> ## Documentation Index
> Fetch the complete documentation index at: https://help.angelhub.net/llms.txt
> Use this file to discover all available pages before exploring further.

# EIS/SEIS basics

> A plain-English introduction to EIS and SEIS for angel investors — what they are, how they work, and why they matter.

<Note>
  This is an educational overview only. EIS and SEIS involve complex tax rules that vary depending on your personal circumstances. Before claiming any relief, take advice from a qualified tax adviser or accountant. HMRC guidance is authoritative — this document is a starting point, not a substitute for it.
</Note>

## What EIS and SEIS are

**EIS** (Enterprise Investment Scheme) and **SEIS** (Seed Enterprise Investment Scheme) are UK government programmes that provide tax reliefs to individual investors who invest in qualifying early-stage companies. They are designed to encourage private investment into high-risk, high-growth businesses by reducing the effective cost of the investment and limiting the downside.

For most UK angel investors, EIS and SEIS relief are a central part of the investment case. A £100,000 EIS investment with 30% income tax relief has an effective cost of £70,000. If the company fails completely, loss relief may reduce the effective loss further.

## SEIS — for the earliest stage

SEIS is for very early-stage companies. The company must:

* Have been trading for less than 3 years
* Have fewer than 25 full-time equivalent employees
* Have gross assets of no more than £350,000
* Be carrying on a qualifying trade (most trades qualify; financial services, property development, and a few others do not)

**SEIS reliefs for the investor:**

* **50% income tax relief** on investments up to £200,000 per tax year
* **Capital gains tax exemption** on any gain when you sell the shares (if held for 3+ years)
* **Loss relief** — if the company fails, you can offset the loss (net of income tax relief) against income tax
* **Capital gains reinvestment relief** — invest a capital gain into SEIS and reduce the CGT on that gain by 50%

## EIS — for the growth stage

EIS applies to companies that are slightly more established than SEIS companies, or that have already used SEIS. The company must:

* Have been trading for less than 7 years (or 10 years for knowledge-intensive companies)
* Have fewer than 250 full-time equivalent employees
* Have gross assets of no more than £15 million before investment
* Be carrying on a qualifying trade

**EIS reliefs for the investor:**

* **30% income tax relief** on investments up to £1,000,000 per tax year (£2,000,000 for knowledge-intensive companies)
* **Capital gains tax deferral** — defer a capital gain by reinvesting it into EIS shares
* **Capital gains tax exemption** on gains when you sell the shares (if held for 3+ years)
* **Loss relief** — if the company fails, offset the loss (net of income tax relief) against income tax

## The 3-year hold requirement

To retain EIS or SEIS relief, you must hold the shares for at least 3 years from the date of issue. If you sell before 3 years, the income tax relief is clawed back.

**Important for ASA investors:** If you invest via an Advance Subscription Agreement (ASA), the 3-year clock starts when the shares are actually issued — at the qualifying funding round when the ASA converts — not when you made the original payment. This can significantly extend the effective hold period.

## Advance assurance

Before investing, confirm the company has EIS or SEIS **advance assurance** from HMRC. This is a letter from HMRC confirming that, based on the information provided, the company appears to qualify. It is not a guarantee — the final determination is made when the company files its compliance statement — but it significantly reduces the risk of an unexpected eligibility problem.

If a company has not applied for advance assurance, ask why. For most qualifying companies, it is a straightforward process.

## The EIS3 / SEIS3 certificate

After investment, once the company has filed its compliance statement with HMRC, it will issue you an **EIS3** or **SEIS3** certificate. You use this certificate to claim income tax relief on your self-assessment tax return.

Keep your certificate safe — HMRC can request it if your return is queried.

## Common EIS/SEIS complications to watch for

**Bridging rounds and ASAs** — see the ASA timing issue above. EIS relief attaches to shares, not to the ASA itself.

**Preference shares** — EIS and SEIS require ordinary shares. If the deal involves any kind of preference or enhanced rights, check the eligibility carefully with your adviser.

**University spinouts** — the relationship between the university (as a potential connected person) and the licensing structure can create EIS complications. See the spinout guide or ask AngelAI.

**Investor employment by the company** — if you become a director or employee of the company after investing, specific rules apply to when you can exercise options or dispose of shares without losing relief.
