How to Distinguish Estate Assets From Corporate Assets in Oklahoma

Detailed Answer

When someone dies in Oklahoma, their estate consists of assets they owned in their name alone at the moment of death, along with any assets they controlled through a revocable trust or payable-on-death designation. A corporation, by contrast, is a separate legal entity created under Oklahoma law. Assets held by that corporation remain corporate assets, even if a family member formed the company or the decedent paid for the asset.

1. Identify the Legal Owner:
• Estate assets are titled in the decedent’s name or managed by their personal representative under the Oklahoma Probate Code, 58 O.S. § 201 (link).
• Corporate assets are titled in the corporation’s name and managed by its officers or board, per the Oklahoma General Corporation Act, 18 O.S. § 100 (link).

2. Review Title Documents:
• Real estate deeds: Check county clerk records. If the deed lists the corporation as grantee or owner, the property belongs to the corporation.
• Vehicle or equipment titles: State tag agencies issue titles in the entity’s name. Corporate titles stay corporate property.

3. Examine Financial Accounts:
• Bank and investment accounts in the decedent’s name (without POD or TOD designations) pass to the estate. The personal representative must inventory these under 58 O.S. § 315.
• Corporate accounts require corporate resolutions for withdrawals. Look for corporate checks and ledgers.

4. Inspect Corporate Records:
• Articles of incorporation, bylaws and minutes should list corporate property purchases.
• Review board resolutions authorizing asset purchases to confirm corporate ownership.

5. Trace Funding and Payments:
• If the decedent used personal funds to buy an asset but had it titled to a corporation, courts may examine whether this created a loan, capital contribution or fraudulent transfer.
• Oklahoma courts follow the “corporate veil” principle: assets in the corporate name remain corporate unless a judge “pierces the veil” for fraud or commingling.

6. Inventory and Reporting:
• The personal representative must file a sworn inventory of all estate assets within 60 days of appointment under 58 O.S. § 315.
• If an asset is missing from the estate inventory but appears in corporate books, it remains corporate property.

Understanding these distinctions helps avoid improper asset distribution. If a dispute arises, the personal representative or beneficiaries may seek a court order to clarify title and ownership.

Helpful Hints

• Start by gathering deeds, titles and account statements. Clear documentation often resolves questions.
• Check the date of incorporation versus purchase date. Timing can reveal whether an asset belonged to the decedent or the company.
• Look for corporate meeting minutes or resolutions approving asset purchases.
• Keep corporate and personal finances strictly separate to avoid commingling issues.
• Consult a probate attorney if documents conflict or if you suspect improper transfers.
• File a full estate inventory under 58 O.S. § 315 to protect the personal representative from personal liability.