How to Distinguish Estate Assets from Corporate Assets in Utah

If a loved one passes away and a relative runs a corporation, you may wonder which assets belong to the deceased’s estate and which belong to the corporation. Under Utah law, estate assets follow the Utah Uniform Probate Code, while corporate assets are governed by Utah’s Business Corporation Act. This guide explains how to separate estate property from corporate property step by step.

Detailed Answer

Utah law treats a deceased person’s estate and a separate corporate entity as distinct legal “persons.” To identify which assets belong to each, follow these steps:

1. Review Probate Inventory Requirements
   Under Utah Code § 75-3-301, the personal representative must file an inventory listing all estate property. Estate assets include everything the decedent owned in their individual name at death. (Utah Code § 75-3-301).
2. Identify Nonprobate Transfers
   Certain assets pass outside probate—joint tenancy property, accounts with beneficiary designations, life insurance, and retirement plans. These do not form part of the probate estate but belong to surviving co-owners or designated beneficiaries. See Utah Code § 75-2-102 for definitions of probate vs. nonprobate property. (Utah Code § 75-2-102).
3. Examine Corporate Records
   A corporation’s assets belong to the legal entity created under Utah Code Title 16, Chapter 10a. Review the articles of incorporation, bylaws, shareholder ledgers, and annual reports filed under Utah Code § 16-10a-601. This shows what property the corporation owns separately from the decedent. (Utah Code § 16-10a-601).
4. Trace Titles and Accounts
   Check deeds, vehicle titles, bank statements, and brokerage statements. Assets held in the corporation’s name should be reflected in its financial statements and corporate tax returns, not the decedent’s personal filings.
5. Compare Financial Statements
   The estate’s accounting (prepared by the personal representative) should list only personal assets and liabilities. The corporation’s balance sheet and income statement, maintained by its officers, list corporate assets and obligations.
6. Seek Court Guidance if Needed
   If documents conflict or ownership is unclear, petition the probate court for a declaratory judgment or instructions under Utah Code § 75-1-201. The court can decide asset classification.

Helpful Hints

• Gather all relevant documents: death certificate, will, deeds, corporate filings, and bank and brokerage statements.
• Use the Utah Division of Corporations website (corporations.utah.gov) to verify corporate status and filings.
• Distinguish probate assets (owned solely by the decedent) from nonprobate transfers (joint accounts, beneficiary designations).
• File a complete probate inventory under Utah Code § 75-3-301 to protect the estate.
• Consult a probate or corporate attorney in Utah if you face conflicting documentation or disputes over ownership.