dismissed EB-1C Case: Metal Fabrication

MATTER OF Q-M-, INC. 
Non-Precedent Decision of the 
Administrative Appeals Office 
DATE: MAY 12,2017 
MOTION ON ADMINISTRATIVE APPEALS OFFICE DECISION 
PETITION: FORM I-140, IMMIGRANT PETITION FOR ALIEN WORKER 
The Petitioner, a metal fabricator, seeks to permanently employ the Beneficiary as its multinational 
operations manager under the first preference immigrant classification for multinational executives 
or managers. See Immigration and Nationality Act (the Act) section 203(b)(1)(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 Up.ited States to work in an executive or managerial capacity. 
The Director of the Texas Service Center denied the petition, concluding that the record did not 
establish, as required, that: (1) the Beneficiary will be employed in the United States in a managerial 
or executive capacity; and (2) the Petitioner has a qualifying relationship with the Beneficiary's 
foreign employer, its claimed subsidiary. Reviewing the Petitioner's appeal from that decision, we 
withdrew the first ground for denial but affirmed the second. In our dismissal notice, we found that 
the Petitioner had submitted conflicting evidence relating to how and when it acquired a controlling 
interest in the foreign company that employed the Beneficiary abroad. 
On a motion to reopen, the Petitioner submits new statements and copies of previously submitted 
materials. 
Upon review, we will deny the motion. 
A motion to reopen is based on documentary evidence of new facts. The requirements of a motion 
to reopen are located at 8 C.F.R. § 103.5(a)(2). We may grant a motion that satisfies these 
requirements and demonstrates eligibility for the requested immigration benefit. 
Section 203(b )(1 )(C) of the Act makes an immigrant visa 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. The 
petitioning U.S. employer must establish that, for at least one year in the three years preceding the 
beneficiary's entry as a nonimmigrant, the beneficiary was employed abroad in a managerial or 
executive capacity by the petitioner or its affiliate or subsidiary. See 8 C.F.R. § 204.5G)(3). 
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Matter of Q-M-, Inc. 
To establish a "qualifying relationship" under the Act and the regulations, a petitioner must show 
that the beneficiary's foreign employer and the proposed U.S. employer are the same employer (i.e. 
a U.S. entity with a foreign office) or 
related as a "parent and subsidiary" or as "affiliates." See 
generally section 203(b)(l)(C) ofthe Act; 8 C.F.R. § 204.5(j)(3)(i)(C). 
More details appear in our dismissal decision of August 15, 2016, but to summarize, the 
Beneficiary's former foreign employer is The Petitioner's 
initial evidence indicated that the Beneficiary previously owned 99 out of 100 shares of 
but then transferred 51 of those shares to the Petitioner. Meeting minutes dated 
January 17, 2012, discussed the Beneficiary's '•decision to donate" the shares. The Petitioner also 
submitted a copy of its 2013 income tax return, which indicated that the Petitioner did not own a 
controlling interest in any other corporation. 
The Director denied the petition in part because the Petitioner's income tax return did not 
corroborate the Petitioner's claimed ownership of On appeal, the Petitioner 
stated that the 2013 tax return contained an error. The Petitioner's 2014 tax return showed the 
claimed 51% ownership of the foreign entity. the president of the petitioning 
company stated in an affidavit that "[o]n January 17,2002 [sic] ... [the Petitioner] purchased 51% 
of stock." 
In our dismissal notice, we stated: 
As general evidence of a petitioner's claimed qualifying relationship, meeting 
minutes, tax returns, and an affidavit are not sufficient evidence to determine whether 
a stockholder maintains ownership and control of a corporate entity. The corporate 
stock certificates, stock certificate ledger, stock certifi~ate registry, corporate bylaws, 
and the minutes of all relevant annual shareholder meetings must also be examined to 
determine the total number of shares issued, the exact number issued to the 
shareholder, and the subsequent percentage ownership and its effect on corporate 
control. Additionally, a petitioning company must disclose. all agreements relating to 
the voting of shares, the distribution of profit, the management and direction of the 
subsidiary, and any other factor affecting actual control of the entity. Without full 
disclosure of all relevant documents, USCIS is unable to determine the elements of 
ownership and control. 
(Footnote omitted.) We found a likely conflict between statement that the Petitioner 
"purchased" shares in and earlier statements about the Beneficiary's 
"donation" of the shares. We also noted that the 2012 meeting minutes referred to share certificates 
and "donation contracts," but the Petitioner had not submitted copies of those documents. We 
concluded, as a result, that the Petitioner had not adequately documented the ownership of the 
foreign company. ' 
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Matter ofQ-M- , Inc. 
