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Are nonprofits eligible to get certified?
No. Nonprofits are not eligible to be certified in this program.
After I submit my application will I be asked to furnish more information? If so, what kind of information should I be prepared for?
Additional information may be required to make a determination regarding your company eligibility. SBA may request additional information about individual owners, business relationships, finances, operations, supervision, and other information in order to make a final determination. Failure to comply with a document request may result in SBA making an adverse determination on your application due to the absence of available information.
Are the same documents required by SBA that were required for VA CVE verification?
No, the eligibility rules and required documents are not identical. Please see the list of required documents based on your type of business:
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Are there situations in which the new SBA certification program would deny an application of a firm currently approved under the VA CVE system? Why?
No. Businesses approved under the CVE as of Jan 1, 2023, receive an automatic one-year extension and, therefore, do not have to apply until they must recertify. Nonetheless, businesses verified by the VA CVE should review the requirements of the new program to maintain compliance with the program and submit notices for material changes as required by the new SBA regulations.
Are there situations in which the new SBA certification program would approve an application of a firm that was denied under the VA CVE system? Why?
Yes. For VetCert approval, businesses that apply for SBA approval must demonstrate compliance with 13 CFR 128. We recommend that businesses that have been previously denied by the VA CVE review the reasons for VA CVE denial and make necessary changes to assure compliance with 13 CFR 128 requirements. There are several new requirements and adjustment to previous requirements where previously denied businesses may find themselves eligible under the new program.
Can a franchise owner get certified?
Yes, a business which is a franchise may be certified as a VOSB or SDVOSB through the SBA Veteran Small Business Certification Program. To be considered for certification, the business must submit the franchise agreement(s) for review by SBA. SBA will review these agreements on a case-by-case basis to ensure the franchise can operate independently and with sufficient ownership and control by the veteran owner(s) to qualify for the program.
Can I apply on behalf of a Veteran as a Caretaker?
Yes, you can apply on behalf of a Veteran as a caretaker if:
Veteran information to submit the application
DOCUMENT: Caregiver Formal Appointment
DOCUMENT: Determination for Total Disability
Can I self de-certify my certification?
Yes you can self de-certify your certification.
From the home screen, follow these steps:
Click action beside the certification you want to de-certify
Click Requests
Click Decertification
Then follow the following prompts to complete the decertification process.
Can SBA decertify my SDVOSB or VOSB?
Yes, a participant company may be decertified by SBA if found ineligible during recertification; the review of a material change notification; a contract protest decision; and/or a program examination.
Can someone submit an VetCert application on my behalf?
Yes, you can designate a third party to submit an application on your behalf. The individual must register to create their own account and then submit an application with the veteran(s) details.
Can someone submit an VetCert application on my behalf?
Yes, you can designate a third party to submit an application on your behalf. The individual must register to create their own account and then submit an application with the veteran(s) details.
Also see this article for additional information.
Document Requirement: Proof of Marriage
Proof of Marriage (such as Marriage Certificate)
State laws vary, but generally a marriage record includes:
Personal information about the individuals who got married, such as:
Names.
Addresses.
Birthdates.
Genders.
Marriage location.
Ceremony officiant (i.e. who performed the ceremony).
Witnesses to the ceremony.
Document Requirement: Caregiver's formal appointment
Permanent Caregivers may be appointed in one of the following ways, all of which would produce a formal, written document (though formats may vary):
i. By a court of competent jurisdiction;
ii. By the Department of Veterans Affairs, National Caregiver Support Program, as the Primary Family Caregiver of a Veteran participating in the Program of Comprehensive Assistance for Family Caregivers;
iii. By a legal designation.
Document Requirement: Trust Agreement
Requested during the application if the business indicated its owners have a trust. The format will vary by State and legal preparation service, but it will be a legal document which outlines:
Grantor(s)
Beneficiary
Trustee(s)
Document Requirement: IRS SS4 TIN Issuance Letter with correct name and EIN
Form SS-4 is the Internal Revenue Service (IRS) Application for an Employer Identification Number (EIN), or Tax Identification Number. When approved, IRS provides a letter officially issuing the EIN, which can be used to demonstrate the business exists.
Document Requirement: Articles of Organization
Articles of Organization, including all amendments.
To create a business as an LLC, the State business authority (often called the Department of State) usually requires certain paperwork to get legal recognition as a registered entity. Usually this is called the articles of organization or articles of formation, but some states may refer to the entire process as the "Certificate of Formation" or "Certificate of Organization" because of the approval document the state may issue once it approves of the LLC.
When the term "formation" is used, it refers to an LLC. The term "incorporation" refers to a corporation, regardless of whether the word "articles" or "certificate" is in front of it.
The articles of organization to are binding legal documents created and agreed upon by the LLC members. It proves the existence and registration of the LLC.
The document will typically contain some combination of the following information:
Name of the LLC
Type of legal structure (i.e., professional liability company, LLC, series LLC)
Effective date of LLC formation
Duration for which the LLC will be operational
Statement of purpose
Name and address of the registered agent
Address of the LLC's principal place of business
Management structure
Roles of the members, officers, and managers of the LLC
Names, titles, and signatures of the organizer(s)
Does my Joint Venture need to get certified by SBA?
No - Joint Ventures do not get certified as SDVOSBs or VOSBs by SBA. Instead, they must be "designated" as eligible for sole-source or set-aside awards under the Veteran Small Business Certification Program by the Managing Venturer.
