Wisconsin Legislature: Ch. Adm 82 Text

Chapter Adm 82

DISABLED VETERAN-OWNED BUSINESS CERTIFICATION PROGRAM

Adm 82.10 Purpose.

Adm 82.12 Definitions.

Adm 82.20 Certification criteria.

Adm 82.22 Documentation of being a disabled veteran.

Adm 82.24 Determination of ownership.

Adm 82.25 Documentation of ownership.

Adm 82.28 Determination of control.

Adm 82.29 Documentation of control.

Adm 82.32 Determination of active management.

Adm 82.33 Documentation of active management.

Adm 82.36 Determination of performance of a useful business function.

Adm 82.37 Documentation of performance of a useful business function.

Adm 82.40 Special circumstances.

Adm 82.50 Certification procedure for disabled veteran-owned entities.

Adm 82.52 Renewal procedure.

Adm 82.55 Recertification procedure.

Adm 82.60 Decertification criteria.

Adm 82.65 Decertification procedure.

Adm 82.70 Informal hearing procedure.

Adm 82.75 Appeal procedure.

Adm 82.80 Notification of changes in application information.

Adm 82.90 Certification of a business, financial adviser, or investment firm by another public agency.

Adm 82.95 Certification criteria for a corporation owned by a nonprofit organization.

Note: Chapter Comm 103 was renumbered chapter Adm 82 under s. 13.92 (4) (b) 1., Stats., Register December 2011 No. 672.

Adm 82.10 Purpose. Pursuant to s. 16.283 (4), Stats., this chapter sets forth the criteria and procedures for certification, certification renewal, recertification, and decertification of a disabled veteran-owned business, financial adviser, or investment firm.

History: EmR1041: emerg. cr., eff. 11-14-10; CR 11-004: cr. Register September 2011 No. 669, eff. 10-1-11; correction made under s. 13.92 (4) (b) 7., Stats., Register September 2011 No. 669.

Adm 82.12 Definitions. In this chapter, unless the context requires otherwise:

(1) “Administrator” means the administrator of the division of enterprise operations in the department.

(2) “Affiliate” means a company effectively controlled by another, such as a branch, division, or subsidiary, and includes a company in which there is ownership, direct or indirect, by another company, of 5 percent or more of the voting stock.

(3) “Appeal” means a written request by an applicant to reconsider a determination of a denial of application, certification renewal, recertification or decertification.

(4) “Applicant” means any business, financial adviser, or investment firm that applies to the department for certification as a disabled veteran-owned business, financial adviser, or investment firm under s. 16.283 (3), Stats., and this chapter, through submission of application forms.

(5) “Application” means the forms, whether paper or electronic, all documentation requested by the department, and a report of an on-site visit, if one was conducted by the department, upon which the department will base its decision to grant or deny certification, certification renewal or recertification.

(6) “Assets” means the real and personal property of a business.

(7) “Beneficial ownership” means ownership of the rights in a business that are the normal incidents of owning a business.

(8) “Business” has the meaning given in s. 16.283 (1) (a), Stats.

Note: Section 16.283 (1) (a) of the Statutes reads as follows: “ ‘Business’ means a sole proprietorship, partnership, limited liability company, joint venture, or corporation.”

(9) “Capital contribution” means the cash or property contributed to a business, and may include a financial investment in the business or the contribution of property, space, patents and copyrights.

(10) “Control” means the power to direct the day-to-day and long-term operation and management of a business.

Note: Departmental assessments of operational and managerial control will rest upon the peculiarities of the industry of which the business is a part.

(11) “Conversion rights” means any agreement, option, scheme or documents that will create any rights which, if exercised, would result in less than 51 percent disabled-veteran ownership of the business, or less than dominant control by a disabled-veteran owner or his or her duly authorized representative, or both.

(12) “Corporation” means a corporation organized for profit, with capital stock.

(13) “Decertification” means the process by which the department determines that a certified DVB no longer meets the eligibility criteria, and then rescinds the certification status.

(14) “Denial” means the department’s reaction to an applicant that does not meet the certification eligibility requirements.

(15) “Department” means the department of administration.

(16) “Disabled veteran” has the meaning given in s. 16.283 (1) (b), Stats.

Note: Section 16.283 (1) (b) of the Statutes reads as follows: “ ‘Disabled veteran’ means a person who is verified by the department of veterans affairs as being all of the following at the time the person applies for certification under sub. (3):

1. A veteran, as defined in s. 45.01 (12).

2. A resident of this state.

3. A person who is in receipt of an award from the U.S. department of veterans affairs of a service-connected disability rating under 38 USC 1114 or 1134.”

