dismissed L-1B Case: Folk Art Import

U.S. Citizenship 
and Immigration 
Services 
Non-Precedent Decision of the
Administrative Appeals Office 
Date : WL. 18, 2023 In Re : 27640646 
Appeal of California Service Center Decision 
Form 1-129, Petition for a Nonimmigrant Worker (L-lB Specialized Knowledge Worker) 
The Petitioner , an importer of Ghanaian folk art and artisanal goods , seeks to temporarily employ the 
Beneficiary as a sales associate and logistics chief under the L-lB nonimmigrant classification for 
intracompany tran sferees. See Immigration and Nationality Act (the Act) section 101(a)(15)(L) , 8 
U.S.C. § 1101(a)(15)(L). The L-lB classification allows a corporation or other legal entity (including 
its affiliate or subsidiary) to transfer a qualifying foreign employee with "specialized knowledge " to 
work temporarily in the United States . 
The Director of the California Service Center denied the petition, concluding that the record did not 
establish , as required , that the Petitioner has a qualifying relationship with the Beneficiary 's foreign 
employer. The Director further determined that the Petitioner did not demonstrate the Beneficiary was 
employed abroad in a managerial or executive capacity or in a position involving specializing 
knowledge and that he would be employed in a specialized knowledge capacity in the United States . 
The matter is now before us on appeal. 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 l&N Dec. 369, 375-76 (AAO 2010). We review the questions in this matter 
de novo . Matter of Christa 's, Inc. , 26 I&N Dec. 537, 537 n.2 (AAO 2015) . Upon de novo review, 
we will dismiss the appeal. 
I. LAW 
To establish eligibility for the L-lB 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 specialized knowledge 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. ANALYSIS 
The primary issue we will address is whether the Petitioner established that it has a qualifying 
relationship with the Beneficiary's 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"). 
On the Form 1-129, Petition for a Nonimmir,rant Worker, the Petitioner identified the Beneficiary's 
foreign employer as 'I ' and stated that it is a subsidiary of this foreign entity. 
However, it did not complete section 1, item 10 of the L Classification Supplement to Form 1-129, 
where asked to "describe the percentage of stock ownership and managerial company of each company 
that has a qualifying relationship." 
In support of the petition, the Petitioner provided: 
• Certificate of Registration showing that the business name '. ________ ___.' was 
registered with the Registrar of Companies in Ghana in July 2020. Neither this document nor 
an accompanying "business details" document identify the owner(s) of the business. 
• Certificate of Incorporation for 'I I' showing its incorporation in 
Ghana in March 2022, accompanied by registered company documents showing that the 
Beneficiary owns 80% of the shares of this company and another Ghanaian individual owns 
20% of its shares. 
• Certificate of Filing and Certificate of Formation for the Petitioner, a Texas limited liability 
company established in March 2021, identifying B-C- as the manager of the company. 
The Petitioner also provided a copy of its business plan which mentions its "proposed addition of 
I las a subsidiary," which contradicted the Petitioner's statement on the Form 1-129 that it is 
a subsidiary of the foreign entity. It also submitted copies of e-mail communications exchanged 
between the Beneficiary and B-C- in which they discussed the proposed "merging of business" 
between I Iand the Petitioner, and the possibility of making the Beneficiary a 
partner in the U.S. company upon his arrival in the United States, when all "necessary paperwork" 
could be filed in Texas. 
The Director issued a request for evidence (RFE) advising the Petitioner that the initial evidence did 
not corroborate its claim that it is a subsidiary of the foreign entity or that it otherwise has a qualifying 
relationship with the foreign entity. The Director provided a list of evidence the Petitioner could 
provide to document the ownership and control of both entities. 
The Petitioner's response to the RFE included an unexecuted "company agreement" for the petitioning 
company, dated August 20, 2022, which identifies B-C- and 'i Ias the company's only 
members. An attached Exhibit A indicates that B-C- would retain a 70% ownership interest in the 
Petitioner and remain the designated manager and 1 I would acquire 30% of the company. 
2 
A cover letter accompanying the Petitioner's February 2023 response referred to this document as a 
"proposed LLC agreement" between the two companies that had not yet been finalized. The Petitioner 
also submitted a copy of its Texas Franchise Tax Public Information Report for 2023, which lists the 
Beneficiary as a "General Partner" of the company and is signed by B-C- in his capacity as "owner." 
The Director concluded that the evidence submitted in response to the RFE did not corroborate the 
Petitioner's claim that it is the subsidiary of the foreign entity or that the two entities otherwise had a 
qualifying relationship, as defined in the regulations at 8 C.F.R. § 214.2(1)(1 )(ii), at the time of filing. 
On appeal, the Petitioner asserts that it established the required qualifying relationship by a 
preponderance of the evidence and indicates that it is providing "additional evidence of beneficiary's 
company relationship with [the Petitioner]." 
Upon review, the Petitioner has not established that it has a qualifying relationship with the foreign 
entity. Regulation 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 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 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. Church Scientology 
Int'!, 19 I&N Dec. at 595. 
As noted, the Petitioner indicated that it is a subsidiary of the foreign entity. To support this claim, 
the Petitioner must document the foreign entity's direct or indirect ownership interest and establish 
that the foreign entity has the authority to control the petitioning entity. See 8 C.F.R. § 
214.2(l)(l)(ii)(K). Control may be "de jure" by reason of ownership of more than 50 percent of the 
other entity or it may be "de facto" by reason of control of voting shares through partial ownership 
and possession of proxy votes. Matter ofHughes, 18 I&N Dec. 289 (Comm'r 1982). 
