This promotion is only available to high net worth individuals, sophisticated investors or professional/institutional investors, the qualifying criteria for each of which are set out in the statements below.

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    2. the Financial Ombudsman Scheme;
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I am a certified high net worth individual because at least one of the following applies:

  1. I had, during the financial year immediately preceding the date below, an annual income to the value of £100,000 or more;
  2. I held, throughout the financial year immediately preceding the date below, net assets to the value of £250,000 or more. Net assets for these purposes do not include:
    1. the property which is my primary residence or any loan secured on that residence;
    2. any rights of mine under a qualifying contract of insurance within the meaning of the Financial Services and Markets Act 2000 (Regulated Activities) Order 2001; or
    3. any benefits (in the form of pensions or otherwise) which are payable on the termination of my service or on my death or retirement and to which I am (or my dependants are), or may be, entitled.

I accept that I can lose my property and other assets from making investment decisions based on financial promotions.

I am aware that it is open to me to seek advice from someone who specialises in advising on investments.

 

SELF-CERTIFIED SOPHISTICATED INVESTOR STATEMENT

I declare that I am a self-certified sophisticated investor for the purposes of the Financial Services and Markets Act (Financial Promotion) Order 2005.

I understand that this means:

  1. I can receive financial promotions that may not have been approved by a person authorised by the Financial Conduct Authority;
  2. the content of such financial promotions may not conform to rules issued by the Financial Conduct Authority;
  3. by signing this statement I may lose significant rights;
  4. I may have no right to complain to either of the following:
    1. the Financial Conduct Authority; or
    2. the Financial Ombudsman Scheme;
  5. I may have no right to seek compensation from the Financial Services Compensation Scheme.

I am a self-certified sophisticated investor because at least one of the following applies:

  1. I am a member of a network or syndicate of business angels and have been so for at least the last six months prior to the date below;
  2. I have made more than one investment in an unlisted company in the two years prior to the date below;
  3. I am working, or have worked in the two years prior to the date below, in a professional capacity in the private equity sector, or in the provision of finance for small and medium enterprises;
  4. I am currently, or have been in the two years prior to the date below, a director of a company with an annual turnover of at least £1 million.

I accept that I can lose my property and other assets from making investment decisions based on financial promotions.

I am aware that it is open to me to seek advice from someone who specialises in advising on investments.

PROFESSIONAL / INSTITUTIONAL INVESTOR STATEMENT

Definition of Professional Client ‐ UK

(1) An entity required to be authorised or regulated to operate in the financial markets. The following list includes all authorised entities carrying out the characteristic activities of the entities mentioned, whether authorised by an EEA State or a third country and whether or not authorised by reference to a directive:

(a) a credit institution;
(b) an investment firm;
(c) any other authorised or regulated financial institution;
(d) an insurance company;
(e) a collective investment scheme or the management company of such a scheme;
(f) a pension fund or the management company of a pension fund;
(g) a commodity or commodity derivatives dealer;
(h) a local;
(i) any other institutional investor;

(2) In relation to MiFID or equivalent third country business a large undertaking meeting two of the following size requirements on a company basis:
(a) balance sheet total of EUR 20,000,000;
(b) net turnover of EUR 40,000,000;
(c) own funds of EUR 2,000,000;

(3) In relation to business that is not MiFID or equivalent third country business a large undertaking meeting any of the following conditions:

(a) a body corporate (including a limited liability partnership) which has (or any of whose holding companies or subsidiaries has) (or has had at any time during he previous two years) called up share capital or net assets of at least £5 million (or its equivalent in any other currency at the relevant time);
(b) an undertaking that meets (or any of whose holding companies or subsidiaries meets) two of the following tests:

(i) a balance sheet total of EUR 12,500,000;
(ii) a net turnover of EUR 25,000,000;
(iii) an average number of employees during the year of 250;

