Utah Code 76-2-204. Criminal responsibility of corporation or association

A corporation or association is guilty of an offense when:

(1)	The conduct constituting the offense consists of an omission to discharge a specific duty of affirmative performance imposed on corporations or associations by law; or

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Agent: means any director, officer, employee, or other person authorized to act in behalf of a corporation or association. See Utah Code 76-2-201
Conduct: means an act or omission. See Utah Code 76-1-101.5
Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
Corporation: means all organizations required by the laws of this state or any other state to obtain a certificate of authority, a certificate of incorporation, or other form of registration to transact business as a corporation within this state or any other state and shall include domestic, foreign, profit and nonprofit corporations, but shall not include a corporation sole, as such term is used in Title 16, Chapter 7, Corporations Sole. See Utah Code 76-2-201
Offense: means a violation of any penal statute of this state. See Utah Code 76-1-101.5
Omission: means a failure to act when there is a legal duty to act and the actor is capable of acting. See Utah Code 76-1-101.5

(2)	The conduct constituting the offense is authorized, solicited, requested, commanded, or undertaken, performed, or recklessly tolerated by the board of directors or by a high managerial agent acting within the scope of his employment and in behalf of the corporation or association.

Enacted by Chapter 196, 1973 General Session