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Boyd Carson, Sapphire Capital

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Five things you need to prepare for raising money

Posted by Boyd Carson, Sapphire Capital on 09-Mar-2018 10:23:10

 

In my experience, raising money for a business is difficult, time-consuming and stressful. As an entrepreneur, you will be torn between keeping your business going and spending considerable amounts of time trying to raise finance. The reality is that raising finance always takes longer than you think (and have budgeted for). Before you approach any potential investors (and that also includes friends and family), you need to make sure you are sufficiently prepared both regarding presentational materials as well as how you have prepared yourself (i.e., you need to be crystal clear on the business idea and know the key numbers etc.).

To help you on your way, here is a list of the five key areas we recommend you have prepared beforehand:

1) Write a well thought out business plan.

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Topics: Business Plans, EIS, SEIS

The chicken or the egg? New HMRC requirements to stop speculative SEIS/EIS advance assurance applications

Posted by Boyd Carson, Sapphire Capital on 27-Feb-2018 12:51:15

 
You know the saying about "which came first: the chicken or the egg?" Well, which came first: the investor or the tax relief?  From January 2018, HMRC have stated that investors should be identified before they will consider the potential tax reliefs. Having worked with numerous companies over the years to obtain the SEIS/EIS tax reliefs, I am not so sure. It is often the fact that the company has obtained the SEIS/EIS advance assurance (i.e., the potential tax reliefs) that will attract the investors to invest in the first place. But it is what it is and we have to work with HMRC to ensure we comply with the new regulations. 

1) The Issue:

From the 2nd January 2018, HMRC is not accepting SEIS and/or EIS advance assurance applications which they consider to be "speculative" i.e., the company which is applying for SEIS/EIS advance assurance does not yet have any individuals (or investment fund) who want to invest in the company.

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Topics: EIS

On winning best SEIS Fund Manager 2017

Posted by Boyd Carson, Sapphire Capital on 20-Feb-2018 09:32:20


Normally we do not like to show off, but this is definitely an exception. We are delighted to have won the best SEIS Fund Manager for 2017, awarded by the Enterprise Investment Scheme Association ("EISA"), which was presented at the House of Lords last Tuesday night. A special thank you to the sponsors Reyker, all the judges and of course, the EISA. The judges commented that “Sapphire [was] very supportive of the space. Interesting mix of funds and at early stage. Strong comms and support of investors and portfolios.” 

Check out our various SEIS funds for yourself - here.

Oh, and I might as well say it. I was "Highly Commended" in the "Innovation, Newcomer or Rising Star in EIS and SEIS" category. Many thanks to the sponsor Deal Partners, the EISA and all the judges. The winner of this category was James Ramsey of Tax Efficient Procurement Services (TEPS) - who thoroughly deserved to win as James and TEPS are real innovators in the SEIS/EIS sector. We fully support James and TEPS.

Enough said. Back to work.

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Topics: EISA, EIS Funds, SEIS funds

What is a SEIS qualifying company?

Posted by Boyd Carson, Sapphire Capital on 03-Mar-2017 18:36:06

 

We are often asked which companies qualify for SEIS. Below is a brief summary of the requirements.

Each Company must initially (i.e. at the time of issue of the shares) not be listed on a recognised stock exchange (as defined for the purposes of SEIS Relief) and there must be no “arrangements” in place for it to become so listed. In addition, throughout the three year SEIS period, it must not be a subsidiary of, or be controlled by, another company. It must either exist to carry on a qualifying trade or else be the parent company of a trading group and there must be no “arrangements” in existence for the Company to become a subsidiary of, or be controlled by, another company.

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Topics: SEIS

SEIS and EIS funds - how they are typically structured.

Posted by Boyd Carson, Sapphire Capital on 13-Jan-2017 13:51:39

 

 

At Sapphire we are often asked to advise on the structure of a new SEIS Fund or EIS Fund ("Fund"). A SEIS or EIS Fund is normally used when a group of investors want to invest in a selection of companies (as opposed to only one company) that qualify for SEIS/EIS reliefs. It is a method of investing that is becoming increasingly popular due to the advantageous SEIS/EIS tax reliefs and the diversification of the investments.

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Topics: EIS Funds

Does your company qualify for EIS? Complete our quiz to find out.

Posted by Boyd Carson, Sapphire Capital on 06-Jan-2017 10:44:04



In order to ensure your company qualifies for the Enterprise Investment Scheme ("EIS") there are certain questions you need to ask firstly.

