In United States v. Gorski, 807 F.3d 451 (1st Cir. 2015) (Nos. 14-1963, 14-1964, 14-2074), the government alleged that defendant, Gorski, obtained government contracts between 2005 and 2010 by falsely certifying that a company he controlled, Legion, qualified as a Service Disabled Veteran Owned Small Business Entity.  Effective February 2010, the self-certification procedure in effect for SDVOSBs was replaced by a formal verification process.  In late 2009, Legion hired a law firm to effect a corporate restructuring that resulted in a Veteran nominally owning 51% of the company, and Gorski owning 49%, but in fact exercising operational control.  The restructuring occurred in March 2010, but the documents were dated “as of February 1, 2010,” before the regulatory amendments became effective.  At some point before Legion engaged corporate counsel, Gorski retained a personal lawyer, Schwartz.  The government subpoenaed communications between Legion and its counsel, and Gorski and Schwartz.  The district court held that the crime-fraud exception applied to corporate counsel’s communications relating to the transaction, but not to the personal communications, because Schwartz had no role in the submission to the SBA.  Both Legion and Gorski appealed.  The appellate court dismissed Gorski’s direct appeal based on the U.S. Supreme Court’s ruling in Mohawk, which held that parties may not take a direct appeal from an adverse privilege ruling unless they are held in contempt and appeal that order.  The appellate court held that Legion, however, as a non-party to the indictment, could take a direct appeal based on the Perlman doctrine.  As to Legion’s appeal, the appellate court found that the indictment provided a reasonable basis to believe Gorski and/or Legion were engaged in criminal or fraudulent activity; and the documents, which both courts reviewed in camera, provided a reasonable basis to believe the communications were intended by the client to facilitate or conceal the criminal or fraudulent activity.  The appellate court reversed the trial court’s ruling regarding Schwartz.  The district found that Gorski’s intent was the same for both corporate and personal counsel, but held that the communications remained privileged because Schwartz was not directly involved in the transaction.  The appellate court concluded that the trial court’s finding regarding Gorski’s intent provided the necessary showing that the communications with Schwartz were intended by Gorski to facilitate or conceal criminal or fraudulent conduct.