Both certified SDVOSBs and VOSBs who are the Managing Venturer of a Joint Venture are eligible to have their certifications designate the JV as an SDVOSB or VOSB (as applicable). A Joint Venture does not need to initiate a new certification application. Instead, the Managing Venturer who has a current SDVOSB or VOSB status must log into VCMS and "claim" the Joint Venture as one of its available actions as a currently certified SDVOSB or VOSB. Once a Joint Venture is claimed, the Managing Venturer may also submit contract bid information and ongoing and final contract reports to maintain compliance with the Joint Venture regulations of the Veteran Small Business Certification Program (see 13 CFR 128.402).
Contracting Officers may see the designation of a Joint Venture within the Veteran Small Business Certification search tool.
Does my Mentor-Protégé relationship require certification?
The SBA Small Business Mentor-Protégé Program is a potentially valuable tool to grow your business through a Mentor-Protégé relationship. If you submit an application to that program, that relationship does not need to be further verified by the SBA Veteran Small Business Certification Program. Instead, your SDVOSB or VOSB certification through the SBA Veteran Small Business Certification Program may be applied to a Joint Venture with the mentor under an approved Mentor-Protégé agreement for which your company is the Managing Venturer.
How do I complete an advanced search of veteran-owned small businesses and download my results?
The Veteran Small Business Search currently supports simple searches based on a business name, UEI, DUNS, state or territory, and NAICS code. You cannot download the results from a search.
For more advanced searches with multiple filters, or to download your results, you can visit SBA’s dynamic small business search (DSBS). Veteran-owned small business and service-disabled veteran-owned small business certifications are listed under the "Government Certifications" section of the DSBS main search page.
How do I confirm my VOSB/SDVOSB status on my application?
If you are submitting an application, you can report your VOSB/SDVOSB status on the About Your Request tab:
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If your application is submitted, you can confirm your reported status on the Summary tab of the application:
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How do I know when I need to recertify my business?
Your business’s certification is valid for three years from the approval date. You have 120 days before your certification expiration date to recertify your business. Your certification expiration date is displayed on your VetCert dashboard with your current Certifications and Designations. You can also see your certification expiration date in the Veteran Small Business Search on the VetCert website.
You will be sent an email notification that you can recertify 120 days before your certification expiration date. The notification will be sent to the email associated with your account. You will continue to receive email reminders every 30 days, and you will receive one last reminder if you are 7 days from your expiration date and have not applied for recertification.
If you no longer wish to be certified as a veteran-owned or service-disabled veteran-owned small business, you do not need to take any action and your certification will expire.
For more information, read our FAQ article about how to recertify your business or how to claim your existing certification in VetCert.
How do I notify SBA that my joint venture is pursuing a contract?
You need to designate your joint venture before you notify SBA that your joint venture is pursuing a contract.
To notify SBA, navigate under "Certifications and Designations" to your joint venture and select the "Action" button.
In the drop-down menu, select "Contracts" and from the menu select "Attest for Contract".
You will be guided through providing contract information and provided with a blank template for attesting that the contract and joint venture information is correct. After filling out the information, you will submit the attestation to SBA for review.
How do I recertify my business?
To recertify your business, sign into the VetCert platform as early as 120 days before your certification expiration date. There will be an alert icon on the "Certifications and Designations" section of your dashboard for any certification that is expiring in the next 120 days.
To start the recertification questionnaire, go to your expiring certification and select the “Action” button, and then select the option “Recertify.”
You will be guided through a questionnaire about your current business information and will have the opportunity to make updates for any changes to your business. To confirm your current information, you will need:
Your http://SAM.gov issued Unique Entity Identifier (UEI)
The bank account number associated with your business on http://SAM.gov
If you do not know the bank account number, you can find it by logging into your http://SAM.gov profile and looking up your account’s financial information.
If there have been any changes to your business that need updated documentation, you can upload your document at the end of the questionnaire, before you submit it for review.
How do I register for VetCert access to apply for certification or re-certification?
If you already have an account with MySBA, login with your existing credentials.
Follow these instructions to create a profile or use your existing SBA account to access VetCert:
click Register
enter your personal details to create an account
if registering as a veteran, please use the home address associated with the United States Department of Veterans Affairs (VA)
How do I report a Joint Venture (JV)?
Follow these steps to report a Joint Venture
1 Go to the existing certification, click Action and then Joint Venture
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2 Disclosures
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3 Pre-Assessment
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4 Claim Joint Venture
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5 Add Additional Partners
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6 Attestations and Summary
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You will receive confirmation when the SBA confirms the Joint Venture.
How do I report to SBA the changes to a certified business?
The Veteran Small Business Certification (VetCert) Program requires certified participants to report any material changes to their business that may impact their program eligibility outlined in 13 CFR Part 128. If a change occurs, the business must report it to SBA within 30 days of any such change. If you have any questions, please contact the call center at 800-862-8088.
Please explain the change(s) in as much detail as possible.
Login into VetCert, and from the home screen go to the certifications and designations at the bottom of the screen and click action:
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From the action menu, select report changes:
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Follow the prompts to report your change(s). Please note that you may only have one open change request at a time.
You may be required to provide documentation or sign a new 0877 form. SBA will contact you if additional information is required.
The following is a list of changes you can report:
Change In Business Details
Select this option to report a change in the business's legal structure, organizational documents, name, entity type, business address, NAICS codes, and more.
