Can I use a silent partnership?

The EB-5 visa is a program that allows foreign investors to obtain a green card through investment in a commercial enterprise in the United States, with the requirement that such investment directly or indirectly creates at least 10 full-time jobs for U.S. workers. This investment modality involves a series of details and regulatory requirements that need to be carefully observed to maintain compliance with U.S. immigration laws.

Regarding the possibility of using a silent partnership (sociedade em conta de participaç’o – SCP) for this purpose, it is important to emphasize that the success of the EB-5 investment largely depends on how the capital is structured and allocated to the commercial enterprise. The SCP is a corporate structure widely used in some countries, characterized by the existence of a general partner (manager) and one or more limited partners who do not appear publicly in the company’s management.

However, its use in the EB-5 visa context may present complications, especially if the structure does not guarantee a clear and direct demonstration of job creation and sufficient control or influence over the enterprise’s operation. The U.S. authorities reviewing EB-5 petitions will want to see robust evidence that the invested capital is committed to the business and contributing adequately to the local economy.

If the SCP structure is not organized in a way that evidences this commitment or if there are gaps in demonstrating that the funds will be employed to generate jobs, questions may arise regarding the investment’s eligibility. Therefore, it is fundamental that any planning involving alternative corporate structures be carefully analyzed to meet all program requirements.

Due to the complexity of immigration regulations and the technical nature of this type of investment, it is crucial to seek advice from professionals specialized in EB-5 immigration and investment. Reputable companies and specialists can guide on best practices and ensure that the structure used-whether an SCP or another entity-is in compliance with the program’s requirements and U.S. laws.

Remember to always verify the credibility of consultants and avoid falling for easy promises or marketing campaigns that guarantee results, as obtaining the green card requires strict compliance with all regulations.

In summary, although it may be technically possible to use a silent partnership in the EB-5 visa context, it is indispensable that this structure be carefully planned to fulfill all legal requirements, especially those related to job creation and demonstrating direct investment in a commercial enterprise. Consulting qualified specialists is the safest path to avoid surprises and ensure that all process steps are properly respected.

Victoria Harper

Editor-in-Chief

Meet the author

Leading journalism and editorial content at Visto n’ Visa, Victoria helps make immigration topics clear, trustworthy, and easy to understand. Her focus is on delivering useful, human, and relevant content for people exploring new paths abroad.