Updated on 24.09.2019
Due to restructuring measures within our group of companies (German GmbH) not just the name of our U.S.-location has changed, but now also has a different legal form (change from LLC to Inc.). We still have a current E-2 registration at the U.S. Consulate General in Frankfurt. Do we have to do anything here and what effects may this have on the existing E-2 visas of our employees?
Small changes to the US location (e.g. name change, relocation) can usually be communicated relatively easily via the small official channel. However, US companies that have an e-registration are obliged to notify the US Consulate General in Frankfurt am Main of material changes. These include, for example
As a company, you are therefore obliged to keep the data up to date. Usually these changes are communicated by e-mail to the E-Visa department in Frankfurt / Main. However, it is not enough to simply name the material change in the e-mail. Rather, this must also be documented accordingly on the basis of company documents. The following documents serve as proof, among others
In particular, a change of legal form in the USA may result in queries and a more complex review by the US Consulate. Why? The basis for e-registration is, among other things, proof that at least 50% of the U.S. company is in German hands. In your case, this is proof that the majority of the US location will continue to be held by your German parent company (GmbH). If a business form changes from an LLC to an Inc. (corporation), it is up to you to prove to the US consulate that the German parent company still holds at least 50% of the shares (directly or indirectly). Which documents are specifically required must be examined in the individual case and it is very different depending on the constellation of companies.
In the course of such a notification, the US Consulate General is free to ask further questions to ensure that the US company also meets all other e-registration access requirements. For example, whether the majority of the parent company of the US company remains in German hands. The ultimate parent company is always checked here. The decisive factor is not where the company's registered office is located, but the ownership structure. For example, the US consulate can demand proof of who the current shareholders of the parent company are and whether these continue to consist mainly of German nationals. In the case of more complex corporate structures, it may not be easy to provide this proof ad hoc.
If the consulate has sufficient evidence of the change, you will receive an e-mail informing you that the e-registration in Frankfurt has been updated. Your US location will then be able to apply for an E-2 visa again.
Unfortunately, there is no uniform procedure with regard to the existing E-2 visas for employees that have already been issued. Some changes mean that all employees who already have an E-2 visa must apply for new visas (after leaving the USA and re-entering the country). Small changes, such as a change of address, have little effect on existing US visas.
We therefore recommend that, after updating the e-registration, you always consult the consulate about what existing E-2 visa holders need to be aware of.
By the way: If you can no longer prove that the majority of your German GmbH is in German hands, the e-registration is invalid and with it all existing E-2 visas of your employees.
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