And finally, the third part of the FAQs of the "SBA's 8(a) BD Program" here:
23. What is a super majority?
A super majority is the percentage of votes above a simple majority (51%) required to make decisions on behalf of the firm.
24. Are there restrictions placed on nondisadvantaged individuals in terms of their relationships with disadvantaged individuals and/or applicant firm? When a Participant fails to provide documentation for annual review, SBA may initiate termination proceedings. Yes. Nondisadvantaged individuals may be involved in the ownership and management of an applicant firm, as stockholders, limited liability members, partners, directors, and/or officers. However, no such nondisadvantaged individual or immediate family member may
25. What factors are considered by SBA in evaluating the potential for successful 8(a) requirement? SBA will evaluate the following:
26. Does SBA have a minimum length of time in business requirement for 8(a) program certification? Yes. The applicant firm must have been operational for at least two full years as evidenced by business income tax returns for each of the two previous tax years which show operating revenues in the primary industry in which the applicant firm is seeking 8(a) program certification.
27. Can a firm still apply for participation in the 8(a) BD Program if it has not been in business for two full years? Yes. However, the firm must obtain a waiver of the two years in business requirement by meeting all of the following conditions:
28. Can a firm be declined entry into the 8(a) Program for reasons of character? Yes. The regulations stipulate that the applicant concern and all its principals must have good character. SBA may determine that a lack of character demonstrated by any one of the following circumstances:
29. Are brokers eligible for the 8(a) BD Program? No. Brokers are not eligible for the program. A broker adds no material value to an item supplied to a procuring activity, does not take ownership or possession, and does not handle the item procured with its own equipment or facilities. If the applicant firm is a broker, but does not meet this definition, the firm may be eligible for 8(a) program participation.
30. What happens if an 8(a) Program applicant firm or any of its principals fail to pay significant financial obligations owed to the federal government? If an applicant firm or any of its principals fail to pay significant financial obligations owed to the federal government, including unresolved tax liens and defaults on federal loans or other federally assisted financing, the applicant firm will be ineligible for 8(a) program participation.
31. How long does the 8(a) BD application process take? The regional Division of Program Certification and Eligibility (DPCE) has 15 days to review the application for completeness. If the application is incomplete, the applicant will have 15 days to provide additional information. If the DPCE determines the application is complete, a final decision regarding 8(a) BD Program eligibility will be made within 90 days after SBA's determination that the application is complete.
32. What if an 8(a) Business Development Program application is declined? Each program applicant has the right to request that SBA reconsider a declined application by filing a written request for reconsideration within 45 days after receiving notice that the application was declined. The applicant has the burden of overcoming each reason cited in SBA's decision to decline the application. During the reconsideration process, the applicant must provide any additional information and documentation necessary to overcome the reason(s) for the initial decline. If an application is declined after reconsideration, SBA will not accept a new application until twelve (12) months after the date of the final Agency decision on reconsideration In addition, if an applicant is declined solely on issues of social disadvantage, economic disadvantage, ownership, control, or any combination of these four criteria, the declined applicant may appeal the decline decision to SBA's Office of Hearings and Appeals (OHA). This can happen either after receiving the initial decision to decline the application or after receiving a negative decision on reconsideration. OHA examines the decline decision to determine whether it was arbitrary, capricious, or contrary to law. No new or revised information is considered during the appeal process.
33. How long can a company participate in the 8(a) program? Program participation is divided into two stages: the developmental stage and the transitional stage. The developmental stage is four years and the transitional stage is five years. The developmental stage is designed to help 8(a) certified firms overcome their economic disadvantage by providing business development assistance. The transitional stage is designed to help participants overcome the remaining elements of economic disadvantage and to prepare participants for leaving the 8(a) program.
34. Are 8(a) firms reviewed by SBA annually for compliance with eligibility requirements? Yes. As part of an annual review, each Participant firm must submit to the servicing district office the following:
35. What does it mean to be "terminated" from the 8(a) BD Program? The term "terminate" is used to refer to a Participant's exit from the 8(a) BD Program prior to the expiration of its program term for good cause. Examples of good cause include, but are not limited to the following:
36. What does it mean to "graduate" from the 8(a) BD Program? The term "graduate" is used to refer to a Participant's exit from the 8(a) BD Program at the expiration of the Participant's term.
Small Business Search
U.S. Small Business Administration: The "SBA's 8(a) BD Program" Part 3
U.S. Small Business Administration: The "SBA's 8(a) BD Program" Part 2
Now we will contenue the second part of The "SBA's 8(a) BD Program":
11. Must an individual who is not a member of a designated group show discrimination in education, employment, and business history in order to show negative impact on entry into or advancement in the business world because of the disadvantage?
