IN THIS GUIDE · How to sequence an asset purchase so the money is committed but not stranded
Start with the E-2 eligibility and application overview
Commit the money through an escrow tied to the visa decision
The State Department's guidance accepts that funds placed in escrow can count as irrevocably committed when the only condition on their release is the issuance of the E-2 visa, and that this arrangement does not defeat the requirement that the investor be at risk. The purchase agreement should therefore be signed, the price deposited with an escrow agent, and the closing conditioned on visa approval, with the money returned only if the visa is refused. A deposit that the buyer can withdraw for any reason, or a letter of intent with no binding terms, is not a commitment. Get the escrow instructions drafted by someone who understands both the deal and the visa, because a clause that lets the buyer walk away for reasons unrelated to the visa converts a committed investment into an option. A first review of the purchase contract should isolate every condition that permits return of the money. Visa refusal can be the condition; a broad right to cancel for financing, inspection or personal preference weakens the commitment. Match the signed agreement, escrow receipt and bank transfer so the amount, purchaser and release instructions agree. If they do not, resolve the commercial documents before presenting the investment as committed.
Trace the funds and use the right kind of borrowing
Every dollar has to have a lawful and documented source. The proceeds of selling the Quebec company are shown through the sale agreement, the closing statement and the bank records that receive them. The home-equity line of credit is acceptable because it is secured on the investor's personal asset and he remains personally liable; a loan secured on the assets of the U.S. business being bought would not count as the investor's own capital at risk. Keep the two flows in separate, traceable transfers. The investment must also be substantial relative to the cost of the business; for an asset purchase that means the price plus the working capital genuinely needed to operate, compared with the total cost of establishing or buying such a business, not a fixed dollar figure. Build a source-and-use schedule that follows each dollar from the sale proceeds or borrowing into the escrow account, equipment purchase or operating account. The schedule should distinguish funds already exposed to loss from a reserve still under the investor's control. It also forces a decision about working capital: omitting cash genuinely needed to open may make the investment look smaller than the actual cost of the enterprise.
Line up licensing, ownership and direction before the interview
Mechanical-contracting licensing requirements vary by state, and the business's existing licence may be held by the retiring owner or another qualifying individual. Ask the seller who holds each required licence, whether it can be transferred, and whether the buyer must qualify himself or retain a licensed employee. The E-2 file must show that the enterprise is real and operating, not marginal — the existing crew and customer contracts help — and that the investor will develop and direct it, which sole ownership satisfies. Canadian nationality of both the investor and the enterprise's ownership meets the treaty requirement. Because E-2 has no direct path to permanent residence and is renewable only while the business continues to qualify, the plan should also address what happens if the contractor later wants to stay permanently. The first review should test whether the licensed person, ownership documents and operational plan describe the same business. If a qualifying employee is needed to hold the trade licence, identify that person and the continuing arrangement rather than assuming the seller's credential follows the assets. Forecasts must show more than the investor's own support over time; a business that cannot meet that standard is marginal even when the purchase price is substantial.
Sources reviewed 2026-09-07. This guide covers a preparation focus; it is not an individual eligibility assessment.