What is SEIS and EIS?

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What is the Seed Enterprise Investment Scheme and the Enterprise Investment Scheme?

SEIS and EIS are government initiatives that encourage private investors to invest in fledgling UK businesses. They’re designed to reduce the risk of investing in an early-stage company by giving investors generous tax breaks, so it's no surprise the schemes are popular!

We’ll dive into the details later, but SEIS and EIS tax incentives include:

Income tax relief (50% on SEIS investments and 30% on EIS).
Any profits that come from the sale of SEIS and EIS shares after three years are exempt from Capital Gains Tax.
Inheritance tax doesn’t apply to SEIS and EIS shares held for at least two years.
If SEIS and EIS shares are sold at a loss, investors can offset the loss against their Capital Gains Tax.

What’s the difference between SEIS and EIS?

SEIS is designed for startups in their early years whereas EIS is for slightly more established companies. Even if you fall within one of these categories, there are a few more boxes you’ll need to tick (which we'll come onto shortly).

Basically, SEIS is for early-stage startups and EIS is for scaleups.

SEIS and EIS make investing in plucky young companies far more appealing to investors because of the tax benefits. Investors who put money into your company through these schemes will get a tax break on the money they invest.

The main difference for investors is the amount of income tax relief they receive through the two schemes.

As of April 2023, investors receive a 50% tax break on up to £200,000 they invest through SEIS every tax year.

Investors receive a 30% tax break on up to £1 million they invest through EIS every tax year (rising to £2 million if they invest in KICs).

It’s therefore well worth making SEIS shares available to investors before you start taking on EIS funding, as it makes your company a much more attractive prospect.

Is my company eligible for SEIS?

The UK government recently expanded SEIS to make it accessible to more businesses. The eligibility criteria you see here are based on the latest rules.

Your company is probably eligible for SEIS if:

Incorporated in the UK.
It's been trading for less than three years.
It's not trading on a public stock exchange.
It has fewer than 25 full-time employees.
It has less than £350,000 in gross assets.
It hasn’t already taken any EIS investments.
It's never received investment from a venture capital trust.
It's not in control of another company that isn’t a qualifying subsidiary.
It's not and has never been under the control of another company.

Is my company eligible for EIS?

Your company is probably eligible for EIS if:

It's permanently established in the UK.
It’s been trading for less than seven years (although in some situations you can still apply).
It has fewer than 250 full-time employees.
It has less than £15 million in gross assets.
It's not trading on a public stock exchange.
It doesn’t control another company (other than qualifying subsidiaries).
It's not under the control of another company, nor does another company own more than 50% of its shares.
You don't plan on closing after completing a project (or series of projects).

How much money can I raise with SEIS?

If your company fits the criteria, you can receive a maximum of £250,000 in funding through SEIS. If you want to raise more than that, you could always start taking on EIS investment once you’ve hit the SEIS funding limit. (SEIS has to come first).

How much money can I raise with EIS?

If your business qualifies, it’s eligible for a £12 million* investment through the EIS scheme – rising to £20 million if you’re a knowledge-intensive company (KIC).

*Capped at £5 million per year. This £12 million total includes money raised through SEIS, other venture capital schemes, social investment tax relief, and certain types of state aid.

Qualifying trades for EIS and SEIS

Your business also needs to carry out what HMRC calls a “qualifying trade” to qualify for SEIS and EIS, which the vast majority of startups do. You're good to go as long as the following trades account for less than 20% of your business:

Coal or steel production
Farming or market gardening
Leasing activities
Legal or financial services
Property development
Running a hotel
Running a nursing home
Generation of energy
Production of gas or other fuel
Exporting electricity
Banking, insurance, debt or financing services
Dealing in land or commodities

You'll find more information about SEIS and EIS eligibility in our free guide.

What can I do with the funds I raise under SEIS or EIS?

The money you raise through SEIS and EIS comes with a few conditions. Firstly, you can only spend the funds you raise through these schemes on either:

Expenses that are going to help grow your company, like hiring new employees or marketing your business.
Research and development that’s going to help you grow your company down the line, like developing a new product or researching ways to improve an existing one.

You also need to spend the money you raise through SEIS within three years and the money you raise through EIS within two.

And anyone with 30% or more shares in your company or voting control can’t invest in it through SEIS/EIS.

How do I get SEIS and EIS approval?

You need to get approval from the government to be able to raise funds through its SEIS and EIS schemes.

You should have a good idea of whether you tick all the boxes you need to qualify for SEIS or EIS from the criteria we walked through above.

But investors want to be absolutely certain any money they invest in your company will qualify for tax relief before parting with their cash.

And that’s where SEIS and EIS advance assurance comes in.

What is SEIS and EIS advance assurance?

Advance assurance allows you to check with HMRC to make sure your startup qualifies for SEIS or EIS before you apply.

