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Chapter X - Agency

Section 200

Section 200: Ratification and third-party rights

Ratification cannot give an unauthorised act the effect of harming a third person in the ways stated.

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Need advice on Section 200?

This article is for general information. Refer to the Indian Contract Act, 1872 official text for the official provisions. If you need professional advice for your situation, contact Bizeneed.

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Statutory text

Bare law

An act done by one person on behalf of another, without such other person’s authority, which, if done with authority, would have the effect of subjecting a third person to damages, or of terminating any right or interest of a third person, cannot, by ratification, be made to have such effect.

Illustrations

(a)A, not being authorized thereto by B, demands, on behalf of B, the delivery of a chattel, the property of B, from C, who is in possession of it. This demand cannot be ratified by B, so as to make C liable for damages for his refusal to deliver.

(b)A holds a lease from B, terminable on three months’ notice. C, an unauthorized person, gives notice of termination to A.

The notice cannot be ratified by B, so as to be binding on A.

Rule and business relevance

An act that would, if authorised, subject a third person to damages or terminate that person’s right or interest cannot acquire that effect by ratification. The illustrations involve a demand for property and a tenancy termination notice.

Limits and related provisions

Do not use later approval to retroactively eliminate the third person’s protected position. Read the actual right, act and timing.

Hypothetical business example

Hypothetical example: An unauthorised person gives a tenant a termination notice for the landlord. Later ratification cannot give that notice the prohibited effect on the tenant’s rights under this section.

Practical decision flow

Identify the unauthorised act and the third person affected.

Determine whether its proposed effect imposes damages or terminates a right or interest.

Assess ratification against that statutory protection.

Check the applicable legal framework

This guide explains the central provision. Applicable State amendments, the agreement, transaction date and other governing laws can affect its application. Check the current legal framework before relying on it for a commercial decision.

Practical checklist

Do

  • Identify the unauthorised act and the third person affected.
  • Determine whether its proposed effect imposes damages or terminates a right or interest.
  • Assess ratification against that statutory protection.

Avoid

  • Do not use later approval to retroactively eliminate the third person’s protected position. Read the actual right, act and timing.

Glossary

Third-person protection
The restriction on harmful retrospective effects described here.
Right or interest
The third person’s position that ratification cannot terminate in the stated way.

Frequently asked questions

Can ratification always operate retrospectively without limits?

No. This section protects third persons against the stated effects.

Can it validate the illustrated unauthorised termination notice?

The illustration says it cannot make that notice binding on the tenant.

What should be checked first?

The actual effect the unauthorised act would have on the third person.

Need help applying this provision to your situation?

Contact Bizeneed

Last updated 10 October 2026