dismissed EB-1C Case: Retail

U.S. Citizenship 
and Immigration 
Services 
Non-Precedent Decision of the
Administrative Appeals Office 
Date: JUL. 12, 2024 In Re: 31892730 
Motion on Administrative Appeals Office Decision 
Form 1-140, Immigrant Petition for Alien Workers (Multinational Managers or Executives) 
The Petitioner, a cell phone and accessories retailer, seeks to permanently employ the Beneficiary as 
its general manager 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)(l)(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 Petitioner did not 
establish that it has a qualifying relationship with the Beneficiary's foreign employer and that the 
Beneficiary would be employed in a managerial or executive capacity in the United States. We 
dismissed a subsequent appeal. The matter is now before us on combined motions to reopen and 
reconsider. 
The Petitioner bears the burden of proof to demonstrate eligibility by a preponderance of the evidence. 
Matter of Chawathe, 25 I&N Dec. 369, 375-76 (AAO 2010). Upon review, we will dismiss the 
motions. 
I. MOTION TO REOPEN 
A motion to reopen must state new facts and be supported by documentary evidence. 8 C.F .R. 
§ 103.5(a)(2). We may grant motions that satisfy these requirements and demonstrate eligibility for 
the requested benefit. See Matter of Coelho, 20 I&N Dec. 464, 473 (BIA 1992) (requiring that new 
evidence have the potential to change the outcome). 
In our decision dismissing the appeal, we concluded that the record did not establish, as required, that 
the Petitioner has a qualifying relationship with the Beneficiary's foreign employer. 1 To establish a 
"qualifying relationship" under the Act and the regulations, a petitioner must show that the 
1 Because this issue was dispositive of the Petitioner's appeal, we reserved the issue of whether the Petitioner established 
that it would employ the Beneficiary in a managerial or executive capacity in the United States. See INS v. Bagamasbad, 
429 U.S. 24, 25 (1976) ("courts and agencies are not required to make findings on issues the decision of which is 
unnecessary to the results they reach"); see also Matter ofL-A-C-, 26 I&N Dec. 516, 526 n.7 (BIA 2015) (declining to 
reach alternative issues on appeal where an applicant is otherwise ineligible). 
beneficiary's foreign employer and the proposed U.S. employer are the "same employer" or related as 
a "parent and subsidiary" or as "affiliates." See section 203(b)(1 )(C) of the Act; 8 C.F.R. 
§ 204.5(j)(3)(i)(C). The regulations and case law 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 ofChurch 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 ofHughes, 18 I&N Dec. 
289 (Comm'r 1982). 
While the Petitioner claimed to have a qualifying relationship with the Beneficiary's foreign employer, 
the record before us on appeal did not contain primary evidence of the Petitioner's ownership and 
control and therefore did not demonstrate that the two entities share the requisite common ownership. 
Further, we concluded that the Petitioner submitted conflicting information regarding its ownership 
and did not resolve the discrepancies in the record with independent, objective evidence pointing to 
where the truth lies. See Matter ofHo, 19 I&N Dec. 582, 591-91 (BIA 1988). 
On motion, the Petitioner submits a copy of its 2022 Form 1120-S, U.S. Income Tax Return for an S 
Corporation, which has been marked as an "Amended return" at box H(4) on page 1, along with two 
amended Schedules K-1. The Petitioner explains that the company's previously submitted tax return 
contained errors "due to a lack of communication between the staff and the accountant that prepared 
the taxes." The Petitioner asserts that the amended return serves as "credible evidence" of the 
company's ownership and is sufficient to resolve the discrepancies in the record. 
Upon review, the newly submitted amended tax return does not serve as reliable, probative evidence 
of the Petitioner's ownership and control and does not provide proper cause for reopening. 
The record establishes that the Petitioner is an Illinois corporation established in I I 2021. 
Probative evidence of ownership and control for a corporation includes the company's articles of 
incorporation, stock certificates, stock ledger or stock certificate registry, corporate bylaws, the 
minutes of relevant annual shareholder meetings, and any agreements relating to the voting of shares, 
the distribution of profit, the management and direction of the company, and any other factor affecting 
control of the entity. See Matter of Siemens Med. Sys., Inc., 19 I&N Dec. at 365. Without full 
disclosure of all relevant documents, we are unable to determine the elements of ownership and 
control. 