Below is a basic quiz to ascertain whether your company qualifies. If you answer no to any of the questions - then your company may not qualify for EIS. But as with everything, the devil is in detail, so check with your adviser (or us) before giving up.

1) Is your company a private unlisted company?

If you answer "no" you may not qualify for EIS.

Your company cannot be listed on a recognised stock exchange and there must be no arrangements in place for it to be become listed (there is an exception to this rule as certain exchanges are not "recognised" exchanges so quoted companies may still qualify for EIS, for example if they are on ISDX and AIM).

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Topics: EIS

SEIS / EIS advance assurance for foreign companies - is it really possible?

Posted by Boyd Carson, Sapphire Capital on 14-Jun-2016 15:24:19

 

Short answer: yes it is. At Sapphire we are increasingly being asked to obtain SEIS and or EIS advance assurance for foreign-based companies. Contrary to popular belief, this is a popular structure. We recently obtained SEIS and EIS advance assurance for a company based in Malta (link to example), EIS advance assurance for a company in the United States (link to example) as well as one based in the Netherlands (link to example).

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Topics: EIS, SEIS

On winning the EIS Association's "Best Innovation Newcomer" award

Posted by Boyd Carson, Sapphire Capital on 16-Feb-2016 20:43:15

 

Let me start by saying how delighted I am to have been awarded the EIS Association's ("EISA") award for Best Innovation, Rising Star for 2015 at last week's reception in Westminster Abbey's House of Lords.  It means a lot to me to be recognised by the EISA, as I greatly value the body's efforts in raising awareness of the EIS, SEIS and SITR schemes, as well as acting as an intermediary between HMRC/government and the private sector.  Looking at the recent statistics of the schemes' adoption and how much investment has been raised through them, I am very much honoured and humbled at being acknowledged as playing a part in this sector of risk finance.

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Topics: EIS

SEIS tax relief - the six main tax reliefs explained.

Posted by Boyd Carson, Sapphire Capital on 21-Aug-2015 13:53:06


Every day at Sapphire Capital we talk with numerous entrepreneurs who are setting up companies and one of the most common questions they have is what are the Seed Enterprise Investment Scheme ("SEIS") tax reliefs and can their new enterprise obtain them for potential investors? This is a great question and an important one for any entrepreneur who is seeking to raise finance for their company.

Although at Sapphire we specialise in SEIS, EIS and SITR, that does not mean that we always recommend that obtaining SEIS (or EIS) advance assurance is the right thing to do.

This blog article will seek to (1) explain the six main tax reliefs, (2) give directions as to how a company can obtain these reliefs for itheir investors as well as (3) assisting business owners in deciding whether obtaining SEIS advance assurance is right thing to pursue.

The six main tax reliefs are as follows:

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Topics: SEIS

SEIS and EIS advance assurance time - how long does it take to obtain?

Posted by Boyd Carson, Sapphire Capital on 26-Jan-2015 16:12:00

EIS_and_SEIS_Advance_Assurance_How_long_does_it_takeThis is the question we get asked by our clients nearly everyday: "How long does it take to get SEIS or EIS advance assurance from HMRC?" The answer is a simple one - it depends.  It depends on the type of company that is applying and how well the application form has been completed.  The general rule of thumb is that you should expect an answer within four weeks of making a submission to HMRC.  However, that does not mean that at that point  you will have obtained your SEIS or EIS advance assurance.  After four weeks, HMRC may be asking for clarification on your application, so unfortunately the process could take considerably longer.  As a rule of thumb,  we believe that a relatively straightforward application that has been well thought out and put together should take circa four weeks to obtain HMRC advance assurance.

Q:  How to ensure the application is approved by HMRC in circa four weeks?  

A:  We would recommend you do the following:  

1) Have a well thought out business plan of the Company, providing all the details.

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SEIS excluded activities and qualifying trades explained

Posted by Boyd Carson, Sapphire Capital on 06-Apr-2014 17:11:00


The Seed Enterprise Investment Scheme (“SEIS”) is a government plan which was put in place to aid small companies which are at the beginning of their business life. The SEIS aims to raise equity by providing a number of tax reliefs to investors who purchase new shares in those companies. Investors in a SEIS can obtain very generous tax reliefs such as 50% income tax relief, capital gains tax relief and 100% inheritance tax relief after two years. The Seed EIS applies to shares issued on or after the 6 April 2012. The Seed EIS scheme rules have been appropriately designed to coincide with those of the EIS so that companies can use EIS after the initial investment under Seed EIS (If you would like to learn more about the differences between SEIS and EIS tax reliefs - check out our infographic blog article on SEIS versus EIS - a visual comparison).  


