IN THIS GUIDE · A shareholder option could later change treaty ownership
Start with the E-2 eligibility and application overview
Start with the ownership that exists today
List every shareholder, the class and number of shares issued, and each holder's citizenship, because E-2 nationality turns on citizenship rather than where a person lives. At least fifty percent of the enterprise must be owned by nationals of the treaty country. Canadian citizenship qualifies; residence in Candiac does not, on its own, establish anything about the enterprise. Canadian citizens generally need an E visa before travelling, which is a separate step from the ownership analysis. Preserve the register, citizenship evidence and capitalization date used for the calculation. The applicant must decide whether a proposed ownership change requires corporate restructuring before the visa application is submitted.
Read the option instrument, not a summary
Note who holds the option, how many shares it covers, the vesting schedule, the exercise price, and any condition — a financing round, a performance target, a departure — that triggers or blocks exercise. Note the holder's citizenship too. An option granted to a non-treaty national matters differently from one granted to another Canadian citizen, and a plan document may contain terms the founders have never read closely. Ask for signed option documents and board approvals, not just a founder’s recollection. The timing and conditions of exercise may determine whether the risk is immediate, contingent or commercially remote.
Run the ownership arithmetic both ways
Calculate treaty ownership on the shares outstanding today, and again on a fully diluted basis assuming the option is exercised in full. If the diluted figure drops treaty ownership below half, say so plainly and take the question to corporate and immigration counsel together. The present position governs the current application, but a foreseeable loss of ownership affects planning and should be recorded rather than discovered later. The calculation should identify the denominator, voting rights and every instrument included. That record lets the applicant make a reasoned decision about whether to defer, amend or disclose a contemplated issuance.
Keep ownership in proportion to the rest
Ownership is one element among several. The investor must still show substantial capital that is genuinely committed and at risk, a real operating commercial enterprise that is more than marginal, and an ability to develop and direct it. Owning shares does not by itself authorize anyone to perform work in the United States. Decide which of these points the option touches, and which it leaves untouched. Bank records, contracts, invoices and an operating plan answer different questions. They should show capital that is committed and subject to loss, an enterprise the investor will develop and direct, and prospects beyond a marginal undertaking.
Explain enterprise nationality and nonmarginality precisely
A revenue projection alone does not settle marginality; the record should explain how the enterprise will support more than personal subsistence or make a significant economic contribution.
Sources reviewed 2026-09-07. This guide covers a preparation focus; it is not an individual eligibility assessment.