Gordon v. Brooks (5/30/2017)

July 6, 2017

Arizona Court of Appeals Division One holds that a personal representative of an estate is not entitled to certain immunities in contract actions if the representative failed to disclose the representative capacity and identify the estate in the contract

Representatives of an estate sold a home belonging to an estate.  The representatives did not indicate in the purchase contract for the home that they were selling the home in their representative capacity.  The warranty deed conveying the home, however, noted that the representatives were co-representatives of the estate.  After closing, and after unsuccessfully seeking to reopen the estate, the buyer sued on the purchase contract, including claims against the representatives in their personal capacities.

On appeal, the buyer argued that the superior court improperly dismissed claims against representatives in their individual capacities because the representatives were personally liable under the purchase contract.  Agreeing with the buyer, the Court of Appeals reversed in part.  Under the Arizona version of the Uniform Probate Code, A.R.S. § 14-3808, the personal representatives of an estate are immune from individual liability on a contract entered into on behalf of the estate, although the estate may still be liable.  However, estate representatives must disclose their representative capacity and identify the estate in the contract to take advantage of that immunity.  Because the representatives and purchase contract failed to make those disclosures and identifications, the representatives were held not to be immune from individual liability.

Judge Norris authored the opinion; Judges Jones and McMurdie concurred.