SEIS Scheme Rules – How does a company qualify?

For its investors to be able to claim and keep the Seed EIS tax reliefs relating to their shares, the company which issues the shares has to adhere to a number of Seed EIS scheme rules. 
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SEIS versus EIS - a visual comparison

Posted by Boyd Carson, Sapphire Capital on 27-Feb-2014 16:47:00

There has never been a better time to start a new company in the UK.  The UK government support offered by both the Seed Enterprise Investment Schemes (“SEIS”) and the Enterprise Investment Scheme (“EIS”) provide start-ups with an excellent method to attract much needed seed capital in order to start the company. In particular the SEIS offers a start-up company the ability to raise up to £150,000 from investors in a very tax efficient manner. The SEIS is one of the most promising ways a company can raise seed capital we have seen for a long time.

Why is SEIS and EIS so important?

According to our research there are two key findings:

1) Start-up companies find it hard to raise money – the SEIS and EIS helps start-up companies attract early stage equity investment

2) SEIS and EIS offer investors very attractive tax reliefs, including income tax relief, capital gains tax reliefs and inheritance tax relief.  There is also an additional relief should the investor lose money in the SEIS or EIS investment. 

To give you a snapshot of all of the differences between the SEIS and EIS tax reliefs that are so important to investors, we have summarised the main ones in the infographic below.

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EIS Tax Reliefs Explained - Part Two - Capital Gains Tax Reliefs

Posted by Boyd Carson, Sapphire Capital on 10-Aug-2013 20:41:00

This is the second part in a series of blog articles about EIS tax reliefs.  In the first article I covered tax reliefs that are available for income tax.  In this article I shall cover the capital gains tax reliefs.  Just to remind you there are six important EIS tax reliefs, all of which I will cover in a series of blog articles as follows:
  1. Income Tax Relief (see "Part One - Income Tax Relief").

  2. Capital Gains Tax Re-investment Relief (this article).

  3. Capital Gains Tax Exemption (this article).

  4. Loss Relief against Income or Capital Gains (this article).

  5. IHT Relief and Business Property Relief (future article).

  6. Business Investment Relief (future article).

In this second article, I will cover the Capital Gains Tax reliefs.

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Topics: EIS, SEIS, EIS tax reliefs, EIS Capital Gains Tax

HMRC EIS pre approval - 10 things you must include

Posted by Boyd Carson, Sapphire Capital on 06-Aug-2013 21:45:00

At Sapphire Capital we have carried out many Enterprise Investment Scheme ("EIS") and Seed Enterprise Investment Scheme ("Seed EIS") advance assurance applications to HMRC.  This has primarily been for clients (and for ourselves) in a diverse range of trading activities such as technology, renewable energy, construction, restaurants, shops, nurseries etc.  Over the years we have learned through experience that there is certain information that is required to be submitted to HMRC on making the application, otherwise HMRC will most likely come back and ask for more information.  Any delay can add weeks to the application process.  It is important to get it right the first time as many investors will not invest in a company unless the company has received advance assurance from HMRC.

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Topics: Seed Enterprise Investment Scheme, EIS, EIS Schemes, SEIS, EIS tax reliefs

Jersey Expert Funds - 6 Key Questions to Ask

Posted by Boyd Carson, Sapphire Capital on 04-Jul-2013 16:28:00

Jersey Expert Funds are an excellent way to allow investors and the promoters of funds to take advantage of the streamlined process for establishing a new fund in Jersey.  Introduced in 2004, Jersey Expert funds are particularly attractive when there is a need to create a flexible investment structure which is targeted at high net worth, professional, sophisticated and institutional investors as well as hedge funds.  Sapphire Capital have advised numerous Expert Funds and most recently structured and promoted a Jersey Expert Fund which seeks to purchase UK distressed residential and commercial property.  We found it to be a fairly straightforward process.

Although the Expert Fund classification has reduced the regulatory burden which in turn has resulted in creating a more flexible fund structure, the funds do need to be established in accordance with a strict step-by-step process. 

From our recent experience of setting up Jersey Expert Funds, here are the six key issues that you should keep in mind if you are considering setting up a Jersey Expert Fund.