Change in Ownership/Control
Select this option to report a change in the direct ownership of the Business.
Change in Veteran Status
Select this option to report a change in your veteran and/or service-connected disability status.
Bankruptcy Filing
Select this option to report a bankruptcy filing related to your business.
Change in Active Duty Status
Select this option to report a change in active duty status for any of the Veteran owners of the company.
How do I submit an application on behalf of a Veteran?
The following can submit an application on behalf of a veteran, by registering in the platform, with their own personal information:
An owner of the business, but not a veteran
An employee of the business
A consultant or contractor the business owner has paid to assist with the application
A permanent caregiver
A surviving spouse of a veteran
An authorized representative that is not paid, such as a family member or personal friend
In most cases, the veteran owner will still be required to complete the owner questionnaire and electronically sign.
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Provide your personal information to create this account:
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How do I update a personal address for verifications?
I received a request to update an address for VA verification, now what?
The primary applicant (the person who submitted the application) must edit the application for any/all applicants.
Log in: http://veterans.certify.sba.gov
Go the applications in progress, top right corner of the screen:
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Use the save and continue button at the bottom of the screen to move to the business owners tab:
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On the business owners tab, click the edit button for the owner that needs to be updated:
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On the edit screen, update the address, PLEASE ENSURE THIS ADDRESS IS UPDATED TO REFLECT THE OWNER'S http://VA.gov ADDRESS:
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Save and Close on this screen.
Please click Save and Continue in the bottom right corner to proceed thru the application and resubmit to SBA - so long as the address is the only correction made, you will not have to complete the owner questionnaire or e-signature again:
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How do I update the banking information on my http://SAM.gov entity registration?
You can find instructions here:
How long before my certification expires should I begin the recertification process?
The recertification process becomes available to a currently certified business 120 calendar days before the expiration of the certification. SBA encourages businesses to submit their materials promptly to avoid a lapse in certification.
I am certified by NVBDC, can that certification be transferred?
No, certification by the National Veteran Business Development Council (NVBDC) is for private sector supplier diversity programs. Many Fortune 1000 and other private sector companies recognize this designation. Additionally, there are other private sector certification programs for veterans, as well as state and local programs. However, in order to be eligible for Federal contract set aside and sole-source opportunities for SDVOSBs and VOSBs, you must be certified by SBA. There are no other organizations that offer certification for Federal opportunities at this time. Certification by SBA is free.
I am the Veteran sole owner/majority owner but live in a community property state - is this a problem?
No. State laws governing community property are not given effect for SBA Veteran Owned Small Business Certification determinations.
I can not find a copy of my CVE/VA determination letter, how can I get a copy?
You should be able to contact VA's customer support for support at 866-584-2344.
I have a second job; can I still certify my business?
Yes, the SBA Veteran Small Business Certification Program does not prohibit veteran business owners from having outside obligations. In order to qualify for certification as an SDVOSB or VOSB under the program, the veteran owner must furnish information to SBA that demonstrates their ability to exert ultimate managerial authority over long term business decisions and day-to-day operations is not impaired by the outside obligation.
I have a silent partner, can I still get verified?
Yes, your business can qualify for certification as an SDVOSB or VOSB under the SBA Veteran Small Business Certification Program if you have a silent partner. The partner may be required to submit information and documentation based on their percentage of ownership, role in the business, and their relationships to other businesses.
I just got my certification from the VA, when will I have to recertify with SBA?
Businesses with an active VA Verification as of January 1, 2023 will automatically receive a one-year extension. If your current expiration date is January 21, 2023, it is now extended to January 21, 2024. If your current expiration date is December 27, 2025, it is now extended to December 27, 2026.
I need to correct my application, I'm not currently certified by another SBA program. How can I do this?
Please follow the screens below to correct your application if you are not currently certified by another SBA program.
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If a business is owned 50/50, both are veterans, but only one has a service-connected disability, how do I apply?
You may apply for certification as a Veteran Owned Small Business. To apply for certification as a Service-Disabled Veteran Owned Small Business, one or more Service-Disabled Veterans must own and control at least 51% of the business. The SBA Veteran Small Business Certification Program application is designed to assist you through the application process and ensure you receive the correct designation - there is only one application process for both certification types (SDVOSB and VOSB).
If I am denied, does SBA explain why?
Yes, if your business is denied certification as an SDVOSB or VOSB by SBA, the denial letter will detail the reasons your business was found to be ineligible. The denial letter will include instructions to submit an appeal to the SBA Office of Hearings and Appeals if you feel the determination was made in error. Alternatively, your business may reapply for certification 90 days after a denial.
If I am denied, how long to I have to file an appeal?
According to SBA regulations found at 13 CFR 134.1104, a business must submit an appeal within 10 business days of the receipt of the denial.
If I am denied, what is the appeal process or what are my options?
If the SBA Veteran Small Business Certification Program denies your application for certification, you may appeal that decision to the SBA Office of Hearings and Appeals. Appeals must be filed within 10 business days of the receipt of the denial decision. Additional details for filing an appeal will be contained within the denial letter. If a business does not wish to appeal, it may reapply 90 days after the denial decision.
Appeals must be done in writing, contain the denial letter, the date of receipt of the denial, a statement of why the denial is in error, and other information as instructed in the denial letter.
If I am denied, what must be included in an appeal?
Please reference your denial letter for the information required to appeal, as well as timeframes and the procedures for filing an appeal. Generally, appeals must be filed within 10 business days of the denial letter.
