What are EIS and SEIS?
The Enterprise Investment Scheme (EIS) and the Seed Enterprise Investment Scheme (SEIS) are government-sanctioned schemes which allow UK taxpayers who invest in certain qualifying businesses in the UK to offset a proportion of their investment against their income taxes, as well as benefit from other tax efficiencies.
EIS is designed for small and medium-sized businesses and comes with income tax relief of 30% of the amount invested. So if you invest £5,000 in an EIS-eligible investment offer, you get income tax relief of 30% of this (£1,500), i.e. your income tax bill would be £1,500 lower. To limit the cost to the Government, HMRC puts a restriction on the amount you can invest this way: there is a maximum annual investment allowance of £2m per tax year, although £1m of this can only be invested in “knowledge intensive” companies.
If you’re a company and you meet the requirements for EIS eligibility (more on that below), you can raise £5m per year and a total of £12m over the company’s life time and still be able to offer the EIS scheme to your investors.
SEIS is focused on very early-stage companies and offers significantly greater income tax relief of 50% of the amount invested. So if you invest £5,000, you get income tax relief of £2,500. For investors, the maximum annual investment limit is £100,000 per tax year. For companies, the lifetime cap is £150,000.
Both EIS and SEIS offer additional tax relief opportunities: losses on the investment can be used to reduce your taxable income, and any profits may be free of capital gains tax and inheritance tax. HMRC also puts some limitations though – for example to qualify for the reliefs, you generally must hold the shares for three years.
Can companies run EIS or SEIS investment offers on Fundy?
Yes, if your company is eligible for EIS or the SEIS and you are looking to raise funds, our platform is set up for that. We will ask you to seek pre-approval from HMRC as part of the investment offer preparation (this is known as ‘advanced assurance’) and share the confirmation from HMRC during the live investment offer. You can read more about this here: https://www.gov.uk/guidance/venture-capital-schemes-apply-for-advance-assurance
What are the differences between EIS and SEIS for companies?
|What is the maximum age of the business when the first round of EIS/SEIS funding is raised||7 years||2 years|
|Maximum gross assets before the shares are issued||£15,000,000||£200,000|
|Maximum number of employees||250||25|
|Annual limit on amount that can be raised||£5,000,000||£150,000|
|Lifetime limit on amount that can be raised by the company||£12,000,000||£150,000|
|When can an application be made to HMRC (to receive the compliance certificate)||After the company has been trading for 4 months||After 70% of the money raised has been employed in|
|Tax relief against amount invested||30%||50%|
|Is the company eligible when registered outside UK?||No||No|
|Applicable for secondary market||No||No|
How does a company qualify for EIS or SEIS?
The company is EIS eligible, for example if the company:
- is established in the UK
- isn’t trading on a recognised stock exchange at the time of the share issue and doesn’t plan to do so (NB the Fundy secondary market is not a recognised stock exchange)
- doesn’t control another company other than qualifying subsidiaries
- isn’t controlled by another company or doesn’t have more than 50% of its shares owned by another company
- and any qualifying subsidiaries must not have gross assets worth more than £15 million before any shares are issued and not more than £16 million immediately afterwards;
- and any qualifying subsidiaries must have fewer than 250 full-time equivalent employees at the time the shares are issued;
- can’t raise more than £5 million in total in any 12-month period
- is within 7 years of your company’s first commercial sale.
- If the company didn’t receive investment within the first 7 years, or now wants to raise money for a different activity from a previous investment, the company will have to show:
- the money is required to enter a completely new product market or a new geographic market
- the money the company is seeking is at least 50% of the company’s average annual turnover for the last 5 years
Please be noted that this is not a full list of requirements. For additional information and conditions please contact HM Revenue & Customs
For SEIS purposes, the company needs to meet certain requirements. For example, the company is eligible, if:
- the company carries out a new qualifying trade,
- is established in the UK,
- isn’t trading on a recognised stock exchange at the time of the share issue, also known as an unquoted company,
- has no arrangements to become a quoted company or a subsidiary of one at the time of the share issue,
- has gross assets of no more than £200,000 at the time of the relevant share issue – this includes the group’s assets if your company has subsidiaries,
- doesn’t control another company unless that company is a qualifying subsidiary,
- isn’t a member of a partnership – any qualifying subsidiary can’t be either,
- isn’t controlled by another company, acting with or without other people – this applies from the date your company is incorporated
- has less than 25 full-time equivalent employees at the time the shares are issued. In case of any subsidiaries, this applies to the whole corporate group,
- has not received investment either through the Enterprise Investment Scheme (EIS) or from a venture capital trust.
Please note that this is not a full list of requirements. For additional information and conditions please contact HM Revenue & Customs
For full and detailed information please visit HMRC website.
Legal note: The above is provided for informational purposes only and you should visit HMRC website for detailed requirements. You should also obtain independent tax advice before proceeding with fundraising or investment.