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A resolution ratifying prior acts lets decision-makers in a company authorize any decisions or acts made previously by the people who report to them. As an example, if a board of directors decides to take certain acts related to the company, the shareholders can ratify these acts after considering them carefully.
Ratification. In certain circumstances, a company can choose to forgive a director's breach of duty by the members of the company passing a resolution to ratify the act or omission giving rise to the breach.
Ratification applies where the breach has already taken place. If capable of ratification, breach by a director of his duties may be ratified by a shareholders' resolution. However, neither the director nor any person connected with him, if a shareholder, may vote on the resolution to ratify (section 239 CA2006).
When you create a resolution to ratify the actions of the board of directors, you need to include the following information: Start and end date where all actions by the board of directors have been presented to the shareholders at the shareholders' meeting.