If my certification expires while I have a contract, does it nullify that contract?
If a contractor is no longer certified when a contract option is to be exercised, the contracting officer and agency may not receive credit for the contract for SDVOSB goaling purposes. Exercising the option is a contracting officer and agency decision.
Is an Operating Agreement required for an LLC?
Yes. SBA requires all LLCs to provide a signed Operating Agreement even if it is not required by your state. SBA requires appropriate governance documentation to ascertain the control and management of all participants in the program. Without this document, we cannot process your application.
Is my SBA Veteran Small Business Certification good in my state for state contracts?
You must check with the individual state. Some states accept Federal SDVOSB or VOSB certifications for state contracting requirements. Some states have their own certification process. States that have their own certification process may accept Federal certifications for qualification purposes.
Is there a difference between veteran owned and veteran controlled?
The veteran individual(s) who own a business do not necessarily need to be the same veteran individual(s) who control the business. A veteran must hold the highest officer position within the business as defined by the business's governance/legal documents.
Is there a Federal VOSB goal in contracting?
The VA is the only agency that mandates a VOSB goal, but all agencies have a VOSB percentage goals.
Is there a hearing before a denial?
No, there is no hearing before a denial nor in the appeals process.
Is there still self-certification or only certification/verification by SBA?
With the transfer of the program to SBA, all agencies across the federal government will require certification by SBA as an SDVOSB in order to award a sole-source or set-aside contract to an SDVOSB. The VA also requires certification as a VOSB for VOSB sole-source or set-aside awards.
For sole-source or set-aside contracts to SDVOSBs, agencies may rely on self-certification as an SDVOSB through 2023, provided the business submits an application to SBA prior to December 31, 2023. In 2024, businesses must have a valid SBA SDVOSB certification. Under current regulations, agencies may continue to receive SDVOSB credit for any contract awarded to a self-certified SDVOSB.
Is verification or certification required for non-VA contracts?
Yes, with the transfer of the program to SBA, all agencies across the federal government will require certification by SBA as an SDVOSB in order to award a sole-source or set-aside contract to an SDVOSB. The VA also requires certification as a VOSB for VOSB sole-source or set-aside awards.
For sole-source or set-aside contracts to SDVOSBs, agencies may rely on self-certification as an SDVOSB through 2023, provided the business submits an application to SBA prior to December 31, 2023. In 2024, businesses must have a valid SBA SDVOSB certification. Under current regulations, agencies may continue to receive SDVOSB credit for any contract awarded to a self-certified SDVOSB.
My NAICS code doesn't show in my SAM profile, how do I fix it?
Federal regulations require all VetCert applicants and certified businesses to maintain a registration in the System for Award Management (http://SAM.gov ). The General Services Administration (GSA) operates http://SAM.gov and requires you to provide the “purpose” of your registration. In order to share the information SBA needs to review your VetCert requests, you will need to have an “All Awards” purpose. If you have an existing http://SAM.gov profile and need to update your “purpose” or NAICS codes this can be completed by following the instructions in the knowledge base articles below:
How do I update my entity's NAICS Codes? - GSA Federal Service Desk Service Portal
My VA/CVE SDVOSB verification has expired, do I have to start over?
If your VA Verification expired prior to the program transfer on January 1, 2023, you must start a new application to the SBA Veteran Small Business Certification Program.
Note that businesses with active/current VA verification as of January 1, 2023 automatically receive a one-year extension of their program participation.
Note: Once you submit an update to SAM, you will need to wait until the registration completes processing before you can make further changes to your SAM registration. It may take several hours for your updates to be published to SAM and become visible to SBA.
My verification is getting ready to expire, will my verification be extended one year by SBA?
Yes, verification by the VA CVE is being automatically extended for one year as it is treated as certification by SBA under the Veteran Small Business Certification Program. So, if your current expiration date is 1/23/2023, it is now extended to 1/23/2024.
If your verification through the VA CVE expired prior to the program transfer on January 1, 2023, you must reapply to the SBA Veteran Small Business Certification Program as a new applicant.
Need Help? Get free business counseling.
Connect with a SCORE, Small Business Development Center, Women's Business Center or Veterans Business Outreach Center advisor today.
Once certified, is the SBA linked to other systems (VIP, http://SAM.gov ) or do I have to send information to those systems?
SBA’s VCMS system is implementing integrations with other systems such as SAM. For Veteran and Service-Disabled Veteran status, VCMS is integrating with VA systems. VA’s VIP system may no longer be active after January 1, 2023, with these functions being replaced by VCMS. During the initial release in January, some data may have to be manually input as some systems such as SAM may not yet have been updated to accept data from VCMS.
Once I am certified how do I search for set-asides?
Federal agencies are required to post contracting opportunities at http://SAM.gov , including Requests for Information (RFIs) or Sources Sought (SS) Notices as acquisition strategies are being formed. Responding to RFIs and SS Notices is an important way for industry to inform Contracting Officers of their availability and often can result in contracts being set-aside for limited competition. Building relationships with federal customers, including federal Offices of Small Business Programs (OSBPs) or Offices of Small and Disadvantaged Business Utilization (OSDBUs) also can help create set-aside and sole-source opportunities.
Once I apply what is the average wait time to get verified?
SBA anticipates a significant amount of interest in being certified through the SBA Veteran Small Business Certification Program. SBA intends to maintain a 30-day average for certification application review and decisions once a complete application is received. Businesses with more complex ownership and management structures may experience longer wait times for decisions. The best way to reduce your overall wait time for certification is to submit a complete application and be responsive to requests for additional information, if received.
