{"ok":true,"canonical_url":"https://dealroom.so/glossary/board-seat","api_url":"https://dealroom.so/api/public/glossary/board-seat","data_freshness":{"sba_records_through":"2026-05-31","fdic_records_through":"2026-03-31","dealroom_last_updated":"2026-06-15","timezone":"America/Chicago"},"source_summary":["Public SBA 7(a) loan records","FDIC institution data","DealRoom lender and franchise enrichment"],"term":{"slug":"board-seat","term":"Board Seat","group":"People and paperwork","definition":"A position on a company's board of directors, which grants influence or control over strategic decisions and oversight. This can impact SBA affiliation rules.","what_it_means":"While less common for small business acquisitions, if a seller note, investor, or other entity provides \"negative control\" through a board seat, it could trigger SBA affiliation rules. The SBA wants to ensure the borrower, not a third party, has ultimate control over the business's operations and management. Be mindful of any provisions in your operating agreement that grant such control.","url":"https://dealroom.so/glossary/board-seat","official_sources":[{"slug":"13-cfr-part-120","title":"13 CFR Part 120 — Business Loans","official_url":"https://www.ecfr.gov/current/title-13/chapter-I/part-120","official_label":"View on eCFR","authority_tier":1,"publisher":"Office of the Federal Register","source_guide_url":"https://dealroom.so/sba-7a/sources/13-cfr-part-120"}],"related":[{"slug":"negative-control","term":"Negative control","url":"https://dealroom.so/glossary/negative-control"},{"slug":"common-ownership","term":"Common Ownership","url":"https://dealroom.so/glossary/common-ownership"},{"slug":"seller-note","term":"Seller note","url":"https://dealroom.so/glossary/seller-note"},{"slug":"affiliation","term":"Affiliation","url":"https://dealroom.so/glossary/affiliation"}],"related_questions":[{"question":"Is member or board consent needed for an SBA partner buyout?","url":"https://dealroom.so/sba-7a/questions/is-member-or-board-consent-needed-for-an-sba-partner-buyout"}]},"caveats":["Definitions represent DealRoom's plain-English interpretation for buyers; verify regulatory terms against the official SBA and eCFR sources listed.","Not legal, tax, or financial advice, and not an SBA eligibility determination."],"citation":{"label":"DealRoom.so Glossary — Board Seat","url":"https://dealroom.so/glossary/board-seat","source_type":"DealRoom Data"}}