book/page) and a statement about where the ratification should be recorded or retained.

Required data elements to include on the form

Effective Date: MM/DD/YYYY format required

Parties' Legal Names: Full legal names, no initials

Original Reference: Recording instrument number or date

Signature Block: Printed name, title, and date

Notary Acknowledgment: Include when recorder requires it

Retention Note: State where original is stored

Key risks and potential consequences of errors

Invalid Signature: Document may be unenforceable

Recording Rejection: County recorder can refuse filing

Title Defect: Creates gaps in marketable title

Litigation Exposure: Increased legal costs and delay

Regulatory Noncompliance: Sector rules may impose fines

Notary Deficiency: May require corrective affidavit

Common mistakes to avoid when preparing a ratification

Using informal language that fails to explicitly adopt or confirm the original memorandum creates ambiguity for recorders and courts.
Referencing the wrong original instrument (wrong date or instrument number) leads to misfiling and title confusion requiring corrective instruments.
Failing to confirm signer authority—no attached board resolution or power of attorney—can render the ratification invalid or vulnerable to challenge.
Omitting notarization or witness lines when the local recorder requires them results in rejection or the need for re-execution and additional fees.

Workflow overview from draft to recorded copy

A straightforward workflow reduces friction: prepare, get authority, execute, then record or retain with audit details for future proof.

Draft Document: Create clear ratification language referencing the original memorandum.
Review & Approve: Legal review and internal authorization before execution.
Sign & Notarize: Execute with required witnesses or notary as jurisdiction demands.
Record or Store: Record with county or store in corporate/trust records with audit trail.

Digital workflow settings to consider

Configure your eSigning workflow to match legal requirements and internal controls: authentication strength, signature type, storage format, and notifications.

Field	Configuration
Authentication Method	Email link \| SMS OTP \| ID verification
Signature Type	Simple e-signature overlay \| Digital PKI if required
Storage Format	PDF/A with AES-256 at rest
Audit Trail	Include IP, timestamp, and signer events

Technical and integration considerations for e-submission

Confirm the platform supports required file types, signer authentication, and secure retention before e-executing a ratification.

File Formats: PDF, DOCX supported
Integrations: Salesforce, NetSuite, Box, Google Workspace
Security: TLS 1.2/1.3; AES-256 at rest

Typical timing and recording expectations

Timing varies by purpose and recorder; plan execution, notarization, and submission to avoid delays or priority issues.

Execution Date:

Date signed by parties; affects retroactive effect.

Notary Scheduling:

Arrange notary before signature if required.

County Recording:

Record promptly to avoid title disputes or competing claims.

Internal Retention:

Store signed copy in corporate or trust records immediately.

Amendment Window:

Address errors with corrective ratification as soon as discovered.

Comparing eSignature vendor pricing and core capabilities

Basic cost and capability differences can affect how you execute and store ratifications; the table below summarizes starting prices and key features for reference.

	signNow	DocuSign	Adobe Sign	PandaDoc	HelloSign
Starting Price	$8/user/mo	$15/user/mo	$14/user/mo	$19/user/mo	$15/user/mo
Free Trial	7-day free trial, no credit card required	Varies by vendor	Varies by vendor	Varies by vendor	Varies by vendor
Bulk Send	Yes	Yes	Yes	Yes	No
Audit Trail	Yes	Yes	Yes	Yes	Yes
HIPAA Compliant	Yes	Yes	Yes	No	No
Envelope Cap	No cap	100 envelopes/user/year	Varies by plan	Varies by plan	Varies by plan

Real-world examples of ratification use

Two customer examples illustrate how ratifications are used to streamline operations and reduce follow-up.

Optica Ventures (Brian Fitzgibbons)

A small property manager needed to confirm prior lease memoranda after a system migration.

The ratification clarified recorded references.
"The interface is simple and easy-to-use for our team; more importantly, it is just as easy for our customers."

Tech Data (Bob Dutkowsky)

A corporate transaction required board confirmation of earlier actions for recordkeeping.

Ratification avoided full reexecution of prior documents.
"Tech Data uses airSlate SignNow to improve our internal and external customer service while increasing our speed to revenue."

Practical tips to prepare an effective ratification

Follow these best practices to reduce rejection risk and ensure enforceability when executing a ratification.

Cite the original instrument

Always include exact recording instrument numbers, book/page citations, or original execution dates so recorders and title professionals can match documents without additional searches.

Confirm signer authority

Attach the authorizing resolution, power of attorney, or trustee certification showing the signer’s right to ratify prior acts to prevent later challenges.

Match names and formats

Use the exact legal name formatting used on the original memorandum and on official IDs; differences in abbreviations or punctuation can cause rejections.

Plan notarization and recordation

Before signature, confirm county recorder requirements for notary and witness; if recording is necessary, coordinate submission timing to preserve priority.

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