Registering an overseas companies in the UK for SEIS

To register an overseas company in the UK for the Seed Enterprise Investment Scheme (SEIS), you’ll need to follow several steps:

1. Compliance:

Ensure your company meets SEIS criteria, including:

Refer to the official SEIS eligibility criteria for details.

2. Permanent Establishment:

Your company must have a permanent establishment in the UK. This can be either:

A fixed place of business, such as an office, branch, or factory, where substantial business activities are carried out.
An agent (statutory director) based in the UK who has the authority to enter into contracts on behalf of the company and regularly does so.

The most straightforward way of achieving this is by having a Statutory Director who resides in the UK. See HMRC’s guidance on permanent establishments.

Steps to get Advance Assurance for your non-UK company

1. Register with Companies House

Begin by registering your company via Companies House using this OS IN01 form

Note: You can find the required supporting documents here.

2. Submit to FounderCatalyst for review

Raise a Support Ticket with FounderCatalyst, including the completed form and all attachments. Our team will review the materials before submission to Companies House.

3. Companies House approval

If accepted, your company will be registered as a UK establishment of an overseas company.

4. Receive UTR from HMRC

HMRC will send your company’s Unique Taxpayer Reference (UTR) within 10 working days of Companies House approval.

5. Provide pitch deck and forecast model

Reply to your existing support ticket with copies of your pitch deck and financial forecast model.

6. Submit investment documentation

Share your proposed investment documents (under your domestic law).
Ensure that shares issued to (S)EIS investors do not carry any preferential rights over other shares. See HMRC guidance.

7. SEIS/EIS application

Once all documents are reviewed, we’ll proceed with submitting your SEIS/EIS Advance Assurance application.