Albion Technology & General VCT PLC

Annual Report and Financial Statements for the year ended 31 December 2023

Albion Technology & General VCT PLC

Annual Report and Financial Statements for the year ended 31 December 2023

Company name	Country of incorporation	Legal form
Albion Technology & General VCT PLC (the "Company")	United Kingdom	Public Limited Company
Directors	Company number	Auditor
C S Richardson, Chairman P M Payn D Benda (appointed 26 June 2023) P Moorhouse (appointed 1 September 2023) P H Reeve	04114310	Johnston Carmichael LLP 7 – 11 Melville Street Edinburgh, EH3 7PE
Manager, company secretary, AIFM and registered office	Registrar	Corporate broker
Albion Capital Group LLP 1 Benjamin Street London, EC1M 5QL	Computershare Investor Services PLC The Pavilions Bridgwater Road Bristol, BS99 6ZZ	Panmure Gordon (UK) Limited 40 Gracechurch Street London, EC3V 0BT
Taxation adviser	Legal adviser	Depositary
Philip Hare & Associates LLP 6 Snow Hill London, EC1A 2AY	Howard Kennedy LLP 1 London Bridge London, SE1 9BG	Ocorian Depositary (UK) Limited Level 5, 20 Fenchurch Street London, EC3M 3BY

Shareholder information	Financial adviser information
For help relating to dividend payments, shareholdings and share certificates please contact Computershare Investor Services PLC:	For enquiries relating to the performance of the Company, and information for financial advisers please contact the Business Development team at
Tel: 0370 873 5854 (UK national rate call, lines are open 8.30am – 5.30pm; Mon – Fri, calls are recorded)	Albion Capital Group LLP: Email: [email protected]
Website: www.investorcentre.co.uk Shareholders can access holdings and valuation information regarding any of their shares held with Computershare by registering on Computershare's	Tel: 020 7601 1850 (lines are open 9.00am – 5.30pm; Mon – Fri, calls are recorded) Website: www.albion.capital
website. Shareholders can also contact the Chairman directly on: [email protected]

Strategic

Investment objective and policy and Financial calendar	7
Financial summary	8
Chairman's statement	10
Strategic report	14
Portfolio of investments	28
Portfolio companies	31

Governance

The Board of Directors	37
The Manager	39
Environmental, Social and Governance ("ESG") report	42
Directors' report	46
Statement of Directors' responsibilities	53
Statement of corporate governance	54
Directors' remuneration report	61
Independent Auditor's report	65

Company information and financials

Income statement	73
Balance sheet	74
Statement of changes in equity	75
Statement of cash flows	76
Notes to the Financial Statements	77
Notice of Annual General Meeting	93

Strategic

INVESTMENT OBJECTIVE AND POLICY

The Company's investment objective is to provide investors with a regular and predictable source of dividend income, combined with the prospect of long-term capital growth, through a balanced portfolio of predominantly unquoted growth and technology businesses in a qualifying Venture Capital Trust ("VCT").

Investment policy

The Company will invest in a broad portfolio of unquoted growth and technology businesses. Allocation of assets will be determined by the investment opportunities which become available, but efforts will be made to ensure that the portfolio is diversified in terms of sectors and stages of maturity of portfolio companies.

VCT qualifying and non-qualifying investments

Application of the investment policy is designed to ensure that the Company continues to qualify, and remains approved as, a VCT by HM Revenue and Customs ("VCT regulations"). The maximum amount invested in any one company is limited to any HMRC annual investment limits. It is intended that normally at least 80% of the Company's funds will be invested in VCT qualifying investments. The VCT regulations also have an impact on the type of investments and qualifying sectors in which the Company can make an investment.

Funds held to invest in VCT qualifying assets or for liquidity purposes will be held as cash on deposit or invested in floating rate notes or similar instruments with banks or other financial institutions with high

credit ratings. They may also be invested in liquid open-ended equity funds providing income and capital equity exposure (where it is considered economic to do so). Investment in such open-ended equity funds will not exceed 7.5% of the Company's assets at the time of investment.

Risk diversification and maximum exposures

Risk is spread by investing in a number of different businesses within VCT qualifying industry sectors using a mix of securities. The maximum the Company will invest in a single company is 15% of the Company's assets at cost at the time of investment. The value of an individual investment is expected to increase over time as a result of trading progress and a continuous assessment is made of investments' suitability for sale. It is possible that individual holdings may grow in value to a point where they represent a significantly higher proportion of total assets prior to a realisation opportunity being available.

Borrowing powers

The Company's maximum exposure in relation to gearing is restricted to 10% of the adjusted share capital and reserves. The Directors do not have any intention of utilising long-term gearing.

FINANCIAL CALENDAR

Noon on 5 June 2024	Annual General Meeting
7 June 2024	Record date for first dividend
28 June 2024	Payment date of first dividend
September 2024	Announcement of Half-yearly results for the six months ending 30 June 2024

FINANCIAL SUMMARY

Increase in total shareholder value per share for the year ended 31 December 2023 (2022: decrease of 3.74p)††

Total gain on opening net asset value per share (2022: loss of 4.64%)††

Total tax-free dividends per Ordinary share paid in the year ended 31 December 2023 (a dividend yield of 5.1% on opening net asset value) (2022: 3.99p with a dividend yield of 4.9%)

Net asset value per Ordinary share as at 31 December 2023 (2022: 72.92p)

2.79p 3.83% 3.72p 71.99p 199.33p

Total shareholder value as at 31 December 2023 (2022: 196.54p)† ††

Total shareholder value

FTSE All-Share Index total return

Methodology: The total shareholder value per share to the shareholder including original amount invested (rebased to 100) from 1 January 2014 assuming that dividends were reinvested at the net asset value of the Company at the time that the shares were quoted ex-dividend. Transaction costs are not taken into account.

† Total shareholder value per share at 31 December 2023 is calculated using the net asset value per share at 31 December 2023 plus dividends paid per Ordinary share since launch in 2001 to 31 December 2023.

††These are considered Alternative Performance Measures, see note 2 on page 17 of the Strategic report for further explanation.

Albion Technology & General VCT PLC – Performance data

The diagram above shows the one year, three year, five year and ten year total return to shareholders. This return comprises dividends paid and the change in net asset value over the relevant periods.

