The solicitation required offerors to be registered with the of System for Award Management (SAM). If submitting as a joint venture, the venture entity itself—not just the partners— had to be registered with SAM. The agency rejected the protester’s proposal because the protester had proposed a joint venture, but the joint venture itself was not registered in SAM. The protester contended the agency had misread its proposal—it had really only submitted as a single prime contractor who was collaborating with another company. But GAO found the offer was pretty clearly submitted as a joint venture and not as an informal collaboration.
Top Guard, Inc., GAO B-420719
Background
The State Department posted an RFP for security guard services in Greece. The RFP required that offers had to be registered in the System of Award Management at the time they submitted their offer. Offerors had to provide a unique entity identifier that the agency would use to confirm SAM registration. If an offeror wasn’t registered with SAM, their proposal would be excluded.
The registration requirement also applied to offerors organized as joint ventures. The RFP defined a joint venture as a formal or de facto association of persons or entities to carry out a single business enterprise for profit.
Top Guard and its partner Mega Guard submitted a proposal in response to the RFP. The proposal identified a joint venture called T&M Guard, which consisted of Top Guard and Mega. Top Guard and Mega included a joint venture agreement with their proposal.
While the proposal contained unique identifier numbers for Top Guard and Mega, the proposal did not list a separate number for the joint venture itself. The contracting officer sought clarification. In response, Top Guard simply provided the two unique identifiers for each company. The contracting officer determined the proposal was not acceptable because the joint venture itself was not registered with SAM. Top Guard protested.
Analysis
Top Guard contended that it had not submitted its proposal as a joint venture. Instead, the company maintained, it was apparent from its proposal that Top Guard was the official prime offeror, while Mega was merely a collaborator in an informal joint venture.
But GAO rejected this argument. The proposal was submitted on T&M Guard stationary. Also, the proposal included a joint venture agreement that identified the joint venture name as T&M Guard and stated that both Top Guard and Mega were preparing an offer on behalf of the joint venture.. Nothing in the proposal stated unequivocally that Top Guard was submitting the proposal in its individual capacity. The intended offeror was the T&M Guard joint venture, not Top Guard. The joint venture was not registered with SAM. The agency reasonably rejected the proposal.
Top Guard is represented by Shane J. McCall, Nicole D. Pottroff, John L. Holtz, Kevin B. Wickliffe, and Stephanie L. Ellis of Koprince, McCall & Pottorff, LLC. The agency is represented by John W. Cox the Department of State. GAO attorneys Paula A. Williams and Evan D. Wesser participated in the preparation of the decision.
