Written by attorneys · grounded in primary & secondary sources — see below
A legal status assigned to an instrument or transaction executed without required authorization or capacity. The instrument fails to transfer rights against the true owner and remains subject to being set aside. Capacity and authority must exist at the time of execution for the instrument to be effective.
Vivian Velez serves as trustee of a family trust holding an apartment complex. The trust agreement limits deed execution to the trustee or designated officers. An outside management company employee signs and delivers a deed to Vortex Energy without consulting Vivian. Vivian objects and refuses to recognize the transfer. Vortex Energy's quiet title action fails because the deed lacks proper authority and is void or voidable against the trust.
Vance Vogel defaults on a deed of trust securing a loan from Volta Electric. The trustee conducts a foreclosure sale but fails to follow statutory notice requirements. Annette Beal, the borrower, sues to set aside the sale. The court determines the sale is voidable because the procedural defects render the trustee's action unauthorized under the deed of trust statute.
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A deed executed by a person without authority to convey or encumber the property is void or voidable. Authorized persons include the record owner, an attorney-in-fact under a valid power of attorney, a court-appointed guardian or conservator, a trustee, or a corporate officer with proper authority. Execution by an unauthorized person prevents effective transfer of title.
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A void deed conveys no title, so a subsequent purchaser acquires nothing even if paying value without notice. A voidable deed may be set aside against a non-bona-fide purchaser but can remain effective against a good-faith purchaser who records first without notice of the defect.
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Ratification under applicable statutes or common law can prevent a defective corporate action from remaining void or voidable. The absence of ratification does not itself create a presumption that the action is defective, and common-law ratification remains available.
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A court-appointed conservator is an authorized person who may execute a deed if the appointment order grants power to manage and control assets. When the order is broad and contains no express prohibition on sales, the deed is effective. When the order limits authority to management only, the deed may be void or voidable.
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