FAR Part 44: Subcontracting Policies and Procedures

In plain English

FAR Part 44 establishes policies and procedures for consent to subcontracts, advance notification of subcontracts, and review and approval of contractor purchasing systems. It matters because it determines when a prime contractor must obtain Government consent or provide advance notification before awarding subcontracts, and how a contractor's purchasing system can be approved, which affects the level of Government oversight.

Key rules

• If a contractor has an approved purchasing system, consent is required only for subcontracts specifically identified by the contracting officer in the subcontracts clause of the contract.
• If a contractor does not have an approved purchasing system, consent to subcontract is required for cost-reimbursement, time-and-materials, labor-hour, or letter contracts.
• Under cost-reimbursement contracts, contractors must provide advance notification before awarding certain cost-plus-fixed-fee or fixed-price subcontracts, with specific thresholds depending on the agency. (44.201-2)
• The contracting officer responsible for consent must review the contractor's notification and supporting data to ensure the proposed subcontract is appropriate for the risks and consistent with policy and sound business judgment.
• The contracting officer must consider factors such as consistency with the approved make-or-buy program, technical justification, and compliance with small business subcontracting requirements when evaluating a subcontract. (44.202-2)
• Consent to a subcontract or approval of a purchasing system does not constitute a determination of the acceptability of subcontract terms or price, or allowability of costs, unless specified otherwise.
• The contracting officer shall insert the clause at 52.244-2, Subcontracts, in solicitations and contracts for cost-reimbursement, letter contracts over the simplified acquisition threshold, and certain fixed-price, time-and-materials, or labor-hour contracts over the simplified acquisition threshold.
• A contractor purchasing system review (CPSR) evaluates the efficiency and effectiveness of the contractor's spending of Government funds and compliance with Government policy when subcontracting. (44.301)

Who does what

In practice

• If you have an approved purchasing system, you generally do not need consent for most subcontracts, except those specifically identified in the contract.
• Without an approved purchasing system, you must obtain consent for subcontracts under cost-reimbursement, time-and-materials, labor-hour, or letter contracts.
• Under cost-reimbursement contracts, you must provide advance notification before awarding certain subcontracts, even if you have an approved purchasing system for civilian agencies.
• Consent or approval does not mean the Government accepts the subcontract terms or price, so you still bear the risk of those aspects.

Common pitfalls

• Assuming that consent to a subcontract or approval of your purchasing system means the Government has accepted the subcontract price or terms; it does not, unless specified otherwise.
• Failing to provide advance notification when required under cost-reimbursement contracts, which can lead to noncompliance and potential withholding of purchasing system approval.
• Not considering the factors in 44.202-2, such as small business subcontracting compliance, when preparing a consent request, which can delay or jeopardize approval.
• Believing that designating a specific subcontractor during contract negotiations satisfies the advance notification or consent requirements; it does not.

Written by AI from this part's codified text (2026-10-04); cited sections are checked against the part. A guide, not legal advice: the regulation text, the solicitation and your contract rule.