APPENDIX 13
Memorandum submitted by the British Venture
Capital Association
INTRODUCTION
The British Venture Capital Association (BVCA)
represents virtually every major venture capital firm in the UK,
which each year accounts for over 95 per cent of annual venture
capital investment in the UK. The BVCA is dedicated to promoting
the UK venture capital industry for the benefit of entrepreneurs,
investors, venture capital practitioners and the economy as a
whole. Through its members, the BVCA has an in depth knowledge
of the issues affecting the wide range of high growth smaller
and medium sized unquoted companies in which they invest.
SUMMARY OF
RECOMMENDATIONS
Encourage the development of all
seed capital funds, for example by subsidising a proportion of
their due diligence, monitoring and employment costs or underwriting
part of the financing risks (see 1.4).
Encourage "career leapers"experienced
corporate managersto move to young companies through tax
incentives (see 1.5, 4.3 4.7).
Bridge the gap with funding between
technology discovery and "proof of utility"potential
commercialisation, reducing the obstacles to commercial investment
(see 2.1).
Improve university and business inter-communications
(see 1.5, 2.2, 5.1).
Investigate how intellectual copyrights
and patent positions can be assessed as commercially viable (see
3.1).
Encourage serial entrepreneurs possibly
by way of tax incentives (4.3).
Produce a scheme that encourages
business angels, or simplify the Enterprise Investment Scheme,
so that venture capital firms can more easily invest alongside
business angels (see 4.4).
Improve the small firms Loan Guarantee
Scheme (see 4.5).
Reduce the Capital Gains Tax regime
for business angels (see 4.6).
Improve share options for smaller
unquoted companies (see 4.6).
Create an equity guarantee scheme
or soft loan scheme (see 4.6).
Learn from the German and Israeli
approach to technology companies.
Encourage technical and corporate
innovators from outside the UK to locate in the UK (4.10).
Encourage UK technology companies
to be globally competitive (see 4.11).
Persuade the Engineering and Physical
Sciences Research Council to allocate a part of its budget to
the assessment of the commercial potential of technologies (see
6.1).
TERMS OF
REFERENCE
To enquire into the manner in which companies
in the fields of engineering and physical sciences decide on developing
new products and processes and the factors influencing their decisions,
with particular reference to:
1. The industrial application of government
funded research and the respective roles of government laboratories
and independent research and technology organisations
1.1 The traditional view has been that industry
and academia do not communicate with each other very effectively.
This now appears to be changing, in part because of universities'
increasing needs to find alternative sources of finance to government
funding and because of the increasing number of role models of
successful companies started by academics or based on university
research.
1.2 As the universities have begun to be
more commercially orientated, it has become easier for the venture
capital industry to start to fund science based companies coming
out of these institutions, creating the start of a virtuous circle.
Examples of new specialist firms and funds that have started up
over the last year or so focusing on this sector include; Amadeus
in Cambridge, UK Medical Ventures (a specialist fund created by
The Medical Research Council to help exploit its technology, which
has been heavily backed by 3i, a BVCA member) and Merlin Ventures
(all except UK Medical Ventures are BVCA members).
1.3 Large companies have for some while
been working alongside certain universities with some effect.
The "gap" in exploitation would seem to be with the
smaller more entrepreneurial UK companies. These companies have
found it relatively hard to access the universities, lacking as
they do the resources of the larger groups.
1.4 The amount of seed capital funding available
via the venture capital industry has increased in recent years
but it is still its least common type of funding. The difficulties
arise largely in the level of management (and therefore cost)
required for quite small amounts of initial investment. Venture
capital firms are used to working with cost ratios of around 2
per cent of assets of the management, whereas with seed funds
this ratio can often be of the order of 10 per cent. We would,
however, like to see the encouragement of the development of all
seed capital funds (perhaps by subsidising some of their due diligence,
monitoring and employment costs or underwriting some of the financial
risk).
1.5 Equally we would like to find ways of
encouraging seasoned corporate managers to move to young companies
("career leapers"), perhaps through tax incentives such
as the ability to write off capital invested against past or future
income tax liabilities. We would like to find ways of better communication
between educational establishments and the world of commerce.
We believe that a closer dialogue between the educational system
and the business community would improve the prospects of academic
research being exploited commercially.
