IN THIS GUIDE · Buying an operating U.S. business when staffing continuity rests on seller assurances
Start with the E-2 eligibility and application overview
Separate assurances from binding commitments
A seller’s statement does not guarantee that employees will remain; its contractual or other legal significance should be reviewed. Ask which employees are being discussed by role, tenure, compensation and actual function, whether any have written agreements, and whether those agreements bind the selling entity rather than the buyer. Ask whether the workforce has been told about the sale. Record what is verified, what is assumed, and what the purchase agreement actually says. The next review should preserve the dated source document, identify who can confirm it, and record the consequence if it remains incomplete; a label alone does not settle the point.
Price the departure scenario in the plan
Build the business plan around what happens if several employees leave in the first months. Include recruiting, wages, training time and any reduced output during a transition. E-2 non-marginality can rest on present or future capacity to generate more than a minimal living for the investor and family, or on significant economic contribution; there is no fixed number of jobs to promise. A plan that survives departures is more persuasive than one that assumes none. The next review should preserve the dated source document, identify who can confirm it, and record the consequence if it remains incomplete; a label alone does not settle the point.
Keep the money record consistent with the plan
Substantial investment is measured against the cost of the enterprise being purchased, and the capital must be genuinely committed and at risk. Show the lawful source and the path of the funds through accounts to the transaction; a closing balance alone proves little. Where funds sit in escrow or the agreement allows revocation, the treatment depends on the actual terms and deserves fact-specific review rather than a general rule about refundable deposits. The next review should preserve the dated source document, identify who can confirm it, and record the consequence if it remains incomplete; a label alone does not settle the point.
Convert expectations into reviewable documents
Where continuity matters, ask whether retention offers, transition services from the seller, or consulting arrangements are realistic and lawful. Existing non-solicitation clauses or employment contracts can conflict, and counsel should resolve that before anything is signed; there is no universal rule that a signature must come before or after filing. Remember that owning the enterprise does not by itself authorize the buyer to work in the United States. The next review should preserve the dated source document, identify who can confirm it, and record the consequence if it remains incomplete; a label alone does not settle the point.
Sources reviewed 2026-09-07. This guide covers a preparation focus; it is not an individual eligibility assessment.