Counsel Commentary: FOCI Expands to Undocumented Contracts

As the Department of Defense prepares to dramatically broaden its scope of vetting for unclassified contracts, companies performing these contracts will now be subject to foreign ownership, control or influence (FOCI) reviews for the first time.

Previously, only contractors with access to classified information were subject to FOCI reviews, but Section 847 of the National Defense Authorization Act for Fiscal Year 2020 mandates a dramatic expansion of FOCI vetting to cover unclassified DoD contracts valued above $5 million. This will impact approximately $200 billion in acquisitions and increase the number of reviews from 2,000 to more than 40,000. 

In his monthly Contract Management Magazine column, “FOCI Vetting Expands to Unclassified DoD Contracts,” Rogers Joseph O’Donnell shareholder Stephen L. Bacon covers the context of Section 847’s implementation, disclosure requirements, enforcement mechanisms and steps contractors can take to prepare for the FOCI reviews. 

“The companies that prepare early and approach FOCI compliance proactively will be best positioned to compete successfully in this new environment,” Bacon writes. “Those companies that ignore these changes risk finding themselves locked out of lucrative defense opportunities when the new rules take effect.”

This article was published in the October 2025 issue of Contract Management magazine by the National Contract Management Association (NCMA). Access to the full article in NCMA’s online content library is subject to NCMA’s article access policies. The PDF version of the article is shared with permission.

Read Bacon’s latest Contract Management article here.