Starting a business as an international student

1

Starting a Business as an

International Student

Stanford GSB Workshop

C. Matthew SchulzPartner Silicon ValleyEmail: [email protected]: (650) 798.0361

Chair, Global Mobility Practice and US Immigration Practice

Help entrepreneurs from around the world startup/acquire businesses and

secure visa.

Temporary assignments, permanent relocations and citizenship.

32+ years in practice in Silicon Valley/San Francisco.

2

Biography - C. Matthew Schulz

Dentons - World's largest law firm

3

4

Topics

Visas Designed for Owners

Visas Not Requiring Employment

Visas Designed for Employees

Takeaways

• Passive ownership interest always permitted

• Receiving equity instead of pay is not a solution

• Active involvement in the business is the problem to solve

5

Active Involvement, Not Ownership, is the Issue

6

Visas Designed For Owners

• Trade treaty country

• 50-100% ownership and control

• Trade primarily between US and treaty country

• Substantial volume of trade

• Also for non-owners

• Benefits

• Duration

Month Day, Year 7


E-1 Treaty Trader Nonimmigrant Visa

• Investment treaty country

• 50-100% ownership and control

• Investment in US

• Substantial amount

• Also for non-owners

• Benefits

• Duration

Month Day, Year 8


E-2 Treaty Investor Visa

• Traditional and Pilot Programs

• Investment in US

• Law sets amount of investment

• At risk

• Any percentage ownership and control

• Creation of at least 10 jobs for US workers

• Lawful source of funds

• Benefits

• Duration

Month Day, Year 9


EB5 Immigrant Investor Visa

• Parole Status - not visa status

• Substantial ownership interest

• Business created within last 5 years

• Central and critical role

• Significant public benefit to US thru:

• Significant investment from certain US investors

• Significant awards/grants from government; or

• Partial of either of above, plus substantial potential for rapid growth and job

creation

• Benefits

• Duration

Month Day, Year 10


International Entrepreneur Status

11


• Self-sponsored

12


EB1A Extraordinary Ability Immigrant Visa

• Self-sponsored

13


EB2 NIW Exceptional Ability Immigrant Visa

• Relative-sponsored

14


Family-based Immigrant Visa

• Self-sponsored

15


Diversity Lottery Program Immigrant Visa

16


• Proprietorship - never

• Partnership - possible

• Limited liability company - possible

• Corporation - possible

17


Legal Entities

Right to control your work by another = employment

• Employment agreement with separate legal entity key, but insufficient by

itself

• Minority ownership facilitates control claim

• Key factors:

• Common versus preferred versus stock option

• Role Board of Directors

• Your position in the organizational chart

• Investor rights agreement

• Voting agreement

• Operating agreement, if LLC

18


What is employment?

• F-1 Academic Student Visa

• J-1 Exchange Visitor Visa

• H-1B Specialty Occupation Visa

• H-1B1 Free Trade Specialty Occupation Visa

• E-3 Free Trade Specialty Occupation Visa

• TN NAFTA Professional Visa

• H-2B Temporary Non-Agricultural Worker Visa

• L-1A Multinational Executives and Managers Visa

• L-1B Intracompany Transfer with Specialized Knowledge Visa

19


Employment-based Nonimmigrant Visas

• EB12 Outstanding Professors and Researchers Visa

• EB13 Multinational Executives and Managers Visa

• EB2 Professionals with Advanced Degree Visa

• EB3 Professionals and Skilled Workers Visa

• EB3W Other Workers Visa

• Note PERM considerations forEB2, EB3 and EB3W

20


Employment-based Immigrant Visas

• EB12 Outstanding Professors and Researchers Visa

• EB13 Multinational Executives and Managers Visa

• EB2 Professionals with Advanced Degree Visa

• EB3 Professionals and Skilled Workers Visa

• EB3W Other Workers Visa

• Note PERM considerations forEB2, EB3 and EB3W

21


Employment-based Immigrant Visas

22

Takeaways

• Choose the right form of legal entity

• Structure ownership and control to fit business needs and visa

requirements

• Consider both temporary nonimmigrant and permanent immigrant visas

23

Starting a Business as an International Student

Takeaways

Contact Details

C. Matthew Schulz, [email protected]+1 650 798 0361Dentons US LLP

1530 Page Mill Road

Suite 200

Palo Alto, CA 94304USA

www.dentons.com www.globalmobilityreview.com

© 2017 Dentons

Dentons is an international legal practice providing client services worldwide through its member firms and affiliates. This publication is not designed to provide legal or other advice and you should not take, or refrain from taking, action based on its

content. Please see dentons.com for Legal Notices.