The Enterprise Investment Scheme (EIS) gives UK investors 30% Income Tax relief on up to £1 million per year invested in qualifying companies. The Seed Enterprise Investment Scheme (SEIS) gives 50% Income Tax relief on up to £200,000 per year invested in very early-stage startups. Both are central to UK startup fundraising — most rounds rely on at least one of them.
This guide covers the schemes from both sides — what investors get, what companies must meet, and how to navigate Advance Assurance.
Investor benefits
EIS
- 30% Income Tax relief on up to £1m invested per tax year (£2m if at least £1m is in knowledge-intensive companies).
- CGT exemption on gains from EIS shares held for 3+ years.
- CGT deferral — capital gains realised elsewhere can be deferred by reinvesting into EIS shares.
- Loss relief — losses can be set against income (rather than against capital gains), useful when an investment fails.
- IHT business relief — EIS shares are generally exempt from Inheritance Tax after 2 years (with restrictions phased in from April 2026 under Autumn Budget 2024 reforms).
SEIS
- 50% Income Tax relief on up to £200,000 invested per tax year.
- CGT exemption on gains from SEIS shares held for 3+ years.
- CGT reinvestment relief — 50% relief on capital gains rolled into SEIS shares.
- Loss relief — same as EIS.
The relief is generous because the risk is high — most early-stage startups fail.
Qualifying company conditions
EIS — the company must:
- Have a permanent establishment in the UK.
- Have gross assets not exceeding £15 million immediately before the share issue.
- Have fewer than 250 full-time-equivalent employees (or 500 for knowledge-intensive companies).
- Be carrying on a qualifying trade (most trades qualify; excluded trades include dealing in land, finance, professional services, leasing).
- Be no more than 7 years old from first commercial sale (or 10 years for knowledge-intensive companies).
- Not raise more than £5 million in EIS, SEIS, VCT, and certain state-aid grants in any 12 months (or £10 million for knowledge-intensive companies).
- Not raise more than £12 million in lifetime EIS funding (or £20 million for knowledge-intensive companies).
SEIS — the company must:
- Have a permanent establishment in the UK.
- Be carrying on a new qualifying trade (started in the last 3 years).
- Have gross assets not exceeding £350,000.
- Have fewer than 25 full-time-equivalent employees.
- Be no more than 3 years old.
- Not have raised more than £250,000 lifetime SEIS.
A typical UK startup will raise SEIS first (up to £250,000), then graduate to EIS for the larger rounds.
Conditions investors must meet
EIS
- Not "connected" to the company — i.e. not an existing 30%+ shareholder, not an employee (directors can invest but face additional rules).
- Hold the shares for at least 3 years from issue (or 3 years from when the company started trading, if later).
- Must not receive value back from the company outside the normal course (no special loans, no inflated salaries, no rent above market).
SEIS
- Largely the same as EIS, with the additional constraint that the investor cannot hold more than 30% of the company at any point during the SEIS qualifying period.
- Director-investors are common in SEIS (unlike EIS where direct director investment is more restricted).
Advance Assurance
Advance Assurance is HMRC''s non-binding pre-approval that a planned share issue will qualify for EIS/SEIS relief. It''s not strictly required — companies can issue shares and apply for the SEIS1/EIS1 certificates afterwards — but in practice, no UK investor will write a cheque without seeing Advance Assurance first.
Application:
- Submit to HMRC the proposed structure, business plan, financials, share terms, and director details.
- Processing time: typically 8-12 weeks (though HMRC has been faster recently).
- Outcome: Advance Assurance letter (positive) or a refusal with reasons.
A clean Advance Assurance is one of the single biggest unlocks for a UK SEIS/EIS round. Time the application — get it in well before you need it.
How the schemes interact
Companies can move from SEIS to EIS over time as they grow. Practical rules:
- SEIS shares must be issued and the investment received BEFORE any EIS shares for the same investor.
- Most companies do SEIS in year 1, then move to EIS by year 2-3.
- Don''t mix SEIS and EIS in the same share issue — investors need clear, separate share classes (or at least separate share issuance dates).
- Use specialist platforms (Crowdcube, Seedrs, SeedLegals, Capdesk) or a SEIS/EIS-experienced lawyer to handle the mechanics — DIY mistakes cost relief.
Common mistakes
- Receiving value back: paying yourself rent above market rate, or a salary unrelated to work done, can invalidate relief for all investors.
- Issuing shares before Advance Assurance: technically allowed, but if HMRC later refuses you''ve disrupted your cap table.
- Multiple share classes: SEIS/EIS shares must be ordinary shares with no preferential rights (subject to limited exceptions for liquidation preferences post the 2018 changes).
- Director loans: certain related-party loans from EIS investors back to the company can be deemed value received and break relief.
- Late SEIS1/EIS1 filing: the company must file within set time limits — typically within 2 years of share issue. Late filing can lose the investor relief.
What to do this year
- If you''re raising your first round: get Advance Assurance done before approaching investors. £100-£250 of SeedLegals fees or £500-£1,500 with a lawyer.
- If you''re investing: insist on seeing Advance Assurance before committing. Verify the company''s eligibility in writing.
- If you''ve issued shares: the company must issue compliance statements (SEIS1/EIS1) so investors can claim relief on their Self Assessment. Don''t delay this.