Assess the actual agreement and authority rather than assuming every transition arrangement has the same result.
Explain who controls which decisions
Identify retained seller duties and the buyer’s effective powers. Do not describe an advisory transition as continuing ownership, or ignore restrictions that materially limit the applicant’s direction.
An E-2 review should produce a transaction map: treaty nationality, enterprise ownership, source of funds, method of transfer, current commitment, risk of loss, business plan, and investor control. Describe the investor’s enterprise as a set of real commercial functions: product selection, branding, sales, inventory risk, customer obligations, quality control, and supplier management. An operating company supplies records that a startup must construct, but the requirements are identical: treaty nationality, substantial at-risk capital, a genuine commercial enterprise, the investor's ability to direct it, and more than marginal capacity. Fifty percent or more creates a presumption of control, which the shareholders' agreement can rebut if the minority partner holds vetoes over ordinary decisions or if unanimity is required. If external providers control the essential commercial activity, examine whether the proposed investor genuinely develops and directs the enterprise rather than simply receiving a return. Check the lease term and any renewal option against the period the investor expects to operate, since premises secured for a single year support a weaker picture of a continuing enterprise than premises secured for five.