What DOD’s Proposed Changes to its Prototype OT (Other Transaction) Agreements Regulations Mean for Defense Contractors
On September 4, 2024, the Department of Defense (DOD) issued a proposed rule to update regulations related to other transaction (OT) agreements [1] to implement congressional changes in the statutory authority for prototype OTs and follow-on production OTs and contracts. [2] Although Congress made several updates to 10 U.S.C. § 4022 over the years, DOD did not update its OT regulations since 2004. Below, PilieroMazza’s GovCon attorneys highlight some key changes to DOD’s prototype project OT regulations and their potential impacts on government contractors . . . Read More
SBA Proposes Substantive Changes to Negative Control and Unconditional Ownership and Control Considerations Across Socioeconomic Programs: Key Considerations and Takeaways
As PilieroMazza noted recently here , the Small Business Administration (SBA) released a proposed rulemaking that will impact government contractors. This client alert discusses a major proposed change that would significantly impact any small business that has a minority shareholder or investor. While the proposed rule also aims to create uniformity across SBA’s socioeconomic programs—including the 8(a) Business Development, Women-Owned Small Business (WOSB), and Service-Disabled Veteran-Owned Small Business (SDVOSB)—the proposed rule looks to undo years of case law and seriously impacts what it . . . Read More
SBA Proposed Material Changes to HUBZone Program Impacts Eligibility
As PilieroMazza noted recently here , the Small Business Administration (SBA) released a major proposed rulemaking that will impact government contractors, including those that are participants in or seeking to be admitted to the Historically Underutilized Business Zones (HUBZone) Program. PilieroMazza is posting a series of client alerts regarding SBA’s proposed rulemaking. This alert highlights some of the proposed changes pertaining specifically to the HUBZone Program that will impact small business government contractors and their contracting partners. A. Overview The HUBZone Program was established . . . Read More
SBA Proposed Rule’s Potential Adverse Impacts on Small Business IT Value-Added Resellers
In August, SBA proposed new rules on a wide range of topics. Some of the proposed rules, like the significant changes to the recertification rules that we blogged about here , have been getting most of the headlines so far. The purpose of this client alert is to put the spotlight on one of the less talked about proposals, a seemingly minor proposed change to how SBA calculates annual receipts. SBA’s proposal may seem like a small change, but it has . . . Read More
SBA Proposed Changes to 8(a) Program Impacts Applicants and Participants
As PilieroMazza noted recently here , the Small Business Administration (SBA) released a major proposed rulemaking that will impact government contractors, including those that are participants in or seeking to be admitted to the 8(a) Business Development Program (8(a) Program). PilieroMazza is posting a series of client alerts regarding SBA’s proposed rulemaking. This alert highlights some of the proposed changes pertaining specifically to the 8(a) Program that will impact both applicants and participants. 8(a) Application SBA is proposing certain revisions that . . . Read More
SBA Seeks Comments on Proposed Updates to the HUBZone Program, and Clarifications to Other Small Business Programs
On August 23, 2024, the Small Business Administration (SBA) published a proposed rule that would make changes to its regulations for the Historically Underutilized Business Zone (HUBZone) Program to clarify certain policies. In 2019, SBA made significant revisions to these regulations to enhance the program’s efficiency and effectiveness. The proposed rule aims to further clarify and refine some of these changes, particularly by requiring that any certified HUBZone small business to be eligible as of the date of offer for any HUBZone contract. . . . Read More
Win or Lose: Using CMMC 2.0 Proposed Rule to Position Yourself for DOD Contracts
The Cybersecurity Maturity Model Certification ( CMMC ) Program has been a headache for many defense contractors since the idea was first introduced in 2019. The program seeks to protect unclassified information, including federal contract information (FCI) and controlled unclassified information (CUI) not intended for public release, shared by the Department of Defense (DOD) with its contractors and subcontractors. In December 2023, the DOD proposed a rule to formally codify the CMMC Program in a phased rollout. The DOD has now released . . . Read More
When a Protégé Rebels Against Its Mentor: The Price Contractors Pay for Not Knowing Fiduciary Duties
What happens when a protégé rebels against its mentor? In a recent decision from the Eleventh Circuit, Yorktown Sys. Grp. Inc., v. Threat Tec LLC1, the court had to deal with such a question after Threat Tec, the protégé and small business in a joint venture, terminated its mentor, Yorktown, in order to acquire its workshare. In this opinion delivered by Judge Ed Carnes, the Eleventh Circuit affirmed the Northern District of Alabama’s decision to grant Yorktown a preliminary injunction . . . Read More
Novation and Recertification Requirements: A Post-Closing Guide for GovCon M&A Deals
After the sale or acquisition of a business or its assets, there are often one or more post-closing requirements that business owners must complete. In deals involving government contractors, two of these requirements are especially important: contract novation and size recertification. Below, PilieroMazza attorneys provide a post-closing guide for government contractors on meeting novation and recertification requirements to avoid costly penalties such as loss of contract award or criminal liability. Overview Parties preparing to acquire a small business government contractor, . . . Read More
Corporate Transparency Act, Part 1: Constitutionality, Exemptions, and Substantial Control
The Corporate Transparency Act (CTA), which came into effect on January 1, 2024, has significant implications for government contractors and commercial businesses. This client alert summarizes recent developments in the CTA—including constitutionality, physical office requirements, unpopulated joint ventures, and substantial control—to help businesses comply with and avoid harsh enforcement penalties. If you formed an entity on or after January 1, 2024, and are not subject to one of the exemptions, then you must file your initial BOI report within 90 days . . . Read More