dismissed EB-1C Case: Medical Billing Services

U.S. Citizenship 
and Immigration 
Services 
Non-Precedent Decision of the
Administrative Appeals Office 
Date: JUL. 18, 2024 In Re: 31940841 
Appeal of Nebraska Service Center Decision 
Form 1-140, Immigrant Petition for Alien Workers (Multinational Managers or Executives) 
The Petitioner, a medical billing services company, seeks to permanently employ the Beneficiary as 
its chief executive officer under the first preference immigrant classification for multinational 
executives or managers. See Immigration and Nationality Act (the Act) section 203(b )(l)(C), 8 U.S.C. 
§ 1153(b )(1 )(C). This classification allows a U.S. employer to permanently transfer a qualified foreign 
employee to the United States to work in a managerial or executive capacity. 
The Director of the Nebraska Service Center denied the petition, concluding the record did not 
establish that it had a qualifying relationship with the Beneficiary's former foreign employer. The 
matter is now before us on appeal under 8 C.F.R. § 103.3. 
The Petitioner bears the burden of proof to demonstrate eligibility by a preponderance of the evidence. 
Matter ofChawathe, 25 I&N Dec. 369, 375-76 (AAO 2010). We review the questions in this matter 
de novo. Matter of Christo 's, Inc., 26 l&N Dec. 537, 537 n.2 (AAO 2015). Upon de novo review, 
we will dismiss the appeal. 
I. LAW 
An immigrant visa is available to a beneficiary who, in the three years preceding the filing of the 
petition, has been employed outside the United States for at least one year in a managerial or executive 
capacity, and seeks to enter the United States in order to continue to render managerial or executive 
services to the same employer or to its subsidiary or affiliate. Section 203(b)(l)(C) of the Act. 
The Form 1-140, Immigrant Petition for Alien Worker, must include a statement from an authorized 
official of the petitioning United States employer which demonstrates that the beneficiary has been 
employed abroad in a managerial or executive capacity for at least one year in the three years preceding 
the filing of the petition, that the beneficiary is coming to work in the United States for the same 
employer or a subsidiary or affiliate of the foreign employer, and that the prospective U.S. employer 
has been doing business for at least one year. See 8 C.F.R. § 204.5(i)(3). 
II. QUALIFYING RELATIONS HIP 
The sole issue we will address is whether the Petitioner established that it had a qualifying relationship 
with the Beneficiary's former foreign employer. 
To establish a "qualifying relationship," the Petitioner must show that the Beneficiary's foreign 
employer and the proposed U.S. employer are the same employer (a U.S. entity with a foreign office) 
or related as a "parent and subsidiary" or as "affiliates." See § 203(b )(1 )(C) of the Act; see also 8 
C.F.R. § 204.5(i)(2) (providing definitions of the terms "affiliate" and "subsidiary"). 
Beyond meeting the regulatory definition of qualifying relationship, we also look to regulation and 
case law which confirm that ownership and control are the factors that must be examined in 
determining whether a qualifying relationship exists between United States and foreign entities. See, 
e.g., Matter of Church Scientology Int'l, 19 I&N Dec. 593 (Comm'r 1988); Matter ofSiemens Med. 
Sys., Inc., 19 I&N Dec. 362 (Comm'r 1986); Matter of Hughes, 18 I&N Dec. 289 (Comm'r 1982). 
Ownership refers to the direct or indirect legal right of possession of the assets of an entity with full 
power and authority to control; control means the direct or indirect legal right and authority to direct 
the establishment, management, and operations of an entity. Matter of Church Scientology Int'l, 19 
I&N Dec. at 595. 
The petition in this matter was filed in January 2023. In support of the petition, the Petitioner 
submitted an operating agreement dated in 2012 reflecting that 50% of its membership "units" were 
owned by _____ and 50% by the Beneficiary. The Petitioner further provided 2018 and 
2019 IRS Forms 1120S, U.S. Income Tax Return for an S Corporation, indicating in schedule K-1 that 
it was 99% owned by the Beneficiary and I% owned by In addition, the record also 
included a Petitioner operating agreement dated in July 2020 showing that 51 % of its membership 
"units" were owned by with the remaining 49% owned by the Beneficiary. 
With respect to the foreign employer's ownership, the record included a 2011 partnership deed 
reflecting that the shares of the company were owned as follows: 1) 50% by the Beneficiary, 2) 45% 
by ____ and 3) 5% by I I However, the record further reflected a foreign 
employer partnership agreement dated in June 2020 showing that it was 51 % owned by I I 
and 49% owned by the Beneficiary. Likewise, the record included a letter froml I 
stating that he was writing "as the shareholder of 51 % [ of the] shares of [the foreign 
employer]." 
In response to the Director's request for evidence (RFE), the Petitioner stated that the Petitioner "is 
99% owned by the Beneficiary and 1 % [ owned by] Mr. '--------~ and that the foreign 
employer "in Pakistan is also majority owned by [the Beneficiary]." The Petitioner asserted that "since 
the same individual owns and controls both entities, the qualifying relationship is established," 
pointing to supporting tax documentation. For instance, the Petitioner provided a 2022 IRS Form 
1120S reflecting in schedule K-1 that it was 99% owned by the Beneficiary and 1 % owned by 
I I 
The Director concluded the Petitioner did not demonstrate that it had a qualifying relationship with 
the Beneficiary's former foreign employer, emphasizing inconsistencies in the asserted ownership of 
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the Petitioner and foreign employer reflected in the submitted supporting documentation. For 
example, the Director emphasized a Petitioner operating agreement from July 2020 showing that it 
was 51 % owned by _____ while submitted 2018, 2019, and 2022 IRS Forms 1120S 
reflected that the Beneficiary owned 99% of the company (and with differing owners holding the 
remaining 1 %). On appeal, the Petitioner again contends that it is 99% owned by the Beneficiary and 
1 % owned by ______ and that the foreign employer "is also majority owned by [the 
Beneficiary]." The Petitioner states that since the Beneficiary owns and controls a majority of it and 
the foreign employer that a qualifying relationship has been sufficiently established. In support of this 
asserted ownership, the Petitioner points to the previously submitted 2022 IRS Form 1120S and 2011 
foreign partnership deed. 