SBA will consider any relevant evidence in assessing this element. In each case, however, SBA will consider the experiences of the individual, where applicable, in education, employment, and business history to determine whether the totality of the circumstances shows disadvantage in entering into or advancing in the business world. Evidence relating to all three should be addressed, if applicable. For each applicable circumstance the individual applicant should demonstrate how it has affected his/her entrance into and advancement in the business world. The failure to establish disadvantage in any one or these areas (i.e., education, employment, or business history) does not prevent an individual from meeting the negative impact requirement as long as the totality of the circumstances experienced by the individual demonstrates such disadvantage.
12. What does it mean to be economically disadvantaged?
Economically disadvantaged individuals are socially disadvantaged individuals whose ability to compete in the free enterprise system has been impaired due to diminished capital and credit opportunities.
13. What factors are considered when SBA evaluates the economic disadvantage of an individual?
The individual's net worth, after excluding the individual's equity in the firm and the equity in the primary residence, may not exceed $250,000. SBA will also consider the individual's average two-year income, fair market value of all assets, access to credit and capital, and the financial condition of the applicant firm in evaluating economic disadvantage.
14. When evaluating economic disadvantage, does SBA include assets that an individual claiming disadvantaged has recently transferred to another individual?
SBA will attribute to an individual claiming disadvantaged status any assets that the he/she has transferred to an immediate family member (or to a trust where an immediate family member is the beneficiary) for less than market value within two years prior to the firm's application for participation in the 8(a) program. A transfer of assets for "fair market value" based on verifiable independent documentation would be excluded. Also excluded are transfers for education, medical expenses, certain forms of essential support, and transfers that are consistent with the customary recognition of special occasions (e.g. birthdays, graduations, anniversaries, and retirements). The disadvantaged applicant must show proof of the reasons for these asset transfers.
15. What percentage of ownership in the applicant firm must be owned by socially and economically disadvantaged individuals?
SBA requires that at least 51% of the applicant firm is directly and unconditionally owned by socially and economically disadvantaged individuals.
16. Are there special ownership provisions for individuals who reside in a community property or state territory?
Yes. If only one spouse is claiming disadvantaged status, this spouse's ownership interest will be considered only to the extent it is vested by the community property laws. For this reason, a transfer or relinquishment of interest by the nondisadvantaged spouse may be necessary.
17. Is ownership by a trust allowed for 8(a) certification?
8(a) regulations require that ownership in the firm by one or more disadvantaged individual(s) be direct ownership. Generally, SBA does not consider ownership by a trust to be direct ownership. However, ownership by a trust, such as a living trust, may be considered the functional equivalent of direct ownership if the following conditions are met:
- The trust is revocable;
- The disadvantaged individual is the grantor of the trust;
- The disadvantaged individual is a trustee of the trust; and,
- The disadvantaged individual is the sole current beneficiary of the trust.
18. Can a disadvantaged individual or firm have ownership in more than one 8(a) Participant?
Yes. However, one or more disadvantaged individuals determined to be disadvantaged for purposes of qualifying one Participant, their immediate family members, and the Participant itself, may not hold in aggregate, more than 20% equity in any other single 8(a) firm.
19. Are there any 8(a) ownership restrictions placed on nondisadvantaged individuals or firms?
Yes. SBA places two general ownership restrictions on nondisadvantaged individuals and firms:
- A nondisadvantaged individual, in aggregate with all immediate family members, or firm that is a general partner or stockholder with at least a 10% ownership interest in an 8(a) firm, may simultaneously hold up to 10% ownership interest in any number of 8(a) firms in the developmental stage of program participation and up to 20% interest in any number of 8(a) firms in the transitional stage of program participation.
- A non-participant concern in the same or similar line of business may own up to 10% of an 8(a) firm in the developmental stage and up to 20% in an 8(a) firm in the transitional stage. Former 8(a) participants or a principal of a former participant (except those that have been terminated from the 8(a) program) may own up to 20% in an 8(a) firm in the developmental stage and up to 30% in an 8(a) firm in the transitional stage.
20. How does SBA view control of an applicant or 8(a) concern?
Control is not the same as ownership, although both control and ownership may reside in the same person. Control includes both strategic policy setting and the day-to-day management and administration of business operations by disadvantaged individuals.
21. Does SBA require the disadvantaged individual to have the technical expertise and hold the critical license in order to demonstrate that he or she controls and manages the applicant firm?
No. SBA requires only that the disadvantaged individual(s) controlling the firm have management experience to the extent and of the complexity necessary to run the firm. However, the disadvantaged individual must demonstrate that he or she has the ultimate managerial and supervisory control over those in the firm with the technical or licensing expertise. If the critical license is held by a nondisadvantaged individual who has an equity interest in the applicant firm, SBA may find that the nondisadvantaged individual controls the firm.
22. How does SBA determine disadvantaged control of a corporate Board of Directors?
There are six situations where SBA may determine disadvantaged individuals control a Board of Directors:
- If a single disadvantaged individual owns 100% of all issued and outstanding voting stock of an applicant firm, regardless of the composition of the Board of Directors.
