Change of Ownership

Package Composition

The Change of Ownership package consists of the following referenced letter and documents/forms.  This package is to be forwarded to your servicing Business Opportunity Specialist for processing.

Required items:

1. Change of ownership request letter, which contains:
   1. A summary  of the ownership and control of the 8(a) participant prior to the proposed change;
   2. A summary of the ownership and control of the 8(a) participant after the proposed change (see sample letter)

Note: The SBA may require an applicant to demonstrate that he/she holds himself/herself out and is identified as a member of a designed group, pursuant to 13 CFR 124.105.  If required, SBA will consider documentation such as birth certificate; tribal membership documentation; proof of membership in an ethnic or racial group; affidavits of family members or others.  However, a legal document such as a birth certificate will not be dispositive.  SBA will consider all information and documentation submitted by the individual.

2. SBA Form 1010, Business Eligibility Statement

Complete only those sections of the form indicating the proposed changes of ownership, control and/or management.

3. SBA Form 413, Personal Financial Statement

To be completed by each new officer, director or stockholder with greater than a 10% interest.  The spouses of the aforementioned individuals must also complete this form.

 Note:   Notify the servicing Business Opportunity Specialist in situations involving stockholders with 10% or less interest.

4. Income Tax Returns

Provide personal tax returns for the most recent two year period.  Include all W-2 forms and schedules, for each new director or more than 10% owner.

5. SBA Form 912, Statement of Personal History

Each new officer, director with a greater than 10% interest, and key employee is to complete the Form 912.

6. FD 258, Fingerprint Card (If Applicable)

Provide finger print cards for any new individual who indicates an arrest record on SBA Form 912. Contact your servicing Business Opportunity Specialist for further instructions.

7. Resumes

Provide the resumes each new officer, director with a greater than 10% interest, and key employee.

8. Stock certificates copies

Provide copies of the certificates (front and back).  The certificates need not be signed.

9. Stock ledger copy

10. Stock contingencies copies

11. A copy of any buy/sell agreements, stock options, etc.

12. A copy of any other documentation that may affect the final determination, such as Articles of Incorporation, By-Laws, Minutes of shareholders’ meeting, Minutes of Board of Directors’ meetings, Resolutions of the Board of Directors.

13. If the 8(a) concern is a partnership, provide a copy of its proposed Partnership Agreement, including any buy/sell agreement.

14. 8(a) Limited Liability Companies (LLC) are to provide a copy of their articles of organization and operating agreement.