Movements in net asset value

	31 December 2023 (pence per share)		31 December 2022 (pence per share)
Opening net asset value	72.92		80.65
Capital return/(loss)	2.05	(4.51)
Revenue return	0.44	0.46
Total return/(loss)	2.49		(4.05)
Ordinary dividends paid	(3.72)		(3.99)
Impact of share capital movements	0.30		0.31
Net asset value	71.99		72.92

Total shareholder value per share

Total shareholder value per share to 31 December 2023	199.33
Net asset value as at 31 December 2023	71.99
Total dividends paid since launch to 31 December 2023	127.34
	(pence per share)
	Ordinary shares

In addition to the dividends noted above, the Board has declared a first dividend for the year ending 31 December 2024 of 1.80 pence per share to be paid on 28 June 2024 to shareholders on the register on 7 June 2024.

Further details regarding the total shareholder value for C Shares and Albion Income and Growth VCT PLC can be found at www.albion.capital/funds/AATG under the 'Financial Summary for Previous Funds' section.

A more detailed breakdown of the dividends paid per year can be found at www.albion.capital/funds/AATG under the 'Dividend History' section.

CHAIRMAN'S STATEMENT

Clive Richardson

This year the Company's portfolio has continued to face an uncertain macroeconomic and geopolitical backdrop. This has caused significant market volatility, however, I am pleased to be able to report an increase in total shareholder value of 2.79 pence per share for the year ended 31 December 2023 which represents a 3.83% uplift on the opening net asset value.

Despite the ongoing uncertainties, the Board remains encouraged by the progress that is being made by many of the portfolio companies. However, the Board also recognises the fact that due to the venture capital nature of the investments in the Company's portfolio, it is important to evaluate the Company's returns over the longer-term. Whilst past performance does not guarantee future results, encouragingly the annualised total return over the past 5 years has been 5.9%.

Results and dividends

As at 31 December 2023, the net asset value was 71.99 pence per share compared to 72.92 pence per share at 31 December 2022. The total gain after tax was £4.3 million (2.49 pence per share) compared to £6.3 million (4.05 pence per share) total loss in the year ended 31 December 2022. This has resulted in a performance incentive fee of £155,000, which will be payable to the Manager following the AGM and is based on the audited results for the five year period ended 31 December 2023.

In line with our variable dividend policy targeting around 5% of NAV per annum, the Company paid dividends totalling 3.72 pence per share for the year to 31 December 2023 (2022: 3.99 pence per share). The Board has declared a first dividend for the year ending

31 December 2024 of 1.80 pence per share to be paid on 28 June 2024 (2023: first dividend of 1.82 pence per share) to shareholders on the register on 7 June 2024.

Investment portfolio

Our portfolio has performed well during the year despite the uncertainties the Company has faced. This performance has delivered a net uplift in value of £6.0 million to the Company's investments for the year (31 December 2022: net loss of £4.5 million). Quantexa, the largest company in our portfolio (19.6% of net asset value), was the main contributor to the net gain, increasing in value by £11.4 million following an externally led \$129 million Series E fundraising which completed in April 2023. The other largest contributors to the net gain were Radnor House School of £0.7 million and Egress Software Technologies of £0.5 million. These gains have been partially offset by unrealised losses, including a £2.2 million loss for Black Swan Data and £0.9 million for Chonais River Hydro.

The Company had a number of investment realisations in the year with proceeds totalling £5.9 million, leading to realised gains during the year of £1.9 million. The largest realised gains were generated from a part disposal in Quantexa delivering a 10.3 times return on its weighted average cost as well as an exit in Ophelos delivering a 2.1 return times cost. Further details on the above disposals, and other realisations, can be found in the realisations table on page 30.

During the year the Company has invested a total of £7.3 million into portfolio companies, of which £2.5 million was invested across five new portfolio companies, all of which are likely to require further investment as they develop and grow. The new investments during the year can be seen below.

A further £4.8 million was invested into existing portfolio companies, the largest being: £1.4 million into Panaseer, £0.8 million into Proveca, £0.6 million into Runa Network and £0.6 million into Gravitee Topco (T/A Gravitee.io).

The three largest investments in the Company's portfolio, being Quantexa, Proveca and Radnor House School, are valued at £36.8 million and represent 28.9% of the Company's net asset value. The Company regularly monitors the risk of portfolio concentration and as announced on 6 October 2023, sold part of its holding in Quantexa for proceeds of £3.4m, as detailed above, in order to reduce that risk whilst also delivering a favourable return.

A full list of the Company's investments and disposals, including their movements in value for the year, can be found in the Portfolio of investments section on pages 28 to 30.

£1.0 million into OpenDialog AI, which allows organisations to create and deploy AI powered chatbots and virtual assistants in a no-code environment, to allow for conversational experiences with customers and employees across a variety of communication	£0.6 million into GridCog International, a SaaS platform which provides project modelling software to plan, track and optimise Distributed Energy Resources (DERs) across multiple sites and asset types integrated together	£0.5 million into Phasecraft, which develops new algorithms to make use of early quantum computers for materials science problems	£0.2 million into Kennek Solutions, a vertical end to end software for non-bank lenders that allows them to manage the full value chain of lending in a single platform	£0.2 million into Mondra Global, a software platform to automate environmental product Lifecycle Assessments (LCA), allowing global retailers to measure, manage and importantly reduce carbon emissions of their products in their supply chains
channels

Board composition

During the year, I assumed the Chair following the retirement of Robin Archibald. On the retirement of Mary Anne Cordeiro, Margaret Payn, the Chair of the Audit and Risk Committee, became the Senior Independent Director and also continues to be the Chair of the Audit and Risk Committee. Following a formal selection process, the Board welcomed David Benda and Peter Moorhouse, who joined as nonexecutive Directors.

David is a chartered accountant who has worked in various corporate broking roles, including for HSBC James Capel and Winterflood Securities, and is currently a Managing Director at Deutsche Numis where he heads up the corporate side of the listed funds team and co-heads the team overall.

Peter has extensive corporate finance experience, particularly on equity financing and mergers and acquisitions, with specialisations in the healthcare and technology sectors. He also has broad experience in private equity investment, including early-stage financing, strategic development, IPOs and exits.

Both Directors bring valuable skills, experience and knowledge to the Board, and we look forward to working together.

Risks and uncertainties

The Company faces a number of significant risks, including higher interest rates, high levels of inflation and the ongoing impact of geopolitical tensions. This complex backdrop is factored into how the Company is managed, including in its management of cash.

Our investment portfolio, while concentrated mainly in the technology and healthcare sectors, remains diversified in terms of both sub-sector and stage of maturity and, importantly, we believe it to be appropriately valued.

The Manager is continually assessing the exposure to these risks for each portfolio company and appropriate actions, where possible, are being implemented.