- If a single disadvantaged individual owns at least 51% of issued and outstanding voting stock of the applicant firm, is a legally elected voting member of the Board of Directors, and no super majority voting requirements exist for shareholders to approve corporate actions.
- If a single disadvantaged individual owns at least 51% of all issued and outstanding voting stock of the applicant firm, is a legally elected voting member of the Board of Directors, and owns at least the percentage of voting stock needed to overcome the super majority voting requirements that exist for shareholders to approve corporate actions.
- If more than one disadvantaged individual owns at least 51% of all issued and outstanding voting stock of the applicant firm; are all legally elected voting members of the Board of Directors; no super majority voting requirements exist for shareholders to approve corporate actions; and the disadvantaged shareholders can demonstrate they have made enforceable arrangements to permit one of them to vote the stock of all as a block to nondisadvantaged shareholders' actions, without holding a shareholder meeting.
- If more than one disadvantaged individual owns at least 51% of all issued and outstanding voting stock of the applicant firm; are all legally elected voting members of the Board of Directors; in total all own at least the percentage of voting stock needed to overcome the super majority voting requirements which exist for shareholders to approve corporate actions; and can demonstrate that they have made enforceable arrangements to permit one of them to vote the stock of all as a block to nondisadvantaged shareholders' actions, without holding a shareholder meeting.
- If the disadvantaged individual(s) can control the formation of a quorum for the purpose of holding a board meeting and have a majority vote at board meetings either through actual number of voting directors or through weighted voting, where permitted by state law.
5 Small Business Management Questions to Help Choose Marketing Programs
As small business managers, we juggle limited resources in a quest for success. To an extent, when we focus on success in one area we forego attention elsewhere. Limited money and time mean we must choose from seemingly endless -- and often conflicting -- advice and recommendations from marketing service providers; management and marketing consultants; and internal experts. This creates a dilemma. How do you choose which recommendations to embrace and which to pass by?
Consultants, marketing service providers, and/or other departments within your company will eagerly give advice from their viewpoints. You will hear the benefits of focusing on "___" (fill in the blank with appropriate specialty). This is not a bad thing; it is their job to sell you on the advantages of their specialties. It is your job to probe for the downsides and tradeoffs.
Different Perspectives
Back in my brand management days, it was sometimes frustrating when individual departments could not grasp The Big Picture. The graphics department and the outside ad agency wanted to focus strictly on graphical elements when other aspects of a campaign were just as critical. Manufacturing was worried about throughput and efficiency, never mind what the customer wanted. Each department was doing what it could to optimize its own function, but this did not always work in The Big Picture. A catch 22 of small business management is if all functions are "optimized," it could be to the detriment of the business. When resources are spread too thin and timelines expand, implementation suffers.
In the online world the same Big Picture problems occur. Each specialist knows much about her or his own specialty, but often little about how it affects other areas. Most of the advice makes perfect sense. Toss in a dose of reality, however, and you may stretch your resources too thin if you simultaneously try for perfection in all areas.
The Big Picture
When reality hits, you find it is simply impossible to optimize all areas of your business. The obligations associated with small business management do not allow you to stop ongoing activities while trying to obtain detailed perfection. God may be in the details, but profit is in the implementation. As small business manager or "chief cook and bottle washer," it is your job to make it work by bundling the advice into a profitable implementation package.
Once you accept that some areas are going to be initially less than perfect (providing you with opportunities to improve over time), the challenge is to figure out what makes sense for your business and site. When is it critical to optimize and when is less than perfect acceptable? When considering advice from a marketing consultant or other expert, ask yourself these five questions:
1) Does it solve a problem? One of the best ways to comprehend the importance of an action is to relate it to a problem. If you think strategically - first identifying your major problems, then designing solutions to solve those problems - your business is more likely to thrive.
2) What are my alternatives? There is always more than one solution to a problem. If you evaluate different approaches, you will ultimately make better decisions.
3) What are the downsides? Perfection and optimization are in the eyes of the beholder. What you see as a disadvantage may seem trivial to the specialists. Ask questions and do some research on your own to uncover the downsides.
4) Is it likely to be profitable for me? Larger companies can afford programs that smaller companies and individuals cannot. If you have to go into debt or dramatically reduce other critical activities to implement a program, your cost increases dramatically. In these cases, carefully weigh the resources required against the potential gain.
5) What happens if I do not do this? Some activities are "niceties" and some are necessities. Know the difference. If you are losing customers to other sites or businesses, for example, taking action is critical. Some activities - those you want to do but do not help solve a significant problem - can be pushed to the back burner.
Incorporating The Big Picture into your decision-making is critical. When you ask yourself these five questions, you are in a better position to make the right decision. Your small business depends on it.
About the Author
Bobette Kyle draws upon 12+ years of Marketing/Executive experience, Marketing MBA, and online marketing research in her writing. Bobette is proprietor of the Web Site Marketing Plan Network http://www.WebSiteMarketingPlan.com
Copyright 2002, 2004 Bobette Kyle. All rights reserved.
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