(17) “Disabled veteran-owned business, financial adviser, or investment firm” or “DVB” means a sole proprietorship, general partnership, corporation, limited liability company or joint venture, which is organized for a profit basis and which fulfills all of the following requirements:

(a)

1. If privately owned, it is at least 51 percent owned, controlled, and actively managed by one or more disabled veterans who are either U.S. citizens or lawfully admitted to the United States for permanent residence, as defined under 8 USC 1101 (a)(20), except as provided in subd. 2.

2. One or more duly authorized representatives of one or more disabled veterans may control the management and daily business operations of the business, financial adviser, or investment firm.

(b)

1. If publicly owned, at least 51 percent of the stock is owned and controlled by one or more disabled veterans who are either U.S. citizens or lawfully admitted to the United States for permanent residence, as defined under 8 USC 1101 (a)(20); and the management and daily operations are controlled by one or more of those disabled veterans, except as provided in subd. 2.

2. One or more duly authorized representatives of one or more disabled veterans may control the management and daily business operations of the business, financial adviser, or investment firm.

(d) It has its principal place of business in this state.

Note: Section 8 USC 1101 (a)(20) reads as follows “The term ‘lawfully admitted for permanent residence’ means the status of having been lawfully accorded the privilege of residing permanently in the United States as an immigrant in accordance with the immigration laws, such status not having changed.”

(18) “Disabled veteran-owned entity” means a disabled veteran-owned business, financial adviser, or investment firm.

(19) “Distributor” means one that markets or sells merchandise, such as a wholesaler.

(20) “Duly authorized representative” has the meaning given in s. 45.04 (1) (a), Stats.

Note: Section 45.04 (1) (a) of the Statutes reads as follows: “ ‘Duly authorized representative’ means any person authorized in writing by the veteran to act for the veteran, the veteran’s guardian if the veteran is adjudicated incompetent, or a legal representative if the veteran is deceased. Where for proper reason no representative has been or will be appointed, the veteran’s spouse, an adult child, or, if the veteran is unmarried, either parent of the veteran shall be recognized as the duly authorized representative.”

(21) “Expiration” means the specified end of the DVB certification, at the close of the three-year certification period.

(22) “Financial adviser” has the meaning given in s. 16.283 (1) (d), Stats.

Note: Section 16.283 (1) (d) of the Statutes reads as follows: “ ‘Financial adviser’ means a business that serves as an adviser with regard to the sale of evidences of indebtedness or other obligations.

(23) “General partner” means a partner in a limited partnership who participates fully in the profits, losses and management of a partnership and who is personally liable for its debts.

(24) “Industry standard” means the usual and customary practice in the delivery of products or services within a particular business sector, such as procurement, billing payment and performance.

(25) “Interest” means a right, claim, financial or legal share in a business.

(26) “Investment firm” has the meaning given in s. 16.283 (1) (e), Stats.

Note: Section 16.283 (1) (e) of the Statutes reads as follows: “ ‘Investment firm’ means a business that serves as a manager, co-manager, or in any other underwriting capacity with regard to the sale of evidences of indebtedness or other obligations or as a broker-dealer as defined in s. 551.102 (4).”

(27) “Issued shares” means the shares of a corporation which its articles of incorporation have authorized for issuance and which have actually been sold to subscribers. They may include treasury shares.

(28) “Joint venture agreement” means a written agreement signed by each joint venturer specifying the terms and conditions of the joint venture.

(29) “Limited liability company” means a company formed under ch. 183, Stats., or under a similar statute of another state, and similar in structure to a partnership, but its members are not personally liable for the entity’s debts and liabilities. Its members may participate in the management of the company without risking personal liability.

(30) “Limited partner” means any partner in a limited partnership who is not a general partner.

(31) “Limited partnership” has the meaning given in s. 179.0102 (12), Stats.

Note: Section 179.0102 (12) of the Statutes reads as follows: ““Limited partnership,” except in the phrase “foreign limited partnership,” or “domestic limited partnership” means an entity which was formed under this chapter or became subject to this chapter and which is still subject to this chapter. The term includes a limited liability limited partnership.”

(32) “Marital-property agreement” means an agreement that complies with s. 766.58, Stats.

(33) “Marital property laws” means ch. 766, Stats.

(34) “Marital-property waiver” means a form provided by the department to document separate control and management of a business under marital property laws.

(35) “Nonprofit organization” means an organization as defined in s. 108.02 (19), Stats.

(36) “On-site visit” means a visit to an applicant’s physical place of business for the verification of information submitted in the application and accompanying documentation.