Here, the Petitioner submitted its articles of incorporation, showing that the company is authorized to 
issue 1,000 shares of stock. This document reflects that the Petitioner issued 100 of these shares in 
exchange for consideration of $100. However, the articles of incorporation do not indicate who owns 
the issued shares, and, to date, the Petitioner has not submitted copies of its issued stock certificates, 
stock ledger, corporate bylaws, stock purchase agreements, evidence of consideration paid in exchange 
for stock ownership, or any other primary evidence of its ownership and control. 
Further, the limited evidence the Petitioner has submitted to establish a qualifying relationship with 
Beneficiary's foreign employer contains numerous inconsistencies. Although the Petitioner's 
business plan stated that it was formed as a "partnership business owned by and 
the Petitioner's 2021 IRS Form 1120-S indicated at Schedule K-1 and at Form 
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1125-E, Compensation of Officers, that the company was wholly owned by the Beneficiary for the 
entire tax year. 
On appeal, the Petitioner submitted a copy of a partnership agreement between 
and I Idated January 27, 2021, in support of its claim that it was formed as a 50/50 
partnership between these two individuals. 
In our prior decision, we considered this evidence, but emphasized that the Petitioner's claim that it is 
organized as a partnership is contradicted by its articles of incorporation filed with the Illinois 
Secretary of State, which indicate it was established as a corporation under the Illinois Business 
Corporation Act. Further, we emphasized that the tax documentation the Petitioner filed with the IRS 
indicates that the company is an S Corporation rather than a partnership. 
On motion, the Petitioner asserts that the information provided in its 2021 Form 1120-S was incorrect 
due to a miscommunication with its accountant and has been corrected. The Petitioner submits an 
amended 2022 Form 1120-S but does not indicate that it has amended its 2021 Form 1120-S, nor does 
the Petitioner provide evidence that it actually filed amended tax returns with the IRS for either tax 
year. 
On the 2022 Form 1120-S, the preparer marked "Amended return" at box H(4) and indicated at item 
I that the company has two shareholders. The tax return has two appended Schedules K-1, both of 
which are marked "Amended K-1." The first identifies the Beneficiary as the owner of 50 of the 
company's 100 issued shares, and the second identifies! Ias the owner of 
the other 50 shares. However, the accompanying Form 1125E, Compensation of Officers, states that 
the Beneficiary owns I 00% of the shares. 
This evidence does not resolve the inconsistencies addressed in our prior decision or provide objective 
evidence of the actual ownership of the petitioning company. Further, the amended tax return does 
not support the Petitioner's previous claim that the company is owned in equal parts by I I 
I landI I as it does not identify Mr. as an owner of the company. The 
Petitioner does not attempt to reconcile the information provided on the amended Schedules K-1 with 
the information in the previously submitted partnership agreement or submit objective evidence 
demonstrating who owns the Petitioner's 100 issued shares. 
In summary, the Petitioner's 2021 tax return indicates that the company is wholly owned by the 
Beneficiary, the 2021 partnership agreement indicates that the company is owned by 
and and the amended 2022 tax return indicates at Schedule K-1 that it is owned 
by the Beneficiary and Mr. I I and at Form 1125E that it is wholly owned by the Beneficiary. 
The Petitioner has not resolved these discrepancies in the record with independent, objective evidence 
pointing to where the truth lies. Matter ofHo, 19 T&N Dec. at 591-92. 
Although the Petitioner has submitted additional evidence in support of its motion to reopen, it has not 
established eligibility or submitted new facts that would warrant reopening the proceeding. 
Accordingly, the motion to reopen will be dismissed. 
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II. MOTTON TO RECONSIDER 
A motion to reconsider must establish that our prior decision was based on an incorrect application of 
law or policy and that the decision was incorrect based on the evidence in the record of proceedings 
at the time of the decision. 8 C.F.R. § 103.5(a)(3). We may grant motions that satisfy these 
requirements and demonstrate eligibility for the requested benefit. 
On motion, the Petitioner does not contest the correctness of our prior decision. Rather, it states that 
our prior decision brought an error to its attention, which led the company to instruct its accountant to 
prepare the amended tax return now submitted on motion. As the Petitioner has neither claimed nor 
established that our prior decision was based on an incorrect application of law or policy, it has not 
met the requirements for a motion to reconsider. 
III. CONCLUSION 
Although the Petitioner has submitted additional evidence in support of the motion to reopen, the 
Petitioner has not established new facts that warrant reopening the proceeding. On motion to 
reconsider, the Petitioner has not established that our previous decision was based on an incorrect 
application of law or policy at the time we issued our decision. Therefore, the motions will be 
dismissed. 8 C.F.R. § 103.5(a)(4). 
ORDER: The motion to reopen is dismissed. 
FURTHER ORDER: The motion to reconsider is dismissed. 
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