This includes the potential provision of further financial support to portfolio companies where necessary.

A detailed analysis of the principal risks and uncertainties facing the business is shown in the Strategic report on pages 24 to 26.

Share buy-backs

It remains the Board's primary objective to maintain sufficient cash resources for investment in new and existing portfolio companies, for the continued payment of dividends to shareholders and to provide liquidity in the secondary market through share buy-backs. The Board's policy is to buy back shares in the market, subject to the overall constraint that such purchases are in the Company's best interest. It is the Board's intention for such buy-backs to be in the region of a 5% discount to net asset value, so far as market conditions and liquidity permit. The Board continues to review the use of buy-backs and is satisfied that it is an important means of providing market liquidity for shareholders. Details of shares bought back during the year can be found in note 16.

Albion VCTs' Prospectus Top Up Offers

On 22 March 2023, the Board announced the closure of the 2022/23 Top Up Offer having reached its £15.5 million limit.

Your Board, in conjunction with the Boards of four other VCTs managed by Albion Capital Group LLP, published a Prospectus in support of the Top Up Offer of new Ordinary shares on 15 December 2023. The Offer launched to applications on 2 January 2024 and closed on 19 March 2024. The amount raised by the Company was £11.75 million.

The funds raised by the Company pursuant to the Offer will be added to the cash resources available for investment, putting the Company into a position to take advantage of investment opportunities over the next two to three years, whilst also continuing to support our current portfolio.

Annual General Meeting

The Annual General Meeting ("AGM") will be held virtually at noon on 5 June 2024 via the Lumi platform. Information on how to participate in the live webcast can be found on the Manager's website at www.albion. capital/vct-hub/agms-events. The notice of the AGM is at the end of this document.

The Board welcomes questions from shareholders at the AGM and shareholders will be able to ask questions using the Lumi platform. Alternatively, shareholders can email their questions to [email protected] prior to the AGM.

Shareholders' views are important, and the Board encourages shareholders to vote on the resolutions.

Further details on the format and business to be conducted at the AGM can be found in the Directors' report on pages 51 and 52 and in the Notice of the Meeting on pages 93 to 96.

Audit tender process

Following a formal and rigorous audit tender process, the Board appointed Johnston Carmichael LLP ("Johnston Carmichael") as the new Auditor of the Company in October 2023. Johnston Carmichael has conducted the audit of the Annual Report and Financial Statements for the year ended 31 December 2023. Shareholders will be asked to confirm the appointment of Johnston Carmichael at the forthcoming AGM. During the audit tender process, prospective auditors were evaluated using guidance issued by the Financial Reporting Council in February 2017 and the Board completed a two-stage process which considered and

evaluated relevant expertise, audit firm quality, audit firm resilience and value for money.

The Board would like to thank BDO for their diligent service over 15 years.

Further details on the tender process can be found in the Statement of corporate governance on page 57.

Outlook and prospects

The Board is pleased that the Company has delivered a positive return, despite these uncertain and challenging times. The portfolio is well diversified with companies at different stages of maturity and targeted at resilient sectors such as software, FinTech and healthcare. For these reasons, the Board remains confident that the Company is well placed to provide long term value to shareholders.

Clive Richardson Chairman 18 April 2024

STRATEGIC REPORT

Investment objective and policy

The Company's investment objective is to provide investors with a regular and predictable source of dividend income, combined with the prospect of longterm capital growth, through a balanced portfolio of unquoted growth and technology businesses in a qualifying VCT.

The full investment policy can be found on page 7.

Current portfolio sector allocation

The following pie charts show the split of the portfolio valuation as at 31 December 2023 by sector, stage of investment and number of employees. This is a useful way of assessing how the Company and its portfolio are diversified across sector, portfolio companies' maturity measured by revenues and their size measured by the number of employees. Details of the principal investments made by the Company are shown in the Portfolio of investments on pages 28 to 30.

Comparatives for 31 December 2022 are in brackets

Direction of portfolio

The current portfolio remains well-balanced both in terms of stage of investment and sectors, with FinTech accounting for 29%, software and other technology accounting for 18%, healthcare (including digital healthcare) accounting for 16%, renewable energy accounting for 7% and other (including education) accounting for 8%.

The cash component currently sits at 22% which the Company will use to support those portfolio companies that require it, as well as to capitalise on any new investment opportunities that arise. We therefore expect that the proportion of investments in the FinTech, software and other technology and healthcare (including digital healthcare) sectors will continue to increase, and that the proportion of assetbased investments will continue to decrease over the coming years.

Results and dividends

	£'000
Net capital gain for the year ended 31 December 2023	3,572
Net revenue return for the year ended 31 December 2023	775
Total gain for the year ended 31 December 2023	4,347
Dividend of 1.82 pence per share paid on 30 June 2023	(3,238)
Dividend of 1.90 pence per share paid on 29 December 2023	(3,345)
Transferred from reserves	(2,236)
Net assets as at 31 December 2023	127,322
Net asset value per share as at 31 December 2023	71.99 pence per share

Strategic report

The Company paid ordinary dividends of 3.72 pence per share during the year ended 31 December 2023 (2022: 3.99 pence per share). The Board has a variable dividend policy which targets an annual dividend yield of around 5% on the prevailing net asset value. The Board has declared a first dividend for the year ending 31 December 2024 of 1.80 pence per share to be paid on 28 June 2024 to shareholders on the register on 7 June 2024.

As shown in the Income statement on page 73, investment income has increased to £1,687,000 (2022: £1,631,000). This is due to increased bank interest from higher interest rates in the year. This largely accounts for the increase in revenue gain to shareholders of £775,000 (2022: £720,000).

The net capital gain for the year was £3,572,000 (2022: loss of £7,021,000). The net gain was largely due to net unrealised gains from the valuation of investments. Further information on this together with key valuation movements during the year are outlined in the Investment portfolio section of the Chairman's statement. The total gain for the period was 2.49 pence per share (2022: loss of 4.05 pence per share).

The Balance sheet on page 74 shows that the net asset value per share decreased over the year ended 31 December 2023 to 71.99 pence per share (2022: 72.92 pence per share).

The cash outflow for the year was £1.0 million (2022: inflow of £12.2 million). This resulted mainly from new investments, dividends paid, share buy-backs and ongoing expenses, offset by the issue of new Ordinary shares under the 2022/23 Top Up Offer, disposal proceeds and loan stock income.

Review of business and outlook

A review of the Company's business during the year and its future prospects is contained in the Chairman's statement on pages 10 to 13 and in this Strategic report.

