Wisconsin Legislature: Adm 83.29(2)(a)

(1) Factors that the department shall consider in determining whether one or more women owners control a business include, but are not limited to, the following:

(a) Authority and restrictions as indicated in the articles of incorporation, by-laws, minutes of corporate meetings, bank signature cards, partnership and joint venture agreements and other business agreements and documents.

(b) Membership of one or more women owners on the board of directors.

(d) The managerial experience, knowledge and expertise of the women owners in such areas as finance, budgeting, personnel, production, marketing and research.

(e) Whether the women owners have the authority to make policy decisions in such areas as finance, budgeting, personnel, production, marketing and research.

(2) An applicant’s assertion of being independent from a male-owned business may not rest solely on recognition of the women owners by governmental taxing authorities. Other test criteria include, but are not limited to, the following:

(a) An applicant’s relationship with any male-owned business, that involves any long-term contract or lease agreements.

(b) The existence of working agreements with any male-owned business.

(c) An applicant’s status as a party to any contract or lease agreement on terms at variance with industry standards or prudent business practices.

(d) The existence of restrictive financing agreements with any male-owned business or financial institution that impose undue limitations on the applicant.

(e) Interlocking stock ownership of the applicant and any male-owned business in the same industry.

(f) Common directors or officers between the applicant and any male-owned business.

(g) An applicant’s use of employees, equipment, expertise, facilities, or other resources from a male-owned business.

(h) The receipt by a male-owned business of financial benefits, such as profits and wages, that are not commensurate with the duties performed.

(i) An applicant that cannot operate without licenses, permits or insurance held by another business.

(j) An applicant that does not possess all legal requirements necessary to its operation.

History: CR 06-113: cr. Register May 2007 No. 617, eff. 6-1-07.

Adm 83.29 Documentation of control.

(1) An applicant shall submit evidence that one or more women owners have control over the business. Such evidence shall include, but is not limited, to the following:

(a) Signed bids and contracts.

(b) Signed debt instruments.

(d) Bank signature cards and bank resolution authorizations, for savings, checking and other financial accounts.

(e) Written proof that the organizational and governing documents of an applicant, such as limited liability company operating agreements, partnership agreements, or articles of incorporation and by-laws, do not contain any provision which restricts the woman owner from exercising control of the business.

(f)

1. Documentation, such as résumés, showing that the women owners have the managerial experience, knowledge and expertise – in such areas as finance, budgeting, personnel, production, marketing and research — needed for exercising day-to-day control over the business.

2. The department may waive the managerial experience required in subd. 1., when a woman is starting a woman-owned business.

(2) The managerial experience, knowledge and expertise of the women owners substantially demonstrates their ability to make independent and unilateral business decisions necessary to guide the future and destiny of the business. The applicant may document this ability and control in a number of ways. For a woman owner to demonstrate the extent of this control, the department may consider the following or other aspects of a business:

(a) Authority to sign payroll checks and letters of credit.

(b) Signature responsibility for insurance or bonds.

(d) Ability to obtain bank authorization resolutions.

(3) Agreements for support services are permitted as long as the power of the woman owner to control the company is not restricted or impaired, as determined by the department.

History: CR 06-113: cr. Register May 2007 No. 617, eff. 6-1-07.

Adm 83.32 Determination of active management. Factors that the department shall consider in determining whether one or more women owners actively manage a business include, but are not limited to, the following:

(1) Direct operational management.

(a) The operational management of the woman owner is the demonstrated extent to which the woman owner actually operates the day-to-day business.

(b) Departmental assessments of operational management shall rest upon the peculiarities of the industry of which the business is a part. In order to clarify the level of operational management of the woman owner, the department may consider each of the following:

1. ‘Experience.’ The woman owner has education, demonstrable working knowledge or experience in the area of specialty or industry claimed in the application.

2. ‘Responsibility for decision-making.’

a. The woman owner makes basic decisions pertaining to the daily operation of the business, such as the purchase of goods, equipment, business inventory and services.

b. The woman owner supervises the business’s employees.

3. ‘Technical competence.’

a. The woman owner has technical competence in the industry or specialty of the business or a working knowledge of the technical requirements of the business sufficient to critically evaluate the work of subordinates.

b. The woman owner has the ability to perform in her area of specialty or expertise without substantial reliance upon finances and resources — such as equipment, automobiles and facilities — of males or non-woman-owned business enterprises.

(2) Delegated operational management. Where the actual day-to-day operational management is delegated to a person other than a woman owner, the active-management requirements may be met if the woman owner has the ultimate power to hire and fire that person.

(3) Potential constraints on operational management. In reviewing governance documents and issues, the department shall give special attention to the extent to which all of the following aspects affect the ability of the woman owner to direct the management and policies of the business:

(a) The composition of the business’s governing body.

(b) The functioning of the governing body.

History: CR 06-113: cr. Register May 2007 No. 617, eff. 6-1-07.

