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May 6, 2020: Main Street Lending Program Expansion Includes Some Larger Businesses and the Addition of a New Loan Facility

On April 30, the Federal Reserve Board announced the expansion of the Main Street Lending Program (the “Program”).  The Program, which has not yet launched, is designed to provide credit to businesses struggling with the fallout of the coronavirus pandemic but which are either too large to be eligible for Paycheck Protection Program (“PPP”) loans or still have unmet funding needs even after receiving a PPP loan.  Our original post on the Program is available here.  Please note that certain eligibility rules and loan terms have changed, as outlined below.

When the Program opens, interested businesses can apply for full-recourse, non-forgivable loans or loan expansions directly from eligible lenders.  The Federal Reserve has not announced a Program start date or released a list of eligible lenders.  It has, however, stated that it will release the names of borrowers, the amounts they borrow, interest rates, and other Program details.

The Program expansion involved creating a new loan facility—the Main Street Priority Loan Facility (the “MSPLF”)—and expanding eligibility for the Main Street New Loan Facility (the “MSNLF”) and Main Street Expanded Loan Facility (the “MSELF”).

The expanded eligibility opens all Program loans to businesses that either have up to 15,000 employees or $5 billion or less in annual revenue (increased from 10,000 employees and $2.5 billion in revenue).  Employees and revenue are both calculated on an aggregate basis with affiliated businesses.  The minimum loan size for the MSPLF and MSNLF was reduced from $1 million to $500,000, but a $10 million minimum applies to the MSELF.  In response to public comments, the Program will no longer using SOFR to set interest rates.  Interest rates for all three loan types will be set to equal LIBOR + 3%, but loan contracts should explain what rate will apply if LIBOR rates are no longer published during the term of the loan.

MSPLF loans can range in size from $500,000 to the lesser of $25 million or the amount that, when added to a borrower’s outstanding and undrawn available debt, does not exceed six times the borrower’s adjusted 2019 earnings before interest, tax, depreciation, and amortization (“EBITDA”).  MSPLF loans (like MSNLF and MSELF loans) will have four-year terms, with payments deferred for the first year.  For MSPLF loans, 15% of the principal will be due at the end of years 2 and 3, and a balloon payment of 70% of the principal will be due at maturity.  Lenders will retain a 15% share of MSPLF loans.  Borrowers will pay lenders an origination fee of 100 basis points, and lenders may also pass on the 100 basis point transaction fee charged by the Federal Reserve to borrowers.

The Program requires borrowers to “make commercially reasonable efforts to retain employees” during the term of Program loans.  There is no set percentage of employees that must be retained, but borrowers must demonstrate good-faith efforts to comply with this requirement, in light of their need for labor, resources, and the overall economy.

Term sheets for each of the Program’s loan facilities are available here, along with FAQs about the Program, which include details about restrictions on stock repurchases, capital distributions, and repayment of other loans during the term of Program loans.  A chart summarizing the terms of each loan facility is also available here.

The Program is not open to nonprofits.  However, likely in response to comments received on the initial Program details, the Federal Reserve Board stated that it “recognizes the critical role that nonprofit organizations play throughout the economy and is evaluating a separate approach to meet their unique needs.”

Click here to read COVID-19 News and Updates

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FOR MORE INFORMATION

For more information about the Main Street Lending Program, please contact your attorney at Gravel & Shea PC or any of the following attorneys at the firm:

Chip Mason (cmason@gravelshea.com), Cassandra LaRae-Perez (claraeperez@gravelshea.com),  Oliver Goodenough (ogoodenough@gravelshea.com), Keith Roberts (kroberts@gravelshea.com), Pauline Law (plaw@gravelshea.com), or Catherine Burke (cburke@gravelshea.com).

Gravel & Shea PC May 6, 2020

May 6, 2020: New PPP Guidance Extends Safe Harbor Repayment Date, Caps Loans to a Corporate Group, Expands Eligibility for Loan Forgiveness, and Includes Non-US Resident Employees of Foreign Affiliates When Evaluating Business Size

The Treasury Department continues to issue new guidance related to the Paycheck Protection Program (“PPP”).  The latest developments include:  the PPP safe harbor loan repayment deadline has been extended to May 14; loans are capped at $20 million per corporate group; and certain laid-off employees who refuse offers to be rehired do not reduce their employers’ headcounts for loan forgiveness purposes.

The Treasury Department previously clarified that PPP borrowers must certify, in good faith, that “‘[c]urrent economic uncertainty makes this loan request necessary to support the[ir] ongoing operations”, considering their access to other sources of liquidity.  Borrowers who applied for a PPP loan before April 24 and fully repaid their loans by May 7, 2020, would be deemed to have made that certification in good faith.  On May 5, the Treasury Department extended that safe harbor repayment date to May 14, 2020.  (See question #43 here.)

