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RIVERVIEW · E-2 FIELD GUIDE

Which documents show whether an option changes control now?

Sources checked:

THE DIRECT ANSWER

Provide the option, shareholder and voting agreements along with the current ownership records.

Read the provisions together

A purchase right may operate differently from a voting agreement. Explain effective dates and conditions rather than relying on a percentage stated in a proposal summary.

Bring the equity grant or subscription document, the services agreement describing what was performed, board or member resolutions approving the issuance, and your own transfer records showing where your money went. Ask the seller for three years of financial statements, the employee list with wage records, the equipment titles, the permits that must transfer and the lease assignment terms, because those documents feed the substantiality and marginality evidence. Records showing funds leaving the investor’s control and being spent by the enterprise: transfers, signed leases, equipment invoices paid, payroll started and insurance bound. Collect the executed leases with every amendment, the assignment or consent documents, current rent ledgers, deposit receipts, any guarantee signed personally, and correspondence with each landlord about renewal. Gather employment records, tax filings, sale documents, or inheritance papers for whichever deposits built the balance, then follow the money to the United States business account. Assemble a transaction ledger linking lawful source, each bank movement, escrow or refund condition, purchase closing, invoices, ownership, and operating use. Where a large purchase is scheduled to close only after the visa issues, an escrow releasing solely on visa issuance can count, but ordinary deposits refundable at the buyer’s option cannot.