Public Search by NAICS
At this time, SBA does not offer a search by NAICS.
To avoid restricting a certified VOSB/SDVOSB's ability to expand its operations into new industries, a firm must only qualify as small under the size standard corresponding to the NAICS code assigned to a specific contract.
SBA's certification process ensures that an applicant is owned and controlled by one or more veterans or service-disabled veterans and that it qualifies as a small business. For this purpose, SBA determines a business is currently small in at least one NAICS code by reviewing the firm's SAM profile.
What is the required required documentation for a VetCert application?
The SBA How to Prepare Fact Sheet provides useful information on the VetCert application process and required materials. It can be found by clicking here.
Sole Proprietorships, LLCs, LLPs, General Partnerships, and Corporations all may apply for certification via the SBA Veteran Small Business Certification Program.
Sole Proprietor Required Docs - One of the following three documents to demonstrate the business legally exists and is in operation:
IRS SS4 TIN issuance letter with correct name and EIN
Fictitious Name Certificate or Certificate of Trade Name
Copy of most recent Schedule C
Limited Liability Company (LLC) Required Docs - All, as applicable:
Copy of Articles of Organization, or equivalent, including all amendments as filed
with the State of FormationCertificate, or equivalent, issued by State of Formation showing creation of LLC,
as availableOperating Agreement, including all amendments
Minutes demonstrating or establishing the current operating practices. When
signed and dated, these legally serve as evidence of important actions such as:Election or appointments of officers
Adoption/implementation of operating agreements or voting agreements
Business decisions
Voting
Partnerships - General Required Docs - All, as applicable:
Partnership Agreement, including all amendments
One of the following four documents to demonstrate the business legally exists
and is in operation:Copy of most recent Schedule K-1s
Copy of most recent Schedule C for proprietorship
IRS SS4 TIN issuance letter with correct name and EIN
Fictitious Name Certificate or Certificate of Trade Name
Partnerships - Limited (LP), Limited Liability (LLP) Required Docs - All, as applicable:
Partnership Agreement, including all amendments
Certificate, or equivalent, issued by State of Formation showing creation of
Partnership, as availableMinutes demonstrating or establishing the current operating practices. When
signed and dated, these legally serve as evidence of important actions such as:Election or appointments of officers
Adoption/implementation of partnership agreements & amendments
Business decisions
Voting
Corporation Required Docs - All, as applicable:
Copy of Articles of Incorporation, or equivalent, including all amendments as filed
with the State of FormationBy-laws: All corporate by-laws and all amendments, signed and dated as of their
effective dateCertificate, or equivalent, issued by State of Formation showing creation of
Corporation, as availableShareholders Agreements, including all amendments
Minutes demonstrating or establishing the current operating practices. When
signed and dated, these legally serve as evidence of important actions such as:Election or appointments of officers
Adoption/implementation of bylaws and voting agreements
Business decisions
Voting
Copy of the most recent Stock Ledger adopted in the minutes or by resolution. A
stock ledger provides crucial information about the stockholders of the company
such as:Stockholder name
Stockholder’s certificate number
Date the person became a stockholder
Number of shares registered to each stockholder
Class of shares held by the stockholders, e.g. voting shares
Required Documents: Minutes establishing the current operating practices
Minutes are the notes taken to record the decisions made at stockholder, Partner, Board, or Owner meetings. Sole-member LLCs may not have minutes of their decisions, as it us not typical for a state to require a meeting for these individuals to make a business decision.
Required Documents: Operating Agreement
While articles of organization create the LLC, an operating agreement is a separate legal document that explains how the LLC operates. Despite their importance, not all states require submission of written operating agreements to the state. However, because of how important they are in confirming how the LLC works, SBA requires written operating agreements from all Limited Liability entities.
The operating agreement is similar to a corporation's bylaws in that it sets forth the financial details regarding the company, including each member's initial financial contribution to the LLC, voting rights afforded to each member, and percentage of interest each member holds.
These agreements should typically include the rules for:
Voting rights among members
Issuing and transferring ownership interest among members
How a new member will join, and if the members will allow a new member to join the LLC
Profit/loss allocation to each member
How the LLC will be dissolved
What happens if a member dies, goes bankrupt, becomes incapacitated, or gets a divorce
Financial provisions, including the specific accounting method that will be used and how the LLC will be taxed, i.e. corporation, sole proprietorship, or partnership (depending on how many members)
The roles and responsibilities of each member
Required Documents: Articles of Incorporation, including all amendments
To create a business as a Corporation, the State business authority (often called the Department of State) usually requires certain paperwork to get legal recognition as a registered entity. Usually this is called the articles of incorporation, but some states may refer to it as the "Corporate Charter", or the entire process as the "Certificate of Incorporation" because of the approval document the state may issue once it approves of the entity.
When the term "formation" is used, it is referring to an LLC. When the term "incorporation" is used, it's referring to a corporation, regardless of whether the word "articles" or "certificate" is in front of it.
The articles of incorporation to be analyzed are a binding legal document created and agreed upon by the original shareholders. It proves the existence and registration of the corporation.