A new interim rule released on April 30 also limits each corporate group to no more than $20 million in PPP loans, regardless of the loan amounts for which individual businesses in the corporate group otherwise qualify.  For this rule, all businesses that have the same direct or indirect majority owner are in a common corporate group, even if those businesses are not treated as affiliated businesses for purposes of counting employees on their PPP loan applications.  The $20 million cap went into effect on April 30, and applies to all PPP loan applications pending or submitted on or after that date, as well as to loans that were only partially disbursed as of April 30.

Applicants must notify their lenders if they applied for or received a PPP loan that does or could push the total received by their corporate group to over $20 million.  Those loan applications must be cancelled or withdrawn or the loans repaid.  (The interim rule did not provide the option of amending a loan application to reduce the total PPP loan requested by a corporate group to $20 million.)  Retaining a loan that violates the corporate group limit counts as an unauthorized use of PPP loan funds, making the loan ineligible for any forgiveness.

Although the corporate group rule could reduce loan forgiveness for some borrowers, FAQ #40 could increase loan forgiveness for others.  Section 1106(d)(2) of the CARES Act reduces the amount of PPP loan forgiveness borrowers are eligible for if the average number of full-time employees they have or the total salaries and wages they pay eight weeks after the loan is disbursed dip below the numbers from their base period.  However, the new guidance says that if a laid-off employee refuses an offer of rehire by its employer, as long as that offer was for the same salary/wages and hours the employee had before, the employee headcount is not treated as lower for purposes of reducing that employer’s loan forgiveness amount.

FAQ #44 makes a significant change to the SBA Interim Final Rule for any applicant business that has a foreign-based affiliate or affiliates. The SBA Interim Final Rule released April 2 and the early FAQs released by the U.S. Treasury (FAQ #3) made clear that a business “is eligible for a PPP loan if it has 500 or fewer employees whose principal place of residence is in the United States.”  This led many to conclude that employees of foreign affiliates who are resident outside the United States are not counted for the purposes of PPP eligibility. FAQ #44 sweeps those employees back into the count by requiring that for the purposes of the 500-or-fewer employees size standard, an applicant must count not only the employees of its U.S.-based affiliates, but also the employees of affiliates based overseas.

Any qualified business, nonprofit, sole proprietor, or veteran or tribal organization seeking a PPP loan should apply as soon as possible to ensure that funds are still available.  These financial institutions can accept PPP applications.

New PPP guidance is issued regularly, so please check our COVID-19 news page or ask your attorney for updates.

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FOR MORE INFORMATION

For more information about the Paycheck Protection Program, please contact your attorney at Gravel & Shea PC or any of the following attorneys at the firm:

Chip Mason (cmason@gravelshea.com), Cassandra LaRae-Perez (claraeperez@gravelshea.com),  Oliver Goodenough (ogoodenough@gravelshea.com), Keith Roberts (kroberts@gravelshea.com), Pauline Law (plaw@gravelshea.com), or Catherine Burke (cburke@gravelshea.com)

Gravel & Shea PC May 6, 2020

May 1, 2020: Governor Scott Announces “Phase 3” of Vermont’s Economic Reopening

On Friday, May 1, 2020, Governor Phil Scott issued Addendum 12 to the Executive Order
declaring a state of emergency in Vermont due to COVID-19. Addendum 12 incorporates expanded
guidance (Click here to view Addendum 12).
from the Agency of Commerce and Community Development (“ACCD”), issued in consultation with the Vermont Department of Health (“VDH”) and the Department of Public Safety/Vermont Emergency
Management (“DPS/VEM”).

Addendum 12 builds on Addenda 10 and 11 by announcing “phase 3” of Governor Scott’s plan to reopen Vermont’s economy. It also amends several mandatory health and safety requirements previously established in Addenda 10 and 11, and expands the mandatory training and reporting requirements first
discussed in Addendum 11. State inspectors will ensure businesses have the information needed to
comply with the health and safety requirements required by Addendum 12.

Phase 3: Continuing the Phased-Reopening of Vermont’s Economy

The business practices authorized in Phases 1 and 2 remain acceptable during “Phase 3.” Beginning Monday, May 4, 2020, unless otherwise stated below, the following business practices will become permissible, so long as mandatory health and safety, training, and reporting requirements are observed.