On motion, the Petitioner states that it "need only document that a transfer occurred to establish the 
parent-subsidiary relationship and neither the purchase price for the stock, nor proof of actual 
transfer of funds to purchase the stock are important." In support of this assertion, the Petitioner 
cites an unpublished Administrative Appeals Office decision from 2012. The Petitioner had cited 
the same unpublished decision on appeal. At that time, we made several observations: 
• Unpublished decisions are not binding on USCIS employees; 
• The Petitioner did not provide a copy of the decision to show that the circumstances in the 
two cases are similar enough to warrantttomparison; 
• The Petitioner has provided conflicting information about whether the transaction was a 
"purchase" or a "donation," and the Petitioner could not resolve or avoid this conflict by 
stating that it did not have to document the transaction. 
The Petitioner has not addressed any of the above points on motion. Even accepting the Petitioner 's 
assertion that it "need only document that a transfer occurred," the Petitioner has not done so. In our 
appellate decision, we noted that the Petitioner had claimed that share certificates and donation 
contracts exist, but that the Petitioner had not submitted copies. 
The Petitioner has not addressed or 
acknowledged this important issue on appeal. 
The implication is that the meeting minutes from January 17, 2012, are sufficient to "document that 
a transfer occurred." Those minutes, however, have credibility issues of their own. We previously 
noted that, in an earlier petition, the Petitioner had submitted meeting minutes about the claimed 
transfer of 51 shares. We stated: "Those minutes, however, are dated January 22, 2013, more than a 
year after the date on the meeting minutes submitted with the present petition. Thus, the Petitioner 
has provided two different dates for the same transfer of shares .... Given these conflicting dates, at 
least one set of meeting minutes cannot be authentic." 
On motion, the Beneficiary states: 
In mid-January 2013, needed to renew a line of credit ... to 
cover the company's operating expenses. [The] Bank requested a ratification of 
signatures on the share transfer to [the Petitioner]. 
On January 22, 2013, held a shareholder meeting in order to 
obtain the ratification of signatures. 
The [documents dated] January 17, 2012 and January 22, 2013 ... are identical 
documents except for the date. 
identified as a "Specialist in Corporation Law," stated that the 2013 
document exists only "to verify that the company shareholders were the same at the time of credit 
line renewal. This is a common practice in Mexico." 
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Matter ofQ-M-, Inc. 
The Petitioner submits no primary evidence to corroborate the claim that re-dating ex1stmg 
documents in this mannerjs "common practice in Mexico." The Petitioner has not submitted any 
documentation from the bank in question, to establish that the bank requested newly-dated evidence 
of a share transfer that had already taken place. 
Also, this explanation does not account for two letters which we had mentioned in our dismissal 
decision. administrative manager, stated: 
"back in January 22, 2013 a Meeting of the Shareholders took place ... to transfer certain shares of 
the Mexican Corporation ... to [the Petitioner]." The date of this letter is March 29, 2013, when 
is unlikely to have confused events in January 2013 with events in January 2012. 
did not state 
that the meeting simply reaffirmed a transfer that had taken place earlier. 
The second letter is of even more concern. stated that the Beneficiary "is . . . the 
majority shareholder owning 99% of shares in the [foreign] Corporation." The date on this letter is 
December 18, 2012, nearly a year after company purportedly acquired most of the 
Beneficiary's shares. Neither of the above letters are consistent with the claim that the Petitioner 
acquired the foreign company's shares in January 2012, or that the January 2013 document exists 
solely for banking purposes. 
We note that, in the earlier proceeding, one of the stated grounds for denial was that the share 
transfer occurred on January 22, 2013, two weeks after the filing of the earlier Form I -140 petition, 
and therefore the Petitioner did not own a controlling interest in the foreign company at the time of 
filing. The Petitioner later filed this second petition, with share transfer documents that were largely 
identical but dated a year earlier. The above discrepancies, in conjunction with the absence of 
corroborating documentation, do not permit us to find that the Petitioner has met its burden of proof 
with respect to the claimed qualifying relationship between the Petitioner and the foreign company. 
While the Petitioner's motions introduced new facts into the proceeding, we conclude that the 
Petitioner did not establish eligibility for 
the benefit sought. 
ORDER: The motion to reopen is denied. 
Cite as Matter ofQ-M-, Inc., ID# 324275 (AAO May 12, 2017) 
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