Who Is the E-2 Investor — You or Your Company? Canada and Mexico Examples, and the L-1A Alternative

You own a company in Canada or Mexico. It has money in the bank, a track record and people who know the work. You want to open a business in the United States and run it yourself. The question that decides which visa you can use, and how the money has to move, is one most owners never think to ask: who is the investor, you or your company?

Many people, including some lawyers, assume the money has to pass through you personally before it goes into the U.S. business. That is the rule for the EB-5 green card. It is not the rule for the E-2 treaty investor visa. Under the E-2 rules a company can be the investor, and when it is, you come to the United States as the company’s executive employee. A third route, the L-1A “new office” visa, lets the company transfer you to a U.S. office it opens. Each of these three doors has its own conditions, and choosing the wrong one costs time, taxes or both.

Which door fits you? The short answer

There are three ways an owner of a Canadian or Mexican company can come to run a new U.S. business. Which one fits depends on whose money it is, who owns the company at every level, and whether the business at home will keep running.

The rest of this page explains each door, with a Canadian and a Mexican example, and the traps that send owners back to the drawing board.

Can a company be the E-2 investor?

Yes. The State Department’s E-visa regulation says so in its definition of who may develop and direct the business: “The business or individual treaty investor does or will develop and direct the enterprise …” (22 CFR 41.51(b)(11)). The same regulation allows an E-2 employer to be “… an organization at least 50% owned by persons having the nationality of the treaty country who are maintaining nonimmigrant treaty investor status if residing in the United States …” (22 CFR 41.51(b)(2)(ii)). The Board of Immigration Appeals reached the same result decades ago, holding that a foreign corporation can qualify as the treaty investor and that its employees can hold E-2 status (Matter of Walsh and Pollard, 20 I&N Dec. 60 (BIA 1988)).

The belief that the money must pass through the owner personally comes from the EB-5 investor green card. An EB-5 petition is filed by an individual “on his or her own behalf,” and the capital invested must be the individual’s own (8 CFR 204.6(c), (e), (j)(3); INA § 203(b)(5)). In a July 2026 EB-5 decision, USCIS’s Administrative Appeals Office repeated that a limited liability company “is a separate and distinct legal entity from its owners,” so money sent from an owner’s company is not automatically the owner’s money (AAO non-precedent decision, July 24, 2026). That is the right rule for EB-5 and a useful warning for Door 1 below. It is the wrong rule for an E-2 where the company itself is the investor. If you are comparing the two programs, our EB-5 investor guide sets out how they differ.

Door 1: What if you want to be the investor yourself?

If you are the E-2 investor, the money has to be yours, and you have to control the business. Control normally means owning at least 50% of the U.S. business, or holding operational control through a managerial position or another arrangement (9 FAM 402.9-4(B)(c); 22 CFR 41.51(b)(11)). You can own the U.S. business through one or more U.S. companies of your own; the E-2 rules look through those companies to you.

The difficulty for a business owner is that the cash usually sits in the company at home, not in a personal account. A company’s money is the company’s, even when you own all of it. To use it as your own E-2 investment, the company first has to pay it to you in a recognized way: a dividend, a salary or bonus, repayment of a loan you made to the company, or a documented loan from the company to you. The paper trail (board resolution, bank transfer, tax slip) is what lets you prove the money became yours before it went into the U.S. business. The Ninth Circuit, whose decisions bind immigration cases in Montana, upheld the denial of a change to E-2 status where the applicant could not prove that the invested funds were his own (Nice v. Turnage, 752 F.2d 431 (9th Cir. 1985)).

Moving money out of a company to its owner is usually a taxable event at home. In Canada, corporate money used for a shareholder’s personal benefit is taxed to the shareholder, and shareholder loans have their own rules (Income Tax Act s. 15, described in the CRA Income Tax Audit Manual, ch. 24). In Mexico, an individual who receives a dividend from a Mexican company includes it in income, and as of October 2026 the Income Tax Law also imposes an additional 10% tax on dividends paid to individuals, withheld by the company (Ley del Impuesto sobre la Renta, art. 140). That tax cost is often what makes Door 2 attractive.

If money has already gone from your company into the U.S. business, do not try to send it back and re-route it through your own account. That usually makes the record worse, not better. Document how the money became yours, or consider whether the company should be the investor instead.

Door 2: How does your company qualify as the E-2 investor?

