Reed Smith Client Alerts

On 30 December 2019 HMRC issued guidance on advance subscription agreements (ASAs) in relation to the Seed Enterprise Investment Scheme (SEIS) and the Enterprise Investment Scheme (EIS).

Authors: Michael J. Young Stephen Mooney Caspar Fox Jessica Piggot

Typical use of ASAs

ASAs are commonly used when a company is raising money outside a funding round, so at a time when the value of the shares is not easily ascertained. An ASA allows investors to pay subscription funds to a company early, with shares in the company then issued at a later date (generally the next funding round, with the number of shares issued based on their value at that time). 

There has always been some sensitivity around whether ASAs prejudice the availability of SEIS or EIS relief for investors. In particular, it is widely recognised that they need to be carefully structured so as not to give effect to a loan.