  • Outdoor businesses: Those who work exclusively or largely outdoors (such as civil engineers, site work, exterior construction, skilled trade, public works, energy and utility work, mining, forestry, environmental monitoring, landscaping, painting, tree work, park maintenance, recreational maintenance, and delivery work) may operate with crews of 10 or fewer persons per location/job.
  • Interior residential construction: May occur in uninhabited structures with 10 or fewer workers in any one location, so long as (i) they are “low density”; and (ii) ensure employees remain 6 feet apart whenever possible. “Location” is defined as any address, regardless of partitions, separation of workspace, or different function. However, starting on May 11, 2020, construction operations may resume with as few employees as necessary to permit full operations while continuing to maintain health and safety, as discussed in more detail below.
  • Interior commercial construction: Indoor construction may occur in “discrete, isolated sections of buildings” and unoccupied structures with 10 or fewer workers. Employers must provide “designated entrances and sanity (hand washing and bathroom) facilities.” However, starting on May 11, 2020, construction operations may resume with as few employees as necessary to permit full operations while continuing to maintain health and safety, as discussed in more detail below.
  • Exterior construction: May operate with crews of 10 or fewer persons per location/job site. However, starting on May 11, 2020, construction operations may resume with as few employees as necessary to permit full operations while continuing to maintain health and safety, as discussed in more detail below.
  • Manufacturing and distribution: Manufacturing and distribution operations may resume if (i) they are low-density; (ii) there are 10 or fewer employees per location; and (iii) employees are able to maintain six feet apart at all times. “Location” is defined as any address, regardless of partitions, separation of workspace, or different function. However, starting on May 11, 2020, manufacturing and distribution operations may resume with as few employees as necessary to permit full operations while continuing to maintain health and safety, as discussed in more detail below.
  • Supporting operations: May continue with the minimum number or workers necessary to support curbside pick-up and delivery services.

Employees who reside in another State and work in Vermont may travel to Vermont for work provided that: (1) their employer adopts the mandatory health and safety requirements described in Addenda 10, 11 and 12, and the related ACCD guidance; (2) the employer trains all employees in accordance with Addendum 12 and related ACCD guidance; (3) the employer complies with other limitations on the number of workers/type of work that can be done, as outlined in Addenda 10, 11 and 12, and the related ACCD guidance; and (4) the employees commute directly to and from work each day. Out-of-state construction crews and property management/landscaping crews are not included in this revised guidance. Those employees must self-quarantine for 14 days upon arrival to Vermont.

To the extent possible, businesses must continue to support work from home and telecommuting. Businesses are encouraged to continue strategies, procedures, and practices to maximize their telephone and online presence, telephone and web-based service delivery, orders, and curbside pick-up and delivery.

Amended Mandatory Health and Safety Requirements

All businesses must follow VDH and Centers for Disease Control and Prevention (“CDC”) guidelines. Beginning Friday, May 1, 2020, businesses operating during the state of emergency must:

  • Designate an on-site health officer for each shift. The health officer is responsible for ensuring compliance with Executive Order 01-20, the addenda to that Order, and the ACCD guidance. The health officer must have the authority to stop and modify activities to ensure such compliance.
  • Provide and document that all employees complete mandatory training on health and safety requirements provided by Vermont Occupational Safety and Health Administration (“VOSHA”), or as otherwise required by Addenda 12 and related ACCD guidance. This requirement is discussed in greater detail below. It does not apply to healthcare workers, first responders, or others already trained in infection control, personal protection, and universal precautions.
  • Pre-screen and survey each employee prior to each shift by checking their temperature and determining whether they have symptoms of respiratory illness (e., fever, cough, and/or shortness of breath). Employers are required to immediately order, and use their best efforts to obtain non-contact thermometers to conduct temperature checks.
  • Prevent an employee from attending work if they have come into contact with a COVID-positive employee or other person. The employee must quarantine for 14 days.
  • Post signs at every entrance clearly indicating that no person may enter if they have symptoms of respiratory illness (e., fever, cough, and/or shortness of breath).
  • Provide good air circulation to any indoor workspace where three or more employees are working. The ACCD recommends opening doors and windows to increase air flow, and limiting the number of people occupying a single indoor space.
  • Limit occupancy of common areas, such as break rooms and cafeterias, so that all employees remain at least 6 feet apart. Employers must also require employees to wipe down a common area after use, or ensure cleaning of common areas at “regular intervals throughout the day.”
  • Regularly clean and disinfect all workplace common spaces and equipment (including bathrooms, frequently touched surfaces, doors, tools, other equipment, and vehicles), and, when possible, prior to transfer from one person to another.
  • Prevent employees from reporting to work or remaining at work if they are sick or symptomatic (e., with fever, cough, and/or shortness of breath).
  • Require that employees remain at least 6 feet apart from others while on the job. To the extent possible, businesses are required to ensure that all on-site customers remain at least 6 feet apart from others.
  • Require that employees wear non-medical cloth face-coverings over their nose and mouth when in the presence of others. Retail cashiers may forego a cloth face-covering in lieu of a translucent shield or “sneeze guard.” Businesses may require customers or clients to wear face masks.
  • Provide employees with easy and frequent access to soap and water or hand sanitizer during the duration of work. Provide access to hand washing and/or hand sanitizer for vendors and customers, to the extent possible.
  • Require employees to wash or sanitize their hands before entering and leaving the job site.
  • Prevent 3 or more people from occupy any one vehicle when conducting work.
  • Discourage “to the maximum extent possible” use of shared workspaces, desks, offices, etc.
  • Limit face-to-face staff meetings and limit staff travel between multiple work sites.
  • Consider staggering work shifts and break times, as well as expanding hours to reduce the number of individuals working together and to reduce contact with the public.
  • Ensure a safe process to receive supplies and deliveries.
  • Consider accommodations for employees at higher risk from COVID-19 to work remotely or minimize public interaction.

