Before a startup can show you its deck, there's a legal gate it has to clear. Promoting an early-stage, unlisted investment to the public is restricted under UK financial-promotion law, and the way most angels get waved through is by qualifying as either a high-net-worth individual or a self-certified sophisticated investor. If you've ever signed a one-page statement before seeing a pitch, that's the gate.
The criteria became a moving target in 2024. The thresholds were raised, then put back within weeks after a loud reaction from the angel and tech sector. So a fair question in 2026 is simply: where do the lines sit now, and do you still fall on the right side of them? Here are the current tests, in plain terms, so you can check.
The exemption opens the door. It doesn't vouch for what's on the other side.
Why this gate exists at all
The starting point in UK law is that you can't promote an investment to ordinary consumers without being authorised or having an authorised firm sign it off. Early-stage company shares are high-risk and illiquid, and the rule is there to keep them away from people who can't carry that risk. Without an exemption, the founder pitching you would be breaking the law just by sending the deck.
The exemptions are the carve-outs that make angel investing workable. If you qualify as a high-net-worth individual or a self-certified sophisticated investor, a business can lawfully show you a promotion it couldn't show the general public. You typically confirm your status by signing a short statement first - the company keeps it on file as evidence the promotion was made to someone exempt.
One thing to fix in your head from the start: this is a gate, not a guarantee. The exemption decides who the deal can legally reach. It says nothing about whether the deal is any good.
The high-net-worth test
This is the income-or-assets route, and you only need to clear one of the two bars. You're a high-net-worth individual if either of these was true:
- Your income was £100,000 or more in the last tax year; or
- Your net assets were £250,000 or more across the last year.
The detail that catches people is what you have to leave out of the asset figure. When you total your net assets, you exclude your main home (your primary residence), your pensions, and any life-insurance or death benefits. The idea is to measure investable wealth, not the roof over your head or money already earmarked for retirement. For many people the family home is the largest line on the balance sheet, so stripping it out changes the picture more than they expect.
The income test looks at what you earned; the assets test looks at what you hold, minus those exclusions. Clear either one and you meet the high-net-worth criteria for the purposes of the exemption.
The self-certified sophisticated test
If the money tests don't fit, there's a second route based on experience rather than wealth. To self-certify as a sophisticated investor you need to meet at least one of four conditions:
- You've been a member of a business angel network (or syndicate) for at least six months;
- You've made more than one investment in an unlisted company in the last two years;
- You've worked, for two years, in a professional capacity in private equity or the finance of small and medium-sized enterprises; or
- You're, or have been in the last two years, a director of a company with annual turnover of £1m or more.
Just one of these is enough. The thinking is that any of them suggests you've seen enough of how unlisted investing works to weigh the risks for yourself. As with the wealth route, you confirm it by signing a statement before the promotion is made.
What the 2024 changes did, and what reversed
This is where the confusion online comes from. In January 2024 the financial thresholds were raised sharply - to £170,000 of income and £430,000 of net assets - which would have pushed a chunk of active angels out of the high-net-worth route overnight. The reaction from the angel and tech sector was immediate, and in March 2024 the government reversed those rises, putting the figures back to £100,000 and £250,000. That's why you'll still find articles quoting the higher numbers: they describe a position that lasted only a few weeks.
Not everything was undone, though. The changes that came in alongside the threshold rise stayed in place: tighter wording on the investor statement you sign, a prescribed risk-warning format, and a requirement that the promoting business's own details appear on the communication so you can see who's behind it. Today's position, then, is the old thresholds with the newer, stricter packaging around them. For the fuller story of what moved and what held, see our piece on the financial-promotion exemption changes.
A note on what this isn't
It's worth being blunt about what these exemptions are and aren't. They're carve-outs from the financial-promotion restriction - nothing more. Qualifying doesn't authorise anyone, it doesn't mean a deal has been checked or approved, and it removes none of the risk that comes with backing unlisted companies, where losing the whole investment is a real outcome. Self-certification is your responsibility too: you're the one signing the statement, so the figures and the routes need to genuinely apply to you. The rules also change - the 2024 to-and-fro is the proof. Check your position against the FCA's guidance on high-net-worth and sophisticated investors, and take FCA-regulated advice before you commit any capital. This is general information, not advice, and it can't account for your circumstances.
Frequently asked questions
What are the high-net-worth investor thresholds in 2026?
You qualify as a high-net-worth individual if your income was £100,000 or more in the last year, or if your net assets were £250,000 or more. When totalling net assets you exclude your main home, your pensions and any life-insurance or death benefits. You only need to meet one of the two tests.
How do you qualify as a self-certified sophisticated investor?
You need to meet at least one of four routes: being a member of a business angel network for at least six months; making more than one investment in an unlisted company in the last two years; two years' professional work in private equity or SME finance; or being a director of a company with turnover of £1m or more in the last two years. Meeting any single one is enough, and you confirm it by signing a statement before the deal is shown.
Did the sophisticated and high-net-worth thresholds change in 2024?
Yes, briefly. In January 2024 the financial thresholds were raised to £170,000 income and £430,000 net assets, then reversed in March 2024 back to £100,000 and £250,000 after pushback from the angel and tech sector. The stricter statement wording, risk-warning format and the requirement to show the promoting business's details did stay in place. Our article on the financial-promotion exemption changes covers it in full.
Does qualifying as an exempt investor make a deal safe?
No. The exemptions only decide who can legally be shown a promotion. They do not authorise anyone, do not mean a deal has been checked or approved, and do not reduce the risk. Early-stage company shares are high-risk and illiquid, and losing the entire investment is a genuine possibility.
Is this article financial advice?
No. This is general information about the eligibility rules, not financial advice, and it cannot account for your circumstances. The criteria can change and self-certification is your own responsibility, so confirm the current position with the FCA and on GOV.UK, and take FCA-regulated advice before committing any capital.