IN THIS GUIDE · Ask the seller which dollars are really at risk before counting the purchase price
Start with the E-2 eligibility and application overview
Identify which part of the price is the investor's own risk
In the hypothetical above, the price is structured so that seventy per cent is paid at closing from his savings and the sale of his Mount Pearl inventory, and thirty per cent is a seller note secured against the distributor's inventory and receivables. The seventy per cent is capital he has placed at risk. The seller note is indebtedness secured by the assets of the enterprise, and that portion does not count as invested capital. His E-2 investment is the seventy per cent, and the substantiality test is applied to that figure against the full cost of the business.
Ask the seller for the records that prove the business is real
Before an offer becomes binding, request three years of tax returns, payroll registers, the customer list with concentration, the lease, supplier agreements and any franchise or distributor agreements with change-of-control clauses. These documents serve two purposes: they establish that the enterprise is operating and not marginal, and they reveal whether the buyer will actually control it. A distributorship that the manufacturer can terminate on a change of ownership is a business the investor may not be able to direct after closing.
Structure the closing so the commitment is real but not reckless
The funds must be irrevocably committed, yet an investor who pays in full and is then refused status has bought a business he cannot run. Consular practice accepts funds held in escrow whose release is conditioned only on the issuance of the E-2 visa. The purchase agreement should say so explicitly, name the escrow agent and make the condition the sole contingency. A closing that is also conditioned on financing, inspection or landlord consent leaves the officer unable to say the money is committed.
Show the source, the path and the person in control
Trace the seventy per cent from its origin: the sale of the Mount Pearl inventory documented by invoices and deposits, savings shown by statements, any personal loan secured by his home rather than by the U.S. business. Then show that he will run the company: the ownership schedule giving him at least half, his role as the person hiring, pricing and directing sales, and a plan for the first two years that includes employees beyond himself. E-2 is renewable while the business continues to qualify but offers no direct path to permanent residence, and his spouse would be work-authorized incident to E-2 status. A practical decision is whether the buyer can operate lawfully on day one. Confirm any state or local licence, seller transition obligation, and consent required by the lease or supply contracts before funds move. An approved visa does not replace a business licence, and an enterprise without the necessary operating permissions may not support the stated plan.
Sources reviewed 2026-09-07. This guide covers a preparation focus; it is not an individual eligibility assessment.