Getting advance assurance is similar to having a mortgage in principle from a bank before you apply for a mortgage.

It gives the person or organisation lending you money peace of mind.

When applying for advance assurance, you’ll be asked a number of questions about your company, your business plan, and how you’re planning on using the money you’re looking to raise.

HMRC will then take all this information and decide whether your company – and the proposed investment – qualifies for the scheme you’re applying for.

Most SEIS and EIS investors don’t invest unless they have advance assurance.

Investors understandably want a guarantee that they'll receive the tax benefits that come with making a SEIS or EIS investment. So while you don’t strictly need advance insurance to qualify for SEIS or EIS, you’re definitely going to want to apply for it.

Getting advance assurance will also save you the hassle of applying for SEIS or EIS and then being denied.

How can I apply for SEIS and EIS advance assurance?

You can apply for advanced assurance on the GOV.UK website. Or you can do it through Vestd.

We’ve created an end-to-end advance assurance application that makes applying for SEIS or EIS - and getting the investment you need - as straightforward as possible for startup founders.

We’ll hold your hand through every step of the process, making sure all the i’s are dotted and t’s are crossed before packaging your application up and submitting it on your behalf.

Our guided workflow makes the whole process as painless as possible to ensure that your application has the best chance of success.

And once you've qualified for SEIS and EIS and received investment through the schemes, you can even issue shares and share certificates to investors directly through our platform.

SEIS and EIS advance assurance is free for customers on our Guided plan, or £350 + VAT for customers on all our other plans.

What are the tax benefits for investors?

Here’s a rundown of the tax benefits for investors (as long as they stick to the rules).

1. Income tax relief

Backers can invest up to £200,000 per tax year in SEIS-eligible businesses, and then claim 50% of that back through income tax relief. That means they could reduce their tax bill by £50,000 each tax year through SEIS investments.

They can invest up to £1 million in EIS-eligible companies (rising to £2 million if at least £1 million is invested in knowledge-intensive companies) and claim 30% of this back through Income Tax relief.

This could allow them to shave £300,000 (potentially rising to £600,000) off their income tax bill.

2. Capital Gains Tax relief

Any profits your investors make when they sell your company’s SEIS or EIS shares are exempt from CGT (as long as they’ve held their shares for three years).

3. Loss relief

Investors can also claim loss relief equal to their income tax bracket on any money they lose by investing in a company through SEIS or EIS.

Example

If someone who pays 45% income tax invests £10,000 in your company through SEIS, they’ll immediately receive £5,000 of income tax relief.

If your company folds while they still hold those shares, they’ll also get to claim 45% (£2,250) of their remaining £5,000 of at-risk capital back as tax relief.

So, after the £5,000 of income tax relief and £2,250 of loss relief, a £10,000 SEIS/EIS investment into a business that fails is reduced to a total loss of just £2,750.

Who can invest under SEIS and EIS?

Except for certain family members, almost anyone can invest under SEIS, providing that:

They hold the shares for at least 3 years.
They have a UK tax liability.
They're not an employee or associate of one (though they can be a director).
They have no related investments.
They have no linked loans.
It's not for the purposes of tax avoidance.
They don't own 30% or more of the shares or voting control in the company from the time of incorporation until at least three years after the share issue.

The investor rules for EIS are a little more complicated. See this article for full details.

What about friends and family?

Opening up SEIS or EIS shares for your nearest and dearest to take advantage of during a “friends and family” funding round can give them an opportunity to take advantage of some generous tax incentives while helping you realise your dream.

But not every family member can invest in your company under SEIS and EIS. The following...

Employees
Spouse or civil partner
Parents
Grandparents
Children
And grandchildren

...cannot invest in your startup through SEIS or EIS - and neither will anyone with 30% or more shares in your company or voting control. However, the following...

Siblings
Aunts and uncles
Nieces and nephews
Cousins
And friends

...can (as long as they aren’t an employee or hold more than 30% of the company).

Get investment-ready with Vestd

If you’re thinking of launching a funding round, applying for SEIS and EIS is a no-brainer.

With SEIS and EIS, you'll get the cash injection your startup needs, and in return, investors benefit from generous tax breaks when they buy your shares. It's a win-win!

So get cracking and apply for SEIS and EIS advance assurance.

If you’re already a Vestd customer, you can find SEIS/EIS in the app navigation. If you're not, why wait? Join today.

Use our SEIS & EIS eligibility checker to see if your business fits the bill before applying.

Apply for advance assurance with complete confidence via our guided workflow.

Become irresistible to investors with SEIS & EIS advance assurance.

Issue shares and share certificates to investors directly.

Digital cap table updates in realtime for an accurate view of ownership.

Access expert guidance and resources along the way.

Store all the documents you need in a secure data room.

Get ideas for how to make the most of your funding.

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