Enhanced Mandatory Training and Reporting Requirements

  1. VOSHA Training and Reporting Requirements

By Monday, May 4, 2020, all employers must provide and document employee training on standard operating procedures developed by VOSHA in consultation with VDH. Employers also must provide employees with a printed copy of those standards. Employees and/or employers who require translated versions of the training and reporting materials shall have an additional week from the date of release of the translation to complete and document the training.

The English language VOSHA training materials are available online in PDF format .  The certificate of completion is also available online in PDF format.

  1. Employer-Specific Health and Safety Training Plan

All businesses with 10 or more employees at any one office or site, and that suspended operations for 7 or more days under the Stay Home/Stay Safe Order, “shall have on file a health and safety training plan prior to reopening.”  An ACCD template for that plan is available online.   Employers must make their finished plan available to VOSHA and employees upon request.

Employers with 9 or fewer employees at any one office or site “may elect to implement the VOSHA training” rather than creating and implementing an enhanced health and safety training plan. Those smaller employers must nonetheless comply with all other health and safety guidelines addressed in addenda 10, 11, 12, and the ACCD guidance.

Because the VOSHA training materials merely establish minimum standards that will not be sufficient for all businesses, businesses shall adopt a training program prior to reopening that includes additional customized policies and procedures that incorporate at least the following:

  • Adopting a phased-approach to reopening by initially using “a low density and low contact environment before making incremental changes needed to accommodate more moderate density activity while continuing to maintain health and safety.”
  • Updating physical and administrative safety systems to incorporate VDH, CDC, and VOSHA guidelines; and to accommodate health monitoring, including temperature checks, cleaning, sanitizing, and social distancing measures.
  • Taking appropriate steps to protect employees at greater risk of contact due to their duties or their job setting.

Click here to read COVID-19 News and Updates

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Please contact Heather Hammond (hhammond@gravelshea.com) at
Gravel & Shea PC if you have questions or would like assistance.

 

Gravel & Shea PC May 4, 2020

April 28, 2020: Vermont Allows Remote Witnessing for Estate Planning Documents

On April 28, 2020, Governor Scott signed into law amendments to various statutes that allow for the remote witnessing and notarization of wills, powers of attorney and deeds. These amendments dovetail with emergency notarization rules promulgated by the Vermont Secretary of State on March 24, 2020, which will be in effect for 180 days. A similar statutory amendment should soon be enacted to allow remote witnessing of Vermont Advance Directives for Health Care.

We have been working with clients to update or implement estate planning documents but, until now, options for signing documents were limited by the “Stay Home, Stay Safe” order and related guidance. With the new remote witnessing rules, we can now attend to the remote witnessing of estate planning documents via videoconference.

Depending on Vermont’s re-opening schedule, we may soon be able to attend to signing documents in person, either outdoors or in a controlled indoor setting and following recommended protocols. Nonetheless, we will offer remote witnessing as an option for as long as the remote witnessing rules are in effect.

Click here to read COVID-19 News and Updates

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FOR MORE INFORMATION

For more information, you may contact any member of our estate planning group: Jeanne Blackmore (jblackmore@gravelshea.com), Livia DeMarchis (ldemarchis@gravelshea.com), Kate Murphy (kmurphy@gravelshea.com), or Nancy Mongeon (nmongeon@gravelshea.com).

 

 

 

Gravel & Shea PC May 1, 2020

April 28, 2020: Treasury Department Issues New Guidance on PPP Loan Disbursement Timing and Seasonal Business Payroll Calculations

The Treasury Department issued new guidance yesterday related to the Paycheck Protection Program (“PPP”), which addresses the timing of disbursements (and the corresponding loan forgiveness period) and the loan amounts available to seasonal businesses.

The eight weeks after a PPP recipient receives its loan is period for which some, or all, of the loan expenditures could be forgiven. Determining when that eight-week period ends is critical for planning when to pay expenses and hire or rehire employees in order to maximize loan forgiveness. An interim rule issued yesterday requires each PPP loan to be disbursed in a single lump sum within ten days of approval, and clarifies that the loan forgiveness period begins immediately upon loan disbursement. For PPP loans authorized but either not disbursed or not fully disbursed by April 28, full disbursement must occur by May 8, and the eight-week period for forgivable loan spending begins (or began) on the date of the first disbursement. The interim rule also clarifies that if a borrower fails to provide all of the documentation the lender needs in order to disburse a PPP loan within twenty days of the loan approval, the PPP loan will be cancelled.

PPP loan amounts are set at 2.5 times of the borrower’s total payroll costs for a defined period. In recognition of the fact that not all seasonal businesses share the same seasonal employment peak, the Treasury Department also announced an interim ruling providing an alternate average payroll calculation period for seasonal businesses. Now seasonal businesses may request loans 2.5 times the size of either their average monthly payroll for February 15-May 10, 2019 or from any twelve-week period between May 1, 2019 and September 15, 2019. Previously, the CARES Act had only permitted seasonal businesses to take loans 2.5 times their average monthly payroll costs either for the twelve-week period beginning on February 15, 2019 or March 1-June 30, 2019.

