Deed Of Ratification Template for Germany

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Key Requirements PROMPT example:

Deed Of Ratification

"I need a Deed of Ratification under German law to confirm the board decisions made by our subsidiary GmbH on March 15, 2025, specifically relating to the appointment of new managing directors and changes to signing authorities."

Document background
The Deed of Ratification is a crucial legal instrument in German business and corporate practice, used when formal confirmation or validation of previous actions is required. This document type is particularly relevant when actions have been taken without proper authority, when there are questions about the validity of previous acts, or when corporate governance requires formal ratification of decisions. The deed must be executed before a German notary and comply with the requirements of the Beurkundungsgesetz (German Notarisation Act). It typically includes comprehensive details about the original transaction, evidence of authority, and formal declarations of ratification. This document is commonly used in corporate restructuring, real estate transactions, and other significant business dealings where certainty about the validity of actions is paramount.
Suggested Sections

1. Parties: Identification of the ratifying party and other relevant parties, including their full legal names, addresses, and registration details if applicable

2. Background: Context of the original act or document being ratified, including date, parties involved, and nature of the transaction

3. Definitions: Key terms used in the deed, including reference to the Original Agreement/Act and any specific legal terminology

4. Original Act Description: Detailed description of the act or document being ratified, including its date, parties, and essential terms

5. Authority Statement: Declaration of the ratifying party's authority to make the ratification

6. Ratification Declaration: Formal statement of ratification, confirming and adopting the original act

7. Effect of Ratification: Statement on the legal effect of the ratification, including its retrospective effect if applicable

8. Governing Law: Confirmation that the deed is governed by German law

9. Execution: Formal execution block meeting German notarial requirements

Optional Sections

1. Representations and Warranties: Additional confirmations and warranties by the ratifying party, used when specific assurances are required

2. Conditions: Any conditions attached to the ratification, used when the ratification is conditional

3. Third Party Rights: Statements regarding the rights of third parties, used when the original act affects third party rights

4. Notices: Communication provisions, used when ongoing obligations exist post-ratification

5. Further Assurance: Commitment to take additional steps if needed, used in complex transactions

Suggested Schedules

1. Original Document: Copy of the original act or document being ratified

2. Authority Evidence: Documents evidencing the authority of the ratifying party (e.g., power of attorney, board resolution)

3. Related Correspondence: Any relevant correspondence or documents explaining the need for ratification

4. Corporate Documents: Relevant corporate documents showing authority to ratify (if applicable)

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Relevant Industries

Financial Services

Real Estate

Manufacturing

Healthcare

Technology

Energy

Construction

Professional Services

Telecommunications

Transportation and Logistics

Relevant Teams

Legal

Compliance

Corporate Secretariat

Executive Management

Corporate Governance

Business Development

Real Estate

Risk Management

Operations

Relevant Roles

Legal Counsel

Corporate Secretary

Compliance Officer

General Counsel

Managing Director

Board Member

Chief Executive Officer

Chief Legal Officer

Contract Manager

Business Development Manager

Real Estate Manager

Corporate Governance Officer

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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