The classification requires the investor to be in a position to develop and direct the enterprise and contemplates coming to the United States to do so. A plan built around occasional visits and a manager holding day-to-day direction fits that description poorly, whatever the ownership percentage says.
Ownership and direction are two separate tests
It is possible to own most of a company and still not direct it, and the analysis looks at both. Ask what decisions you would actually make: hiring, pricing, capital spending, contracts, strategy. If the honest answer is that a general manager would make them and report results quarterly, that is a passive holding described in operating language.
If you would make them, the structure should show it — through the governing documents, through your title and authority, and through the practical arrangements for how the business is run. Marta's question is therefore about her own intentions first. A licensed adviser can only assess a plan, and a plan that says one thing on paper and another in practice is the hardest kind to defend.
Hypothetical example: Celeste plans to buy a U.S. company that repairs commercial espresso machines and to run its service operations. A first review should trace nationality, ownership, source of capital, the purchase structure, and the investor's genuine ability to direct the enterprise.
The purchase agreement, ownership ledger and funds trail settle different parts of that analysis. Sequence the work by resolving ownership and source before committing additional money. The common error is treating a promising business plan as enough while the funds remain freely withdrawable or the investor plans to hand all control to someone else.
The enterprise also must be real, operating and capable of more than supporting the household.