Qualified businesses, nonprofits, veterans and tribal organizations seeking PPP loans are urged to apply as soon as possible, because the replenished PPP fund is expected to be exhausted soon. PPP applications are accepted directly by the financial institutions listed here.

Click here to read COVID-19 News and Updates

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FOR MORE INFORMATION

For more information about the Paycheck Protection Program, please contact your attorney at Gravel & Shea PC or any of the following attorneys at the firm:

Chip Mason (cmason@gravelshea.com), Cassandra LaRae-Perez (claraeperez@gravelshea.com), Oliver Goodenough (ogoodenough@gravelshea.com), Keith Roberts (kroberts@gravelshea.com), Pauline Law (plaw@gravelshea.com), or Catherine Burke (cburke@gravelshea.com

Gravel & Shea PC April 30, 2020

April 24, 2020: Governor Scott Announces Phase 2 of Vermont’s Gradual Economic Reopening

On Friday, April 24, 2020, Governor Phil Scott issued Addendum 11 to his initial Executive Order, which declared a state of emergency in Vermont because of COVID-19. Addendum 11 incorporates guidance (https://accd.vermont.gov/news/update-new-work-safe-additions-stay-home-stay-safe-order) from the Agency of Commerce and Community Development (“ACCD”) issued in consultation with the Vermont Department of Health (“VDH”) and the Department of Public Safety/Vermont Emergency Management (“DPS/VEM”).

Addendum 11 builds on Addendum 10, which announced Governor Scott’s plan to reopen Vermont’s economy though a “phased approach.” It also expands mandatory health and safety requirements, and establishes new mandatory training and reporting requirements.

Phase 2: A Gradual Reopening of Certain Sectors of Vermont’s Economy

The business practices authorized in “Phase 1” remain acceptable during “Phase 2.” Beginning Monday, April 27, 2020, unless otherwise stated below, the following business practices are permitted, so long as mandatory health and safety, training, and reporting requirements are observed.

  • Outdoor businesses: Those who work exclusively or largely outdoors (such as civil engineers, site work, exterior construction, skilled trade, public works, energy and utility work, mining, forestry, environmental monitoring, landscaping, painting, tree work, park maintenance, recreational maintenance, and delivery work) may operate with crews of 5 or fewer persons per location/job.
  • Interior construction: Indoor construction may occur in uninhabited structures with 5 or fewer workers at a time, and adhering to social distancing standards.
  • Manufacturing and distribution: Manufacturing and distribution operations may resume if (i) they are low-density; (ii) there are 5 or fewer employees per location; and (iii) employees are able to maintain six feet apart at all times. “Any location” is defined as any address, regardless of partitions, separation of workspace, or different function.
  • Outdoor retail: Outdoor retail operations, such as garden centers and greenhouses, may allow in-person shopping if (i) there are 10 or fewer persons – including customers and staff – present at any one time; (ii) there is no more than one customer per 200 square feet; and (iii) the business prevents customer congregation by, for example, having customers wait in their cars until it is permissible for them to shop.
  • Libraries: Libraries may use curbside pick-up in accordance with Department of Libraries’ guidance. All orders must occur on the phone or online. Only the minimum number of employees necessary to support pick-up and delivery services are permitted.
  • Farmers’ markets: Farmers’ markets may reopen with “limited in-person operations” on May 1, 2020, so long as they comply with ACCD guidance, mandatory health and safety requirements, and so long as the applicable municipality approves the reopening. A farmers’ market authorized to reopen must (i) alter business practices to eliminate crowds and reduce contact between vendors and customers by functioning primarily as a food distribution system; (ii) use a “pre-order, local food pick-up model” to the extent possible; (iii) comply with additional Agency of Agriculture and Food Markets’ guidance; (iv) adhere to municipal ordinances, regulations, and permitting requirements; and (v) use only the minimum number of employees necessary to support pick-up and delivery services.

Employees who reside in another State and work in Vermont may travel to Vermont for work provided that: (1) their employer adopts the mandatory health and safety requirements described in Addenda 10 and 11, and the related ACCD guidance; (2) the employer trains all employees, and reports that training to the State, according to the VOSHA requirements; (3) the employer complies with other limitations on the number of workers/type of work that can be done, as outlined in Addenda 10 and 11, and the related ACCD guidance; and (4) the employees commute directly to and from work each day. , Out-of-state construction crews and property management/landscaping crews are not included in this revised guidance. Those employees must continue to self-quarantine for 14 days upon arrival to Vermont.

To the extent possible, businesses must continue to support work from home and telecommuting. Businesses are encouraged to continue strategies, procedures, and practices to maximize their telephone and online presence, telephone and web-based service delivery, orders, and curbside pick-up and delivery.