(c) a partnership or unincorporated association which has (or has had at any time during the previous two years) net assets of at least £5 million (or its equivalent in any other currency at the relevant time) and calculated in the
case of a limited partnership without deducting loans owing to any of the partners;
(d) a trustee of a trust (other than an occupational pension scheme, SSAS, personal pension scheme or stakeholder pension scheme) which has (or has had at any time during the previous two years) assets of at least £10 million (or its equivalent in any other currency at the relevant time) calculated by
aggregating the value of the cash and designated investments forming part of the trust’s assets, but before deducting its liabilities;
(e) a trustee of an occupational pension scheme or SSAS, or a trustee or operator of a personal pension scheme or stakeholder pension scheme where the scheme has (or has had at any time during the previous two years):

(i) at least 50 members; and
(ii) assets under management of at least £10 million (or its equivalent in any other currency at the relevant time);

(f) a local authority or public authority.

(4) A national or regional government, a public body that manages public debt, a central bank, an international or supranational institution (such as the World Bank, the IMF, the ECP, the EIB) or another similar international organisation;

(5) Another institutional investor whose main activity is to invest in financial instruments (in relation to the firm’s MiFID or equivalent third country business) o designated investments (in relation to the firm’s other business). This include entities dedicated to the securitisation of assets or other financing transactions.

We would apply the same standards for a client who has elected to be treated like a professional investor as described above.
Note: the above definition of “professional client” has been extracted from section 3.5.2 of the Conduct of Business Sourcebook of the Financial Conduct Authority (“FCA”) Handbook.

Please refer to the FCA website (www.fca.co.uk) for additional information. We reserve the right to amend this definition in line with possible amendments to chapter 3.5 of the Conduct of Business Sourcebook of the FCA Handbook.

In accordance with the protections afforded under the Data Protection Act 2018 and the General Data Protection Regulation (GDPR) 2018, your details will never be passed onto any third parties. Should you wish to unsubscribe, you are free to do so at any time by contacting us.

Your capital is at risk and you may lose all, or part, of what you invest. Past performance is not a reliable indicator of future results. EIS Investments are not readily accessible and are therefore illiquid and not covered by the FSCS. Please consult our full risk warning for more information.

Overview

The Green Build Systems EIS represents an opportunity to invest in an innovative technology and manufacturing startup, whilst taking advantage of the tax benefits available under the Enterprise Investment Scheme. The market for vertical farming solutions is a rapidly expanding one and this is being driven by a number of factors including climate change impacting traditional crop yields, increasing demand for food as the world population continues to rise, declining soil quality, the drive to produce more local food to reduce food miles and a growing demand for fresh produce, free of pesticides.

The recent and ongoing pandemic has also exposed the lack of food security in even the most advanced of nations with the UK proving to be particularly affected as a large proportion of the fresh produce required is imported. GBS is already talking to important players in key target markets who will be interested in purchasing a GBS vertical farm. These range from restaurants, hotels, supermarkets, food wholesalers, urban developers, and local authorities. GBS is also in early dialogue with HM Prison Service and the NHS.

The company takes a bespoke approach to Agritech for addressing global food security and accessibility concerns. To capitalise on the genuine opportunities to manufacture readily insulated and modular structures for vertical farm applications, we can combine the use of renewable energy technology for creation of a truly sustainable solution. A client farm has already been created to its own specification and is equipped with hydroponic systems. With GBS’s modular methods of construction utilised, the company is able to manufacture in a bespoke manner, constructing on-site to retrofit or position accordingly at consumer request. Such vertical farms can be optimised for supply to restaurants, hotels and retail establishments for cultivation of their own fresh produce as an on demand source.

One of GBS's major unique selling points is its modular element. It enables us to deliver a farm in easy-to-assemble sections and construct a facility in difficult to access or reach situations – for example, such as in an underground car park. Therefore, this GBS solutions offer formidable advantages over more traditional methods such as containers which can be cumbersome in such situations. In facilitating the production and sale of the GBS Eco- Panel, the business is primarily focusing on niche markets such as lodges, pods and modular buildings, prior to moving focus upon houses and construction.