As a preliminary matter, the Petitioner has not articulated on appeal how the Director erred in their 
denial decision, but merely reiterates assertions they provided in response to the RFE. This alone is 
grounds for dismissal. 8 C.F.R. § 103.3(a)(l)(v). 1 Nevertheless, for the reasons discussed below, the 
Petitioner has not established that it had a qualifying relationship with the Beneficiary's foreign 
employer as of the date the petition was filed in January 2023. The affected party has the burden of 
proof to establish eligibility for the requested benefit at the time of filing the benefit request and 
continuing until the final adjudication. 8 C.F.R. § 103.2(b)(l); see also Matter of Katigbak, 14 I&N 
Dec. 45, 49 (Comm'r 1971) (providing that "Congress did not intend that a petition that was properly 
denied because the beneficiary was not at that time qualified be subsequently approved at a future date 
when the beneficiary may become qualified under a new set of facts."). 
As discussed by the Director, the Petitioner has submitted conflicting evidence on the record to support 
its ownership and that of the foreign employer. For instance, on appeal, the Petitioner emphasizes its 
IRS Form l 120S reflecting that the Beneficiary owns 99% of the company. However, as noted by the 
Director, the record also includes Petitioner membership certificates and an operating agreement dated 
in July 2020 indicating that the Beneficiary owned only 49% of the company, as well as a majority 
owner of _____ (51 % ownership). Likewise, the Petitioner states on appeal that the 
Beneficiary owns 51 % of the foreign employer pointing to a 2011 partnership deed indicating the 
following ownership: 1) 50% by the Beneficiary, 2) 45% by I and 3) 5% byl I 
Again, the record includes conflicting documents dated after the discussed 2011 foreign 
partnership deed, including a foreign employer partnership agreement dated in June 2020 showing that 
it was 51 % owned by I Iand a letter from him stating that he was writing "as the 
shareholder of 51 % [ of the] shares of [ the foreign employer]." The Director pointed directly to these 
material discrepancies in the denial decision, but the Petitioner questionably does not address them on 
appeal, leaving substantial uncertainty as to the actual ownership of the Petitioner and the foreign 
employer as of the date the petition was filed. The Petitioner must resolve inconsistencies and 
discrepancies in the record with independent, objective evidence pointing to where the truth lies. 
Matter ofHo, 19 I&N Dec. 582, 591-92 (BIA 1988). 
In addition, beyond federal tax documents, the Petitioner has not provided sufficient supporting 
documentation to establish the ownership it asserts throughout the record and on appeal, namely 99% 
ownership by the Beneficiary. As general evidence of a petitioner's claimed qualifying relationship, 
1 An appeal must specifically identify any erroneous conclusion oflaw or statement of fact in the unfavorable decision. See 
8 C.F.R. § 103.3(a)(l)(v). 
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a certificate of formation or organization of a limited liability company (LLC) alone is not sufficient 
to establish ownership or control of an LLC. LLCs are generally obligated by the jurisdiction of 
formation to maintain records identifying members by name, address, and percentage of ownership 
and written statements of the contributions made by each member, the times at which additional 
contributions are to be made, events requiring the dissolution of the limited liability company, and the 
dates on which each member became a member. These membership records, along with the LLC's 
operating agreement, certificates of membership interest, and minutes of membership and 
management meetings, must be examined to determine the total number of members, the percentage 
of each member's ownership interest, the appointment of managers, and the degree of control ceded 
to the managers by the members. Additionally, a petitioning company must disclose all agreements 
relating to the voting of interests, the distribution of profit, the management and direction of the entity, 
and any other factor affecting actual control of the entity. See Matter of Siemens Medical Systems, 
Inc., 19 T&N Dec. 362 (Comm'r 1986). Without full disclosure of all relevant documents, U.S. 
Citizenship and Immigration Services (USCIS) is unable to determine the elements of ownership and 
control. 
Here, the lack of supporting documentation is noteworthy, particularly in light of the conflicting 
documentation related to Petitioner ownership. For instance, the record includes an operating 
agreementdated in 2012 reflecting that 50% of its membership "units" were owned by I 
and 50% by the Beneficiary; 2018 and 2019 IRS Forms 1120S indicating it was 99% owned 
by the Beneficiary and 1 % owned by a 2022 IRS Form 1120S showing the owners 
as the Beneficiary andl Ias well as an operating agreement dated in July 2020 
showing that 51 % of its membership "units" were owned by ______ and 49% owned by 
the Beneficiary. Not only do these documents reflect differing owners they also show a variety of 
ownership percentages. The Petitioner has not provided the documentation discussed above to 
sufficiently substantiate the Beneficiary's asserted 99% ownership, including current membership 
certificates, minutes of membership meetings, evidence of capital contributions, an operating 
agreement reflecting the Beneficiary's 99% ownership, or other similar supporting evidence. 
The Petitioner has not established its ownership or that of the foreign employer with sufficient 
supporting evidence. Again, in these proceedings, it is the Petitioner's burden to establish eligibility 
for the requested benefit. Section 291 of the Act, 8 U.S.C. § 1361. For the foregoing reasons, the 
Petitioner has not established that it has a qualifying relationship with the Beneficiary's former foreign 
employer. 
ORDER: The appeal is dismissed. 
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