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TANTRAMAR · E-2 FIELD GUIDE

Can the seller’s inventory total prove the business has usable stock?

Sources checked:

THE DIRECT ANSWER

Not automatically. Assess the actual records, condition and relevance to the operation.

Identify the commercial facts

Distinguish items acquired from estimates or excluded stock. Do not describe obsolete goods as readily saleable merely to support a stronger forecast.

Identify the investor's real decision-making authority within the business structure and confirm that the enterprise itself meets the substantiality and non-marginality requirements. The investor still needs treaty nationality, a real operating enterprise, substantial capital committed and at risk, genuine control of the business, and an operation capable of more than a minimal living. Ask the seller whether the note can be restructured as an unsecured obligation with a personal guarantee, or secured on assets outside the enterprise, and weigh the commercial cost of that against the immigration benefit. A lawful software-resale business is not disqualified merely because it resells access; it must still meet the E-2 business, investment, nationality and develop-and-direct requirements. The assessment looks at funds actually placed in the U.S. enterprise, substantial relative to its cost, irrevocably committed and subject to partial or total loss if the business fails. The useful output is a source-and-use schedule that links each dollar to an executed purchase, lease, escrow condition, inventory order, or operating obligation. Ownership producing rent without meaningful business operations generally falls short, because the category looks for a real, active commercial enterprise rather than a passive holding.