The SBA finalized updates to its Standard Operating Procedures (SOP 50 10 8), effective March 1, 2026. Several of these changes affect buyers financing ecommerce and digital business acquisitions.
Here's what buyers should know.
What Changed
Stricter equity injection documentation. Lenders must now verify the source of a buyer's equity injection funds for the full 90 days before the loan application, compared to 60 days under the previous SOP.
If your funds have been transferred between accounts, include gifted funds, or come from a recently liquidated asset, make sure you have documentation showing where the money originated and how it moved between accounts.
Updated business valuation requirements. An independent business valuation is now required for all change-of-ownership transactions exceeding $250,000, down from the previous $500,000 threshold.
The valuation must be completed by a qualified valuator using IRS-accepted methods. As a result, more acquisitions will require a formal valuation as part of the financing process.
Clarified seller note standby requirements. The updated SOP provides more specific guidance on when a seller note can count toward the buyer's required equity injection.
To qualify, the seller note must be on full standby, meaning no principal or interest payments can be made during the SBA loan term. Notes with partial standby arrangements do not count toward the equity injection requirement.
Expanded review of franchise and license agreements. For acquisitions involving franchise agreements or platform licenses, including certain marketplace agreements, lenders must review the terms related to a change in ownership.
They must also confirm that the agreement will remain in effect after the acquisition closes.
What Didn't Change
Several core SBA 7(a) loan terms remain the same:
- Maximum loan amount: $5,000,000
- Standard acquisition loan term: 10 years
- Minimum equity injection: 10% of total project cost
- Prepayment penalty: Applies to loans with maturities exceeding 15 years
What This Means for Buyers
If you're already working on an acquisition, ask your lender which version of the SOP applies to your application. Applications received before March 1 may still be processed under the previous guidelines.
If you're preparing to start your search, pay particular attention to the longer equity documentation period.
Gather your bank statements, investment account records, and documentation for any transfers ahead of time. Having a clear record of where your funds came from can help avoid delays once you're under LOI.