The document will typically contain some combination of the following information:
Name of the business
Effective date of incorporation
Duration for which the corporation will exist
Statement of purpose
Name and address of the registered agent
Address of the principal place of business
Outline of the Management structure
Roles of the members, officers, and managers
Names, titles, and signatures of the organizer(s)
Required Documents: Bylaws: All corporate bylaws and amendments
While articles of incorporation create the Corporation, the bylaws are a separate legal document which explain how the corporation operates. Despite their importance, all states do not require submission of written bylaws to the state. However, because of how important they are in confirming how the corporation works, SBA requires written bylaws from all corporate entities.
The corporation's bylaws set forth the financial details regarding the company. These agreements should typically include the rules for:
Voting rights among shareholders
How the Board of Directors operates, including quorum and voting requirements
Issuing and transferring ownership interest among shareholders
How a new owner will acquire stock
Distribution of dividends and profits
How the corporation may conduct a purchase, merger, sale, or dissolution
The process to amend the bylaws
What happens if an owner dies, goes bankrupt, becomes incapacitated, or gets a divorce
Financial provisions, including the specific accounting method that will be used and how the LLC will be taxed, i.e. corporation, sole proprietorship, or partnership (depending on how many members)
The roles and responsibilities of each Corporate Officer
Required Documents: Certificate of Formation
Certificate of Formation: Official Certificate of Formation with any amendments
To create a business as an LLC, the State business authority (often called the Department of State) usually requires certain paperwork to get legal recognition as a registered entity. Usually this is called the articles of organization or articles of formation, but some states may refer to the entire process as the "Certificate of Formation" or "Certificate of Organization" because of the approval document the state may issue once it approves of the LLC.
The articles of organization to be analyzed are a binding legal document created and agreed upon by the LLC members. It proves the existence and registration of the LLC.
If a Certificate of Formation or Certificate of Organization has been provided, it is usually a one page document that proves the State has approved the registration of the LLC.
Required Documents: K-1
Schedule K-1 is a page that comes from the Internal Revenue Service (IRS) Form 1065 Partner’s Share of Income, Deductions, Credits, etc.
Required Documents: Limited and Limited Liability Partnership Agreement
Common type of partnership, limited partnerships allow for limited partners whose liability is limited to the amount of their investment in the partnership. Limited liability partnerships additionally shield them from liability incurred by other partners. These partnerships are common among professionals that commonly incur liability, such as doctors and lawyers but are less common in other types of professions.
A Partnership agreement is a separate legal document that explains how the partnership operates. Despite their importance, all states do not require submission of written partnership agreements to the state. However, because of how important they are in confirming how the partnership works, SBA requires written operating agreements from all Limited Liability entities.
The partnership agreement is similar to a corporation's bylaws in that it sets forth the financial details regarding the company, including each member's initial financial contribution, voting rights afforded to each partner, and how decisions and disagreements are solved.
These agreements should typically include the rules for:
Voting rights among partners
Issuing and transferring ownership interest among partners
How a new partner will join, and if the partners will allow new partners to join
How the partnership will be dissolved
What happens if a partner dies, goes bankrupt, becomes incapacitated, or gets a divorce
Financial provisions, including the specific accounting method that will be used
The roles and responsibilities of each partner
Required Documents: Partnership Agreement
The classic business partnership, a general partnership allows flexibility and simplicity of operation, but does not protect the partners’ assets from the company’s liabilities. This means that any debts the business incurs, such as from a lawsuit, can spill over into the owners’ personal assets. The profits and losses from every general partnership are accounted for on the partners’ tax returns that they file individually.
A Partnership agreement is a separate legal document that explains how the partnership operates. Despite their importance, not all states require written partnership agreements be submitted to the state. However, because of how important they are in confirming how the partnership works, SBA requires written operating agreements from all Limited Liability entities.
The partnership agreement is similar to a corporation's bylaws in that it sets forth the financial details regarding the company, including each member's initial financial contribution, voting rights afforded to each partner, and how decisions and disagreements are solved.
Required Documents: Proof of State Filing
To create a business as a state-recognized partnership, the State business authority (often called the Department of State) usually requires certain paperwork to get legal recognition as a registered entity. For Partnerships, this may be called a Statement of Partnership Existence, Statement of Qualification, or Certificate of Partnership. These prove the existence and registration of the partnership.
The document will typically contain some combination of the following information:
Name of the Partnership
Type of legal structure (i.e., limited partnership, limited liability partnership, Limited Liability Limited Partnership)
Effective date of creation
Name and address of the registered agent
Address of the LLC's principal place of business
Names, titles, and signatures of the Partners
Required Documents: Stock Ledger or register showing a clear and complete history of all corporate stock transactions
For corporate applicants, a stock ledger is always required. The stock ledger should provide a complete history of ALL issued shares and must contain the following information:
Name of the corporation
Names of the shareholders
Number of shares issued
Date shares were issued
Certificate numbers (if applicable)
Share transfer information (if applicable)
Number of shares transferred and corresponding certificate numbers
Date of share transfer
From whom the shares were transferred
To whom the shares were transferred
Certificate number and date of any cancelled shares (if applicable)
Number of total outstanding shares
Class of shares represented on the ledger (if applicable)
Required Documents: Proof of Marriage
Proof of Marriage (such as Marriage Certificate)
State laws vary, but generally a marriage record includes:
Personal information about the individuals who got married, such as:
Names
Addresses
Birthdates
Genders
Marriage location
Ceremony officiant (i.e. who performed the ceremony)
Witnesses to the ceremony
Where can I find the ‘SBA How To Prepare’ Fact Sheet
The SBA How to Prepare Fact Sheet provides useful information on the VetCert application process and required materials. It can be found by clicking here.