There is a continuing focus on growing investments in the FinTech, healthcare and other software and

technology sectors, and, therefore, we expect the portfolio to increase its weighting in these sectors.

Investment income largely comprises loan stock interest on our renewable energy investments, which the Company intends to hold for the longer term. As a result, loan stock income is expected to remain relatively flat over the near term and most of the Company's investment returns are expected to be delivered via capital gains. Dividend income is also expected to stay flat.

Future prospects

The Company's financial results for the year ended 31 December 2023 demonstrate that the portfolio remains well balanced across its chosen sectors and risk classes, and is largely weathering the ongoing global issues caused as a result of higher levels of interest rates and inflation, and other economic headwinds. Although there remains much uncertainty, the Board considers that the Company has the potential to deliver long term growth, whilst maintaining predictable dividend payments to shareholders.

Key Performance Indicators ("KPIs") and Alternative Performance Measures ("APMs")

The Directors believe that the following KPIs (some of which are APMs), which are typical for VCTs, used in the Board's assessment of the Company, will provide shareholders with sufficient information to assess how effectively the Company is applying its investment policy to meet its objectives. The Directors are satisfied that the results shown in the following KPIs and APMs give a good indication that the Company is achieving its investment objective and policy. These are:

1. Net asset value per share (APM) and cumulative dividends

The graph on page 8 reflects the total shareholder value performance of the Company relative to the FTSE All-share Index over the last ten years.

2. Shareholder value (APM) and Shareholder return† (APM)

Total shareholder value since inception (being the NAV plus dividends paid) increased by 2.79 pence per share (3.8% on opening NAV) to 199.33 pence per share for the year ended 31 December 2023.

2014	2015	2016	2017	2018	2019	2020	2021	2022	2023
2.5%	(4.7%)	3.6%	6.0%	13.2%	11.9%	(0.3%)	21.6%	(4.6%)	3.8%

† Calculated as the movement in total shareholder value per share for the year divided by the opening net asset value.

The figures in the table above show that, despite some annual volatility, the Company has delivered an average increase in shareholder value of 5.3% per annum over the past ten years and 6.5% per annum over the past five years.

The returns to shareholders who have acquired shares through the C share issue in 2006 and the merger with Albion Income & Growth VCT in 2013 are shown on the Company's Webpage on the Manager's website at www. albion.capital/funds/AATG under "Financial Summary for Previous Funds". Shareholders who have acquired shares through Top Up Offers, the dividend reinvestment scheme or in the market outside the corporate events will be able to calculate their own returns based on the

price at which they acquired their shares, the dividends they have received since the purchase and the current net asset value of their holding.

3. Dividend distributions

Dividends paid in respect of the year ended 31 December 2023 were 3.72 pence per share (2022: 3.99 pence per share). Cumulative dividends paid since inception were 127.34 pence per Ordinary share.

4. Ongoing charges (APM)

As agreed with the Manager in 2015, the ongoing charges ratio for the year ended 31 December 2023 was capped at 2.75% (2022: 2.75%) with any excess over the cap being a reduction in the management fee. The ongoing charges ratio has decreased

Net asset value per share and total shareholder value*

Methodology: NAV per share is calculated as net assets divided by the number of Ordinary shares in issue (excluding Treasury Shares). *Total shareholder value per share is net asset value plus cumulative dividends.

Strategic report

to 2.52% (2022: 2.55%). The ongoing charges ratio has been calculated using The Association of Investment Companies' (AIC) recommended methodology. This figure shows shareholders the total recurring annual running expenses (including investment management fees charged to capital reserves) as a percentage of the average net assets attributable to shareholders.

5. VCT regulation*

The investment policy is designed to ensure that the Company continues to qualify, and is approved, as a VCT by HMRC. In order to maintain its status under VCT legislation, a VCT must comply on a continuing basis with the provisions of Section 274 of the Income Tax Act 2007, details of which are provided in the Directors' report on pages 47 and 48.

The relevant tests to measure compliance have been carried out and independently reviewed for the year ended 31 December 2023 and are also reviewed during the year by Philip Hare & Associates LLP.

These reviews confirmed that the Company has complied with all tests.

Gearing

As defined by the Articles of Association, the Company's maximum exposure in relation to gearing is restricted to 10% of the share capital and reserves adjusted for any dividends declared. Although the investment policy permits the Company to borrow, the Directors do not currently have any intention of utilising long-term gearing and have not done so in the past.

Operational arrangements

The Company has delegated the investment management of the portfolio to the Manager, Albion Capital Group LLP, which is authorised and regulated by the Financial Conduct Authority. The Manager also provides company secretarial and other accounting and administrative support to the Company.

Dividend paid

Dividends paid in the period

Cumulative dividend

*VCT compliance is not a numerical measure of performance and thus cannot be defined as an APM.

Investment Management Agreement

Under the Management Agreement, the Manager provides investment management, secretarial and administrative services to the Company. The Management Agreement can be terminated by either party on 12 months' notice and is subject to earlier termination in the event of certain breaches or on the insolvency of either party. The Manager is paid an annual management fee equal to 2.0% of the net asset value of the Company and a seperate annual administration fee of 0.2% of the net assets of the Company, subject to a maximum of £200,000 per annum and a minimum of £50,000 per annum, with Board review every three years to consider inflation. Both the Management fee and Administration fee are payable quarterly in arrears. The total annual running costs of the Company, including management fees payable to Albion Capital Group LLP, Directors' fees, professional fees and the costs incurred by the Company in the ordinary course of business (but excluding any exceptional items and performance fees payable to Albion Capital Group LLP) are capped at an amount equal to 2.75% of the Company's net assets, with any excess being met by Albion Capital Group LLP by way of a reduction in management fees.

In some instances, the Manager is entitled to an arrangement fee, payable by a portfolio company in which the Company invests, in the region of 2.0% of the investment made, and also monitoring fees where the Manager has a representative on the portfolio company's board; these fees are payable by the investee company. Further details of the Manager's fee can be found in note 5 to the financial statements.

Management performance incentive

Under the performance incentive arrangement, the Manager will receive an incentive fee calculated annually on a five year average rolling basis, equal to 15% of the performance over a 5% hurdle (applied to the opening net asset value each year in line with the current dividend target). This fee will only become payable when average returns to shareholders are in excess of 5% per annum over a five year period. The first payment of a performance fee of £155,000 will be payable to the Manager after the adoption of the accounts at the 2024 AGM and is based on the audited results for the five year period ended 31 December 2023.