People

Green Build Systems (GBS) has a hand-picked core team, made up of Directors and Specialist Advisors selected from individuals with successful backgrounds from a diverse range of industries.

DIRECTORS/MANAGEMENT

Alexander is a construction and real estate entrepreneur whose expertise, natural sales drive, and experience derives from a family-built business stemming back several generations.

Alexander’s expertise helped the family business develop an award-winning Nursing / Care home portfolio as well as building high quality 4-bedroomed detached residential properties.

As part of Alexander’s property prowess, he has more recently added to his real estate portfolio with investments made in land and related assets.

Alexander’s family property portfolio encapsulates a range of development assets ranging from stables, eco lodges, hotels, forestry and land, apartments, and industrial units.

A true visionary, Alexander studied the trends in eco building and recognised an ideal opportunity to develop construction products which would be energy saving, eco-friendly, and could make a real contribution to society whilst maintaining his high standards of profitable and sustainable businesses.

His keen interest in sustainability, the protection of flora and fauna, plant-based health foods and his desire to support local communities as well as supporting ways to help the underprivileged to be able to support themselves led to his keen interest in developing the GBS Modular Vertical Farm systems.

Daniel heads the marketing arm of GBS, bringing his inspirational and creative prowess to the company along with both excellent leadership and communication skills obtained via a strong track record of experience at Board/Director level. He brings not only ambition, but a strategic and insightful business mind for building brands and contributing to the development of our commercial marketing strategies in close collaboration with our Leadership team and Specialist Professional Advisors.

Of notable, and a much-welcomed benefit to GBS, is Daniel’s previous professional collaborations and project successes with Richard Croft (our Professional Advisor on Business Strategy). GBS has been very pleased to seize upon and embrace such a continual and fruitful working relationship as part of its growing operations, helping deliver confidence and optimism throughout the team.

Professionally, Daniel has gained a breadth of experience as an entrepreneur and a business owner, having had oversight and an input into all core aspects of business activities across the board - this including marketing functions. His early career commenced in financial markets, specialising in equities broking and alternative private capital financing on projects, to which he later transitioned to roles on Sales & Trading desks with a focus on main market equity derivatives sales.

Post-graduation, Daniel completed his vocational training via the Legal Practice Course (LPC) at ULaw London Moorgate with a specialisation in corporate transactions and finance. As an undergraduate, he read law at Lancaster University graduating with 2.1 LLB (Hons), subsequently obtaining his postgraduate LLM in Corporate & Financial Services Law from the National University of Singapore (NUS).

SPECIALIST PROFESSIONAL ADVISORS

(Non-Exhaustive)

Plant Specialists, Sciences & Technology

Jason is the CEO of award-winning Aponic Ltd, developers of Vertical Aeroponic Farming systems and sustainable food growing systems.

Starting with a background in engineering and programming, but with a natural fascination for natural ecosystems, it seemed almost a natural progression for Jason to enter the world of vertical soil-less growing.

With business links to New Anglia Growth Hub, InCrops, and a member of AgritechE, Jason has appeared as guest speaker at several conferences and has visited Zambia with the DIT, as well as spending time with the Foreign and Commonwealth Office (FCO).

Jason is spearheading our joint interests within the farming community, particularly focusing upon systems that can be installed into existing structures, as well as an African-based project in which we share mutual interests.

We have worked together with Jason frequently for some time now, but as specific projects have been formulated and may be close to fruition, it is appropriate and welcomed by GBS that we work much closely within a more formal structure.

Engineering, Manufacturing and System Development

Sean has over 30 years’ experience in both Mechanical and Electrical Engineering gained within a diverse range of industries which include, oil and gas, edible oils, chemical production, bespoke manufacturing, and horticultural industries.