Mandatory Health and Safety Requirements

All businesses must follow VDH and Centers for Disease Control and Prevention (“CDC”) guidelines. Beginning Friday, April 24, 2020, businesses operating during the state of emergency must:

  • Designate an on-site health officer for each shift. The health officer is responsible for ensuring compliance with the mandatory health and safety requirements. The health officer must have the authority to stop and modify activities to ensure such compliance.
  • Provide and document that all employees complete mandatory training on health and safety requirements provided by the Vermont Occupational Safety and Health Administration (“VOSHA”), or another such program that meets or exceeds the VOSHA standards. This requirement is discussed in greater detail below. It does not apply to healthcare workers, first responders, or others already trained in infection control, personal protection, and universal precautions.
  • To the extent feasible, “pre-screen” or “survey” employees prior to each shift by checking their temperatures and determining whether they have symptoms of respiratory illness (e., fever, cough, and/or shortness of breath).
  • Prevent an employee from attending work if they have come into contact with a COVID-positive employee or other person. The employee must quarantine for 14 days.
  • Post signs at every entrance clearly indicating that no person may enter if they have symptoms of respiratory illness (e., fever, cough, and/or shortness of breath).
  • Provide good air circulation to any indoor workspace where three or more employees are working. The ACCD recommends opening doors and windows to increase air flow, and limiting the number of people occupying a single indoor space.
  • Prevent all employee congregations. All common areas, such as break rooms and cafeterias, must be closed. Bathrooms may remain open.
  • Prevent employees from reporting to work or remaining at work if they are sick or symptomatic (e., with fever, cough, and/or shortness of breath).
  • Require that employees remain at least 6 feet apart from others while on the job, and instruct employees that they should refrain from touching their faces.
  • Require that employees wear non-medical cloth face-coverings over their nose and mouth when in the presence of others. Retail cashiers may forego a cloth face-covering in lieu of a translucent shield or “sneeze guard.”
  • Provide employees with easy and frequent access to soap and water or hand sanitizer during the duration of work.
  • Require employees to wash or sanitize their hands before entering and leaving the job site.
  • Clean and disinfect all workplace common spaces and equipment (including bathrooms, frequently touched surfaces, doors, tools, other equipment, and vehicles) at the beginning, middle, and end of each shift, and prior to transfer from one person to another.
  • Prevent 3 or more people from occupy any one vehicle when conducting work.

Customers, and the public in general, should wear cloth face-coverings when they are interacting with others from outside their households.

Mandatory Training and Reporting Requirements

By May 4, 2020, all employers must provide and document employee training on standard operating procedures developed by VOSHA in consultation with VDH. Employers also must provide employees with a written copy of the VOSHA standards. State inspectors will ensure businesses have the information needed to comply with the training requirements. The VOSHA training (https://labor.vermont.gov/document/protecting-safety-and-health-workers-vosha) and certificate use to report completion of the training (https://labor.vermont.gov/sites/labor/files/doc_library/Certificate%20template_FILLABLE_0.pdf) are now available.

At a minimum, the training program and written procedures must address:

  • The signs and symptoms of COVID-19.
  • An explanation of how COVID-19 is spread.
  • Appropriate social distancing.
  • Personal hygiene practices, including those set forth in Addendum 11 and ACCD guidance.
  • The types, proper use, limitations, location, handling, decontamination, removal, and disposal of personal protective equipment (“PPE”).

An employer may provide a different training program so long as it meets or exceeds VOSHA’s minimum requirements.

Click here to read COVID-19 News and Updates

****************************************

Please contact Heather Hammond (hhammond@gravelshea.com) at
Gravel & Shea PC if you have questions or would like assistance.

Gravel & Shea PC April 27, 2020

April 21, 2020: Senate Approves $484 Billion Amendment to the CARES Act, Increasing Funding, Including $370 Billion More for Business Loans

On April 21, the Senate approved another stimulus bill, which, if passed into law, will provide an additional $484 billion in economic aid to combat the novel coronavirus and related economic distress. It would replenish funds for business loans under the Paycheck Protection Program (“PPP”) and the emergency Economic Injury Disaster Loan Program (“EIDL”). The House is expected to pass the bill on Thursday, April 23, and the President has indicated that he will sign it into law.

Of the new funding, $310 billion will replenish the exhausted PPP. In response to concerns that larger banks and larger businesses crowded out smaller enterprises in the first round of PPP lending, $60 billion of the new PPP funding will be reserved for small lenders, including community banks, credit unions, and other smaller and community financial institutions that have less than $10 billion in assets.

The new bill will also inject $10 billion more into the EIDL grants and $50 billion more into EIDL loans. It specifically opens eligibility for EIDL to agricultural enterprises and increases funding for expanded COVID-19 testing, hospitals and healthcare providers, salaries and expenses of the Small Business Administration.

Even the increased funding that is expected to pass into law is unlikely to satisfy all the demand for loans to eligible businesses. Businesses that are interested in PPP or EIDL loans are encouraged to act without delay after the bill approving new funding is signed into law. The backlog of PPP and EIDL loan applications will be processed before any new applications are accepted. Assuming funds remain, new PPP loan applications will then be accepted through eligible financial institutions (see the list of lenders here) and new EIDL applications will likely be available at https://covid19relief.sba.gov/#/.

