dismissed L-1A Case: Childcare

U.S. Citizenship 
and Immigration 
Services 
In Re : 15241480 
Appeal of California Service Center Decision 
Form 1-129, Petition for L-lA Manager or Executive 
Non-Precedent Decision of the 
Administrative Appeals Office 
Date : APR. 08, 2021 
The Petitioner, a company operating a children's daycare facility, seeks to temporarily employ the 
Beneficiary in the United States as its general manager under the L-lA nonimmigrant classification for 
intracompany transferees . Immigration and Nationality Act (the Act) section 10l(a)(l5)(L), 8 U.S.C. 
§ 1101(a)(15)(L). 
The Director of the California Service Center denied the petition, concluding the record did not 
establish that it had a qualifying relationship with the Beneficiary's former foreign employer. In 
addition, the Director determined the Petitioner did not demonstrate that the Beneficiary would be 
employed in a managerial or executive capacity in the United States . The Petitioner later filed a motion 
to reopen and a motion to reconsider both of which the Director dismissed. 
On appeal, the Petitioner indicates that certain discrepancies on a submitted stock certificate 
emphasized by the Director in the denial decision were due to a clerical error. The Petitioner points 
to other supporting evidence, including a 2018 corporate tax return it asserts to have provided, and 
contends this establishes common ownership between it and the Beneficiary's former foreign 
employer. The Petitioner also contends that the Beneficiary would be employed in the United States 
in a managerial capacity based on his supervision of subordinate supervisors and professionals . 
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. Upon de nova review, we will dismiss the appeal as the 
submitted evidence does not establish that the Petitioner had a qualifying relationship with the 
Beneficiary's former foreign employer. Since this identified basis for denial is dispositive of the 
Petitioner's appeal, we decline to reach and hereby reserve the Petitioner's appellate arguments related 
to the Director's other ground for denial. 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 of L-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). 
I. LEGAL FRAMEWORK 
To establish eligibility for the L-lA nonimmigrant visa classification, a qualifying organization must 
have employed the beneficiary "in a capacity that is managerial, executive, or involves specialized 
knowledge," for one continuous year within three years preceding the beneficiary's application for 
admission into the United States. Section 101(a)(15)(L) of the Act. In addition, the beneficiary must 
seek to enter the United States temporarily to continue rendering his or her services to the same 
employer or a subsidiary or affiliate thereof in a managerial or executive capacity. Id. The petitioner 
must also establish that the beneficiary's prior education, training, and employment qualify him or her 
to perform the intended services in the United States. 8 C.F.R. § 214.2(1)(3). 
II. QUALIFYING RELATIONSHIP 
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 (i.e. one entity with "branch" 
offices), or related as a "parent and subsidiary" or as "affiliates." See section 101 (a)( 15)(L) of the Act; 
see also 8 C.F.R. § 214.2(l)(l)(ii) (providing definitions of the terms "parent," "branch," "subsidiary," 
and "affiliate"). 
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'!, 19 I&N Dec. 593 (Comm'r 1988); Matter of Siemens Med. 
Sys., Inc., 19 I&N Dec. 362 (Comm'r 1986); Matter o_f 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 foll 
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 Petitioner indicated in section 1, item 10 of the L classification supplement to the Form 1-129, 
Petition for a Nonimmi rant Worker that it is 51 % owned by a U.S. company namedl I 
. Furthermore, it stated that the foreign employer wholly ownsc=] .,.._--,---,--,-------,--,--.,---.,---..,....... 
thereby establishing it and the foreign employer as subsidiary and parent. In support of this 
assertion, the Petitioner provided board of director minutes from June 2016 indicating that the 
company was 90% owned by al I and 10% owned by al I I I Likewise, the Petitioner submitted a 2017 IRS Form 
1120 U.S. Income Tax Return reflecting in schedule G that 90% of its stock was owned byl I 
and 10% byl I It also provided a 2016 IRS Form 1120 showing that I I 
owned 78% of its stock and~-----~22%. 
In a letter provided in response to the Director's request for evidence (RFE), the Petitioner provided a 
letter stating thatl lhad acquired "51 % [of the Petitioner's] shares from our shareholder! I 
~ for the price of $500,000 on Septembe J 2018" The Petitioner also submitted a share certificate 
dated in December 2018 reflecting that I held 1,040,817 of its shares. In addition, the 
Petitioner provided a "Stock Purchase Agreement" between it an~ I dated in September 2018, 
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this stating that it was selling 1,040,817 shares "representing 51 % of the total issued" to~I --~I for 
$500,000. 
