123:2-16-14 Joint venture.

(A) EOD shall require the following criteria of two or more companies seeking certification as an EDGE joint venture business enterprise:

(1) At least one of two or more businesses partnered or otherwise joined together for obtaining a contract award pursuant to section 123.152 of the Revised Code is certified as an EDGE business enterprise.

(2) The companies created the joint venture pursuant to a joint venture agreement, as described in paragraph (B)(5) of this rule.

(3) The business relationship commercially benefits all parties to the joint venture.

(4) The EDGE certified business owner must control at least fifty-one per cent of the joint venture operations, including the management decisions and policies. The EDGE business owner shall have an interest in the capital, assets, and profits and losses of the joint venture at least proportionate to their capital investment in the venture, but not less than thirty per cent.

(5) The joint venture business must obtain a separate federal tax identification number and the joint venture's business name must include the letters JV at the end of the name.

(B) The business partners seeking certification as an EDGE joint venture business enterprise shall submit a joint venture application to EOD services on a form and in the manner prescribed by EOD. All of the partners must sign the application and provide the following information:

(1) The name of the individual who has the power of attorney to act for and bind all of the joint venture partners.

(2) The mailing address and street address of the joint venture.

(3) The new internal revenue service issued tax identification number of the joint venture.

(4) Proof of bond or insurance, if required that binds the joint venture and jointly and severally binds all members of the joint venture.

(5) The joint venture agreement shall contain all of the following:

(a) Name of project and contract number, if known,

(b) Location of contract or project,

(c) Bid date of contract or project,

(d) Type of contract or project,

(e) Description of job to be performed by other joint venture partners,

(f) Percentage of the project to be subcontracted, if any, and actual work being done by the subcontractor, or goods and services to be performed or bought,

(g) Approximate date contract will start if successful bidder and approximate completion date,

(h) Type of equipment to be used , or the goods and services to be supplied and performed.

(i) Work composition by expertise or trade of all joint venture partners,

(j) Equipment to be used that is owned or leased by the EDGE business enterprise applicant,

(k) Equipment to be used that is owned or leased by the other company or companies in the joint venture,

(l) Name of company from which joint venture will lease equipment,

(m) The amount of contribution provided by each joint venture partner,

(n) The name of the individual who has the power of attorney to act for and bind all of the joint venture partners,

(o) Narrative description of the business relationship of each party, including how management, business, and operational decision making will occur, the work composition of each party, the work to be performed by each party, and the source and use of shared resources and business equipment.

(C) Failure to provide requested information in a timely manner may delay the processing of the certification application or may result in denial of the application.

(D) Except as otherwise required by law, all financial statements and records submitted by the applicants to EOD shall be considered confidential and shall not be released to the public unless such documents are used in an administrative hearing, or appeals thereto, or the applicants approve, in writing, to the release of the statements and records.

(E) Upon determining that the business partners have demonstrated qualification for certification as a joint venture in the EDGE program, as outlined in this rule, the state equal employment opportunity coordinator of the department of administrative services may certify the business.

(F) If the state equal employment opportunity coordinator of the department of administrative services determines that the joint venture does not meet the criteria set forth in this chapter, EOD shall notify the applicants of its decision by mail. The notification shall include the applicant's appeal rights as set forth in Chapter 119. of the Revised Code.

(G) EOD shall have the right to conduct on-site inspections at any location of the businesses seeking joint venture certification. EOD shall give appropriate notice and adequate notice before an on-site inspection.

(H) In order to facilitate prompt certification, the joint venture agreement may be submitted and approved prior to the issuance of a state bid or request for proposal. The joint venture shall be a for-profit entity and need not be in business one-year prior to submission of the application.

(I) The state equal employment opportunity coordinator of the department of administrative services may approve a joint venture application for a particular procurement category. The certification is for up to one year. The certification of the joint venture business shall be project or contract specific and applicable for the current joint venture application. This joint venture certification cannot be used for subsequent projects or contracts.

(J) If any change occurs that affects the joint venture as originally approved by the state equal employment opportunity coordinator, the joint venture partners must provide EOD with the information detailing the change in circumstances within three business days of that change, for decision review and approval.

Effective: 2/1/2016
Five Year Review (FYR) Dates: 11/05/2015 and 11/20/2020
Promulgated Under: 119.03
Statutory Authority: R.C. 123.152
Rule Amplifies: R.C. 123.152
Prior Effective Dates: 11/26/2004