In GDR Food Technology Limited v HMRC [2016] TC05219 investors were denied SEIS relief after the company's advisors submitted an EIS compliance statement to HMRC instead of an SEIS one. 

This case bears many similarities to that of X-Wind Power Limited v HMRC [2016]:

  • The company was incorporated in June 2013, and in August 2013 issued shares to investors.
  • In September 2014 the company's accountants submitted an EIS compliance statement (EIS1) to HMRC.
  • In subsequent correspondence the accountants continued to refer to EIS.
  • In January 2015 the accountants wrote to HMRC seeking to withdraw the compliance statement on the grounds that they had completed the wrong form and were actually seeking SEIS relief.
  • HMRC refused to issue a compliance certificate for the shares under the SEIS regime on the grounds that the company had already made an EIS compliance statement in respect of them.

The First Tier Tribunal, adopting the analysis in X-Wind Power, found that:

  • The company, the investors and their solicitors had intended that the share issue would benefit from SEIS relief.
  • However, given that the accountants filed the wrong form and continued to refer to EIS in correspondence with HMRC this must have been miscommunicated or misunderstood.
  • The issue of shares and the submission of an EIS compliance statement means the shares were an EIS investment and therefore SEIS could not apply.
  • There was no mechanism to correct the error of submitting the wrong form to HMRC.

Therefore, although they had sympathy with the predicament of the company and investors, the FTT dismissed the appeal.


This is yet another unfortunate case highlighting the importance of getting the details right when investors are expecting relief under the EIS and SEIS schemes. It also shows the importance of clear communication with advisors and checking before you sign.

HMRC have again shown their reluctance to allow taxpayers to correct genuine mistakes which have unintended consequences.  This can cut both ways though: recently in Mabbutt v HMRC a taxpayer won his appeal against a closure notice demanding £653,000 unpaid tax after HMRC used the wrong date in the enquiry notice.


EIS: Enterprise Investment Scheme

SEIS: Seed Enterprise Investment Scheme

SEIS & EIS: share issue checklist

Case reference: GDR Food Technology Limited v HMRC [2016] UKFTT TC05219