There is a further provision of £123,000 which, if crystallised, will become payable over the four years to 31 December 2027 based on the audited results for each rolling five year period to 31 December 2027. Details of the calculation of the performance incentive provision can be found in note 15.

Investment and co-investment

The Company co-invests with other Venture Capital Trusts and funds managed by the Manager. Allocation of investments is on the basis of an allocation agreement which is based, inter alia, on the ratio of funds available for investment.

Liquidity Management

The Board examines regularly both the liquidity of the Company's shares in the secondary market, which is substantially influenced by the use of share buybacks and share issuance, and the liquidity of the Company's portfolio. The nature of investments in a venture capital portfolio is longer term and these are relatively illiquid in the short term. Consequently, the Company seeks to maintain sufficient liquidity in cash and near cash assets to cover the operating costs of the Company and to meet dividend payments and share buy-backs, as well as to have the capacity to make fresh investments when the opportunities arise. Although the Company is authorised to borrow, in practice it does not borrow. The Board has no intention that the Company should borrow given the nature of the Company's investments. Management of liquidity is one of the key operational areas that the Board discusses regularly with the Manager.

Evaluation of the Manager

The Board, through the Management Engagement Committee, has evaluated the performance of the Manager based on:

the returns generated by the Company;
the continuing achievement of the HMRC tests for VCT status;
the long term prospects of the current portfolio of investments;
the management of liquidity, including use of buy-backs and participation in fund raising; and
benchmarking the performance of the Manager to other VCT managers, and the other VCTs managed by Albion.

The Board believes that it is in the interests of shareholders as a whole, and of the Company, to continue the appointment of the Manager for the forthcoming year.

Alternative Investment Fund Managers Directive ("AIFMD")

The Board appointed the Manager as the Company's AIFM in 2014 as required by the AIFMD. The Manager is a full-scope Alternative Investment Fund Manager under the AIFMD. Ocorian Depositary (UK) Limited is the appointed Depositary and oversees the custody and cash arrangements and provides other AIFMD duties with respect to the Company.

Consumer duty

The FCA's Consumer Duty came into effect from 31 July 2023. These rules set a higher standard of consumer protection in financial services. The Manager as AIFM is within scope of the FCA's Consumer Duty, but the Company itself is not.

The Manager is, for purposes of Consumer Duty, a "manufacturer" of the Company's shares as it is a firm that has some influence over design and distribution of the Company's share product. The Manager's latest assessment of value for the Company's shares was completed in December 2023. The value assessment concluded that the Company provides fair value for shareholders.

Where the Manager's product review concludes that changes may help deliver better outcomes for consumers, it will recommend these changes to the Board.

Companies Act 2006 Section 172 Reporting

Under Section 172 of the Companies Act 2006 (the "Act"), the Board has a duty to promote the success of the Company for the benefit of its members as a whole in both the long and short term, having regard to the interests of other stakeholders in the Company, such as suppliers, and to do so with an understanding of the impact on the community and environment and with high standards of business conduct, which includes acting fairly between members of the Company.

The Board is very conscious of these wider responsibilities in the way it promotes the Company's culture and ensures, as part of its regular oversight, that the integrity of the Company's affairs is foremost in the way the activities are managed and promoted. This includes regular engagement with the wider stakeholders of the Company and being alert to issues that might damage the Company's standing in the way that it operates. The Board works very closely with the Manager in reviewing how stakeholder issues are handled, ensuring good governance and responsibility in managing the Company's affairs, as well as visibility and openness in how the affairs are conducted.

The Company is an externally managed investment company with no employees, and as such has nothing to report in relation to employee engagement but does keep close attention on how the Board operates as a cohesive and competent unit. The Company also has no customers in the traditional sense and, therefore, there is also nothing to report in relation to relationships with customers.

The table that follows sets out the key stakeholders, details how the Board has engaged with these key stakeholders, and the effect of these considerations on the Company's decisions and strategies during the year.

Engagement with Stakeholder Decision outcomes based on engagement

Shareholders

The key methods of engaging with Shareholders are as follows:

Annual General Meeting ("AGM").
Shareholder seminar.
Annual report and Financial Statements, Half-yearly financial report, and Interim management statements.
RNS announcements in accordance with Listing Rules and Disclosure Guidance and Transparency Rules ("DTRs") covering such things as the publication of a Prospectus.
Albion Capital website, social media pages, as well as publishing Albion News shareholder magazine.
Shareholders' views are important. The Board encourages Shareholders to exercise their right to vote on the resolutions at the AGM. The Company's AGM is typically used as an opportunity to communicate with investors, including through a presentation made by the Manager. Undertaking this virtually enabled engagement with a wider audience of shareholders from across the country, and gave shareholders the opportunity to ask questions and vote during the virtual AGM last year. The virtual medium helps facilitate greater shareholder participation and helps those who are unable to attend the AGM in person, as well as provide a recording of the event for Shareholders to watch on demand.
Shareholders are also encouraged to attend the in person annual Shareholder Seminar. This year's event took place on 15 November 2023 at the Royal College of Surgeons. The seminar included Proveca and OutThink sharing insights into their businesses and also a Q&A from Albion executives on some of the key factors affecting the investment outlook, as well as a review of the past year and the plans for the year ahead. Representatives of the Board attended the seminar. The Board considers this an important interactive event and expects to continue to run this in 2024.
The Board recognises the importance to shareholders of maintaining a share buy-back policy, in order to provide market liquidity, and considered this when establishing the current policy. The Board closely monitors the discount to the net asset value to target buybacks in the region of a 5% discount.
The Board seeks to create value for Shareholders by generating strong and sustainable returns to provide Shareholders with regular dividends and the prospect of capital growth. The Board takes this into consideration when making the decision to pay dividends to Shareholders. The variable dividend policy has resulted in a dividend yield of 5.1% on opening net asset value.
During the year, the Board made the decision to participate in the Albion Prospectus Top Up Offer, to raise funds for deployment into new and existing portfolio companies. The Prospectus was published on 15 December 2023 and the Offer launched to applications on 2 January 2024. The Board carefully considered whether further funds were required, whether the VCT tests would continue to be met, and whether it would be in the interest of Shareholders, before agreeing to publish each Prospectus. On allotment, an issue price formula based on the prevailing net asset value is used to ensure there is no dilution to existing Shareholders.
Cash management and liquidity of the Company are key quarterly discussions amongst the Board, with focus on deployment of cash for future investments, dividends and share buy-backs and the prospect of future realisations in the portfolio.
Shareholders can contact the Chairman using the email AATGchair@albion. capital.

