Whether a federal contractor can be cleared depends on its people. Specifically, whether a company can obtain a facility clearance (“FCL”) depends on the personnel clearances (“PCL”) of the company’s Key Management Personnel (“KMP”).
For instance, if a company needs a secret FCL for contract performance, then the company’s KMP either need to have a secret PCL or be excluded from access to classified information. Contractors often ask who the KMP for their companies are supposed to be. At a minimum, the Senior Management Official, Facility Security Officer (“FSO”), and Insider Threat Program Senior Official (“ITPSO”) must always possess a PCL to the level of the FCL. Other officials and owners must be cleared or be excluded from classified access. Who those other officials and owners are depends on how your company is legally structured:
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Chairman of the Board
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Senior Management Official (e.g., chief executive officer, president)
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FSO
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ITPSO
LLC
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Senior Management Official
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FSO
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ITPSO
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Members/Managers of LLC
Partnership
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All general partners (unless there is a designated managing partner and/or executive committee)
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All executive committee members
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Senior Management Official (if the partnership has established management officials other than the general partners)
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FSO
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ITPSO
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Partners other than general partners (e.g., limited partners)
Sole Proprietorship
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Owner
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Senior Management Official (if different than owner)
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FSO (may be owner)
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ITPSO
Joint ventures should follow the KMP list for their legal structure—e.g., the KMP for a joint venture formed as an LLC would be the Senior Management Official, FSO, ITPSO, and members of the joint venture. (You can read more about how unpopulated joint ventures can obtain a FCL here.) And, as always, whether your KMP can be cleared or must be excluded rests with the cognizant security agency.
About the Author: Megan Connor, a partner with PilieroMazza, focuses her practice in the areas of government contracts, small business administration programs, business and corporate law, and litigation. She may be reached at mconnor@pilieromazza.com.