Corporate and General Business Law

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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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NDA
Business Law
Jesse Fenty
An NDA Among Friends – Learn to Trust Your Client

A foundational principle of Contract Law is that agreements are made in good faith and on positive terms. The best contracts are those that are never litigated, a testament to the strength of the relationship between the parties involved. Business agreements are created to benefit both companies, and when mutual trust exists, they can be powerful tools that drive both parties forward.

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