2. The operation of government schemes designed
to promote collaboration in and industrial application of research
2.1 The government has long run successful
schemes such as SMART and SPUR awards and we have anecdotal evidence
of various research exploitation groups within universities regarding
these as being of very significant importance. Government schemes,
however, have typically focused on the creation/proof/concept
of technology itself. It is our view that there is a lot of very
interesting technology within UK academic institutions. The difficulty
is now in the linkage between that environment and the commercial
world. In particular, investors typically seek to back companies
that have a clear commercialisation strategy and have capable
management. Many of the interesting technologies evolved with
government funding are left somewhat stranded before reaching
these next two milestones. It would be particularly valuable to
have some form of government scheme which bridged this gap and
allowed people help, advice and funding to create outline commercialisation
plans for interesting technologies. The objective of this would
be to make the "hand over" of funding from commercial
investment organisations easier. This is particularly relevant
for small firms, whereas large firms may be able to afford the
overhead of doing much of this work themselves. The "University
Challenge" venture capital fund, appears to be an important
contribution to this sector.
2.2 Many of the issues surrounding collaboration
and the industrial application of research are cultural and educational.
We should beware of quick fixes to long standing cultural problems
but it would certainly be welcome to see a greater targeting of
the creation of effective dialogue between academic institutions
and the business community at all levels.
3. Intellectual copyrights and patenting
3.1 The key issue for investors here is
the cost of due diligence to assess the status and effectiveness
of intellectual copyrights and patent position of the companies
they are considering investing in. In particular it is often very
hard to place this information within a sensibly broad commercial
context. In the UK there are only a few experienced "lead"
venture capital investors in technology and we would be keen to
find ways that we could encourage a greater depth of experience
to be created. The funding required to employ more experienced
investment executives is a serious problem for those firms with
the small funds that typify much of the early stage technology
funds in the UK.
4. The provision of finance to support enterprises
involved in the application of research and innovation
4.1 Does the government have a cost benefit
equation for job creation? It would be useful to know the answer
to this if we are to work effectively towards a common solution.
4.2 The overall situation that we find is
encouraging. The amount of venture capital invested in technology
businesses has increased by 10 times from 1983 to 1996. It is
also worth noting that over 70 per cent of UK biotechnology companies
listed on the London Stock Exchange have benefited from venture
capital funding.
4.3 Whilst the returns from technology investments
in general can often be attractive to investors, there are a number
of specific difficulties:
(i) The relatively low returns that can generally
be achieved at the early stage or seed investment end of the market.
(ii) The difficulties faced by some venture
capital firms that specialise in early stage technology investments
in raising funds of a size that would enable them to afford to
employ more experienced investment executives.
(iii) The lack of a sufficient number of
experienced investors in the sector.
(iv) The poor quality of management in many
potential investment opportunities.
4.3 The whole debate about providing finance
to support technology has tended to miss one crucial point; it
is that people are supported by the "investment community"
rather than "technology" per se. In our view we do not
see any specific shortage of "technology" in the UK
but rather we see a shortage of seasoned managers who have the
capability of building successful businesses. We do see a greater
number of such "corporate innovators" in the UK than
a decade ago. In our view this pool of people is as much a resource
which the UK should foster, as is "technical innovation".
Within this pool of people, the most important, and those who
we would like to see encouraged further, are "the serial
entrepreneurs"people who have a track record of successfully
starting companies. Persuading these people to focus their talent
on young technology businesses, by whatever means, would be a
very effective way of helping create successful businesses that
people wish to fund with the depth of resource required for success.
We believe that there could be room for tax incentives to encourage
these individuals further.
4.4 We believe that there are also arguments
for a simplified system of tax incentives for private investors
in technology businesses. The Enterprise Investment Scheme may
in part be aimed at this but, in our experience, its rules are
complex and it tends to be difficult to accommodate alongside
more conventional institutional capital.
4.5 Schemes, such as the small firms Loan
Guarantee Scheme (LGS), have been very helpful in encouraging
new businesses development. A survey conducted by 3i in 1994 showed
that 38 per cent of the young companies it has backed had received
an LGS loan. However, the DTI restricts the maximum loan for companies
which have been trading for less than two years to only £100,000
compared to £250,000 for established businesses and its guarantee
to 70 per cent rather than 80 per cent for established businesses
from clearing banks. These loans, anecdotally, also seems to be
less readily forthcoming for technology based businesses. We would
encourage the DTI to consider whether it might be possible to
allow younger companies to benefit from the full £250,000
limit; to find some way of targeting technology companies; and
to consider whether a larger overall cap on the LGS loan than
£250,000 would be an appropriate mechanism for helping smaller
companies.
4.6 Overall it is the motivation of the
people that is key and not the motivation of investors. In our
view, the most effective investors tend to follow capable people
and we would not wish to see a scenario whereby tax incentives
for investors encouraged them to back people whose skills were
only marginal, rather than focus resources on the most able. Getting
the motivation right for individuals is in part about increasing
the upside for them. This is about:
(i) Capital Gains Tax. Following the Budget,
this situation has changed significantly in the entrepreneurs'
and management teams' favour, however, the benefits for business
angels need to be fully assessed. The financial rewards to individuals
who invest in technology businesses usually come in the form of
capital gains. Regardless of specific incentives, the rate of
CGT is therefore likely to be very influential in determining
an individual's appetite to invest.
