IN THIS GUIDE · Distinguish a business valuation from the capital actually committed
Start with the E-2 eligibility and application overview
Identify what the report measures
Hypothetical example: a valuation estimates business value while the buyer negotiates different terms. Distinguish estimated value, asking price, actual cost and qualifying capital. Do not present them as automatically identical. Ask the author of the valuation which date, assets and assumptions it covers. Then compare that scope with the actual transaction: assets may have been removed, a seller note added or working capital reserved outside the purchase. The report may support one estimate without establishing what the buyer has committed at risk. Identify the genuine contract and payment evidence for that separate question. A favourable opinion should not be used to treat money still controlled freely by the purchaser as already invested or to avoid reading the financing security terms.
Show actual lawful commitment
Capital must be lawful, substantial, at risk and sufficiently committed, with source and path evidence. There is no universal E-2 minimum. Unrestricted funds or a valuation report alone do not establish investment; genuine visa-contingent escrow requires assessment.
Preserve nationality and direction
The principal needs qualifying treaty nationality and development and direction, with generally at least 50% relevant treaty-national enterprise ownership. A valuation does not establish ownership rights or the investor’s actual authority.
Assess the real operating capacity
The enterprise must be real and nonmarginal, with capacity beyond minimal living for the investor and family or significant economic contribution. Review actual costs and financing security. Enterprise-secured debt is not qualifying capital; other borrowing needs its own analysis. Personally unsecured borrowing or borrowing secured solely by non-enterprise personal assets may count under its actual terms. Debt secured by enterprise assets is excluded even when personal assets also secure it.
Explain enterprise nationality and nonmarginality precisely
Enterprise nationality generally requires at least 50% ownership by nationals of the relevant treaty country. The investor must develop and direct the business through at least 50% ownership or other qualifying operational control. If nonmarginality rests on future capacity, that capacity generally must be realizable within five years after normal business activity begins. The investor must intend to depart when E status ends; Canadian citizens generally need an E visa.
Do not confuse purchase price with committed capital
The enterprise must be a real and active commercial undertaking producing goods or services for profit, not an idle investment such as undeveloped land or a portfolio of securities. A shareholder who holds U.S. lawful permanent residence is generally not counted as a treaty national for these purposes, so a family member who obtained a green card years ago can affect whether the fifty percent threshold is met. The standard structure for a purchase is a signed stock or asset purchase agreement, with the purchase price deposited in escrow to be released to the seller on visa approval and returned to the buyer only if the visa is refused. A prelaunch enterprise can qualify where commitments are credible, so signed leases, purchase orders, licences and hiring offers carry weight; the law does not universally require first sales or equipment already used in production. Purchase deposits released to the seller, an executed agreement that is binding without a further approval, equipment paid for, a lease signed with liability attached, and payments that cannot be recovered if the venture fails are what irrevocable commitment looks like. E-2 requires that the capital be irrevocably committed and genuinely at risk, and that the enterprise be more than marginal, so a plan leaving the business unable to operate answers neither point well.
Sources reviewed 2026-09-07. This guide covers a preparation focus; it is not an individual eligibility assessment.