What is the EIS?
The EIS (Enterprise Investment Scheme) is a scheme introduced by the government in 1994 to help small companies raise funds and grow. When you as a private investor invest in an EIS-qualifying company, you could receive very significant tax breaks.
Companies qualifying for the EIS are small and usually privately owned, although they can be listed on AIM. They will typically have gross assets of less than £15 million at the time of investment and fewer than 250 employees, although there are now more relaxed rules for knowledge-intensive firms.
Watch now: What are EIS investments?
What kind of companies qualify for EIS investment?
EIS-qualifying companies vary significantly, across a wide range of sectors and industries.
The rules are fairly specific, but essentially to qualify a company needs to carry on a trade with a view to making a profit. Some companies and sectors are excluded, for example, those that deal in land, commodities or shares. Companies that have significant asset backing or contractual revenue streams have most recently been excluded.
Furthermore, there are restrictions on a company’s age and size (knowledge-intensive companies enjoy a preferential treatment).
Whilst the list of exclusions is fairly long, it does leave huge scope for investors.
What are knowledge-intensive companies?
Broadly speaking, the expression refers to young and innovative businesses. So, for instance, a company which is developing a new drug or treatment would likely fall under this umbrella. A chain of shops opening new sites most likely won’t.
Knowledge-intensive (or KI) approved EIS funds received the final go-ahead from the Chancellor in March 2020.
A KI fund must invest 80% of its portfolio in “knowledge-intensive” companies. These are businesses that are carrying out research, development, or innovation at the time of investment.
Provided certain conditions are met, a KI approved EIS fund allows investors to set their income tax relief against liabilities in the same tax year the fund closes or to carry back to the previous year, whereas a conventional EIS fund will allow investors to claim tax relief based on the tax year in which each individual investment is made or carry back to the previous tax year.
To claim EIS tax relief, investors will have to receive their EIS certificate first. Investors in KI funds can expect to receive a single EIS5 certificate, issued by the fund once it has invested 90% of its capital, which it is required to do within 24 months of the close. In contrast, investors in non-approved funds will receive individual EIS3 certificates for each investee company as and when the fund deploys capital.
Please note: tax rules can change and benefits depend on circumstances. To maintain KI approved status, the fund needs to comply with requirements set out by HMRC. Should the fund fail to do so, it will impact investor tax relief.
Single company or portfolio?
There are two ways to invest in EIS: by investing directly in a single EIS-qualifying company or by investing through a fund manager that builds up a portfolio for you.
Both options could have a place in an experienced investor’s portfolio.
Investing in a single company gives an investor greater visibility and control, but also carries greater risks because the success of your investment depends solely on the fortune of that company. Remember, many EIS-qualifying companies fail.
Investing in an EIS fund affords you some diversification, usually within an area or sector. It also gives you the comfort that a professional manager is researching the opportunities and makes the investment decisions for you. That said, some or all of the portfolio companies could fail and you could lose money.
With an EIS fund, you have far less control and visibility over where your money is invested. Moreover, the fund manager’s expertise comes at a price, so investing in a managed portfolio tends to be more expensive than investing in a single company.
Please remember: all EIS investments are high risk and are only suitable for experienced investors.
What are the tax breaks?
Investors can benefit from a mix of upfront and ongoing EIS tax reliefs:
- Up to 30% income tax relief
- Tax-free growth
- Capital gains deferral
- Inheritance tax relief
- Loss relief on exit
Please remember: tax rules can change and benefits depend on your circumstances. EIS tax benefits are only available if the company maintains its EIS status.
When will I be able to claim EIS income tax relief?
The date your shares are allotted (not the date you invest) will usually determine the investment date for tax purposes.
You can claim income tax relief after your shares are allotted and you receive your EIS3 certificate, which can take around six months to be produced.
For knowledge-intensive approved funds the position is different. The tax relief can be claimed for the tax year the fund closes, but only once you’ve received the EIS5 certificate, which may be up to 24 months after the fund closes.
When will my shares be allotted, so I can claim tax relief?
EIS funds tend to be evergreen and shares will typically be allotted over the year, but it can take 12-18 months from when you invest.
Single company EIS offers often have a closing date – this can be either a set date or, more commonly, the point at which the fundraising target is met. Shares are normally allotted soon after the offer closes.
For knowledge-intensive approved EIS funds, the investment date for income tax purposes is the date the fund closes.
How much can I invest in EIS?
The maximum amount you can invest is £1 million per tax year or £2 million, providing anything above £1 million is in “knowledge intensive” investments. In theory, it’s possible to invest more. You wouldn’t qualify for income tax relief on the excess, but would still qualify for capital gains deferral and IHT relief. Income tax relief can be carried back to the previous tax year if desired.