With a background in Engineering Management and Mechanical Design, Sean also owns MES Ltd who are involved in the design and construction of electrical control panels and mechanical design for industrial and horticultural sites.  Their skills also cover plant layouts, piping & instrument diagrams, process design, 2D and 3D drafting as well as project management.

Within Sean’s remit, he has experience also of both mechanical and electrical manufacture and worked alongside both Tim and Chris on the Growing Underground project. Other projects which all 3 have worked on together include Liberty Produce and Space 10 where GrowStack vertical farming units were installed into a pop-up restaurant.

Damon provides a wealth of experience as an entrepreneur along with this professional background in engineering, electrical and electronic engineering, and as a manufacturing specialist.

Damon's experience began from a traditional 5-year apprenticeship at UV Systems Ltd in welding, fabrication, sheet metal engineering, CAD design and CNC programming. As an entrepreneur, lateral thinker and natural leader, Damon became engineering manager at the age of 25.

At age 27, he then went on to form DaRo Products specialising in sub-contract sheet metal work, plastic vacuum forming, assembly work, welding, and fabrication. Seven successful years later, he formed DaRo UV Systems and then subsequently, established the DaRo Group. Over the next 10 years, the business continued to grow and through acquisition incorporated Light Years Ahead (an LED specialist company and long-term customer of DaRo). DaRo Fibre Products was then created - a design and manufacture specialist of fibre optic cabling equipment.

In pursuing a change, Damon went on to successfully exit and sell this business..

Gerald's professional experience extends from electrical, electronics, automation and software programming, and system design.

Originally an apprentice trained electrician, Gerald worked for 8 years specialising in both domestic and industrial electrical installations before moving on to work for a number of years within the theatre industry building management systems, stage equipment CCTV systems and controlled access systems. Gerald also has expertise in electrical panel design and build, programming and electronic design, and prototyping.

Gerald's electronics expertise and design skills came to the fore when he formed Stage Products Ltd, which was successfully engaged in the manufacture of automatic guided vehicles, remote control systems, fibre optics installations, remote communications products, and telemetry.

Julian's professional expertise ranges from Ultraviolet (UV) systems product development, electrical and electronic engineering, microelectronics, and computer and software engineering.

Albeit starting his career in engineering, Julian moved rapidly into product assembly management before entering technical sales specialising in water treatment, air and surface disinfection systems using UV light.

Joining DaRo UV Systems as Business Leader, he took responsibility for all commercial aspects of the business including sales, marketing production and product development, and he is well respected within this business sector having led the organisation to multi-million-pound turnover status.

Julian has also completed considerable work with UV equipment design along with equipment specifications for hydroponic systems.

Business Support & Advisory

As a previous Chairman of GBS, we are delighted to welcome back Richard from a bout of ill health and enforced retirement. We are pleased to have the opportunity to utilise his invaluable experience at senior level, whilst embracing his undoubted enthusiasm for the GBS business along with his shared vision for the company’s future. 

Born into farming life, Richard started his career as an Industrial Engineer within the food industry, an area which co-incidentally he has returned to as a consultant several times.   

He progressed to senior Industrial Engineer status within both the Automotive and Furniture Manufacturing Industries. His career continued within the “engineering of industry” environment to senior management level for multinational companies, which included the responsibility for multi-site manufacturing facilities, manufacturing innovation, factory layouts, ergonomics and the development and measurement of manufacturing systems.

Headhunted by a national company in Yorkshire, he undertook the role of Manufacturing Director before being promoted to the parent board as Group Operations Director, where he helped to create an award winning multi-million-pound business.

Later in his career, Richard established his own consultancy firm before transitioning to Managing Director at a high-tech electronics firm supplying the MOD’s Warship Support Agency (WSA), various airlines and numerous blue-chip entities such as Airbus, BAE, Rolls Royce, BMW, Sandvik, and Iscar.

