Advance assurance for EIS and SEIS

Obtaining advance assurance for EIS and SEIS from HMRC is crucial for ensuring your company qualifies before issuing shares to investors. Therefore in this article we will discuss the application process and some common pitfalls to avoid. 

Advance assurance for EIS and SEIS

Overview

Your company can apply to HMRC before offering shares to potential investors. This process ensures that your company meets the stringent qualifying criteria for EIS and SEIS. Although applying for advance assurance isn't mandatory it is a useful non-statutory service offered by HMRC

It should be noted that advance assurance for EIS and SEIS relates to your company. It does not confirm that an individual investor will qualify for the relief.

Application process

You can make all applications for advance assurance using the online form. However, you need to submit separate applications for each proposed investment for which you want advance assurance.

Furthermore, the assurance relates to the specific investment and does not apply if there are any material changes after approval, to the proposed investment or facts after the assurance has been granted. In such cases, you must submit a revised application to HMRC.

Details required for Advance assurance for EIS and SEIS

When applying for advance assurance your company must provide:

  • Firstly and foremost your company details and tax reference.
  • Next details of the amounts intended to be raised for your company.
  • Then details of what these monies will be used for.
  • Plus your latest company accounts and those accounts of any of your subsidiary companies
  • Also details of all trading or other activities to be carried on by your company and any subsidiary and details of which company(ies) will use the money raised by the share issue.
  • Then the latest draft of any prospectus or similar document being issued to your potential investors.
  • Additionally, your company's business plan an up-to-date copy of the Memorandum and Articles of Association with details of any changes to be made.
  • Plus a copy of the register of members at the date of submission of the advance assurance application or at the date of the EIS1 compliance statement
  • Additionally, details of any subscription agreement or other side agreement to be entered into by the shareholders.
  • Also a signed letter from one of your directors or trustees if you are allowing an agent to act on your behalf.
  • Finally, any other information you consider relevant to the application

For EIS, explain how your company will satisfy the new growth and development condition, For SEIS also include:

  • Firstly, details of any other ‘de minimis aid’ received
  • Secondly, confirmation that no EIS qualifying shares have previously been issued, or no previous investment from a Venture Capital Trust.

Prospective investors

When applying for advance assurance for EIS or SEIS provide the names and addresses of any prospective investors. If listed on AIM or investing through a fund manager, business promoter or crowdfunding platform, provide evidence of their agreement to act on your behalf and their commitment to work with you.

Moreover HMRC will not provide an assurance on speculative applications. Your company should have approached potential investors, and name the individual(s), fund manager(s) and other promoter(s) expected to invest.

Submission and response

A company secretary, director or authorised adviser can complete and submit the application form. Expect a response from HMRC within 6 to 8 weeks after submitting the application. 

Advance assurance for EIS and SEIS from HMRC does not expire. However, changes to your company’s situation between the application and the shares issuance can invalidate the assurance. For instance, engaging in a non-qualifying trade may affect your status.

Therefore by following these guidelines your company can successfully navigate the process of obtaining advance assurance for EIS and SEIS. Moreover this proactive step can significantly enhance your appeal to potential investors.  

For more useful information, check out our Ebooks here.

And if you'd like to know how we can help you with all of this, or with anything else, feel free to give us a call on 01202 048696 or email us at [email protected].

Alternatively, please feel free to complete our Business Questionnaire here

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