What is the SEIS?
The Seed Enterprise Investment Scheme (SEIS) is a scheme introduced by the government in 2012/13 following the success of – and to complement – the EIS.
In this case the idea is to help smaller and probably younger businesses raise funds and grow. As with EIS, when you invest in an SEIS-qualifying company you could get very good tax breaks.
However, because firms of this kind are more risky there are two important differences:
- You get a greater income tax break with SEIS than with EIS.
- With SEIS capital gains are not deferred: you can halve the capital gains tax you owe.
Watch now: What are SEIS investments?
What kind of companies qualify for SEIS?
To be SEIS-qualifying, a firm must be small and unquoted, have traded for a maximum of 2 years, have gross assets of less than £200,000 and fewer than 25 employees at the time of investment.
As with EIS, some companies and sectors are excluded, including those dealing in land, commodities or shares.
Although the list of exclusions is quite long, it does leave you huge scope for investment. Over the past few years app development, music and film production companies have been popular investments.
Single company or portfolio?
There are two ways to invest in SEIS: by investing directly in a single SEIS-qualifying company or by investing through a fund or portfolio.
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 even greater risks because the success of your investment depends solely on the fortune of that company.
Investing in a portfolio or fund affords you some diversification, usually within an area or sector. It also gives you the comfort a professional manager is researching the opportunities and making the investment decisions for you.
On the flipside, 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 SEIS investments are very high risk and are only suitable for experienced investors. Many SEIS companies – whether through a fund or a
standalone investment – are likely to fail.
What are the tax breaks?
There is a mix of upfront and ongoing tax reliefs:
- Up to 50% income tax relief
- Tax-free growth
- Up to 50% Capital Gains reinvestment relief
- Inheritance tax relief
- Loss relief on exit
Please remember: tax rules can change and benefits depend on your circumstances. SEIS tax benefits are only available if the company maintains its SEIS status.
If I invest today, when will I be able to claim the income tax relief?
You can claim the income tax relief after your shares are allotted and you receive your SEIS3 certificate.
SEIS portfolios tend to be evergreen and the portfolio manager will typically allot shares at regular intervals (it is normally possible to get an indication of when the next allotment is planned).
Single company SEIS offers tend to 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.
The date your shares are allotted (not the date you invested) will determine the investment date for tax purposes.
SEIS3 certificates are issued after the allotment and after the SEIS company receives confirmation from HMRC it has satisfied all the requirements.
Once you receive your SEIS3 certificate(s), you can claim the tax relief via your tax return. If you have already filed your tax return, you can still claim the relief.
A claim for SEIS tax relief can be submitted up to 5 years after the 31 January following the tax year in which the shares were issued.
How much can I invest in SEIS?
The maximum amount you can invest under SEIS is £100,000 per tax year. The minimum investment will vary depending on the fund, but it is typically in the region of £10,000. A ‘carry back’ facility is also available.
What is SEIS carry back?
SEIS investments offer a “carry back” facility. You can elect for all or part of your SEIS shares acquired in one tax year to be treated as though they had been acquired in the previous tax year.
This in effect gives SEIS investors the option to offset the tax relief against income tax from the previous year.
You can only do this if you have sufficient SEIS allowance in the tax year to which you’re carrying back.
What returns could SEIS investments offer?
Like EIS, any SEIS returns will be mostly in the form of capital growth, rather than dividends.
Each offer will normally indicate a target return, although this is a target only and is not guaranteed. Target returns vary significantly from around 1.3x to over 10x money invested. Typically, higher target returns indicate higher risks.
What are the charges?
SEIS fees vary widely and it is important to read this section of each SEIS offer document carefully. Individual SEIS 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 SEIS investments will typically levy an initial fee of 5-6% and annual fees of 2%. There will also typically be a performance fee.
How can I buy SEIS investments?
As with EIS, SEIS investments are not traded on the stock market, but you can invest through a specialist broker, such as Wealth Club.
There are many SEIS offers available – individual companies and portfolios. SEIS portfolio offers 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 SEIS investment?
As SEIS shares are not 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, SEIS are long-term investments. The minimum holding period to retain the income tax relief is three years.
What is SEIS Advance Assurance?
This is a service offered by HMRC which companies planning to raise money under SEIS 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 SEIS tax relief, based on the information the company provided.
Advance Assurance does not guarantee the company will qualify for SEIS 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 SEIS certificates.
Who could consider investing in SEIS?
SEIS 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.
SEIS could also be appealing to investors with capital gains tax liabilities as explained on the SEIS tax savings page.
What are the key risks?
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 very small companies, this risk is greater with the SEIS than with other investments. Small companies are more volatile and more likely to fail than their larger counterparts. You could lose the entire value of your investment.
For this reason, SEIS 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, SEIS 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 SEIS, VCTs and EIS?
Despite investing in broadly similar types of companies, there are significant differences between these investments.
Firstly, the tax reliefs on offer, the maximum you can invest and the minimum holding period are different.
Unlike EIS and SEIS, 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 or SEIS 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.
Compared to EIS, SEIS focuses on smaller and younger companies. SEIS tax reliefs are greater to reflect the additional risks.
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