Ingenious Estate Planning Classic & Care Service 2025 Rights Issue

“The Rights Issue provides an opportunity for investors to commit additional capital to Ingenious Estate Planning Limited (the “Company” or “IEPL”) to support Ingenious’ established real estate lending strategy and at the same time enjoy immediate qualification for Business Relief (BR), if their current shares satisfy the 2-year holding period requirement.”

The Services are managed by Ingenious Capital Management Limited (“Ingenious”), which has a proven track record delivering high-quality secured development and bridge finance loans across established UK markets.

The Rights Issue has been designed to meet increased demand from borrowers for financing driven by reducing interest rates and the structural lack of supply across UK residential markets.

Over the past five years, the Company’s real estate lending strategy has delivered an average net return of 3.97% per annum, with no capital losses across all exited positions. Since inception in May 2014 the strategy has achieved a total growth rate of 62.9% net of charges. The Company’s disciplined approach (which focusses on first charge secured lending, institutional grade underwriting and market insight), has supported consistent performance across varying market conditions.

Additionally, new shares are issued to investors, which may lead to reduced Capital Gains Tax liabilities on withdrawals after three years, subject to individual circumstances.

A rights issue is an invitation from a company to its existing shareholders to purchase additional shares in the company. This type of issue offers these shareholders securities called rights. In these rights offerings, companies grant shareholders the right, but not the obligation, to buy new shares within a defined window of time.

The Company is undertaking a rights issue to raise additional capital to undertake further real estate lending transactions. Currently, the Companyand its subsidiaries have a pipeline of potential lending opportunities which exceed available capital. Undertaking additional lending transactions is good for shareholders as returns should increase and a larger portfolio of loans reduces concentration risk.

They complete the application form sent with the rights issue information, ask their IFA to complete the declaration on the application form and return the form and make payment as instructed in the application form.

No. As the company raising capital is not a listed company there is no market for the rights.

The new shares obtained under the rights issue (“Rights Issue Shares”) will qualify for Business Relief (BR) immediately if the original shares have already been held for 2 years at the date of the rights issue and the company issuing the shares is a trading company or the holding company of a trading group.

As the Rights Issue Shares acquired are derived from Doris’s original shareholding in the company in the example above, the Rights Issue Shares take on the ownership period of the original shares for BR purposes.

No. The Rights Issue, is a qualifying reorganisation for Capital Gains Tax purposes in accordance with s126 to s136 of TCGA 1992. As the Rights Issue Shares acquired are derived from the Qualifying Shareholder’s original shareholding in the Company, then the Rights Issue Shares should take on the ownership period of the original shares for Business Relief purposes per s107(4) IHTA 1984.

Yes. Ingenious has an opinion from a leading tax KC that the issue of the Rights Issue Shares should qualify as a reorganisation of share capital within s126 – s136 TCGA 1992 and therefore take on the ownership period of the original shares per s107(4) IHTA 1984.

Yes. HMRC’s published guidance manuals at SVM111090 confirm:
“A bonus or rights issue should not normally be regarded as a newly acquired holding for the purpose of the ownership tests. Provided the bonus or rights shares were issued in proportion to all the shares of a company – or to all the shares of a particular share class – the allotment to the transferor will come within s.107(4). Care needs to be taken with rights issues, however, and all cases involving them should be referred to the Litigation and Technical Advice Team (LTAT).”