Strategic report

Engagement with Stakeholder	Outcomes and decisions based on engagement
Manager
The performance of Albion Capital Group LLP is essential to the long term success of the Company, including achieving the investment policy and generating returns to shareholders, as well as the impact the Company has on Environment, Social and Governance ("ESG") practice.	• The Manager meets with the Board at least quarterly to discuss the performance of the Company, and is in regular contact in between these meetings, e.g. to share investment papers for new and follow-on investments. All strategic decisions are discussed in detail and minuted, with an open dialogue between the Board and the Manager. • The performance of the Manager in managing the portfolio and in providing company secretarial, administration and accounting services is reviewed in detail each year, which includes reviewing comparator engagement terms and portfolio performance. Further details on the evaluation of the Manager, and the decision to continue the appointment of the Manager for the forthcoming year, can be found in this report.
	• The performance incentive fee which is calculated by reference to the Company's five year rolling historic returns has been recognised with an accrual of £155,000 which will be payable to the Manager after the adoption of the accounts at the 2024 AGM. There is an additional provision of £123,000 which covers the period to 31 December 2027, and further details can be found in note 15.
	• Details of the Manager's responsibilities can be found in the Statement of corporate governance on pages 54 to 56.
Suppliers
The key suppliers are: • Auditor; • Corporate broker; • Depositary; • Legal adviser; • Registrar; and • VCT taxation adviser.	• The Manager, on behalf of the Company, is in regular contact with the suppliers and the contractual arrangements with all the principal suppliers to the Company are reviewed regularly and formally once a year, alongside the performance of the suppliers in acquitting their responsibilities. • The Manager reviews the performance of the providers annually and is satisfied with their performance. • As outlined in the Chairman's statement, following a formal and rigorous audit tender process, the Company was pleased to announce the appointment of Johnston Carmichael LLP as the Company's Auditor.
Portfolio companies
The portfolio companies are considered key stakeholders, not least because they are principal drivers of value for the Company. Also, as discussed in the ESG report on pages 42 to 45, the portfolio companies' impact on their stakeholders is also important to the Company.	• The Board aims to have a diversified portfolio across its chosen sectors and risk classes. Further details of this can be found in the pie charts on pages 14 and 15. • In most cases, an Albion executive has either a place on the board of a portfolio company or is an observer, in order to help with both business operation decisions and good ESG practices. • The Manager provides access to deep expertise on growth strategy alignment, leadership team hiring, organisational scaling and founder leader development. • The Manager facilitates good dialogue with portfolio companies, and often puts on events in order to help portfolio companies benefit from the Albion network.
Community and environment
The Company, with no employees, has no effect itself on the community and environment. However, as discussed above, the portfolio companies' ESG impact is extremely important to the Board.	• The Board receives reports on ESG factors within its portfolio from the Manager as it is a signatory of the United Nations Principles for Responsible Investment ("UN PRI"). Further details of this are set out in the ESG report. ESG, without its specific definition, has always been at the heart of the responsible investing that the Company engages in and in how the Company conducts itself with all of its stakeholders.

Social and community issues, employees and human rights

The Board recognises the requirement under section 414C of the Act to detail information about social and community issues, employees and human rights; including any policies it has in relation to these matters and effectiveness of these policies. As an externally managed investment company with no employees, the Company has no formal policies in these matters, however, it is at the core of its responsible investment strategy as detailed above.

General Data Protection Regulation

The General Data Protection Regulation ("GDPR") has the objective of unifying data privacy requirements across the European Union. GDPR forms part of the UK law after Brexit, now known as UK GDPR. The Manager continues to take action to ensure that the Manager and the Company are compliant with the regulation.

Further policies

The Company has adopted a number of further policies relating to:

Environment;
Global greenhouse gas emissions;
Anti-bribery;
Anti-facilitation of tax evasion; and
Diversity.

And these are set out in the Directors' report on page 49.

Risk management

The Board carries out a regular review of the risk environment in which the Company operates, together with changes to the environment and individual risks. The Board also identifies emerging risks which might impact on the Company. In the year ended 31 December 2023 the most noticeable risks have been rising interest rates and inflation, caused in part by current geopolitical tensions, and rising volatility in world markets, particularly affecting growth stocks. The full impact of these risks are likely to continue to be uncertain for some time.

The Board has carried out a robust assessment of the Company's principal and emerging risks and seeks to mitigate these through regular reviews of performance and monitoring progress and compliance. The Board applies the principles detailed in the Financial Reporting Council's Guidance on Risk Management, Internal Control and Related Financial and Business Reporting, in the mitigation and management of these risks. More information on specific mitigation measures for the principal risks, emerging risks and uncertainties are explained below:

The Board carries out a regular review of the risk environment in which the Company operates, together with changes to the environment and individual risks.

Possible consequence Risk assessment

Risk management

during the year

RISK: Investment and performance (including technology investment risk)

The risk of investment in poor quality businesses, which could reduce the returns to shareholders and could negatively impact on the Company's current and future valuations.

By nature, smaller unquoted businesses, such as those that qualify for Venture Capital Trust purposes, have more volatile valuations than larger, long-established businesses.

Technology investment related risks are also likely to be greater in early, rather than later, stage technology investments, including the risks of the technology not becoming generally accepted by the market or the obsolescence of the technology concerned, often due to greater financial resources being available to competing companies. In addition to this, the Company's investment policy creates concentration risk to the technology sector (including FinTech and HealthTech), as well as to the health sector generally.

Continued economic and geopolitical issues as referred to in the Chairman's statement. Earlier stage technology companies have suffered from a particularly significant derating in the past year, and volatility continues to be seen in valuations for these types of assets.

To reduce this risk, the Board places reliance upon the skills and expertise of the Manager and its track record of making successful investments in higher growth technology businesses. The Manager operates a formal and structured investment appraisal and review process, which includes an Investment Committee, comprising investment professionals from the Manager for all investments, and at least one external investment professional for investments greater than £1 million in aggregate across all the Albion managed VCTs. The Manager also invites and takes account of comments from non-executive Directors of the Company on matters discussed at the Investment Committee meetings.

The Board and Manager regularly review the deployment of investments and cash resources available to the Company in assessing liquidity required for servicing the Company's buy-backs, dividend payments and operational expenses. The decision to issue a Prospectus for the 2022/23 and 2023/24 Top-Ups followed careful analysis of these factors.