Adm 83.33 Documentation of active management. The applicant shall submit evidence that one or more women owners actively manage the business. This evidence may include, but is not limited to, the following:

(1) Signed purchase orders, invoices and contracts.

(2) Evidence that the women owners have delegated work assignments to the business employees.

(3) Documentation, such as résumés, showing that the women owners have the education or work experience in the skill areas required to produce the product or service provided by the business.

(4) Where the actual day-to-day operational management is delegated to a person other than a woman owner, documentation, such as a signed contract, showing that the women owners have the ultimate power to hire and fire that person.

History: CR 06-113: cr. Register May 2007 No. 617, eff. 6-1-07.

Adm 83.36 Determination of performance of a useful business function. Factors that the department shall consider in determining whether a woman-owned business is performing a useful business function include, but are not limited to, the following:

(1) The degree to which the business has customers other than the state.

(2) The adequacy of the business’s resources to carry out its business functions.

(3) The degree to which the business is independent of control or substantial influence by another business. Business relationships that tend to defeat the useful business function include, but are not limited to, shared space, equipment, employees, or other resources, and financing agreements.

(4) Whether the business acts as a conduit to transfer funds to a male-owned business, unless doing so is a normal industry practice.

History: CR 06-113: cr. Register May 2007 No. 617, eff. 6-1-07.

Adm 83.37 Documentation of performance of a useful business function. The applicant shall submit evidence that the business is performing a useful business function. This evidence may include, but is not limited to, the following:

(1) Contracts, purchase orders, invoices, and other documents demonstrating that the business has customers.

(2) Evidence that the quantity, type and condition of the business’s equipment and inventory are adequate to carry out its business functions.

(3) Loans and other financing agreements, leases, employee contracts, payroll records and other documents demonstrating that the business’s relationships with non-woman-owned businesses do not preclude it from performing a useful business function.

(4) Contracts, purchase orders, invoices, and other documents showing that the business has a diversity of suppliers and is not acting as a conduit for a single supplier.

History: CR 06-113: cr. Register May 2007 No. 617, eff. 6-1-07.

Adm 83.40 Special circumstances. Any one of the following circumstances creates a presumption that an applicant does not satisfy the eligibility standards for certification as a WBE. In such instances, the applicant has the burden of establishing to the department’s satisfaction that the business meets the eligibility standards despite the existence of one or more of the following factors:

(1) The business was formed within one year prior to an application for certification.

(2) The ownership or control of the business has changed within one year prior to an application for certification.

(3) Shares of stock transferred from a male-owned business to a woman owner of the business, within one year prior to an application for certification.

(4) The business has unissued shares that, if issued, could result in less than 51% woman ownership of the business or in less than dominant control by women owners.

(5) The business is subject to conversion rights that, if exercised, would result in less than 51% woman ownership of the business or in less than dominant control by women owners.

(6) One or more of the women owners is a former or current employee of a male-owned business that has an ownership interest in or a business relationship with the applicant, particularly if the male-owned business is in a substantially similar line of business.

(7) An applicant’s directors or management or both, are substantially the same as those of a male-owned business that has an ownership interest in, an investment in, or a business relationship with the applicant, particularly if the male-owned business is in a substantially similar line of business.

(8) The business shares indistinguishable facilities, such as office space; production, distribution or storage facilities; machinery and equipment; or employees, with a non-woman-owned business.

History: CR 06-113: cr. Register May 2007 No. 617, eff. 6-1-07.

Adm 83.50 Certification procedure for Wisconsin businesses.

(1) Application and review.

(a) Any Wisconsin business that meets the standards for certification may file a WBE certification application with the department.

(b) The applicant shall submit a valid, department-supplied application form; the 3 preceding years of business taxes; current business financials; and attestation to serving a useful business function, to the Department of Administration, Office of Women’s Business, P.O. Box 7970, Madison, WI 53707-7970.

Note: The application form that is currently valid, and guidance for completing it, can be obtained by accessing the department’s Web site at www.doa.wi.gov and searching for the woman-owned business certification program. The form and guidance are also available from the department at P.O. Box 7970, Madison, WI 53707-7970.

(c) Each application shall include a fee of $50, and an additional payment of $100 for 2, one-year renewal fees. The department shall refund the $100 payment if certification is ultimately denied.

(d) Upon receipt of the application, the department shall review the application for completeness and for compliance with the requirements of s. 16.285 (1), Stats., and s. Adm 83.20.

(e) The department may request, at any time that it deems necessary, that the applicant submit additional information or documentation for providing clarification or substantiation, or for resolving any ambiguities or inconsistencies in the application form. Failure to cooperate fully may result in denial of WBE certification.

(f) The department may impose a time limit of not less than 30 calendar days in which the applicant shall provide the requested information, except the department shall grant a time extension where good cause is shown by the applicant. Any request for a time extension shall specify the length of time for which the extension is requested and the reasons for the request.