(ii) Effective share option schemes should
be available in a tax "friendly" way and we look forward
to taking part in the discussions for smaller companies.
(iii) Potential for an equity guarantee scheme
or soft loan schemes (as this in reality gives the individuals
a bigger slice of the equity available in the companies).
4.7 Motivation is also about reducing the
downside that individuals experience. We would be keen to encourage
the more entrepreneurially minded middle and senior managers in
large corporations to look at starting or being associated with
smaller technology based companies. Key to this, we feel, is reducing
the downside that they may experience. In our view many of these
people could become involved in younger companies, would wish
to, and would have a lot to contribute but are deterred by the
risk involved. In particular we believe that they are influenced
by the relatively high social stigma attached to corporate failure,
which is greater in the UK than in the USA, as well as the financial
risks involved. Working with large companies they are more capable
of earning high salaries and have reasonable job security. They
will usually have to forego both of these to start up a company
and we would wish to see ways of lessening their perceived cost
in doing so.
4.8 We believe that the whole of this issue
of the creation and fostering of technology companies needs to
be looked at in a far more global context than has occurred to
date. For example, the continual comparisons between the US and
the UK are, in our view, unhelpful and misleading, particularly
as the cultural differences between the two countries are so large.
The USA venture capital market has benefited from considerable
government intervention over the past 15 years, it is also supported
by a strong stock market (NASDAQ) with good investor demand for
early stage technology companies that is not seen in the UK. In
spite of this, in early stage to expanding companies, although
the USA economy is some seven times the size of the UK's, in 1996
the UK made just over half as many investments as the USA in these
types of companies. Relative to GDP, the UK invested about the
same amount as the USA in 1996.
4.9 We would, however, like to see the debate
moved towards what is happening in Germany and Israel, where start
up technology companies receive a far greater level of financial
support than in the UK. We are not advocating the large-scale
government intervention that has been applied in Israel (successfully)
but we do feel that these economies and cultures bear close comparison.
In addition, as good ideas for start-up companies are pretty transportable
and we have begun to notice one or two biotechnology start-up
companies choosing Germany as a location over the UK, we believe
that this comparison deserves more attention than it has been
publicly receiving.
4.10 We need to recognise that markets for
technology companies are international now. The UK's outlook should
be similarly international if our native resources to be fully
exploited. We should be concerned to retain our creative talent
in the UK, both "technological innovators" and "corporate
innovators", and to make the UK an attractive place for talent
from other countries to locate. We believe that it is important
to develop what we see as a scarce resource and encourage this
talent to be "recycled" in new ventures wherever possible.
4.11 Because the competition for technology
companies is increasingly global, we do not feel it is correct
to focus simply on getting more businesses funded. They must be
quality businesses that are globally competitive. If not, the
long-term result will be to create a problem and disillusionment
with technology in the UK.
4.12 Technology markets also develop quickly
and speed in product development and establishing distribution
channels is becoming extremely important. The sale of advanced
technology companies is often, mistakenly, seen as a bad thing
for Britain. In fact it frequently represents the best way for
technology to be fully exploited and returns capital to the UK
which can be re-invested in other products.
4.13 Interestingly, we believe that one
of the benefits of the growth in funding management buy outs by
the UK venture capital industry is that a greater number of managers
who would have traditionally remained within large organisations
are becoming entrepreneurs. In our view, many of these people
could now be persuaded to spend time with younger growing businesses
and would have a lot to contribute.
5. The role of the foresight programme in
fostering networks and identifying priorities
5.1 We do not yet have any clear evidence
of how this initiative has directly and specifically impacted
on the flow of business proposals to the UK venture capital industry.
One benefit, however, of the initiative has been that it appears
to have encouraged greater dialogue between scientists and industrialists.
6. The role of the engineering and physical
sciences research council in fostering technology transfer
6.1 We view the council as an extremely
important source of funding for ideas that can ultimately be turned
into viable commercial technologies. We feel that it is a shame
that a small portion of the council's funding could not be spent
on its most promising ideas to help these be investigated for
their commercial potential. The objective of this would be to
make the transition between council-funded projects and commercially
funded projects a less difficult one and the gap between the two
types of funding less of an obstacle. We believe that a small
shift in the council's priority, away from, say the bottom 5 per
cent of its priorities in academic fundings, towards the investigation
of commercialisation, would produce a very large effect in the
number and quality of start up technology companies based on its
funding.
7. Progress made towards implementing those
recommendations of the science and technology committee in the
previous parliament in their report on "The routes through
which the science base is translated into innovative and competitive
technology" relevant to the field of engineering and physical
sciences.
7.1 No comment.
20 March 1998
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