No. The enterprise must be at least fifty per cent owned by nationals of the treaty country, and a fifty-five per cent American shareholder defeats that outright. The shareholding has to be restructured before the purchase completes; nothing about Yvon's day-to-day role compensates for it.
The ownership percentage is a threshold, not a factor to be weighed
Several E-2 requirements are matters of degree, judged on the whole picture. Nationality of the enterprise is not one of them. Ownership is traced to individuals, and at least half must be held by nationals of the treaty country, so a company in which an American holds fifty-five per cent is simply not a treaty-national enterprise.
Applicants sometimes hope that operational control, a management agreement or a promise to transfer shares later will bridge the gap; none of them does, because the test looks at ownership as it stands. The commercial fix is usually straightforward if it is addressed early: the seller can take back a mortgage or a secured note instead of equity, retain a minority stake, or be paid an earn-out, all of which can leave him well protected without giving him more than half the company. What cannot be fixed is a completed purchase, because unwinding a share issue after closing is expensive and creates its own questions about who really owns the business.
- USCIS: E-2 Treaty Investors
- U.S. Department of State: Treaty Trader and Treaty Investor visas
- Department of State: 9 FAM 402.9, Treaty trader and treaty investor guidance
- U.S. Department of State: Treaty countries
- eCFR: 8 CFR 214.2, Special requirements for admission, extension and maintenance of status