Click here to read COVID-19 News and Updates

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FOR MORE INFORMATION

For more information about the Paycheck Protection Program or SBA emergency economic injury disaster loans, please contact your attorney at Gravel & Shea PC or any of the following attorneys at the firm:

Chip Mason (cmason@gravelshea.com), Cassandra LaRae-Perez(claraeperez@gravelshea.com), Oliver Goodenough (ogoodenough@gravelshea.com), Keith Roberts (kroberts@gravelshea.com), Pauline Law (plaw@gravelshea.com), or Catherine Burke (cburke@gravelshea.com).

 

 

Gravel & Shea PC April 22, 2020

April 13, 2020: Paycheck Protection and Disaster Loan Programs Run Dry

Lenders, small businesses and their financial and legal advisers have scrambled to keep pace with the almost daily amendments to the Small Business Administration’s Paycheck Protection Program rules first issued on April 1, 2020. New requirements were posted as recently as last Wednesday. Then, Thursday morning, only 13 days after the PPP was launched and very shortly after Congress expanded the SBA Economic Injury Disaster Loan program to include COVID-19-related losses and provide emergency grants of up to $10,000, the SBA reported that the PPP fund was exhausted. The EIDL fund soon followed.

The SBA-backed PPP, desperately needed by small businesses grappling with COVID-19’s squeeze on the nation’s commerce, was drafted with broad eligibility requirements intended to throw open the doors to small businesses previously closed to SBA programs. It did, and businesses raced to their banks to participate. More than 1.6 million PPP applications were approved since the launch, pledging $349 billion in largely forgivable loans to help struggling enterprises. It is likely, however, that the sprint favored the more established businesses that already had relationships with SBA-approved lenders and ready access to legal counsel to help them navigate the complex and rapidly unfolding programs. Without question, those businesses were in need. But smaller concerns unaccustomed to accessing SBA loan programs and without legal and financial advisers in place may not have been nimble enough to benefit from the rescue package.

On Thursday Congressional negotiations to replenish the PPP fund with an additional $250 billion stalled. It is thought that Congress will eventually supply more funding, but nothing is yet certain.

Click here to read COVID-19 News and Updates

Gravel & Shea PC April 17, 2020

April 17, 2020: Governor Scott Announces Initial Plan to Start Reopening Vermont’s Economy

Today Governor Phil Scott issued Addendum 10 to the prior Executive Order, which declared a state of emergency in Vermont because of the COVID-19 pandemic.  Addendum 10 incorporates guidance (https://accd.vermont.gov/news/update-new-work-safe-additions-stay-home-stay-safe-order) from the Agency of Commerce and Community Development (“ACCD”) issued in consultation with the Vermont Department of Health (“VDH”) and the Department of Public Safety/Vermont Emergency Management (“DPS/VEM”).

The Addendum states that Vermont will undertake a “phased approach to reopen the economy, balancing the need to restore and strengthen our overall social and economic wellbeing with the prevention of a resurgence of COVID-19.”  The Addendum and supporting ACCD guidance outline “Phase 1” of a plan to gradually reopen Vermont’s economy.  They also establish mandatory health and safety requirements for businesses operating during the ongoing state of emergency.

Phase 1: A Limited Reopening of Vermont’s Economy

Phase 1 becomes effective on April 20, 2020, and includes:

  • Outdoor businesses and construction operations: Those who work exclusively or largely outdoors (such as civil engineers, site work, exterior construction, skilled trade, public works, energy and utility work, mining, forestry, environmental monitoring, landscaping, painting, tree work, park maintenance and delivery work) may resume operations with “micro-crews” of no more than 2 persons per location/job. Interior construction may occur in unoccupied structures with no more than 2 workers at a time, adhering to social distancing standards.  Supporting operations may resume with the minimum number of employees necessary to support curbside pick-up and delivery services, so long as (i) they adhere to the mandatory health and safety standards outlined below, (ii) all orders are done online or over the phone, and (iii) only the minimum number of employees necessary to support curbside pick-up and delivery may be at any one site, store, or location.
  • Indoor and outdoor retail operations: No in-store transactions are allowed at this time. All transactions must occur online or over the phone.  Retailers may conduct limited operations, such as curbside pick-up, delivery services, and warehouse or distribution operations supporting curbside pick-up and delivery services.  Only the minimum number of employees necessary to support curbside pick-up and delivery services are allowed at any one store, site, or location.
  • Low or No-Contact, Single worker operations: No or low-contact professional services operating with a single worker (such as appraisers, realtors, municipal clerks, attorneys, property managers and pet care operators) may resume operations so long as (i) no more than 2 persons (i.e., the service provider and client) are present at one time, and (ii) they can comply with the mandatory health and safety requirements listed below.
  • Remote work and remote services: All businesses shall, to the extent possible, continue procedures supporting remote work and telecommuting for all workers.  Businesses are encouraged to continue procedures and practices maximizing on-line and telephone presence and service delivery.  Businesses are encouraged to utilize phone and online orders for curb-side pick-up and delivery.
  • Essential businesses: Business operations deemed “essential” may continue to operate under pre-existing guidance with the addition of the mandatory health and safety requirements for all business operations below.