What is the VetCert Support Contact Phone Number
For support Monday thru Friday 8 AM - 6 PM ET, call 800-862-8088
What contract information do joint ventures need to report?
A veteran-owned or service-disabled veteran-owned small business can submit information about its joint venture through the VetCert platform. Joint ventures are required to attest that they are submitting an offer on a veteran-owned or service-disabled veteran-owned sole source or competitive contract.
After attesting, a joint venture can report the following:
Quarterly financial statement
Project-end profit and loss statement
Statement of final profit distribution
Other documentation
What do I need to get started?
SAM Unique Entity Identifier (UEI) - The DUNS Number was replaced by a new, non-proprietary identifier that is provided by the System for Award Management (http://SAM.gov ). This new identifier is called the Unique Entity Identifier (UEI), or the Entity ID. To find or request a Unique Entity Identifier (SAM), please visit http://SAM.gov .
Bank Account Number - Please provide the bank account number listed on your http://SAM.gov profile.
SBA will not store this information. Your bank account number is encrypted and will not be used for anything but identity confirmation. To find your bank account number listed on http://SAM.gov , go to the financial information page on your profile.
What is a Letter of No Objection?
A Letter of No Objection is a written statement from a federal agency or department which clarifies that the employing agency does not object to an employee or the close family member of an employee receiving certification from an SBA contracting program; that such certification would not violate any of the employing agency’s specific ethics rules; and that there are no ethical concerns with the business pursuing federal contracts. The appropriate department or military service personnel, such as an ethics official sign it.
The federal government is responsible for ensuring contracts are awarded fairly and equitably. Federal ethics guidelines limit the award of federal contracts to businesses owned or controlled by government employees or close family members of government employees. These ethics rules are intended to prevent conflicts of interest in performing government duties and favoritism or preferential treatment within the procurement process.
When is a Letter of No Objection required?
A Letter of No Objection is required if the applicant, or a household member, is a federal employee at the GS-13 or equivalent (or higher), including members of Congress, appointed officials, or employees of the legislative or judicial branches of government.
Additionally, the SBA Standards of Conduct Committee must provide approval for employees of the legislative or judicial branches.
For more information, read 13 CFR 105.301 outlines the restrictions on eligibility for benefits and services provided by the SBA.
How do I provide a Letter of No Objection?
The Letter of No Objection may be uploaded to the VetCert application when prompted during the application process. The letter should be provided to the SBA by the applicant and addressed to:
Director, Veteran Small Business Certification (VetCert)
Office of Government Contracting and Business Development
U.S. Small Business Administration
409 Third St., NW
Washington, DC 20416
What happens if I don’t provide a Letter of No Objection?
Federal regulations require SBA to have assurance from an employee’s (or household member’s) agency before providing SBA assistance to them or their business dealings. If a letter is not provided, SBA is required to find the business ineligible and deny certification.
Who is a household member?
A household member of an employee is:
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The spouse of the employee
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Any blood relation of the employee who resides in the same place of abode as the employee
For any blood relation whole resides in the same place of abode as the employee, the spouse of any such blood relation who also resides in the abode is also considered a blood relation
For more information:
VetCert Website: http://www.sba.gov/vetcert
Email: vetcert@sba.gov
Online Support: Frequently Asked Questions
Toll-Free Call Center:
Phone: 800-862-8088
Hours: Monday – Friday, 8 a.m. – 6 p.m. ET
What is the benefit of getting certified?
Businesses certified as SDVOSBs through the SBA Veteran Certification Program are eligible for sole-source and set-aside SDVOSB prime contract awards across the federal government. Certified SDVOSBs are also eligible as similarly situated entities when acting as a subcontractor on sole-source or set-aside SDVOSB procurements. All SDVOSBs are considered VOSBs for awards by the Department of Veterans Affairs.
Businesses certified as VOSBs through the SBA Veteran Certification Program are eligible for sole-source and set-aside VOSB prime contract awards at the Department of Veterans Affairs. Certified VOSBs are also eligible as similarly situated entities when acting as a subcontractor on sole-source or set-aside VOSB procurements.
Both certified SDVOSBs and VOSBs who are the Managing Venturer of a Joint Venture are eligible to have their certifications designate the JV as an SDVOSB or VOSB (as applicable). Further, certified SDVOSBs and VOSBs are eligible for the Federal Surplus Personal Property Donation Program managed by the General Services Administration.
What is the definition of “Small Business” for the Veteran Owned Small Business (VOSB) or Service-Disabled Veteran Owned Small Business (SDVOSB) certification?
To be considered a small business for the SBA Veteran Owned Small Business Certification Program, a business must have an active registration in http://SAM.gov . Within that http://SAM.gov registration, the business must have at least one NAICS code (North American Industrial Classification System code) in which the business is small. http://SAM.gov does this calculation of small business status based on annual revenue and employee count information provided by the business during the http://SAM.gov registration process. Small business status in http://SAM.gov is a self-certification, so businesses must ensure the information they are providing in their http://SAM.gov registration process is true and accurate.
What is the difference between selecting the all awards purpose of registration and the financial assistance purpose?
An all awards registration allows you to bid on contracts and other procurements, as well as apply for financial assistance. This type of registration requires more information about your entity.
A financial assistance awards registration allows you to apply for financial assistance, for example grants and loans, only. You cannot bid on federal contracts with this registration type. This type of registration requires less information about your entity.
