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FORT SASKATCHEWAN · E-2 FIELD GUIDE

Is a minority ownership percentage automatically too low for an E-2 investor?

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THE DIRECT ANSWER

Not necessarily. The development-and-direction inquiry can involve operational control through a managerial position or another corporate device, but that control must be genuine and supported.

Separate the two ownership questions

The enterprise also needs qualifying treaty nationality, generally at least 50% treaty-country ownership, and the applicant must have the relevant nationality. Do not confuse that enterprise test with the applicant’s individual control. Lawful substantial at-risk capital, a real nonmarginal enterprise and intent to depart remain necessary.

Where a minority United States partner remains involved after closing, the shareholders' agreement decides the question: veto rights, reserved matters and board composition can leave a nominal majority owner without control. Provisions that concern consular officers include requirements for unanimous consent on operating decisions, a minority veto over hiring or spending within normal ranges, a deadlock mechanism that hands control to the minority, or a management agreement placing operations with someone else. A useful first review produces a condition-by-condition record: proof of Canadian nationality, the ownership ledger, the transfer trail for money or assets, and records showing that the business is operating beyond the family’s personal support.