Agency Law – Episode 6: Agency Estoppel and Ratification

In this episode, Professor Seth C. Oranburg examines the doctrines of estoppel and ratification in agency law. He explains how estoppel protects third parties who reasonably rely on a principal’s conduct—creating an appearance of authority—even when an agent lacks formal authorization. In contrast, Professor Oranburg shows how ratification occurs when a principal later approves an agent’s unauthorized actions, thereby binding themselves to those actions as if they had been authorized from the outset. Drawing on key sections of the Restatement (Third) of Agency, he highlights the subtle distinctions between these doctrines and illustrates their real-world applications through practical examples. Listeners will learn why clear communication and proactive management of agent authority are essential for principals, and what steps third parties should take to verify an agent’s scope of authority. Tune in to understand how these overlapping yet distinct doctrines work to balance fairness and accountability in agency relationships, and to prepare for our final review of agency law in the next lecture.