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Topics: Investment Funds, jersey listed funds, Jersey Expert Funds

Jersey Listed Funds - an excellent fund alternative

Posted by Boyd Carson, Sapphire Capital on 27-May-2013 13:16:00

If you are looking for fund options, a Jersey Listed Fund needs to be at the top of your consideration list.  This streamlined process relating to the Jersey Listed Fund applications results in it having a quick turnaround time, a simple verification process and no regulatory review if your principals meet the requirements for self-certification.  It is available to companies only at this time, but is likely to be extended to limited partnerships and unit trusts established in Jersey.

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Topics: Investment Funds, jersey listed funds

Applying for a Seed EIS or EIS? 10 Things You Should Consider

Posted by Boyd Carson, Sapphire Capital on 16-May-2013 23:49:00

So you want to apply to HMRC for a Seed Enterprise Investment Scheme ("Seed EIS") or an Enterprise Investment Scheme ("EIS")? You have heard they are both straightforward to do.  Well that is both true and false.

Since you are dealing with the HMRC you need to make sure you are professional about how you go about the Seed EIS or EIS application. This also applies to how you approach your potential investors. For example, approach your investors before you have applied to HMRC for EIS advance assurance and they could tell you to come back later.  This could be much later as it can take up to eight weeks to get HMRC advance approval.  Eight weeks later your investors could be long gone.

10 SEIS and EIS areas you should consider

Before we get started, keep in mind that every company is different and therefore every HMRC application by default is also different. However, through our years of experience of dealing with HMRC, assisting clients in drafting Information Memorandums and working with investors, we have noticed a few recurring trends and pitfalls, which you should keep in mind for the process.  

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Topics: Seed Enterprise Investment Scheme, EIS, EIS Schemes

Equity Financing: 5 ways to raise cash

Posted by Boyd Carson, Sapphire Capital on 03-May-2013 23:25:00

Over the years, we are constantly asked what are the best ways of obtaining equity financing for companies and how to raise capital for one off projects.  Our answer is nearly always the same: it depends.  It depends on what stage the company is at - whether it is startup funding that is required or whether it is equity finance that is required for an established business.  It also depends what sector it is in and who is behind the company - the personality of the entrepreneur, the credibility of the board of directors etc. 

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Topics: Seed Enterprise Investment Scheme, EIS, Equity Financing, Seed Capital

Budget 2013 - SEIS - Capital Gains Tax Changes Explained

Posted by Boyd Carson, Sapphire Capital on 22-Mar-2013 23:28:00

SEIS investors got a welcome boost from the chancellor George Osbourne in the 2013 budget.  In his budget speech, the chancellor extended the capital gains tax re-investment relief on SEIS. As a result, any investor into a SEIS during the tax years 2013/2014 will receive 50% capital gains tax relief when they re-invest those gains into SEIS companies in either the 2013/14 or 2014/15 tax years.  The announcement of the 2013 budget is a welcome boost for startup companies. 

A Brief Summary of SEIS

SEIS offers tax relief to investors in smaller, higher risk companies, in order to help them raise finance.  SEIS offers unbeatable tax reliefs and allows investors to invest in startups with a reduced downside risk.

In order to attract SEIS funding, the company must:

  • Employ 25 people or less.
  • Be no more than 24 months old.
  • Have less than £200,000 in assets.
  • Meet the "qualifying trade" rules.
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Topics: Seed Enterprise Investment Scheme, SEIS, 2013 Budget

Seed Capital Required for a Startup? 10 Reasons to use a Seed EIS

Posted by Boyd Carson, Sapphire Capital on 25-Feb-2013 21:39:00

Seed capital is normally defined as the first money into a company in order to start it.  Typically it is used to pay for expenses such as product development, marketing costs and sundry costs incurred at startup, including legal fees and company registration expenses. We have been involved with many startups over the years and in our experience, it always costs more to fund a company in the startup stage than originally planned. Estimated costs are normally on the low side to actual reality. So raising enough seed capital at the beginning is vitally important. If you don't raise enough, you risk having to go back for more, the "second round". This may have the result of diluting your own shareholding as well as the friends and family who may have helped you out the first time round. Often investors in the second round will realise that you need the money in order to survive and are therefore in a position to take advantage of your situation.

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Topics: Seed Enterprise Investment Scheme, SEIS, Alternative Investments, Seed Capital