During the last 15 years Richard further developed his consultancy business undertaking contracts with such industries as Frozen Foods, and fresh produce packing plants as well as developing systems to handle produce across multiple sites and canning operations.

Throughout his career, he has always had a love for marketing, copywriting, PR plus sales and marketing strategies and over the last 10 years has transformed his consultancy business to a marketing and strategy specialist service.

George has secured over £50M of grant-funding (from UK and European funding-bodies) for clients’ technological innovations. His capability stems from 30+ years’ experience leading teams of researchers in new product development and marketing, combined with a natural curiosity and a gift in communicating.

First-hand experience of innovations includes energy, food and health technologies, telecommunications, AI & data, and advanced materials. George has also led two technology-based start-up businesses - one in innovative heat-pumps and the other in open-source software systems.

A graduate of University of Cambridge (Natural Science and Process Engineering) and University of Birmingham (MSc by research), he is a Chartered Engineer (CEng IChemE) and holds an MBA (with distinction) from Warwick Business School. Arising from his work across industry and academia, George brings a wealth of contacts and a deep understanding of the world-leading science and engineering available in top UK universities.

George is able to create supply-chain partnerships, tailor concepts to funding-schemes, project-manage, write, and submit funding applications.

Tim comes with 30 years’ experience of providing business support to growing businesses, be they small start- up operations or large multinational corporations (MNCs).

Additionally, he has been involved with the attraction of FDI (Foreign Direct Investment) projects for Doncaster, Dearne Valley, South Yorkshire, and the wider Yorkshire and Humber region.

A strong believer in forming long term business relationships with clients based on trust and the bettering of expectations, Tim is very much considered to be a "go to contact" for such businesses and remains so 30 years on after his first intervention with these clients.

Throughout his career, he became increasingly engaged with socially disadvantaged groups and organisations by providing assistance and support throughout their journeys and development, and continues to work towards fair and inclusive growth strategies.

Why Invest?

Within the next 5-10 years, food shortages will affect many more people. By 2050, the predicted global population is set to increase to 9 billion. The global Vertical Growth Farm market is projected to be worth USD $12.77 billion by 2026.

GBS is able to build to any bespoke design required for any customer taking into account their individual growing requirements whether that be Hydroponic or Aeroponic systems. These are be built using sustainably responsible sourced timbers or in the event of adverse climatic conditions, via GBS Eco-Panels. These are soil free and water efficient 24/7, 365 days a year and can utilise renewable energy systems. The GBS Eco-Panel will include a unique composite featuring strength, waterproof and fireproof qualities.

GBS has taken an innovative approach with its unique Modular Vertical Farm solution, in light of the growing significance of sustainable, socially & environmentally responsible food growth requirements. Investors and supermarket chains are becoming increasingly involved in vertical farming due to growing global momentum for eco-friendly food and carbon footprint reduction.

GBS also hosts a timber modular construction system which provides a complementary and alternative process of manufacturing. The manufacturing process is unique and utilises automated robotic production sequencing and innovative storage solutions. GBS’s offsite manufacturing reduces waste and energy consumption through its supply compared to traditional construction.

Panels will be produced to enable Passivhaus construction to meet the new regulations. EU & UK building regulations are increasingly stringent on eco-standards, encouraging lower U-values for insulation and energy efficiency.

What is EIS?

The Enterprise Investment Scheme is operated by HMRC to encourage private investment into growing British companies, and offering 30% tax relief opportunities to amount invested.

It is one of the UK Government’s flagship policies for supporting British enterprise, stimulating approximately £12bn of private investment each year.

