SEIS Eligibility Checklist (Free Download)
The SEIS company, round and investor rules as a five-minute checklist, with the after-the-round conditions founders forget.
In this article
This SEIS eligibility checklist compresses the rules into a list you can run in five minutes. Answer every line honestly; a single miss on the SEIS eligibility checklist is worth a professional conversation before you raise. The reasoning behind each line is in the full eligibility guide.
How to use this SEIS eligibility checklist
Run it three times: alone before you tell anyone you are raising, again with your adviser before the advance assurance application, and once more the week of completion, because the asset and headcount tests are measured at issue, not at intention. Answer from documents, not memory: the incorporation pack, the first invoice, the management accounts, the share register. Any line you cannot evidence in five minutes is a line worth a professional hour, and the reasoning behind every line lives in the full eligibility guide.
The company
- UK permanent establishment, unquoted, and not controlled by another company
- First commercial sale less than 3 years ago
- Fewer than 25 full-time equivalent employees at issue
- Gross assets under £350,000 immediately before the issue
- Total SEIS raised, including this round and counted state aid, within £250,000
- Trade not on the excluded activities list
- A genuine plan to grow, with investor money truly at risk
The round
- New ordinary shares, no preferential downside protection
- Cash subscriptions, shares issued against cleared funds, dated correctly
- No convertible loan notes; any ASA drafted as a genuine advance subscription
- SEIS shares issued before any EIS shares
- Advance assurance obtained, and the raise matches the assured plan
The investors
- No investor over 30% including spouse, parents and children
- No employees claiming (directors can, in defined cases)
- Each investor within their £200,000 annual SEIS limit
- No loans back, no value out, for three years
After the round
- Trade 4 months and spend 70% of the raise, then file SEIS1
- Issue SEIS3 certificates promptly once authorised
- Hold the conditions for 3 years: no listing, acquisition, excluded drift or value out without advice first
The five most-missed lines on this SEIS eligibility checklist
From the failure patterns we analyse in where eligibility trips founders: the trade-age clock running from first sale rather than incorporation; gross assets measured before the second tranche as well as the first; state aid quietly eating the £250,000 cap; family aggregation around the 30% line; and convertible notes assumed to qualify when they never do. If your round touches any of these, slow down before you sign.
