IN THIS GUIDE · Distinguishing qualifying TN employment from prohibited self-employment when equity ownership is offered
Start with the TN eligibility and application overview
Separate ownership percentage from actual control
Establish sole or controlling ownership first: it is deemed self-employment under the TN regulation and is not permitted, even if another person nominally supervises the applicant. With a genuinely noncontrolling stake, examine voting rights, shareholder agreements and practical control rather than just the headline percentage. A small equity percentage is not a substitute for reviewing contractual powers and the real working arrangement. Read the constitutional documents rather than accepting a percentage quoted in an email. Voting rights attached to a class of shares, a casting vote, a right to appoint directors, or a veto over budgets can each place control somewhere the capitalization table does not suggest. Record what was read and on what date, because these arrangements change.
Examine the real employer-employee relationship
Look for genuine indicators of an employer relationship: a defined reporting line, a board or other owners with independent authority over the applicant's role, a salary structure separate from ownership distributions, and duties assigned by someone other than the applicant. Document these details specifically rather than relying on general statements that the arrangement is a normal job. Vague or circular descriptions of supervision are a common weak point in these cases. Written detail is what distinguishes a genuine reporting relationship from a described one. Name the person who sets the applicant's objectives, who approves leave, who could dismiss, and who signs the payroll instruction. Where the answer to more than one of those is the applicant, that is a finding rather than a formatting problem, and it should be reported as such.
Consider how the offer could be structured differently
If the ownership component creates real risk, discuss with the employer and applicant whether the structure could be adjusted, such as delaying the equity grant, reducing the stake, or clarifying in writing that other owners retain independent authority over the applicant's role. Any restructuring needs to reflect the actual operating reality, not just paperwork, since a reviewer may look past a superficial fix to the substance of how the business is actually run. Any adjustment has to be capable of surviving the question of why it was made. A grant deferred until after admission, or a stake reduced on paper while the applicant continues to direct the business, describes the same arrangement in different words. Where a restructuring is genuine, the operating reality should change with it, and the documents recording that change should be dated at the time it happened.
Decide whether the arrangement is presentable as qualifying employment
After reviewing control and supervision, reach a clear view on whether this specific arrangement can honestly be presented as employment by an employer rather than self-employment. If the answer is uncertain or unfavourable, say so directly and discuss whether restructuring is realistic or whether the applicant should consider a different route. Building a case around an arrangement that functions as self-employment creates real risk at the border or in a filing. It is worth saying plainly what an unfavourable conclusion protects against. A misdescribed arrangement is not a paperwork risk that resolves once someone is admitted; it persists through every subsequent entry and extension, and it is examined against facts that continue to accumulate. Advising against the category early leaves alternatives open, including a differently structured role or a route that permits ownership.
Sources reviewed 2026-09-07. This guide covers a preparation focus; it is not an individual eligibility assessment.