RISK: Valuation risk

The Company's investment valuation methodology is reliant on the accuracy and completeness of information that is issued by portfolio companies. In particular, the Directors may not be aware of, or take into account, certain events or circumstances which occur after the information issued by such companies is reported. External market conditions, including changes in benchmarks, transaction prices and comparable multiples can also impact the valuations.

No change in the year.

Investments are actively and regularly monitored by the Manager (investment managers normally observe or sit on portfolio company boards), including the level of diversification in the portfolio, and the Board receives detailed reports on each investment as part of the Manager's report at quarterly board meetings.

The unquoted investments held by the Company are designated at fair value through profit or loss and valued in accordance with the International Private Equity and Venture Capital Valuation Guidelines updated in 2022. These guidelines set out recommendations, intended to represent current best practice on the valuation of venture capital investments. The valuation takes into account all known or knowable material facts at the date of valuation.

Possible consequence	Risk assessment during the year	Risk management
RISK: VCT approval and regulatory change risk
The Company must comply with section 274 of the Income Tax Act 2007 which enables its investors to take advantage of tax relief on their investment and on future returns. Breach of any of the rules enabling the Company to hold VCT status could result in the loss of that status.	No change in the year.	To reduce this risk, the Board has appointed the Manager, which has a team with significant experience in Venture Capital Trust management, used to operating within the requirements of the Venture Capital Trust legislation. In addition, to provide further formal reassurance, the Board has appointed Philip Hare & Associates LLP as its taxation adviser, who report quarterly to the Board to independently confirm compliance with the Venture Capital Trust legislation, to highlight areas of risk and to inform on changes in legislation. Each investment in a new portfolio company is also pre-cleared with our professional advisers and/or H.M. Revenue & Customs. The Company monitors closely the extent of qualifying holdings and addresses this as required. The Government has announced its intention to extend the VCT sunset clause to 2035. This will help enable the Company
		to continue supporting its portfolio of high growth companies.
RISK: Cyber and data security risk Failures in IT systems and controls	No change in the	The Manager has a dedicated in-house IT support function to
within the Manager's business could place assets of the Company at	year.	assist in the management of the IT infrastructure and improve the IT control environment.
risk, result in loss of sensitive data (including shareholder data), or loss of access to systems resulting in a lack of timely communication to market.		The Company and its operations are subject to a series of rigorous internal controls and review procedures exercised throughout the year. The Board receives reports from the Manager on its internal controls and risk management, including on matters relating to cyber security.
		The Audit and Risk Committee reviews the Internal Audit Reports prepared by the Manager's internal auditors, Azets, and has access to their internal audit partner to whom it can ask specific detailed questions in order to satisfy itself that the Manager has sufficient systems and controls in place including those in relation to business continuity and cyber security.
		The Manager also has a formal risk committee in place which meets every six months, with cyber risk being discussed at Board meetings.
RISK: Reliance on key agents and personnel
The Company relies on a number	No change in the	Ocorian Depositary (UK) Limited is the Company's Depositary,

Possible consequence Risk assessment

The risk of investment in poor quality businesses, which could reduce the returns to shareholders and could negatively impact on the Company's current and future valuations. By nature, smaller unquoted

businesses, such as those that qualify for Venture Capital Trust purposes, have more volatile valuations than larger, long-established businesses. Technology investment related risks are also likely to be greater in early, rather than later, stage technology investments, including the risks of the technology not becoming generally accepted by the market or the obsolescence of the technology concerned, often due to greater financial resources being available to competing companies. In addition to this, the Company's investment policy creates concentration risk to the technology sector (including FinTech and HealthTech), as well as to the

health sector generally.

RISK: Valuation risk

the valuations.

RISK: Investment and performance (including technology investment risk)

during the year

assets.

No change in the

meetings.

facts at the date of valuation.

year.

Risk management

Top-Ups followed careful analysis of these factors.

at the Investment Committee meetings.

of third parties, in particular the	year.	appointed to oversee the custody and cash arrangements and
Manager, for the provision of		provide other AIFMD duties. The Board reviews the quarterly
investment management and		reports prepared by Ocorian Depositary (UK) Limited to ensure
administrative functions. Failures in		that the Manager is adhering to its policies and procedures as
key systems and controls or loss of		required by the AIFMD.
key personnel, within the Manager's business could put assets of the Company at risk or result in reduced or inaccurate information being passed to the Board or to shareholders.		In addition, the Board annually reviews the performance of its key service providers, particularly the Manager, to ensure they continue to have the necessary expertise and resources to deliver the Company's investment objective and policy. The Manager and other service providers have also demonstrated to the Board that there is no undue reliance placed upon any one individual.

Possible consequence	Risk assessment during the year	Risk management
RISK: Economic, political and social risk
Changes in economic conditions, including; higher interest rates, rates of inflation, industry conditions, competition, political and diplomatic events, and other factors could substantially and adversely affect the Company's prospects in a number of ways. This also includes risks of social upheaval, including from infection and population re-distribution, as well as economic risk challenges as a result of healthcare pandemics/infection.	Increased in the year, due to the continued high levels of inflation and rising interest rates and new areas of geopolitical risks.	The Company invests in a diversified portfolio of companies across a number of industry sectors and in addition often invests in a mixture of instruments in portfolio companies and has a policy of minimising any external bank borrowings within portfolio companies. At any given time, the Company has sufficient cash resources to meet its operating requirements, including share buy-backs and follow-on investments. In common with most commercial operations, exogenous risks over which the Company has no control are always a risk and the Company does what it can to address these risks where possible, not least as the nature of the investments the Company makes are long term. The Board and Manager continuously assess the resilience of the portfolio, the Company and its operations and the robustness of the Company's external agents, as well as considering longer term impacts on how the Company might be positioned in how it invests and operates. Ensuring liquidity in the portfolio to cope with exigent and unexpected pressures on the finances of the portfolio and the Company is an important part of the risk mitigation in uncertain times. The portfolio is diversified and exposure is relatively small to some of the most at-risk sectors that include leisure, hospitality, retail and travel.
RISK: Discount risk
The market value of Ordinary shares	No change in the	The Company operates a share buy-back policy, which aims to

can fluctuate. The market value of an Ordinary share, as well as being affected by its net asset value ("NAV") and prospective NAV, also takes into account its dividend yield and prevailing interest rates. As such, the market value of an Ordinary share may vary considerably from its underlying NAV. The market prices of shares in quoted investment companies can, therefore, be at a discount or premium to the NAV at different times, depending on supply and demand, market conditions, general investor sentiment and other factors, including the ability to exercise share buybacks. Accordingly, the market price of the Ordinary shares may not fully reflect their underlying NAV. year. The Company operates a share buy-back policy, which aims to limit the discount at which the shares trade to around 5% to NAV, by being a purchaser at this level through the Company in absence of general market demand. From time to time buybacks cannot be applied, for example when the Company is subject to a close period, or if it were to exhaust and could not renew any buyback authorities.