Mandatory Health and Safety Requirements

All businesses operating during the ongoing state of emergency shall implement the following social distancing and health and sanitation measures in accordance with Vermont Department of Health and Centers for Disease Control and Prevention guidelines:

  • Employees shall not report to work or remain at work if they are sick or symptomatic, e., with fever, cough, and/or shortness of breath.
  • Employees must remain at least 6 feet apart from others while on the job.
  • Employees must wear non-medical cloth face-coverings over their nose and mouth when in the presence of others.
  • Retail cashiers may forego a cloth face-covering in lieu of a translucent shield or “sneeze guard.”
  • Employees must have easy and frequent access to soap and water or hand sanitizer during the duration of work.
  • Handwashing or hand sanitization should be required before entering and leaving the job site.
  • All workplace common spaces and equipment (including bathrooms, frequently touched surfaces, doors, tools, other equipment, and vehicles) must be cleaned and disinfected at the beginning, middle, and end of each shift, and prior to transfer from one person to another.
  • No more than 2 people shall occupy one vehicle when conducting work.

Customers, and the public in general, should wear cloth face-coverings when they are interacting with others from outside their households.

Click here to read COVID-19 News and Updates

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Please contact Heather Hammond (hhammond@gravelshea.com) at Gravel & Shea PC if you have questions or would like assistance.

 

 

 

 

Gravel & Shea PC April 17, 2020

April 14, 2020: Paycheck Protection Program Open to Additional Businesses with More Than 500 Employees and Other Loan Program Clarifications

The following bulletin updates the guidance Gravel & Shea PC issued on March 27, following the passage of the CARES Act.  The Small Business Administration (the “SBA”) and the Department of the Treasury recently released answers to frequently asked questions about the new Paycheck Protection Program (the “PPP”).  The responses clarify a variety of issues, including which businesses qualify for PPP loans, what counts as employee compensation for calculating payroll, what lenders must do to verify existing bank customers’ application information, and when the loan forgiveness period for each loan runs.

Initial program rules seemed to limit PPP loans to “small business concerns”; businesses, tribal businesses, or 501(c)(3) or 501(c)(19) nonprofits with 500 or fewer employees; or those with the maximum number of employees and revenue specified in the SBA size guide (available here).  However, the FAQs reveal that some other businesses also qualify for PPP loans.  Businesses that (1) have a maximum tangible net worth of $15 million or less and (2) which have average net income after federal income taxes (excluding carry-over losses) of less than $5 million for each of the last two full fiscal years also qualify as small businesses for purposes of the PPP.

The FAQs also clarify which payments employers should include in and exclude from their payroll costs calculation.  Employers should count only the first $100,000 of each employee’s cash compensation (salaries, wages and tips), but should also include employer contributions to retirement plans, group health insurance premiums, other employee benefits, and employers’ state and local payroll tax obligations without regard to the $100,000 cap.  Employers should exclude federal income taxes and FICA deductions from payroll calculations.  Businesses’ payroll costs do not include costs paid to independent contractors (but sole proprietors or independent contractors who meet the PPP criteria may take out their own loans).

If a PPP applicant that submits an application through its existing lender experiences delays due to the lender verifying know your customer (“KYC”) information, the applicant should refer the lender to the FAQs.  The FAQs state that lenders “do not need to re-verify the information” on beneficial ownership of a loan account if the loan is made to an existing customer for whom that information was previously verified.

Finally, the FAQs confirm that the eight-week period used for evaluating forgivable loan expenditures begins on the date when the lender first disburses PPP funds to a borrower.  Lenders must fully disburse loans within ten calendar days of approving a PPP loan, so borrowers should be prepared to spend all loan proceeds they want forgiven within no more than 9.5 weeks of their loan approval date.  The ten-day disbursal rule may change if the Treasury Department responds to a bipartisan effort to loosen that deadline.

For additional details on the PPP, which provides two-year, 1% interest loans of up to 2.5 times monthly payroll costs (up to $10 million) to small businesses and sole proprietors experiencing economic distress as a result of the coronavirus pandemic, visit https://home.treasury.gov/system/files/136/PPP–Fact-Sheet.pdf.  Contact an SBA-approved lender or your attorney for questions about whether your business qualifies.

* * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * *

FOR MORE INFORMATION

For more information about SBA emergency economic injury disaster loans, please contact your attorney at Gravel & Shea PC or any of the following attorneys at the firm:

Chip Mason (cmason@gravelshea.com), Cassandra LaRae-Perez (claraeperez@gravelshea.com),  Oliver Goodenough (ogoodenough@gravelshea.com), Keith Roberts (kroberts@gravelshea.com), Pauline Law (plaw@gravelshea.com), or Catherine Burke (cburke@gravelshea.com)

Gravel & Shea PC April 14, 2020