USAC Aerospace Group Inc. dba USAC Aerospace Group: Ordnance Division, ASBCA No. 59186

DLA awarded contract SPM4A6-11-C-0135 to "USAC Aerospace Group: Ordnance Division" on 23 May 2011 for guided missile launcher tripod mounts; contract incorporated FAR clauses including CCR/SAM registration requirements and default remedy.
Government evidence (state records and SAM/CCR entries) suggested USAC had lost or had revoked corporate status in California (2008) and Nevada (revocation noted 30 Apr 2011), and that multiple CAGE codes and registration inconsistencies existed.
DLA terminated the contract for default on 6 Dec 2013 for failure to deliver the first article; USAC appealed on 28 Feb 2014, NOA signed by Michael Sammon as Director of Operations.
Government moved to dismiss for lack of jurisdiction, arguing the contract was a nullity because USAC lacked corporate capacity to contract.
The Board, sua sponte, raised additional concerns under Board Rule 15 about whether USAC was a legally incorporated entity at award and whether Sammon had authority to represent the corporation; it ordered USAC to prove incorporation and representative authority but received inadequate responses.
Because USAC failed to produce credible documentation of corporate existence or Sammon’s authority, the Board drew adverse inferences and dismissed the appeal without prejudice for lack of a proper corporate representative.

Issue	Plaintiff's Argument	Defendant's Argument	Held
Corporate capacity to contract	USAC did not meaningfully contest capacity in filings; focused on merits.	DLA: USAC was defunct/ not incorporated at award, so contract is a nullity and Board lacks jurisdiction.	Board did not resolve motion on merits but found capacity doubts and requested proof; adverse inference drawn for lack of proof.
Duty to disclose SAM/CCR registration accuracy	(not asserted)	DLA: Contractor must keep CCR/SAM accurate; inconsistencies support lack of capacity.	SAM/CCR entries were considered probative of irregular corporate status but Board relied on failure to rebut.
Authority of corporate representative (Board Rule 15)	Sammon signed NOA as Director of Operations; USAC offered only uncertified assertions of authority.	DLA challenged Sammon’s authority given corporate suspension/revocation.	Board required proof of representative authority; absent proof, drew adverse inference that Sammon lacked authority.
Procedural consequence / remedy	USAC sought to pursue appeal (merits of termination).	DLA sought dismissal for lack of jurisdiction due to null contract and lack of capacity; cited precedent requiring dismissal where corporation suspended.	Board dismissed appeal without prejudice because it could not proceed without a properly authorized corporate representative.

In re Krause, 546 F.3d 1070 (9th Cir. 2008) (discusses standing and consequences of corporate default or suspension)
AA Primo Builders, LLC v. Washington, 126 Nev. 578 (Nev. 2010) (Nevada law on corporate standing and revival following forfeiture)