What is the Federal SDVOSB goal for agencies?
Public Law 106-50 established the Federal governmentwide goal of at least 3% of Federal prime contracting dollars to be awarded to SDVOSBs.
When does certification as an SDVOSB or VOSB through the SBA Veteran Small Business Certification expire?
Certification as an SDVOSB or VOSB through the SBA Veteran Small Business Certification Program is for 3 years. 120 days before your program expiration, you may apply for recertification and another 3-year program term. There is no limitation on the number of times a business may recertify or the duration of program participation, provided the business maintains compliance with eligibility requirements.
A business is required to voluntarily decertify if circumstances change and the company is no longer eligible. Further, a business must notify SBA of a material change (e.g. change in ownership) if one occurs, and a program exam may ensue to verify continuing eligibility. Additionally, a business may be decertified if it is found to be ineligible due to a protest decision or if SBA conducts a program examination and finds a business to be ineligible.
When will SBA start accepting new certification applications and other requests?
New certification applications for VOSB/SDVOSB will begin to be accepted on January 9, 2023. Currently certified businesses will also have functions available within the system (e.g. material change notifications; requests for joint venture designations; etc.) available at that time.
Where can I find my http://SAM.gov UEI?
Please go to http://SAM.gov to register for your Unique Entity Identifier number.
Where can I get assistance in getting verified? Are there organizations, agencies, etc.?
The new regulation, 13 CFR 128, has simplified the submission and process for certification. SBA will be conducting training for organizations and personnel that will support veteran businesses in preparing for and submitting certification applications. This list will be published on SBA’s SDVOSB certification website as new organizations and personnel are qualified.
Who must sign to submit the Veteran Small Business Certification application?
The following parties are required to complete an owner questionnaire and electronically sign the Veteran Small Business Certification application:
All veteran owners
Individuals with at least 20% ownership
Individuals with less than 20% ownership who are actively involved with the company (e.g. serve as an officer; have signatory authority; etc.)
If a business has an owner which is another entity/business that owns at least 20% of the applicant/participant, the owner-business will require an authorized signer
Who validates veteran status?
Your veteran status is validated with Department of Veterans Affairs. If you believe your Veterans status needs to be updated, please contact Department of Veterans Affairs:
800-698-2411
Important Note: SBA utilizes an automated matching service to validate your status as a Veteran. This matching logic leverages the address you provide in the certification application to match against your Residence address located within your http://VA.Gov profile. Please ensure you are using the address that matches this http://VA.Gov Residence address. If SBA fails to match your certification information with VA, your application will be returned for correction.
Will CVE businesses be allowed to use the CVE shield and branding or will they be required to use SBA branding?
There are no plans at this time to prohibit use of the existing CVE branding, however it will become obsolete with the launch of the SBA Veteran Small Business Certification Program. New certification imagery will be made available to certified businesses and SBA strongly encourages participant businesses to use the new materials according to the accompanying branding guidelines as soon as practicable.
Will I be subject to an audit from SBA?
SBA does not conduct "audits". In addition to the standard processes for initial review and recertification, SBA may conduct program exams, which are off-cycle reviews of your continuing eligibility for the program. Any of the reviews may involve an on-site visit, but these are not conducted on a "surprise" basis. Additionally, businesses may be referred to the Inspector General if concerns are raised regarding business integrity - such investigations are conducted by the Inspector General.
Will the new system handle the high volume of applicants expected in 2023 when firms can no longer self-certify?
Yes. The code base and infrastructure deployed for VCMS is highly scalable. Stress testing for previous SBA programs of larger size, scope and complexity demonstrated that the system is capable of handling more than 50,000 concurrent users and supporting more than 7,000,000 applicants. Anticipated volume for this program does not approach the volume listed above.
Will the VA still have the VA Veterans First Contracting Program?
Yes. VA Veterans First is codified in 38 USC sections 8127 and 8128. The VA is still required to consider SDVOSBs and VOSBs first in its contract awards. The ability to award sole-source or set-aside contracts to VOSBs is unique to the VA under this authority. The VA will no longer certify or verify businesses; SBA is assuming full responsibility for SDVOSB and VOSB certification.
Will the VA VetBiz VIP be updated with the new certifications from SBA?
No. The VA VetBiz VIP system will not be updated with SBA certification information. SBA's search tool for VOSB and SDVOSB certified businesses is available at veterans.certify.sba.gov
Will VOSB/SDVOSB status eventually be visible in the Dynamic Small Business Search?
The best source of information for VOSB and SDVOSB status is SBA's search tool. Joint Ventures with VOSB and SDVOSB designation are also able to be found in this search tool. During 2023, businesses may continue to self-certify as SDVOSBs and be awarded sole-source and set-aside contracts under the Veteran Small Business Certification Program. To find self-certification information, visit http://SAM.gov .
SBA's Dynamic Small Business Search (DSBS) currently is the system of record and best source of information for 8(a), HUBZone, and WOSB certifications. VOSB and SDVOSB certifications are currently not visible in DSBS. Future improvements to DSBS will streamline the availability of SBA certification information in one search tool.
Will working remotely affect my ability to show control?
The SBA Veteran Small Business Certification Program does not have a physical proximity requirement. As long as a veteran or veterans have ultimate managerial control over the long-term strategic decision-making and the supervision of day-to-day operations, a business may qualify, without regard to if that control is exercised on-site or remotely.
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