IN THIS GUIDE · Establishing enterprise treaty nationality through a layered ownership chain
Start with the E-2 eligibility and application overview
Nationality belongs to owners, not the registry
The enterprise itself must possess the required treaty nationality, which is determined by the nationality of those who own it rather than by where it was incorporated. With several shareholders and intermediate entities, that means following each layer until individual holders are identified. Note also that Canadian permanent residence does not supply treaty nationality for anyone; citizenship is what the analysis turns on. Record dual citizenships as they arise. Ask every owner for a passport rather than a statement of nationality, and record dual citizenships as they arise. The enterprise itself must possess the required treaty nationality, determined by the nationality of those who own it rather than by where it was incorporated, so the tracing runs through each layer until individual holders are identified. Permanent residence supplies treaty nationality for nobody.
Fix a date and describe the chain as it stands
Ownership records in a growing venture are frequently out of date, with issued shares, transfers and option grants recorded inconsistently. Pick a date, produce a capitalisation table that reflects the signed documents on that date, and reconcile it against the corporate registers. Where a shareholder is an entity, repeat the exercise one level up. Discrepancies are common and easier to correct now than mid-application. Date every version you produce. Pick a date, produce a capitalisation table reflecting the signed documents on that date, and reconcile it against the corporate registers, then repeat the exercise one level up wherever a shareholder is an entity. Ownership records in a growing venture are frequently out of step, with issued shares, transfers, and option grants recorded inconsistently. Date every version produced.
Identify who develops and directs
Beyond nationality, the applicant must be positioned to develop and direct the enterprise. In a partnership that question involves voting rights, board composition, veto provisions and whatever the shareholders' agreement actually says, not merely the percentage held. A minority holder with negotiated control may be in a different position from a majority holder bound by investor protections. Bring the agreements themselves, because summaries omit exactly the clauses that matter. Read the shareholders' agreement itself rather than a summary of it, since summaries omit exactly the clauses that matter. Voting rights, board composition, veto provisions, and reserved matters decide whether the applicant is positioned to develop and direct the enterprise, and a minority holder with negotiated control may be better placed than a majority holder bound by investor protections.
Treat financing rounds as immigration events
Issuing new shares can shift the ownership percentages that underpin both enterprise nationality and the applicant's control. A round agreed for sound commercial reasons may therefore change the immigration picture without anyone intending it. Build an immigration review into the term-sheet stage rather than after closing, and keep counsel informed of convertible instruments and option pools that will dilute the register when they are exercised. Hypothetical example: a venture's shares sit behind two holding companies registered in different countries, with a convertible instrument outstanding. Build an immigration review into the term-sheet stage rather than after closing, and keep counsel informed of convertible instruments and option pools that will dilute the register when exercised, since a round agreed for sound commercial reasons can change the nationality position without anyone intending it.
Sources reviewed 2026-09-07. This guide covers a preparation focus; it is not an individual eligibility assessment.