For a foreign company to qualify for SEIS and/or EIS they must meet at least one of two additional requirements. They must either: 1) Have a' permanent UK establishment which means an element of work is carried out in a fixed place of business. 2) Have a UK representative that can enter into contracts on behalf of the company (for more information read my prior blog: “Can a foreign (non-UK) company obtain SEIS and EIS monies”).
As stated on the Gov.uk website "you must register (with the Companies House) if you set up a place of business in the UK or if you usually carry out business from somewhere in the UK".To do this you need to complete a Companies House OS IN01 form. The form can be laborious to complete because it needs to be perfect. Based on my experience, here is what you must remember when filling out an OSIN 01 form:
1) The form must be printed on A4 paper (i.e., not A3 as in the USA), the writing must be clear, readable and suitable for scanning - There can be no smudges or running ink as the registrar must be able to redact a clear image of the application.
2) Be sure to read the question and tick all appropriate boxes.
3) Use continuation pages for additional information required - You must use continuation pages where required which are available with the form.
4) Provide English translations if applicable - If any of the relevant documents are not in English you must also supply a certified English translation. The translation needs to be certified, on each page by writing: “I certify that this is a true translation of an original document”, and a director of the company must sign.
5) Certify the Company’s original constitutional documents - Section C1 states that a certified copy of the company’s constitution must be delivered with the application. Your constitutional documents will differ depending on the country of registration. Every page of your constitutional documents needs to be certified by stating the following: “I certify that this is a true copy of an original document” and signed by a director of the company.
6) When asked to state a country or nationality, make sure you use one recognised by Companies House - Full list available here.
7) If you have indicated a director, secretary or permanent representative have limited authority in the company, make sure to describe what their main activities will be.
8) Information provided must match your constitutional documents - This relates to data such as dates, corporate names and directors.
9) Corporate director/secretary - This section of the application often confuses people; a corporate director or secretary is a legal person and it most often is a company that acts as a director rather than an individual.
10) Sign the appropriate documents - Make sure all constitutional documents are signed, along with part 8 of the form.
Ensure you read carefully what every question is asking, complete every required section, and include all necessary documents with the application.
For all other forms regarding foreign companies, including appointing new and additional directors or changing any details click here.
Written by Johnathan Graham
Johnathan assists companies with business plans, advanced assurance applications for SEIS, EIS and R&D tax credits. Johnathan has a keen interest in helping start up companies, stemming from his entrepreneurial background in owning two companies of his own. Johnathan has a degree in Marketing. Contact Johnathan by email at: email@example.com or view his profile here.