Preserving SBA Eligibility in Alliances With Government Contractors: Structuring Subcontracts and JVs

Maximizing Business Opportunities While Avoiding Affiliation and Loss of Small Business Status

Recording of a 90-minute CLE webinar with Q&A

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Conducted on Tuesday, January 20, 2015

Recorded event now available

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Course Materials

This CLE course will provide practical guidance to counsel representing small businesses competing for federal government contracts and subcontracts on how to structure strategic and compliant subcontracts and joint ventures while preserving small business status.


For businesses competing for federal government contracts or subcontracts, small business status under the U.S. Small Business Administration (SBA) can be the “golden ticket” to contract eligibility and/or give companies a leg up on the competition. However, when small businesses form joint ventures with other contractors to secure a competitive advantage, preserving small business status can be a challenge.

Counsel to businesses of all sizes must understand when and how the SBA will consider companies or individuals “affiliated” for size purposes in order to structure a business relationship that maximizes synergies while avoiding affiliation and loss of small business status. This is a true balancing act. A small business finding itself on the wrong side of the affiliation line could jeopardize its ability to compete for valuable business opportunities.

Listen as our authoritative panel of attorneys experienced in interpreting SBA requirements and negotiating federal contracts provides practical recommendations for structuring strategic, yet compliant, subcontracts and joint ventures designed to preserve small business status. 



  1. Understanding the affiliation spider-web
  2. Financing and equity interests—how much is too much?
  3. Negative control is still control
  4. Spin-offs, friends and family
  5. Allocation of work share
  6. When and how are joint ventures permissible?
  7. Common pitfalls in proposals and agreements


The panel will review these and other key issues:

  • What are the key risks for small businesses entering contracts or subcontracts with other businesses?
  • When and how will the SBA consider companies or individuals “affiliated” for size purposes?
  • How can counsel structure a proposed business relationship that maximizes synergies, but avoids affiliation and loss of small business status?


John E. McCarthy, Jr.
John E. McCarthy, Jr.

Crowell & Moring

Mr. McCarthy has spent more than twenty years litigating all forms of government contracts cases for both large and...  |  Read More

Amy Laderberg O'Sullivan
Amy Laderberg O'Sullivan

Crowell & Moring

Ms. O'Sullivan's practice involves a mix of litigation and counseling for corporate clients as government...  |  Read More

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