IN THIS GUIDE · Read the buyer’s rights alongside the seller’s continuing role
Start with the E-2 eligibility and application overview
Identify actual development and direction
Hypothetical example: the seller agrees to support a transition but retains some decision rights. Review genuine voting, ownership and management terms and how the applicant will develop and direct the enterprise. Assess treaty nationality of applicant and enterprise, generally at least 50% enterprise ownership by nationals of the relevant treaty country.
Trace lawful capital and financing
Review substantial lawful capital committed at risk relative to the business, without a universal fixed minimum. Identify source and path and actual loan security. Personal-asset-secured or unsecured loans may qualify; debt secured by enterprise assets does not qualify as invested capital. The seller’s price does not alone establish qualifying capital. Debt secured partly by enterprise assets is excluded even when personal assets are also pledged; personal-only secured or unsecured borrowing may qualify on its actual terms.
Assess the enterprise as it will actually operate
The business must be real and operating and nonmarginal, with capacity beyond a minimal living for investor and family or for a significant economic contribution. Existing revenue may be relevant but should be assessed with the actual resulting operation. Do not import EB-5’s capital thresholds or job number into E-2.
Keep pending conditions visible
Identify what has closed and what remains proposed or contingent. A qualifying visa-contingent escrow may matter. A seller’s assistance agreement or an executed purchase does not automatically authorize the buyer’s U.S. work or establish every investment condition.
Explain enterprise nationality and nonmarginality precisely
The enterprise generally must be at least 50% owned by nationals of the relevant treaty country; the applicant’s passport alone does not establish enterprise nationality. Nonmarginality includes capacity to provide more than a minimal living for the investor and family, with the alternative of a significant economic contribution. Apply those conditions to the real operating proposal rather than importing EB-5’s capital amounts or ten-job rule into E-2. The investor must also intend to depart when E status ends; business ownership does not replace that individual requirement. If relying on future capacity, it should generally be realizable within five years after normal business activity begins.
Trace the investor’s nationality, capital and control
The investor must develop and direct the enterprise, ordinarily through at least fifty percent ownership or through operational control such as a managerial position or another recognised device. The capital must be irrevocably committed and genuinely at risk, substantial in relation to the total cost of the enterprise, and lawfully sourced with a documented path. Charges that funded signed leases, non-refundable orders, or work already performed help demonstrate capital irrevocably committed and exposed to loss. Total what is now irrevocably committed or genuinely at risk, and describe the operating enterprise it supports — premises, equipment ordered or installed, staffing and supplier commitments. Money sitting in an account earmarked for the venture is not the same as capital irrevocably committed. An enterprise takes its nationality from the citizenship of the persons who own at least fifty per cent of it, traced through to individuals rather than stopping at a holding company. The funds need an irrevocable commitment exposed to commercial loss, and the applicant must have a real role in developing and directing the business. Ask the seller which figures come from financial statements, asset schedules and appraisals, and which come from projections nobody has financed.
Sources reviewed 2026-09-07. This guide covers a preparation focus; it is not an individual eligibility assessment.