{"ok":true,"canonical_url":"https://dealroom.so/glossary/totality-of-the-circumstances-rule","api_url":"https://dealroom.so/api/public/glossary/totality-of-the-circumstances-rule","data_freshness":{"sba_records_through":"2026-05-31","fdic_records_through":"2026-03-31","dealroom_last_updated":"2026-06-16","timezone":"America/Chicago"},"source_summary":["Public SBA 7(a) loan records","FDIC institution data","DealRoom lender and franchise enrichment"],"term":{"slug":"totality-of-the-circumstances-rule","term":"Totality of the circumstances rule","group":"People and paperwork","definition":"An SBA principle where all relevant factors are considered together to determine if an affiliation exists, not just one isolated factor. This matters because affiliation can impact a business's eligibility for an SBA loan.","what_it_means":"When assessing eligibility, the SBA looks at ownership, management, and contractual relationships. No single factor is decisive; they weigh everything to see if businesses are effectively controlled by the same parties. As a buyer, ensure your deal structure doesn't inadvertently create affiliation with an ineligible business or exceed size standards.","url":"https://dealroom.so/glossary/totality-of-the-circumstances-rule","official_sources":[{"slug":"sop-50-10","title":"SOP 50 10 — Lender and Development Company Loan Programs","official_url":"https://www.sba.gov/document/sop-50-10-lender-development-company-loan-programs","official_label":"View on SBA.gov","authority_tier":2,"publisher":"U.S. Small Business Administration","source_guide_url":"https://dealroom.so/sba-7a/sources/sop-50-10"},{"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":"affiliation","term":"Affiliation","url":"https://dealroom.so/glossary/affiliation"},{"slug":"size-standard","term":"Size standard","url":"https://dealroom.so/glossary/size-standard"},{"slug":"undue-control","term":"Undue control","url":"https://dealroom.so/glossary/undue-control"},{"slug":"legal-entity","term":"Legal entity","url":"https://dealroom.so/glossary/legal-entity"}],"related_questions":[{"question":"How does the 'totality of the circumstances' rule apply when determining affiliation for SBA size standards?","url":"https://dealroom.so/for-lenders/questions/how-does-the-totality-of-the-circumstances-rule-apply-when-determining-affiliation-for-sba"},{"question":"What is the significance of the \"90-day rule\" regarding equity injection and prior payments?","url":"https://dealroom.so/for-lenders/questions/what-is-the-significance-of-the-90-day-rule-regarding-equity-injection-and-prior-payments"},{"question":"How does the '90-day rule' affect the calculation of SBA upfront guaranty fees for multiple loans?","url":"https://dealroom.so/for-lenders/questions/how-does-the-90-day-rule-affect-the-calculation-of-sba-upfront-guaranty-fees-for-multiple-"},{"question":"What is the rule for an owner-occupied real estate portion of an SBA 7(a) loan?","url":"https://dealroom.so/sba-7a/questions/what-is-the-rule-for-an-owner-occupied-real-estate-portion-of-an-sba-7-a-loan"},{"question":"How does the SBA define 'active ownership' for the 24-month rule?","url":"https://dealroom.so/sba-7a/questions/how-does-the-sba-define-active-ownership-for-the-24-month-rule"},{"question":"How does the 'franchise rule' affect affiliation calculations for SBA 7(a) eligibility?","url":"https://dealroom.so/for-lenders/questions/how-does-the-franchise-rule-affect-affiliation-calculations-for-sba-7-a-eligibility"}]},"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 — Totality of the circumstances rule","url":"https://dealroom.so/glossary/totality-of-the-circumstances-rule","source_type":"DealRoom Data"}}