When the Stakes Are Highest, Chan Vitanza Gets to Work.
A New York construction contractor came to Chan Vitanza LLP (“CV”) after being denied New York State Minority and Women-Owned Business Enterprise (MWBE) certification—and facing a two-year debarment from reapplying.
For this company, the stakes were enormous. Major contracting opportunities, the ability to compete for MWBE contracts, and ultimately the company’s future growth were at risk.
Chan Vitanza took on the challenge, addressed the underlying ownership and corporate governance issues, secured a waiver of the two-year debarment period, and helped the company ultimately obtain New York State MWBE certification.
The Challenge: An MWBE Denial With a Two-Year Bar
Some firms see a difficult certification denial and a two-year bar as a reason to walk away.
At Chan Vitanza, we saw a challenge—and welcomed it.
The company’s ownership structure presented complex legal and business issues. The company had been purchased by its women employees from a retiring owner, creating questions involving ownership, financing, corporate governance, management authority, and MWBE control.
This was not simply a matter of completing another application. The company needed a comprehensive review of its business structure, transaction documents, and supporting evidence to address the issues underlying the original denial.
For a construction company facing significant contracting opportunities, waiting two years was not an acceptable business strategy.
The CV Culture: Roll Up Your Sleeves
Attorney Gabrielle M. Jones, Esq., and Henry C. Chan, Esq., rolled up their sleeves and went to work.
CV conducted an in-depth review of the company’s ownership structure, purchase arrangements, corporate governance, financing, management responsibilities, qualifications, and supporting documentation.
The objective was to align the company’s legal and corporate records with the realities of how the business was owned, operated, managed, and financed.
This involved substantial revisions and, where necessary, redrafting of key documents, including:
- Share Purchase Agreements: Documenting the ownership transition from the retiring owner to the women employees.
- Promissory Notes and Installment Payment Arrangements: Addressing the financing and payment terms of the purchase.
- Payment Schedules and Financial Metrics: Supporting the transaction’s financial structure and consistency.
- Operating Agreements and Corporate Governance Documents: Establishing ownership, management authority, and control.
- Banking and Financial Documents: Ensuring consistency with the company’s ownership and financing arrangements.
- Owner and Employee Resumes and Qualification Materials: Demonstrating the women owners’ construction industry experience and qualifications.
- Corporate Records and Supporting Documentation: Creating a consistent and defensible record of the company’s ownership and operations.
- MWBE Certification Submissions: Addressing the issues underlying the original denial through revised submissions and supporting materials.
The work extended beyond the certification application itself. CV focused on the underlying business, transaction, and documentation issues that needed to be resolved.
Why Construction and MWBE Experience Matters
You cannot find everything you need to solve a difficult MWBE certification problem in a statute.
You cannot Google or AI your way through every certification issue.
And you cannot understand a construction company’s ownership, management, financing, and operations by looking at a single application.
You have to understand the business.
Chan Vitanza brings two decades of experience representing construction companies and businesses navigating New York’s MWBE and DBE certification requirements.
That practical experience matters when a matter involves the intersection of construction, corporate transactions, ownership, financing, management, certification, and regulatory compliance.
CV does not simply tell clients what the rules say. The firm works with clients to understand the problem, identify potential solutions, address deficiencies, and develop a path forward.
Overcoming the Two-Year Debarment Period
The original denial presented another significant obstacle: a potential two-year debarment period before the company could reapply.
For a business with major contracting opportunities at stake, waiting two years could have had substantial consequences.
CV pursued the issue and successfully obtained a waiver of the two-year debarment period, opening the door for the company to move forward with its certification efforts.
But the work did not stop there.
Following the waiver and the subsequent certification process, the company obtained New York State MWBE certification.
The Result: MWBE Certification Secured
The successful outcome gave the company an opportunity to compete for MWBE contracts and pursue significant construction work that otherwise could have been placed at risk.
For the client, this was more than a certification.
It was a critical opportunity to protect the business, pursue new contracts, and continue building for the future.
Denied certification. Two-year bar. Waiver obtained. MWBE certification secured.
That is what focused legal work, practical experience, and persistence can accomplish.
Bet-the-Company Stakes? Bring It On.
This matter captures something fundamental about the culture at Chan Vitanza.
We are comfortable being uncomfortable.
We do not shy away from difficult facts, complicated regulations, rejected applications, aggressive deadlines, or matters where there is no easy answer.
We like the hard ones.
When the stakes are low, almost anyone can give advice.
When a company’s future is on the line, experience, creativity, persistence, and execution matter most.
Our approach is simple:
Understand the problem.
Roll up our sleeves.
Find the path forward.
Do the work.
Fight for the result.
That is the Chan Vitanza culture.
We welcome challenges.
And when the stakes are highest, that’s when we get to work.