SEIS / EIS
After SEIS or EIS Investment: Compliance Statements and Investor Certificates
The HMRC steps after a SEIS or EIS round, from the company compliance statement to the certificates investors need.
Advance assurance is only the pre-investment stage of SEIS or EIS. After the company receives the investment, it must still meet the scheme conditions and complete the HMRC compliance process before investors can claim relief.
The company submits a compliance statement. HMRC reviews it and, if satisfied, authorises the company to issue the relevant certificates to investors.
What is the post-investment process?
Complete the share issue and keep the subscription, allotment and cap-table records.
Wait until the company meets the timing condition for the relevant compliance statement.
Submit form SEIS1 or EIS1 with the supporting information.
Receive HMRC authorisation and the unique investment reference.
Issue SEIS3 or EIS3 certificates to the eligible investors.
What is a SEIS1 or EIS1 compliance statement?
The compliance statement is the company’s declaration that the share issue and company meet the relevant scheme requirements. HMRC uses it to decide whether the company can issue investor certificates.
The submission should agree with the cap table, share documents, advance assurance information and actual use of funds. Changes between advance assurance and the completed round should be reviewed rather than ignored.
When can a SEIS1 be submitted?
HMRC guidance says a SEIS compliance statement cannot normally be submitted until the company has carried on the qualifying trade for at least four months, or spent at least 70% of the SEIS money raised on the qualifying business activity. See the HMRC SEIS compliance statement guidance.
The EIS timing rules differ, so check the relevant position for the company and share issue.
What are SEIS3 and EIS3 certificates?
These are the certificates investors use to support their tax-relief claims. The company should not issue them until HMRC has authorised the compliance statement and provided the required reference.
Keep a clear schedule of investors, amounts, share issue dates and certificate details. The certificates should match the share and subscription records.
Does advance assurance guarantee relief?
No. Advance assurance is HMRC’s view based on the information supplied before the investment. The company and investors must still meet the scheme conditions, and the completed transaction must match the facts considered.
What can change the position after advance assurance?
a different share class or rights;
a material change in the trade or use of funds;
connected-party or investor issues;
changes to earlier funding or state-aid information;
missing or inconsistent allotment and cap-table records.
Frequently asked questions
Can investors claim using the advance assurance letter?
No. They normally need the authorised SEIS3 or EIS3 certificate issued after the company compliance statement.
Can Startup CFO handle the process after the round?
Yes. Our SEIS and EIS service covers advance assurance, SEIS1 or EIS1 compliance statements and SEIS3 or EIS3 investor certificates.
Where can founders ask about their round?
Send an SEIS and EIS enquiry and tell us whether you need advance assurance, post-investment compliance or investor certificates.
Important: This article is general information, not tax, legal or investment advice. Scheme conditions are detailed and can change.
