FED GOV CON Webinar Wednesdays 2019 Series JSchaus & Assoc. Washington DC +1–202–365–0598
About Our Webinars: - Every Wednesday; - Complimentary; - Recorded; - YouTube & our Website; - No Questions
About Us:
Professional Services for Federal Contractors - GSA Sched; - SBA 8(a); - Proposal Writing; - Pricing; - Contract Administration; - Business Development
Upcoming Events: 10/24 – Teaming & Partnering Class:
https://teamingstrategies.eventbrite.com
12/3 – 4th Annual Doing Business with DoD & The Intel Community https://dodintel120319.Eventbrite.com
Advertise In Our Newsletter: Reach 15,700+ Subscribers Includes Government & Government Contactors Hello@JenniferSchaus.com
About Our Speaker: Ryan Bradel, Esq. Education: J.D., Notre Dame Law School B.A. University of Calif., Los Angeles Company Name: Ward & Berry, PLLC The government contractor’s law firm www.wardberry.com # of Years Federal Gov Con Experience: 12
Service Disabled Veteran Owned Small Business (“SDVOSB�) Contracting: Understanding the Requirements
2019 – Fed Gov Con Webinar Series - Washington DC JSchaus & Associates Overview of requirements: 1. The disability must be service connected. 2. The business must be small under the applicable NAICS code. 3. The business must be 51% owned one or more service-disabled veterans. 4. The business must be controlled by one or more service-disabled veterans.
2019 – Fed Gov Con Webinar Series - Washington DC JSchaus & Associates 1. The disability must be service-connected. A Service-Disabled Veteran (“SDV�) is a person who served in the active military, naval, or air service, and who was discharged or released under conditions other than dishonorable, and whose disability was incurred or aggravated in line of duty in the active military, naval, or air service There is no minimum disability rating. A veteran with a 0% to 100% disability rating is eligible to self-represent as an SDV for Federal contracting purposes.
2019 – Fed Gov Con Webinar Series - Washington DC JSchaus & Associates 2. The business must be small under the applicable NAICS code. Employee based size standards (typical in manufacturing sector): 250 – 1500 employees Revenue based size standards: $750k - $38.5 million Revenue is calculated based on average annual receipts over the three preceding, completed fiscal years. Tax returns are the default evidence used to calculate revenue. Other evidence will be considered only if tax returns are not available.
2019 – Fed Gov Con Webinar Series - Washington DC JSchaus & Associates 3. The business must be 51% unconditionally owned by an SDV (or combination of SDVs). Ownership must be direct—a subsidiary cannot be an SDVOSB even if the parent company is owned by an SDV. (Exception: ownership by a trust where the SDV is the grantor, trustee, and current beneficiary). Ownership must be unconditional—there must be no restrictions on the ability of the SDV to dispose of his or her shares. Examples: * A provision in the operating agreement which obligates the SDV to sell his or her shares at a certain price upon the occurrence of some event. * A provision in the operating agreement giving non-SDV shareholders a right of first refusal.
2019 – Fed Gov Con Webinar Series - Washington DC JSchaus & Associates 3. The business must be 51% unconditionally owned by an SDV (or combination of SDVs). The SDVOSB will retain its status as an SDVOSB following the death of the SDV if the SDV’s surviving spouse acquires the ownership interest in the business and the SDV had a 100% disability rating or died as a result of a service-connected disability. The status will be retained for up to 10 years or until the surviving spouse relinquishes his or her ownership interest in the company or re-marries.
2019 – Fed Gov Con Webinar Series - Washington DC & Associates 4. The business must be controlledJSchaus by one or more SDVs: The management and daily business operations of the concern must be controlled by one or more SDVs which means that both the long-term decision making and the day-to-day management and administration of the business operations must be conducted by one or more SDVs. (i) SDV must hold the highest officer position. (ii) Must control the board of directors of a corp or serve as the managing member in an LLC. (iii) SDVs must hold enough shares of a corp to overcome any supermajority voting requirements (iv) SDV must be able to participate in the operations of the company
2019 – Fed Gov Con Webinar Series - Washington DC JSchaus & Associates 4. The business must be controlled by one or more SDVs: An SDV’s unexercised right to cause a change in the control or management of the applicant concern does not itself constitute control and management, regardless of how quickly or easily the right could be exercised. *Example: SDV owns 100% of the shares of the company but the SDV has appointed 2 other non-SDVs to the board of directors. It doesn’t matter that he has the right to fire the other directors at any time by virtue of his 100% ownership. Because an SDV does not control a majority of the board then an SDV does not control the company.
2019 – Fed Gov Con Webinar Series - Washington DC JSchaus & Associates 4. The business must be controlled by one or more SDVs. Major exception(s) to the requirement of legal control. Minority shareholders can exercise negative control over the following decisions: (i) Adding a new equity stakeholder; (ii) Dissolution of the company; (iii) Sale of the company; (iv) Merger of the company; (v) Company declaring bankruptcy.
2019 – Fed Gov Con Webinar Series - Washington DC & Associates 4. The business must be controlledJSchaus by one or more SDVs: There is a rebuttable presumption that a non-SDV has the power to control the firm in any of the following circumstances: (i) Non-SDV involved in ownership or management is a current or former employer/principal of SDV (ii) One or more non-SDVs receive compensation that exceeds the SDV’s compensation (iii) SDVOSB is co-located or shares significant resources (e.g., employees, equipment) with another firm in the same or similar line of business and that firm or an owner, director, or executive of that firm has an equity stake in the SDVOSB
2019 – Fed Gov Con Webinar Series - Washington DC & Associates 4. The business must be controlledJSchaus by one or more SDVs: There is a rebuttable presumption that a non-SDV has the power to control the firm in any of the following circumstances (cont’d): (iv) Non-SDV having an equity interest provides critical financial or bonding support (v) A critical license is held by a non-SDV (vi) Business relationships exists with non-SDV individuals or entities which cause such dependence that the SDVOSB cannot exercise independent business judgment without great economic risk
2019 – Fed Gov Con Webinar Series - Washington DC JSchaus & Associates 4. The business must be controlled by one or more SDVs. SDV’s participation in the company. Rebuttable presumption that an SDV that does not control SDVOSB if: (i) SDV does not devote full time to running the business; (ii) SDV is not located within a reasonable commute of the company’s principal office or job site locations. (iii) SDV cannot work for the business during normal business hours.
THANK YOU! JSchaus & Assoc. Washington DC hello@JenniferSchaus.com www.JenniferSchaus.com +1–202–365–0598 Speaker: Ryan Bradel Email: rbradel@wardberry.com Phone: (202) 331-8160