When the company is the investor, the question becomes the company’s nationality, and the answer is not where it was incorporated. Put in plain terms, the Foreign Affairs Manual (9 FAM 402.9, as revised February 17, 2026) says a business has the nationality of the individuals who own it, the officer looks through every layer of ownership to find them, and the country where the company was organized does not matter (9 FAM 402.9-4(B)(a)–(c); 22 CFR 41.51(b)(6)). The rules that follow from this:

• At least 50% of the ownership must trace to citizens of one treaty country. Canada and Mexico have both been E-2 treaty countries since January 1, 1994 (9 FAM 402.9-10).
• Shares held by U.S. green card holders do not count toward that 50% (9 FAM 402.9-4(B)(e)).
• Shares held by an owner who lives in the United States count toward the 50% only if that owner holds E status (22 CFR 41.51(b)(2)(ii); 8 CFR 214.2(e)(3)(ii)). A Canadian co-owner working here on another visa does not disqualify the company, but his shares drop out of the count.
• A dual national’s company takes one nationality. An owner who is both Canadian and Mexican cannot count toward both at once; the exception is a company owned 50/50 by nationals of two treaty countries (9 FAM 402.9-4(B)(d)).

What this means for you personally. When your company is the investor, you are not the E-2 investor. You apply as the company’s executive or supervisory employee, and you must have the same nationality as the company (9 FAM 402.9-7(A)(2), (B); 8 CFR 214.2(e)(3); 22 CFR 41.51(b)(12)). Your visa then rests on the company: its nationality, its investment and its continued ownership of the U.S. business. If the company’s ownership changes, your status can change with it. The mechanics for employees, including dependents and which posts take the interview, are covered in our guide for Canadian E-2 employees.

A Canadian example

Two siblings, both Canadian citizens, each own half of a Canadian holding company. The holding company owns an equipment-rental business at home and wants to open a rental branch in a western U.S. state. The holding company forms a U.S. corporation, wires the start-up capital directly from its own account, and signs the lease and equipment purchases. Tracing up the ladder, the U.S. corporation is owned by the Canadian holding company, which is owned 100% by Canadian citizens. The company is Canadian for E-2 purposes. One sibling moves to run the U.S. branch and applies as its executive. No dividend to the siblings is needed, because the siblings are not the investors.

Canadians apply at a U.S. consulate in Canada, not at the border: the E classification is one of the few that require a Canadian to hold a visa (8 CFR 212.1(a)(1)). As of October 2026, the U.S. Mission in Canada registers a new E company through the Toronto consulate, which takes first-time applicants and company renewals; once registered, the company’s employees can book interviews in Calgary, Montreal, Ottawa, Vancouver or Toronto, and the registration lasts five years (U.S. Embassy & Consulates in Canada, Treaty Trader and Investor Visas, page updated September 2025).

A Mexican example

A family-owned Mexican company manufactures furniture. Three family members, all Mexican citizens, own it. The company wants a U.S. subsidiary to sell and install its products for hotels and restaurants. The Mexican company capitalizes the U.S. subsidiary from its own accounts. Tracing up, the subsidiary is owned by a company owned 100% by Mexican citizens, so it is Mexican for E-2 purposes, and the family member who will run it applies as its executive.

As of the U.S. Mission in Mexico’s instructions dated June 8, 2026, E-2 visas in Mexico are processed only at the U.S. Embassy in Mexico City and the Consulate in Ciudad Juárez; the full application is sent electronically to the post, and the applicant must prove at least 50% treaty-country ownership and a controlling interest (U.S. Embassy & Consulates in Mexico, Treaty Trader and Investor Visas). Those instructions describe no separate company-registration step like Toronto’s.

The trap: a “Mexican” company that is not Mexican

Change one fact. The furniture company is incorporated in Mexico and run from Mexico, but 70% of it belongs to a Brazilian citizen who lives in Monterrey. Brazil does not have an E-2 treaty with the United States (9 FAM 402.9-10). Tracing to the individuals, the company is majority Brazilian, so it cannot be a Mexican E-2 investor, and its Mexican minority owners cannot fix that. Door 2 is closed. Door 3 may still be open, because the L-1 does not care about nationality.

Can the company bring its own workers on E-2 visas?

Partly. Owners often expect to bring their crew. The E-2 rules allow two kinds of employees: executives and supervisors, and “essential” employees with special qualifications (22 CFR 41.51(b)(12)–(13)). Essential employees do not have to develop and direct the business (Walsh and Pollard), and most need not have worked for the company before; the exception is an ordinarily skilled worker whose value comes from knowing the home company’s operations (9 FAM 402.9-7(C)(c)(3)).

The limit is for ordinarily skilled workers. Put in plain terms, the Foreign Affairs Manual says such workers qualify mainly when they are needed to start the business up or to train others, usually because they know the home company’s methods, and only for a limited period (9 FAM 402.9-7(C)(c)(2), (d)). A furniture installer who knows the company’s systems might qualify to set up the first U.S. jobs and train local hires; a permanent installation crew would not. The Mexico post’s instructions suggest that an essential-employee application may explain why the business could not find a qualified U.S. citizen or green card holder for the job (mx.usembassy.gov, June 8, 2026). Plan to hire locally for the long term.

