The SBA finalized updates to its Standard Operating Procedures (SOP 50 10 8) effective March 1, 2026. Several changes directly affect ecommerce and digital business acquisitions. Here's the practical summary.
What Changed
Equity injection documentation requirements are stricter. Lenders are now required to verify the source of buyer equity injection funds for the full 90 days prior to application — up from 60 days in the prior SOP. If you're planning to use funds that have moved between accounts, gift funds, or proceeds from a recently liquidated asset, document the chain of transfers proactively.
Business valuation requirements are updated. For all change-of-ownership transactions over $250,000, an independent business valuation is required. The valuation must be conducted by a qualified valuator using IRS-accepted methods. This was previously required at $500,000+, so more deals now require a formal valuation.
Seller note standby requirements are clarified. The SOP now explicitly defines the conditions under which seller notes count toward the buyer's equity injection. Full standby (no principal or interest payments during the SBA loan term) is required for the note to satisfy equity injection requirements. Partial standby notes do not count.
Franchise and license agreement review is expanded. For businesses operating under franchise agreements or platform licenses (including some marketplace agreements), lenders must now review the agreement for change-of-ownership provisions and obtain confirmation that the agreement will remain in effect post-close.
What Didn't Change
- Maximum loan amount: $5,000,000
- Standard 7(a) term for acquisition: 10 years
- Minimum equity injection: 10% of total project cost
- Prepayment penalty: applies for loans with maturities over 15 years
What This Means for Active Buyers
If you have a deal in process, check with your lender whether the new SOP applies to your application. Applications received before March 1 may be processed under the prior SOP.
If you're starting a new search, the key operational change is the extended equity documentation window. Start gathering bank statements, investment account statements, and any transfer documentation now — before you're under LOI.