Enterprise Investment Schemes: EIS and SEIS

Successive governments have recognised that the spirit of entrepreneurialism, though deeply ingrained in the UK’s culture, is not really very well supported by the financial institutions. In an attempt to provide more ready access to investment capital for entrepreneurs, a variety of schemes have been created – such as the Enterprise Finance Guarantee Scheme, which provides financial guarantees for loans made by lenders to smaller businesses.

One of the less well-known schemes is the Enterprise Investment Scheme (EIS), which allows an investor to subscribe for new shares in a qualifying company and to obtain Income Tax relief on the investment at 20 per cent. If the shares are held for three years after the investment is made, any subsequent gain on them is not subject to Capital Gains Tax (CGT). EIS shares can also be used to ‘roll over’ a prior gain – deferring the resulting CGT liability until the EIS shares are disposed of.

For a company to issue EIS shares, certain conditions must be met, including:

• the shares cannot be quoted on a recognised stock exchange and arrangements for a flotation cannot be in progress. Note that a flotation on the Alternative Investment Market does not count for this purpose;
• there are limitations on the trades that are allowed for EIS relief. In particular, land-based businesses, professional services and financial activities are excluded;
• the company must have fewer than 250 full-time employees; and
• the gross asset value in the company’s balance sheet must be less than £15 million before the issue of the EIS shares;

A number of limitations apply regarding who can invest in the EIS shares of a company – investments by ‘connected persons’ and some others do not qualify for EIS treatment.

The EIS can be both a useful investment vehicle for investors not afraid of the risk involved and a source of capital for the smaller company which may find more conventional finance difficult to obtain.

For start-ups and tyro companies, the Seed Investment Enterprise Scheme (SEIS) has been set up to help smaller and higher-risk trading companies to raise finance. SEIS allows investments in the shares of such companies to be made with the benefit of tax reliefs.

SEIS is aimed squarely at start-up businesses and is not available if the company has been carrying out the activity for which finance is sought for more than two years.

 An SEIS company cannot have gross assets of more than £200,000 and must have 25 or fewer full-time employees.

Any cash raised for an SEIS activity must be used for the purposes for which it was raised within three years, although the trade need not have commenced when the cash is received. It only qualifies for tax relief for the investor after the trade has been ongoing for four months.

 SEIS relief will only apply to a maximum of £150,000 in any three-year period.

 An investor in an SEIS company receives 50 per cent tax relief on the sum invested, up to a maximum of £100,000. It can only reduce the investor's liability to zero. 'Excess relief' can be carried back one year.

IN March 2016, HMRC issued updated guidance on the operation of EIS,