Start with the E-2 eligibility and application overview
Explain the real funding event
Identify ownership, the actual distribution and relevant records establishing the right to use the funds. Do not invent a dividend solely to simplify a legitimate different arrangement, or describe an expected distribution as received.
Meet the investor and enterprise tests
At least 50% relevant treaty-country national ownership, development and direction, substantial at-risk qualifying capital with lawful source/path, and a real nonmarginal business remain necessary. Nonmarginality includes more than minimal living or significant economic contribution under the applicable rules. E-2 has no universal minimum or ten-job quota; Canadians generally need an E visa.
Develop and direct means control, not merely majority ownership
The investor must be coming to develop and direct the enterprise, which is ordinarily shown by owning at least half of it or by holding operational control through a management position or other device. A substantial investment must be committed and irrevocably at risk in a real, active enterprise, and there is no published dollar threshold to reach. The enterprise must have the nationality of the treaty country, and that is determined by ownership: at least fifty percent must be held by nationals of that country who are either not resident in the United States or are themselves maintaining treaty status. Review the applicant’s lawful committed investment, substantiality relative to the enterprise and credible non-marginal capacity. Assess working capital and visa-contingent escrow on genuine terms, and distinguish enterprise-secured debt from qualifying personal financing. Borrowing secured only by personal assets, or unsecured personal borrowing, may qualify under the other investment conditions; debt secured by enterprise assets is excluded even when personal assets also secure it. The capital must be committed rather than merely set aside, exposed to loss, and directed to an enterprise that is not marginal; a forecast should identify the assumptions that support those conclusions.
Committed funds and real control, alongside the marginality question
Substantiality is proportional: the amount is weighed against the total cost of purchasing an established enterprise of that kind, and it must be large enough to make it likely that the investor will successfully develop and direct the business. Marginality is a distinct requirement: the enterprise must have the present or future capacity to generate more than a minimal living for the investor and family, and a projection covering roughly five years is the ordinary way to show future capacity. A business whose trucks are financed and whose lease cannot be assigned is worth less than the price suggests, and the E-2 analysis looks at what the buyer will own and control after closing, not at what the seller's brochure describes. An agreement in which the franchisee owns the entity outright, hires and fires, sets pricing within brand limits and bears the profit or loss supports the control requirement; one where the franchisor can run the business over the owner's head does not. If part of the price is seller-financed, only the portion actually paid and any indebtedness secured by the buyers’ personal assets counts; a loan secured on the business itself does not. The operating plan should identify customers, pricing, staffing, premises, licences, and the investor's decision-making role. The central question is whether the committed sum makes the enterprise viable, not whether it clears a borrowed headline number. The enterprise may not be marginal, so a plan based on the owner doing every revenue-producing task indefinitely deserves particular scrutiny.
Sources reviewed 2026-09-07. This guide covers a preparation focus; it is not an individual eligibility assessment.