Tax benefits for qualifying investors include:

  • Income tax relief – 30% income tax relief for investments up to £1 million per annum, reducing net cost to investors to 70p per £1 invested.
  • Loss relief – Losses to net cost (i.e. below 70p per £1 invested) can be set off against income in the year of disposal or the previous year, reducing capital at risk to 38.5p per £1 invested.
  • Capital gains tax deferral – Capital gains can be deferred, up to the amount subscribed for shares. Applies to gains arising three years prior to, and one year after, the issue of qualifying shares.
  • 100% Inheritance tax relief - After two years, EIS shares qualify for Business Property Relief so the investment is exempt from Inheritance Tax so long as it is held for 2 years before death.
  • Tax-free growth – No Capital Gains Tax payable on gains realised on the disposal of investment after three years, or three years after commencement of trade.

3 scenarios when investing into EIS

(When investing £10,000)

Company 1

The company fails

You receive £3,000 in income tax relief against your £10,000 investment.

You also receive £3,150 income loss relief. (At risk capital multiplied by your tax bracket, e.g 45%)

Your Real loss = £3,850

(£7,000 at risk capital, minus £3,150 income loss relief)

Company 2

The company breaks even

You receive £3,000 in income tax relief against your £10,000 investment.

After 3 years, you sell your shares for £10,000.

Your Gain = £3,000

(Gains are calculated on the income tax relief)

Company 3

The company doubles in value

You receive £3,000 in income tax relief against your £10,000 investment.

After three years you sell your shares for £20,000. No capital gains tax is owed on profit.

Your Gain = £13,000

(£10,000 profit from sale of shares, plus £3,000 income tax relief)

Documents

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FAQ's Agritech

How important is agritech in the context food systems and supply chains?

Due to a growing global population (projected to reach over 9 billion people by 2050), sustaining the same is important and as a result, agricultural output will need to simultaneously increase.

What changes are likely to occur in respect to global food patterns?

Agriculture inevitably plays a significant role in helping feed the global population. As a result, this is a process which needs to be managed well in order to both protect the environment and help mitigate climate change. Food consumption per capita is projected to rise with global demand food expected to increase by 35%, whilst global crop yields are predicted to drop or become stagnant due to climate change impacts. By 2050, global food systems will also need to sustainably and nutritiously feed more than 9 billion people. 

How does “Vertical Growth Farming” feature, and why is it important?

According to statistics, the UK imports approximately 50% of its food. In light of the 2020 pandemic, topics such as food security and accessibility have become more widely discussed beyond national borders. Technological innovation and the introduction of agritech

via vertical growth farming methods can help transform current global food systems to accommodate future food requirements. With the advent of the 4th Industrial Revolution, this is also what is driving disruptive technology innovations.

Vertical growth farming would enable crops to be produced 365 days a year with soil-less techniques without the need for pesticides or extensive human intervention, whilst being unaffected by variable weather conditions. Climate conditions are fully controlled along with wavelengths of light to help achieve optimum crop yields. The overall significance is that such techniques provide a means of guaranteeing yields while reducing environmental impact and furthermore, improving the supply of safe, nutritious and healthy food. 

FAQ's The Enterprise Investment Scheme

What is the Enterprise Investment Scheme?

The Enterprise Investment Scheme (EIS) is a Government sponsored scheme offering a range of benefits to investors who hold qualifying investments for at least 3 years. We have obtained advance assurance from HMRC to confirm that the underlying investments will qualify under the EIS legislation, meaning that investors should be entitled to any applicable tax reliefs.

How much can I invest into EIS?

Individuals can invest up to £1,000,000 in any tax year and receive 30% tax relief. However, they are locked into the scheme for a minimum of three years in order to take full advantage of the tax reliefs. EIS seeks to encourage investment into unlisted companies, just like the ones featured here.

Can anyone invest into the GBS Enterprise Investment Scheme?

The EIS is aimed at professional, sophisticated investors and high net worth individuals who are resident in the UK for tax purposes.

Does my investment have protection under the Financial Services Compensation Scheme (FSCS)?

The Financial Services Compensation Services Scheme does not apply to EIS offerings and your capital may still be at risk.