In support o s ownership, the Petitioner provided a share certificate dated in 2015 reflecting 
that one million of~--~'s shares were owned by the foreign employer. It also submitted a 
supplement to its 2016 IRS Form 1120 showing that the foreign employer was at least a 25% 
shareholder of the company. The Petitioner also provided evidence of two wire transfers dated in 
August 2015 showing one transfer of $700,000 and another of $1.3 million in "investment fonds" from 
the foreign employer tq I 
Upon review, we conclude that the Petitioner has not provided sufficient evidence to establish its 
ownership, or that of its claimed majority owner I I as required to demonstrate a qualifying 
relationship. As general evidence of a petitioner's claimed qualifying relationship, stock certificates 
alone are not sufficient evidence to determine whether a stockholder maintains ownership and control 
of a corporate entity. The corporate stock certificate ledger, stock certificate registry, corporate 
bylaws, and the minutes of 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. In addition, 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 control of the entity. See Matter of Siemens 
Med. Sys., Inc., 19 I&N Dec. at 365. Without foll disclosure of all relevant documents, we are cannot 
properly determine the elements of ownership and control. 
The regulations also specifically allow a director to request additional evidence in appropriate cases. 
See 8 C.F.R. § 214.2(1)(3)(viii). As ownership is a critical element of this visa classification, a director 
may reasonably inquire beyond the issuance of paper stock certificates into the means by which stock 
ownership was acquired. Evidence should include documentation of monies, property, or other 
consideration famished to the entity in exchange for stock ownership. Additional supporting evidence 
could include stock purchase agreements, subscription agreements, corporate by-laws, minutes of 
relevant shareholder meetings, or other legal documents governing the acquisition of the ownership 
interest. 
However, the Petitioner has provided little of the required supporting documentation to establish the 
asserted ownership of its shares. For instance, the Petitioner only submitted a share certificate 
indicating tha~ I owned 1,040,817 of its shares, but it did not submit a stock registry or ledger, 
minutes of its shareholder meetings, amendments to its articles of incorporation, or other such 
evidence to reflect the issuance of shares tol I Likewise, it provided no supporting evidence 
to establish thatl I held shares in the comrny, she the claimed individual who transferred a 
majority stockholding interest in the Petitioner to I 
This lack of this probative evidence it particularly important since other evidence on the record, 
including meeting minutes from 2016 and the Petitioner's 2017 IRS Forms 1120, appear to reflect that 
90% of its shares were owned byl land 10% by In ap
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arent conflict, the 
Petitioner submitted a stock purchase agreement executed between it andlwhile also stating 
thatl I purchased 51 % of its shares from I I However, the claimed stock purchase 
agreement is between the Petitioner and I I and not between! I and I I Therefore, 
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it is also not clear how .... l __ ___,~ransferred over one million shares in the Petitioner td .... __ ___,I when 
she is not reflected in any of the supporting documentation on the record as an owner of the Petitioner's 
shares. In ~act, a~ we ha~ noted, other supporting documentation showed that the Petitioner was 90% 
owned by and 10% byl l as such, the submitted evidence does not 
demonstrate how rd ownersbio of the Petitioner's shares to transfer td I nor does it 
reflect ho or I transferred relinquished their apparent share ownership. 
The Petitioner must resolve discrepancies in the record with independent, objective evidence pointing 
to where the truth lies. Matter of Ho, 19 I&N Dec. 582, 591-92 (BIA 1988). 
In sum, the Petitioner has not submitted sufficient supporting documentation to substantiate the 
issuance, ownership, and transfer of its shares, and it farther provided conflicting documentation and 
assertions as to its ownership on the record. It is noteworthy that the Petitioner did not submit 
additional documentation on motion to rectify these various material discrepancies, nor has it provided 
this evidence on appeal. The Petitioner only points to a 2018 IRS Form 1120 it claims to have 
submitted. However, this documentation is not included in the record, regardless it is not clear how 
this tax documentation would resolve the numerous material discrepancies and the lack of required 
supporting documentation to substantiate in its ownership we have discussed above. 
Furthermore, it is also important to note that the Petitioner provided little of the required supporting 
evidence to substantiate the ownership of I L a company it claims owns 51 % of its shares and 
which it states is wholly owned by the foreign employer. Again, the Petitioner only provided a stock 
certificate showing that the foreign employer owned one million of its shares. However, it did not 
submit any of the other required supporting documentation to substantiate! ts ownership such 
as its stock registry or ledger, minutes of its meetings, amendments to its articles of incorporation, 
relevant stock purchase agreements, or other similar corporate documentation. Therefore, the 
Petitioner has not established the ownership of its claimed majority shareholder as necessary to 
demonstrate common ownership between it and the foreign employer, in addition to not substantiating 
its own ownership. 
For the foregoing reasons, the Petitioner has not established that it has a qualifying relationship with 
the Beneficiary's foreign employer. 
ORDER: The appeal is dismissed. 
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