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SDP
GLOSSARY
1 Silos Direct Encapsulation Plant: the project to process nuclear waste recovered from the Magnox Swarf Storage Silo on the Sellafield site and package it ready for long term storage. 2 Sellafield Direct Encapsulation Plant (in the context of Sellafield Limited). 3 Submarine Dismantling Project (in the context of the Ministry of Defence). 4 Sodium Disposal Plant (in the context of Dounreay).
SEC
GLOSSARY
Securities and Exchange Commission—US regulator of the securities markets.
NEWS
The Securities and Exchange Commission (SEC) has announced that JP Morgan has agreed to pay an US$18M civil penalty after violating the whistleblower protection rule. The SEC found that JP Morgan was obstructing clients and customers from reporting potential violations by having customers sign agreements to keep the settlements confidential.
NEWS
The United States' Securities and Exchange Commission (SEC) has announced that the London-based WPP plc, the world's largest advertising group, has accepted charges amounting to more than $19m for violations of the Foreign Corrupt Practices Act 1977 (FCPA) provisions of anti-bribery, books and records, and internal accounting controls. The SEC’s order finds that WPP implemented an aggressive business growth strategy, failing to ensure subsidiaries implemented the internal accounting and compliance controls, made structural deficiencies and failed to adequately respond to warning signs of corruption. WPP has neither admitted nor denied the SEC’s findings but agreed to stop and prevent violations of the FCPA provisions breached and to pay $10.1m in disgorgement, $1.1m in prejudgment interest and a penalty of $8m.
NEWS
The United States Securities and Exchange Commission (SEC) has reported that global software company SAP has agreed to pay US$100m in sanctions in relation to bribery charges in violation of the Foreign Corrupt Practices Act (FCPA). The bribery schemes occurred in South Africa, Malawi, Kenya, Tanzania, Ghana, Indonesia, and Azerbaijan.
PRACTICE NOTES
The seed enterprise investment scheme (SEIS), like the enterprise investment scheme (EIS), is designed to encourage investment in smaller, higher-risk companies by offering a range of tax reliefs to individual investors purchasing newly issued shares in those companies. For full details of these reliefs, see Practice Note: SEIS—introduction to regime and description of tax reliefs. In summary, these reliefs include: • income tax relief at 50% of the amount invested, up to an annual investment limit of £200,000 • CGT exemption on any capital gain realised on a disposal of shares that qualified for SEIS income tax relief and were held for three years, and • CGT re-investment relief providing a capital gains tax (CGT) exemption for 50% of any gains realised on the disposal of assets in a tax year and re-invested within the same year in shares qualifying for SEIS income tax relief up to a maximum exemption of £100,000 When advising upon the availability of SEIS tax relief it is essential to note the potential for such relief
PRACTICE NOTES
The seed enterprise investment scheme (SEIS), like the enterprise investment scheme (EIS), is designed to encourage investment in smaller, higher-risk trading companies by offering a range of tax reliefs to individual investors purchasing newly issued shares in those companies. The SEIS regime is prescriptive and sets out numerous requirements that must be met, including in relation to: • the individual investors • the issued shares, the funds raised and arrangements in general, and • the issuing company This Practice Note focuses on the conditions applicable to the individual investor. These conditions are described in the context of the income tax relief provided for in Part 5A of the Income Tax Act 2007 (ITA 2007). Relief from capital gains tax (CGT) (under the disposal exemption or re-investment relief) is only available in respect of shares to which SEIS income tax relief is attributable, hence these conditions apply equally for the purposes of CGT relief. For details of the other conditions, see Practice Notes: • SEIS—conditions for relief: issued shares, the funds raised and arrangements in general • SEIS—conditions
PRACTICE NOTES
The seed enterprise investment scheme (SEIS), like the enterprise investment scheme (EIS), is designed to encourage investment in smaller, higher-risk trading companies by offering a range of tax reliefs to individual investors purchasing newly issued shares in those companies. The SEIS regime is prescriptive and sets out numerous requirements that must be met, including in relation to: • the arrangements in general, the issued shares and the funds raised • the individual investors, and • the issuing company This Practice Note focuses on the conditions that must be met in relation to the arrangements in general, the issued shares, the purpose of the issue of shares, and the amount and use of the money raised. These conditions are described in the context of the income tax relief provided for in Part 5A of the Income Tax Act 2007 (ITA 2007). Relief from capital gains tax (CGT) (under the disposal exemption or re-investment relief) is only available in respect of shares to which SEIS income tax relief is attributable,
