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NEW TECUMSETH · E-2 FIELD GUIDE

Does buying through a Canadian holding company satisfy the treaty nationality requirement for a New Tecumseth investor?

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THE DIRECT ANSWER

Not by itself. Where corporations own the enterprise, nationality is traced through to the individuals who ultimately own those corporations. A Canadian holding company helps only if the people behind it are treaty nationals holding at least fifty percent, and shareholders who hold U.S. permanent residence are generally not counted as treaty nationals.

The company's address is not its nationality

This is one of the most common misunderstandings in family-business planning, because in almost every other context a Canadian corporation is straightforwardly Canadian. Here the question is about the people. The exercise is to draw the chain on paper, layer by layer, until every line ends at a named individual with a citizenship beside it, then add up the percentages held by treaty nationals.

Trusts and multiple share classes make that arithmetic harder and sometimes require advice on who is properly regarded as the owner. Because the threshold has to be met by the structure that exists after the acquisition, this analysis belongs in the deal planning rather than in the visa preparation. A licensed U.S.

immigration attorney should review the actual structure. Hypothetical example: Noelle plans to acquire a pet-care centre and retain its staff. Begin with an ownership chart, funds trail, purchase agreement, operating forecast and a written account of who will direct the business.

The share register settles treaty ownership, while escrow and closing documents settle whether money has crossed from intent into commitment. Sequence due diligence before releasing funds, but avoid leaving the entire investment freely revocable. The common error is buying a business that can support only the owner’s household.

Funds need substantial commitment and commercial exposure; the business must be genuine and operating, and it may not be marginal.