FAR 52.204-5—Women-Owned Business (Other Than Small Business).
Plain-English Summary
FAR 52.204-5 is a solicitation provision used to collect a specific business-status representation from offerors: whether the offeror is a women-owned business concern, but only when the offeror is not already representing itself as a small business under FAR 52.219-1. The provision defines what counts as a women-owned business concern, including the ownership threshold, the special rule for publicly owned businesses, and the requirement that women control management and daily operations. In practice, this provision helps the Government identify women-owned firms for market research, socioeconomic tracking, and procurement planning, while avoiding duplicate or conflicting representations in the same solicitation. It is not a certification program by itself and does not create set-aside eligibility; it is a representation statement that becomes part of the offeror’s proposal record. Contractors must answer accurately because the representation can affect the Government’s understanding of the offeror’s business status and may be relied on in award administration and reporting. Contracting officers use it only when prescribed by FAR 4.607(a), so its use is limited and tied to the solicitation context.
Key Rules
Definition of women-owned business
A women-owned business concern is one that is at least 51 percent owned by one or more women. For publicly owned businesses, at least 51 percent of the stock must be owned by one or more women.
Women must control operations
Ownership alone is not enough. The business must also be controlled in its management and daily business operations by one or more women.
Representation is conditional
The offeror completes the representation only if it is a women-owned business concern and has not already represented itself as a small business in FAR 52.219-1(c)(1) for the same solicitation.
Solicitation-specific provision
This provision is inserted only when prescribed by FAR 4.607(a). It is not a universal clause and appears only in solicitations where the regulation requires it.
Single checkbox representation
The provision requires a simple affirmative representation that the offeror is a women-owned business concern. There is no separate narrative explanation required in the text of the provision itself.
Responsibilities
Contracting Officer
Insert FAR 52.204-5 only when required by FAR 4.607(a). Ensure the solicitation uses the provision correctly and does not create conflicting status representations with other small business representation requirements.
Offeror/Contractor
Determine whether the business meets the definition of a women-owned business concern, including both ownership and control. Complete the representation only when eligible to do so and ensure the statement is accurate and consistent with other representations in the solicitation.
Agency
Use the representation for procurement planning, market research, and reporting purposes as applicable. Maintain the representation as part of the solicitation record and rely on it only within the limits of the provision and related regulations.
Practical Implications
This provision is mainly a status-reporting tool, not a certification or eligibility determination for a set-aside program.
The biggest compliance risk is confusing women-owned status with small business status; a firm can be women-owned and not small, and the provision is specifically aimed at that situation.
Offerors should verify both ownership percentages and actual control of management and daily operations before checking the box.
Contracting officers should watch for inconsistent representations across FAR 52.204-5 and FAR 52.219-1, especially where the offeror’s size status and ownership status do not align.
Because the provision is limited to solicitations where prescribed, its presence or absence should be checked carefully rather than assumed.
Official Regulatory Text
As prescribed in 4.607 (a) , insert the following provision: Women-Owned Business (Other Than Small Business) (Oct 2014) (a) Definition. "Women-owned business concern," as used in this provision, means a concern that is at least 51 percent owned by one or more women; or in the case of any publicly owned business, at least 51 percent of its stock is owned by one or more women; and whose management and daily business operations are controlled by one or more women. (b) Representation . [ Complete only if the offeror is a women-owned business concern and has not represented itself as a small business concern in paragraph (c)(1) of FAR 52.219-1 , Small Business Program Representations, of this solicitation .] The offeror represents that it □ is a women-owned business concern. (End of provision)