The minimum investment will vary depending on the investment manager, but it is typically in the region of £10,000.
What is EIS carry back?
EIS investments offer a “carry back” facility. You can elect for all or part of your EIS shares acquired in one tax year to be treated as though they had been acquired in the previous tax year.
This gives EIS investors the option to offset the tax relief against income tax from the previous year.
You can only do this if you have sufficient EIS allowance in the tax year to which you’re carrying back.
What returns could EIS investments offer?
Unlike VCTs, any EIS returns will be mostly in the form of capital growth, rather than dividends.
Each offer will normally indicate a target return, which is a target only and not guaranteed. Target returns vary significantly from around 1.3x to over 10x money invested. Higher target returns often indicate higher risks.
What are the charges?
EIS fees vary widely and it is important to read this section of each EIS offer document carefully. Individual EIS companies may not levy any explicit charge, but administrative and other fees may be deducted as part of the costs of running the business. Managed portfolios of EIS investments may typically levy an initial fee of between 2% and 5%, and annual fees of 2%. They may also have a performance fee.
How can I buy EIS investments?
Unlike VCTs, EIS investments are not traded on the stock market. Typically, you invest through a broker, such as Wealth Club.
There are many EIS offers available – both individual companies and EIS funds. EIS funds can be evergreen, so you could invest any time. Individual company offers tend to have a fundraising target. When that is achieved, the offer will typically close.
How can I sell my EIS investment?
As EIS shares are not usually traded on the stock market, you cannot sell them the way you would sell an investment trust. Instead, it is the managers’ responsibility to design an exit strategy that allows them to return capital and any tax-free growth to investors.
The manager will usually give an indication of the targeted exit strategy and timeframe (typically four years) at the outset. Common strategies include management buy-outs, trade sales or refinancing. However, there are no guarantees.
Please note, EIS are long-term investments. The minimum holding period to retain the income tax relief is three years.
What is EIS Advance Assurance?
This is a service offered by HMRC companies planning to raise money under EIS may choose to use (it’s not a requirement).
If a company has received Advance Assurance it means it has received a letter from HMRC confirming the company's proposed share issue would qualify for EIS tax relief, based on the information the company provided.
Advance Assurance does not guarantee the company will qualify for EIS tax relief. This can only be confirmed after the company has issued the shares.
Irrespective of whether the company has received (or applied for) Advance Assurance, after it issues the shares it must submit a compliance statement to HMRC. At that point, if all the requirements are satisfied, HMRC will confirm the company is authorised to issue EIS certificates.
Who could consider investing in EIS?
EIS investments are for experienced or wealthy investors, as part of a diversified portfolio.
They could be particularly attractive to investors with a large income tax bill who are looking for growth opportunities. The EIS allowance is one of the most generous.
EIS could also be appealing to investors with capital gains tax liabilities, as explained on the EIS tax relief page.
What are the key risks of EIS investments?
Like all investments, the value and income from them can fall as well as rise so you may get back less than you invest.
However, as they invest in small companies, this risk is greater with the EIS than with other investments. Small companies are more volatile and more likely to fail than their larger counterparts. So, you could lose all the money you invest.
For this reason, EIS investments are long-term investments and are not for everyone. They are for high net worth or sophisticated investors who have no need for immediate liquidity and are able to withstand a potential total loss.
In addition, as there is no recognised market for these shares, EIS investments are less liquid than other stock market investments and they will be harder to sell.
Lastly, to retain all the tax reliefs available, you must hold the investment for a minimum period of three years and the companies must retain their qualifying status. Otherwise, you may have to pay back the income tax relief you have received.
Please remember, all the tax and products rules mentioned here are those currently applying but could change in future. Tax benefits depend on circumstances.
What are the main differences between VCTs and EIS?
Firstly, the tax reliefs on offer, the maximum you can invest and the minimum holding period are different.
Unlike EIS, VCTs offer no carry back facility: the tax relief can only be offset against the income of the same year in which your shares are allotted. There is also no inheritance tax advantage with VCTs, nor is it possible to offset losses against capital gains made elsewhere.
Secondly, when you invest in a VCT, you acquire shares in the trust, not in the underlying companies. So, theoretically, you could sell your shares any time and realise your investment, although there may be restrictions.
When you invest in an EIS fund, instead, you acquire shares in the underlying companies. As those are not typically listed, you cannot usually sell your shares on the stock market. You can only realise your investment when there is an exit, i.e. the company is sold, listed on a stock market or refinanced.
Thirdly, unlike EIS investments, VCTs tend to pay tax-free dividends, which form much of any return to investors.
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