SEIS & EIS Advance Assurance & Investment Legal Support
The Seed Enterprise Investment Scheme (SEIS) and Enterprise Investment Scheme (EIS) are UK government initiatives designed to encourage investment in early-stage companies by offering generous tax reliefs to investors.
“SEIS is your launch-pad.
EIS is your growth engine.”
Understanding SEIS & EIS
Both are powerful investor-confidence tools, but their success depends on your legal structure being clean, compliant, and investor-ready, which is where we come in.
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SEIS is ideal for pre-revenue or newly-trading companies looking to raise their first round (often up to £250k) to build product, hire early staff, or test market fit.
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EIS follows naturally as your second stage, suited to scaling businesses seeking £500k–£2m+ from angels or funds.
Both are powerful investor-confidence tools, but their success depends on your legal structure being clean, compliant, and investor-ready, which is where we come in.
Understanding SEIS & EIS:
Why It Matters:
Without SEIS/EIS assurance, many UK angel investors and syndicates won’t commit funds. Advance Assurance gives investors confidence that their investment will qualify for tax relief.
Illustrative example: £10,000 investment at 45% tax rate.
The "Risk To Capital" Test:
Since 2018, HMRC scrutinises SEIS/EIS applications under a risk-to-capital principle:
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The company must exist to grow and develop in the long term, and
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The investor must face a genuine commercial risk of loss.
A professional application must evidence both, through a consistent business plan, forecasts, and investment structure. We ensure your submission passes this test while remaining attractive to investors.
Our SEIS/EIS Legal Services:
We provide a full legal and procedural service to prepare, submit, and maintain SEIS/EIS eligibility.
Our core deliverables:
Condition | SEIS | EIS |
|---|---|---|
Investor Risk | Higher – but greater tax upside | Lower – for slightly later-stage companies |
Sunset Clause | None | Extended to 6 April 2035 |
Company Age Limit | < 3 years | < 7 years (10 for KICs) |
Directors | Paid directors can qualify | Paid directors usually excluded (subject to carve-outs) |
Use of Funds | Must be used in 3 years | Must be used in 2 years |
Previous SEIS/EIS Funding | Cannot have raised under EIS or VCT before | May follow SEIS funding |
Trading Requirement | Must start a new qualifying trade | Must carry on a qualifying trade |
Employees | ≤ 25 FTE | ≤ 250 FTE (≤ 500 for KICs) |
Gross Assets Before Investment | ≤ £350,000 | ≤ £15 million (≤ £16 million after) |
Max per Company (Total) | £250,000 (cap on all de minimis state aid) | £12 million (£20 million for KICs) |
Max per Investor (Annual) | £200,000 (shares issued after 6 Apr 2023) | £1 million – or £2 million if £1 million+ in KICs |
Capital Gains Relief | Up to 50% of any reinvested gain can be exempt | Deferral relief – gain can be rolled into EIS shares |
Investor Income Tax Relief | 50% of the amount invested | 30% of the amount invested |
Investor Income Tax Relief | 50% of the amount invested | Investor Income Tax Relief 50% of the amount invested 30% of the amount invested |
Who Is It For? | Very early-stage startups (trading < 3 years) | Who it’s for Very early-stage startups (trading < 3 years) Growth-stage startups (trading < 7 years; 10 for knowledge-intensive) |
Scenario | EIS (30%) | SEIS (50%) |
|---|---|---|
Company fails | Investor recovers up to 61.5% via reliefs | Investor recovers up to 72.5% via reliefs |
Company breaks even | Investor gains +30% via tax relief | Investor gains +50% via tax relief |
Company doubles in value | Investor earns +130% total benefit | Investor earns +150% total benefit |
Stage | Legal Services | Description |
|---|---|---|
1. Eligibility & Structure Review | • Corporate structure check
• Cap table review
• Articles & SHAs compliance
| We confirm your company structure and share classes meet HMRC requirements. |
2. Advance Assurance Preparation | • Draft HMRC Advance Assurance application
• Prepare supporting documents (Business Plan, Financial Forecast, Investor Deck, Cap Table, Trade Description) We prepare and submit the AA pack to HMRC on your behalf.
| We prepare and submit the AA pack to HMRC on your behalf. |
3. Post-Approval Investment Rounds | • Subscription & Shareholder Agreements (SSA/ SHA)
• Board and shareholder resolutions
• Share issue filings (SH01)
• Updated PSC Register Once approved, we handle all legal documentation for the investment round.
| Once approved, we handle all legal documentation for the investment round. |
4. Ongoing Compliance | • Post-issue forms (SEIS/EIS1, SEIS/EIS3)
• Annual updates or changes to share structure | We assist in submitting post-approval documents for investor tax relief claims. |
Step-by-Step: How It Works
Step 1 – Initial Assessment (Free Consultation)
We review your company’s eligibility under SEIS/EIS rules.
Step 2 – Legal & Corporate Compliance Review
We check Articles of Association, cap table, and prior investments for conflicts.
Step 3 – Drafting & Submission to HMRC
We prepare the Advance Assurance application and supporting documents and submit to HMRC.
Step 4 – Fundraising Round Execution
Once AA is approved, we prepare subscription documents and handle the share issue filings.
Step 5 – Post-Funding Filings
We help you complete EIS1/SEIS1 and issue EIS3/SEIS3 certificates to investors.
Our Fees:
SEIS / EIS Services to Choose From:
1) Basic Review:
Includes: Eligibility check + Articles & cap table review
Fee: £450
2) Advance Assurance Pack
Includes: Application, business plan guidance, submission to HMRC
Fee: £950
3) Full Round Legal Package
Includes: Advance Assurance + Investment docs (SSA/SHA, resolutions, filings)
Fee: £1,850–£2,250
4) Ongoing Compliance Add-on
Includes: Post-issue forms & HMRC filings
Fee: £350 per