PRACTICE NOTES
The seed enterprise investment scheme (SEIS), like the enterprise investment scheme (EIS), is designed to encourage investment in smaller, higher-risk trading companies by offering a range of tax reliefs to individual investors purchasing newly issued shares in those companies. The SEIS regime is prescriptive and sets out numerous requirements that must be met, including in relation to: • the individual investors • the issued shares, the funds raised and the arrangements in general, and • the issuing company This Practice Note focuses on the conditions applicable to the issuing company and its group (if any). Note, however, that the issuing company will also have to take account of all the other conditions for SEIS relief set out in the further Practice Notes referenced below. The conditions are described in the context of SEIS income tax relief provided for in Part 5A of the Income Tax Act 2007 (ITA 2007). Relief from capital gains tax (CGT) (under the disposal exemption or re-investment relief) is only available in respect of shares to which SEIS income tax
PRACTICE NOTES
The seed enterprise investment scheme (SEIS), like the enterprise investment scheme (EIS), is designed to encourage investment in smaller, higher-risk trading companies by offering a range of tax reliefs to individual investors purchasing newly issued shares in those companies. The SEIS regime is prescriptive and sets out numerous requirements that must be met, including in relation to: • the individual investors • the issued shares, the funds raised and arrangements in general, and • the issuing company The concept of a ‘qualifying trade’ to be carried on by the issuing company or its group, and for the purposes of which the SEIS funds are raised and ultimately spent, is central to a number of the SEIS regime’s requirements. The trades that qualify are restricted so as to exclude those considered to be low risk. This Practice Note explains what is meant by a 'new qualifying trade' and a 'qualifying trade', both of which are key to the definition of a qualifying business activity (another term used throughout the SEIS legislation), for which see Practice Note:
PRACTICE NOTES
The seed enterprise investment scheme (SEIS) is designed to help small, early-stage companies to raise equity finance by offering individual investors who purchase new shares in those companies a range of tax reliefs, which are described in this Practice Note. The introduction of SEIS was announced at the Autumn Statement in November 2011 and took effect from 6 April 2012. SEIS was originally introduced for a limited period only but, as announced at Budget 2014, legislation was introduced by Finance Act 2014 to remove the expiry clauses for SEIS relief, making the regime permanent (beyond its original expiry date of 5 April 2017). SEIS allows early-stage, unquoted companies (companies listed on AIM are unquoted for these purposes) that meet certain requirements to raise finance by issuing qualifying shares to qualifying investors. The SEIS regime is heavily based on the EIS regime, the key difference being the requirements are more stringent and targeted at companies in their initial start-up phase. These requirements relate to: • the individual investors (see Practice Note: SEIS—conditions for
PRACTICE NOTES
The seed enterprise investment scheme (SEIS), like the enterprise investment scheme (EIS), is designed to encourage investment in smaller, higher-risk trading companies by offering a range of tax reliefs to individual investors purchasing newly issued shares in those companies. The SEIS regime is prescriptive and sets out numerous requirements that must be met, including in relation to: • the individual investors (see Practice Note: SEIS—conditions for relief: individual investor conditions) • the issued shares, the funds raised and arrangements in general (see Practice Note: SEIS—conditions for relief: issued shares, the funds raised and arrangements in general), and • the issuing company (see Practice Notes: SEIS—conditions for relief: issuing company and SEIS—conditions for relief: qualifying trades) There is no statutory procedure for obtaining advance clearance that a proposed share issue will qualify for SEIS relief. However, an issuing company intending to meet the conditions for SEIS relief can apply to HMRC for an advance assurance that, on the basis of information supplied with the application, it would authorise the company to issue certificates