Part 5

Enterprise investment scheme
Chapter 2

The investor

Meaning of connection with issuing company

Directors qualifying for relief despite connection
169
1
Section 163(1) does not prevent the investor from being a qualifying investor despite the investor's connection with the issuing company at any time in period A relating to the relevant shares if—
a
the investor is connected with that company merely because of the investor, or the investor's associate—
i
being a director of, or of a company which is a partner of, the issuing company or a subsidiary of the issuing company, and
ii
being in receipt of, or entitled to receive, remuneration as such, and
b
conditions A and B and (where applicable) condition C are met.
2
Condition A is that, in relation to the director (“D”), whether D is the investor or an associate of the investor—
a
D's remuneration, or
b
the remuneration to which D is entitled,
consists only of remuneration which is reasonable remuneration for services rendered to the company of which D is a director in D's capacity as such.
3
Condition B is that the investor was issued with the relevant shares, or a previous issue of shares in the issuing company which meet the requirements of section 173(2), at a time when the investor had never been—
a
connected with the issuing company, or
b
involved in carrying on (whether on the investor's own account or as a partner, director or employee) the whole or any part of the trade, business or profession carried on by the issuing company or a subsidiary of that company.
4
Condition C is that, if the issue of the relevant shares did not meet condition B, they were issued before —
a
the termination date relating to the latest issue of shares which met that condition, or
b
if that issue is an issue in respect of which the investor is eligible for SEIS relief (within the meaning of Part 5A), before the date specified in section 257AC(4) in relation to the shares.
5
For the purposes of condition A any necessary and reasonable remuneration falling within section 168(2)(f) is to be left out of account.
6
In this section “remuneration” includes any benefit or facility.
Words in s. 169(4) substituted (17.7.2012) (with effect in accordance with Sch. 6 para. 24(1) of the amending Act) by Finance Act 2012 (c. 14), Sch. 6 para. 10