Here, the Petitioner provided its certificate of formation identifying B-C- as its manager. The 
Petitioner also provided correspondence from the IRS which identifies B-C- as the "sole member" of 
the company. As general evidence of a petitioner's claimed qualifying relationship, 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. The Petitioner did not submit this type of evidence to document its 
ownership. 
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The record does not contain evidence that the foreign entity held any ownership interest in the 
company at the time of filing and therefore the Petitioner did not meet its burden to establish the 
claimed parent-subsidiary relationship. To the limited extent that the Petitioner attempted to document 
its ownership, that evidence suggests that the company is wholly owned by B-C-, a U.S. citizen. 
The Petitioner acknowledged that the "company agreement" submitted in response to the RFE, which 
would give the foreign entity a 30 percent ownership interest in the petitioning company, was only a 
proposed agreement that had not been executed by either party. A petitioner must establish that it is 
eligible for the requested benefit at the time of filing the benefit request and must continue to be 
eligible through adjudication. 8 C.F .R. § 103 .2(b)(1 ). Therefore, a proposed agreement with an 
unknown future date of execution is not sufficient for the purposes of establishing the requisite 
qualifying relationship between the two entities. Further, even if the submitted agreement had been 
executed as of the date of filing and accompanied by relevant documentary evidence showing that the 
foreign entity acquired an ownership interest in the petitioning company, the terms of the agreement 
do not indicate that the foreign entity would in fact control the Petitioner based on its minority 
ownership interest, such that the Petitioner would qualify as a subsidiary under 8 C.F.R. § 
214.2(1)(1 )(ii)(K). 
As noted, the record reflects that B-C- had discussed with the Beneficiary a proposed "merging of 
business" between the U.S. and foreign entities, and the possibility of making the Beneficiary a partner 
in the U.S. company in the future. The record indicates that, subsequent to the filing of the petition, 
the Petitioner filed a Texas Franchise Tax Public Information Report for 2023, which lists the 
Beneficiary as a "General Partner" of the company. However, the record does not contain sufficient 
evidence that the Beneficiary has acquired an ownership interest in the U.S. company or explain what 
impact that would have on the claimed qualifying relationship. The Petitioner neither claimed nor 
established that the two entities have a qualifying relationship based on common ownership and 
control by the Beneficiary. 1 
On appeal, the Petitioner indicates that it is providing additional evidence in support of the claimed 
qualifying relationship. It submits a "Contract of Agreement" dated January 30, 2023, which is 
prepared on the foreign entity's letterhead. The agreement states that the Petitioner "will provide 
financial support tol Iin running the activities of the company." It farther states 
that the foreign entity "is being sponsored by [ the Petitioner] and would be compensated for the service 
it is providing in the sharing of proceeds gotten from sales." The agreement provides that the Petitioner 
will receive 65% of the proceeds made from sales stemming from the agreement, with the remaining 
35% going to the foreign entity. This evidence does not support the Petitioner's previous claim that 
there is a parent-subsidiary relationship between the two entities. In addition, this contractual 
arrangement, which was also executed subsequent to the filing of the petition, does not address the 
necessary elements of common ownership and control and is insufficient to establish a qualifying 
relationship between the U.S. and foreign entities. See Matter of Schick, 13 I&N Dec. 647 (Reg'l 
Comm'r 1970) (finding that no qualifying relationship exists where the relationship between the 
'l II 
1 The Petitione] submitted evidence of the Beneficiary's majority ownership of a Ghanaian company called 
that was formed approximately eight months prior to the filing of the petition. The Petitioner does not 
claim to have a qualifying relationship with this entity, nor does it claim that the Beneficiary has been employed by this 
entity. 
I 
Pay statements submitted 
I
for the Beneficiary to document his overseas employment indicate that he is employed 
by in a sales or marketing position. 
4 
foreign and U.S. entities was "purely contractual" and not reflective of common ownership and 
management). 
In sum, the record does not reflect that the Petitioner and the foreign entity have a qualifying 
relationship based on the required common ownership and control. The evidence does not establish 
that the foreign entity directly or indirectly owns and controls the Petitioner, nor does it show that the 
Petitioner directly or indirectly owns and controls the foreign entity. Therefore, the two entities are 
not related as parent and subsidiary as those terms are defined at 8 C.F.R. § 214.2(1)(1)(ii)(I) and (K). 
The record does not establish, in the alternative that the two entities are owned, directly or indirectly, 
by the same parent, individual, or group of individuals, and therefore they do not qualify as affiliates 
as defined at 8 C.F.R. § 214.2(1)(1)(ii)(L). While it appears that the companies intend to work closely 
together and may plan to form a relationship based on common ownership and control in the future, it 
is the Petitioner's burden to establish that all eligibility requirements for this classification were 
satisfied at the time of filing. As the Petitioner has not met this burden, we will dismiss the appeal. 
III. RESERVED ISSUES 
As noted, the Director also determined that the Petitioner did not establish ( 1) that the Beneficiary was 
employed abroad in a managerial or executive capacity, or in a position involving specialized 
knowledge, and (2) that he would be employed in the United States in a specialized knowledge 
capacity. Because the identified reason for dismissal is dispositive of the Petitioner's appeal, we 
decline to reach and hereby reserve these two additional grounds for denial and the Petitioner's 
appellate arguments with respect to these issues. See INS v. Bagamasbad, 429 U.S. 24, 25 (1976) 
(stating that "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). 
IV. CONCLUSION 
For the reasons discussed, the Petitioner has not established that it has a qualifying relationship with 
the Beneficiary's foreign employer and therefore has not demonstrated its eligibility for the requested 
L-lB classification. The appeal will be dismissed for the above-stated reasons. 
ORDER: The appeal is dismissed. 
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