Door 3: When is the L-1A “new office” the better route?

The L-1A intracompany transferee visa lets a company with an office abroad transfer a manager or executive to a related U.S. office, including one it is just opening. It has one structural advantage over both E-2 doors: the L-1 has no treaty-nationality requirement. A qualifying organization is defined by ownership and control links between the foreign and U.S. entities, not by anyone’s citizenship (8 CFR 214.2(l)(1)(ii)(G)). That is what rescues the Brazilian-owned company in the example above.

For a new office, the petition must show that the U.S. company has secured premises; that you worked for the company abroad for one continuous year in the three years before filing, as a manager or executive; and that within one year of approval the U.S. office will be able to support a managerial or executive job (8 CFR 214.2(l)(3)(v)). The traps owners do not expect:

• The one-year clock. A new-office petition is approved for one year at most (8 CFR 214.2(l)(7)(i)(A)(3)). To extend, the company must show that the U.S. office has been doing business for the past year, describe its staff and the wages paid, and show its finances (8 CFR 214.2(l)(14)(ii)). In our reading of USCIS appeal decisions from 2026, many new-office cases fail on this same question, at the first petition or at extension: the U.S. office does not have, or will not have, enough staff for the transferee to be managing rather than doing the work (for example, AAO non-precedent decision, Aug. 5, 2026).
• The home company must keep operating. Put in plain terms, the USCIS Policy Manual says the foreign company must continue doing business for the whole time you are in L-1 status, and a holding company abroad is not enough (2 USCIS-PM L.6). If you plan to sell or close the business at home, the L-1 is the wrong door.
• A sole proprietor cannot petition for himself. The petitioner must be a company separate from you (2 USCIS-PM L.5).
• Owners must show the assignment is temporary. If you own the company or are a major stockholder, the petition must show that your U.S. services are for a temporary period and that you will be transferred to an assignment abroad afterward (8 CFR 214.2(l)(3)(vii)).

Filing differs by country. A Canadian citizen’s L-1 petition can be filed with an officer at a Class A port of entry on the U.S.–Canada land border or at a U.S. preclearance station in Canada, together with the application for admission (8 CFR 214.2(l)(17)). A Mexican citizen needs an approved petition from USCIS (or, for a company with an approved blanket L petition, a blanket certificate) and then an L-1 visa from a U.S. consulate.

The L-1A has a ceiling of seven years in managerial or executive capacity (8 CFR 214.2(l)(12)(i)), but it also points toward a green card: an L-1A manager of a multinational company is often a candidate for the EB-1C multinational-manager category, which needs no labor certification. Our overview of U.S. visa types describes that path. Spouses do well under both E-2 and L-1: since November 12, 2021, USCIS treats spouses in E or L status as employment authorized incident to that status (10 USCIS-PM B.2).

How do you choose between the three doors?

Whichever door you use, the E-2 business itself must be a real, operating enterprise that you actively direct, not a passive investment. Our page on the E-2 active-investment standard explains where that line falls, and our E-2 treaty investor visa guide covers the full set of requirements.

What tax filings come with a company-owned U.S. business?

We do not give tax advice, but owners should know these filings exist before they choose a structure. A U.S. corporation that is at least 25% foreign-owned, including a foreign-owned U.S. single-member LLC, generally files IRS Form 5472 for each year in which it has reportable transactions with a related party, such as the foreign owner funding it, and as of the December 2024 instructions the penalty for failing to file is $25,000 (IRS, Instructions for Form 5472). A Canadian corporation that owns a foreign affiliate such as a U.S. subsidiary generally files Form T1134 with the CRA (CRA, Information returns relating to foreign affiliates). Speak with your accountant or contador before you move money, not after.

What should you check before you sign or wire anything?

1. Draw the ownership chart from the U.S. company up through every layer to the individuals, with each person’s citizenship and percentage.
2. Collect nationality proof (passports) for every owner who counts toward the 50%.
3. Decide who the investor is, you or the company, before money moves. The answer determines whose account the wire comes from.
4. Paper the decision. A board resolution authorizing the investment (Door 2 or 3), or the dividend, salary or loan documents that make the money yours (Door 1).
5. Keep the bank trail clean: one account to the U.S. company’s account, with no detours.
6. Know who applies first and where: Toronto for a new Canadian E company; Mexico City or Ciudad Juárez for a Mexican one; USCIS (or a northern border port, for Canadians) for an L-1.
7. Talk to your accountant about the tax cost of each door at home and in the United States.

If you are weighing these options for your own company, we can review your ownership chart and tell you which doors are open. Contact Immigration Law of Montana to schedule a consultation.