Hoopla Animation Limited v The Commissioners for HMRC

Decision date: 3 January 2023

Neutral citation: [2023] UKFTT 24 (TC)

Overall AI summary confidence: high

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Short overview

This short overview is intended to summarise the case, issues and outcome so far as they are supported by the judgment.

AI confidence in this short overview: high

This appeal concerned whether Hoopla Animation Ltd’s share issues in 2018 qualified for EIS relief. The Tribunal found the company met the Risk-to-Capital Condition and that it had created the relevant intangible assets, but concluded the share issues were part of disqualifying arrangements under Condition A because substantial funds raised were paid to or for the benefit of a relevant party, so EIS relief was refused. The appeal was dismissed.

Ratio decidendi

This summary is intended to identify the ratio decidendi, meaning the legal reasons for deciding and the binding part of the decision.

AI confidence in this ratio decidendi summary: medium

The Tribunal held that a company can be treated as having created value in an intangible asset for section 195 purposes where it commissions and funds development work that vests rights and increases the asset’s value in the company — creation does not require the company itself to perform the work. The Risk-to-Capital Condition is to be assessed objectively by reference to all relevant circumstances, including industry practices such as use of subcontractors; absence of employees alone does not negate an intention to grow. However, even where those conditions are met, EIS relief is disapplied if the share issues are made in consequence of disqualifying arrangements (Condition A) — including substantial payments made to or for the benefit of a relevant person.

Obiter dicta

This summary is intended to identify obiter dicta, meaning observations made by the way that were not necessary to deciding the case and are not binding.

AI confidence in this obiter dicta summary: medium

The Tribunal observed that non‑connected subcontracting is generally a neutral or positive indicator for the Risk‑to‑Capital Condition compared with subcontracting to connected parties, and that industry norms for outsourcing should be taken into account. It also noted that the concept of “paid” in Condition A extends beyond mere settlement of a debt to include transfers of money that are for the benefit of a relevant person, directly or indirectly.