Client News

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Peter A. Fish
New SBA Rule on Small Business Size and Status Recertification and Its Impact on GovCon M&A

A new SBA rule on small business size and status recertification was issued by the U.S. Small Business Administration (SBA) in December 2024, consolidating its requirements into a single regulation codified at 13 CFR 125.12. Because of the far-reaching implications of this new rule, the SBA is delaying the implementation of certain provisions until January 17, 2026. Both buyers and sellers considering a M&A transaction involving an affected small business entity have ample incentive to get a deal done in 2025 so that required recertifications can be made before that date.

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Client News
Scott Dondershine
Corporate Transparency Act Recently Enjoined

There has been a flurry of recent litigation attacking the constitutionality of the CTA. Although on December 23, 2024, a panel of the U.S. Court of Appeals for the Fifth Circuit upheld the law, three days later–on December 26, 2024–a separate panel of the same court struck it down. As a result, reporting companies are not currently required to file beneficial ownership information with FinCEN and are not subject to liability if they fail to do so while the order remains in force.

FinCEN’s position is that reporting companies may continue to voluntarily submit beneficial ownership information reports while the ping pong continues through the courts. Reporting companies should monitor any further developments at https://www.fincen.gov/boi and let your Reston Law Group advisor know if you have any questions.

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Client News
Scott Dondershine
You Can No Longer Ignore the Corporate Transparency Act!

In July 2022, our firm prepared a Client Alert describing the newly enacted Corporate Transparency Act (“CTA”). The CTA requires certain companies to report “beneficial ownership” and “company applicant” information with the Financial Crimes Enforcement Network (“FinCEN”). Since July 2022, the CTA regulations were finalized, and the requirements begin on January 1, 2024.

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