New Ordinary shares are issued at sufficient premium to NAV to cover the costs of issue and to avoid asset value dilution to existing investors.

As part of its review of the risk environment, the Board have also considered emerging risks that may impact the Company in the future. The following are some of the potential emerging risks management and the Board are currently monitoring:

Environmental, Social and Governance ("ESG") risk
Climate change
Change of government or Government policy

Viability statement

In accordance with the FRC UK Corporate Governance Code published in 2018 and provision 36 of the AIC Code of Corporate Governance, the Directors have assessed the prospects of the Company for the three years to 31 December 2026. The Directors believe that three years is a reasonable period in which they can assess the ability of the Company to continue to operate as a going concern and meet its liabilities as they fall due. This is the period used by the Board as part of its strategic planning process, which includes: the estimated timelines for finding, assessing and completing investments; the potential impact of any new regulations; and the availability of cash.

As noted above, the Board has carried out a robust assessment of the principal and emerging risks facing the Company, including those that could threaten its business model, future performance, solvency or liquidity, and focused on the major factors which affect the economic, regulatory and political environment. The Board also considered the procedures in place to identify emerging risks and the risk management processes in place to avoid or reduce the impact of the underlying risks. The Board carefully assessed, and was satisfied with, the risk management processes in place to avoid or reduce the impact of these risks. Inflation remaining high, interest costs remaining elevated and the impact on growth stocks against a geopolitically uncertain environment remain risks that need to be considered against the practical management of the Company's net assets and its operational requirements. The Board has carried out robust stress testing of cashflows which include: factoring in higher levels of inflation when budgeting for future expenses; only including proceeds from investment disposals where there is a high probability of completion; assessing the resilience of portfolio companies given the current decline in the global economy, including the requirement for any future financial support; and the ability to fulfil interest requirements on debt instruments.

The Board assessed the ability of the Company to raise finance and deploy capital, as well as the existing cash resources of the Company by looking at cashflow forecasts and the future pipeline of investments. The Board has additionally considered the ability of the Company to comply with the ongoing conditions to ensure it maintains its VCT qualifying status under its

current investment policy. As a result of the Board's quarterly valuation reviews, it has concluded that the portfolio is well balanced and geared towards delivering long term growth and strong returns to shareholders. In assessing the prospects of the Company, the Directors have considered the cash flow by looking at the Company's income and expenditure projections and funding pipeline over the assessment period of three years and they appear realistic. It is also satisfied that the Company can maintain its VCT qualifying status.

Taking into account the processes for mitigating risks, monitoring costs, implementing share buy-backs and issuance of new shares, the Manager's compliance with the investment objective, achievement of the VCT qualifying status, policies and business model and the balance of the portfolio, the Board has concluded that there is a reasonable expectation that the Company will be able to continue in operation and meet its liabilities as they fall due over the three year period to 31 December 2026. The Board is mindful of the ongoing and emerging risks and will continue to ensure that appropriate safeguards are in place, in addition to monitoring the quarterly cashflow forecasts to ensure the Company has sufficient liquidity to meet its operational and investment needs.

Companies Act 2006

This Strategic report of the Company for the year ended 31 December 2023 has been prepared in accordance with the requirements of section 414A of the Companies Act 2006 (the "Act"). The purpose of this report is to provide Shareholders with sufficient information to enable them to assess the extent to which the Directors have performed their duty to promote the success of the Company in accordance with Section 172 of the Act.

For and on behalf of the Board

Clive Richardson Chairman 18 April 2024

PORTFOLIO OF INVESTMENTS

				As at 31 December 2023		As at 31 December 2022
Fixed asset investments	% voting rights	by all Albion managed % voting rights held VCTs	£'000 Cost	Cumulative movement in value £'000	Value £'000	£'000 Cost	Cumulative movement in value £'000	Value £'000	Change in value for the year * £'000
Quantexa	2.1	8.5	2,678	22,240	24,918	2,740	14,193	16,933	10,030
Proveca	6.6	44.5	2,007	3,962	5,969	1,184	3,546	4,730	416
Radnor House School (TopCo)	14.8	48.3	2,710	3,205	5,915	2,710	2,535	5,245	670
Oviva	2.9	12.2	2,694	1,691	4,385	2,694	1,608	4,302	83
Runa Network	3.5	14.9	2,748	728	3,476	2,101	591	2,692	137
Egress Software Technologies	2.2	24.7	765	2,689	3,454	765	2,193	2,958	496
Panaseer	4.1	14.9	2,524	734	3,258	1,122	815	1,937	(81)
Cantab Research (T/A Speechmatics)	3.4	14.4	2,901	287	3,188	2,901	917	3,818	(630)
Chonais River Hydro	15.7	50.0	2,169	966	3,135	2,169	1,864	4,033	(898)
The Evewell Group	6.4	33.0	1,547	1,497	3,044	1,547	1,590	3,137	(93)
Elliptic Enterprises	1.6	5.9	2,429	4	2,433	2,156	-	2,156	4
Convertr Media	6.9	26.6	1,105	1,033	2,138	1,105	1,056	2,161	(23)
Gharagain River Hydro	18.5	50.0	1,526	599	2,125	1,526	789	2,315	(190)
Gravitee Topco (T/A Gravitee.io)	2.7	20.2	1,556	236	1,792	920	235	1,155	-
Healios	4.8	33.5	1,788	1	1,789	1,500	417	1,917	(416)
MHS1	22.5	48.8	1,565	(59)	1,506	1,565	93	1,658	(152)
The Street by Street Solar Programme	8.1	50.0	895	592	1,487	895	648	1,543	(56)
Peppy Health	1.6	8.7	1,481	-	1,481	1,481	-	1,481	-
Toqio FinTech Holdings (T/A Toqio)	2.0	10.4	1,400	-	1,400	1,400	-	1,400	-
TransFICC	3.1	14.7	1,275	-	1,275	1,275	377	1,652	(377)
Regenerco Renewable Energy	7.9	50.0	822	395	1,217	822	498	1,320	(103)
Beddlestead	9.8	49.0	1,200	(60)	1,140	1,200	(84)	1,116	24
InCrowd Sports	4.8	17.2	749	313	1,062	749	313	1,062	-
Aridhia Informatics	4.9	21.6	950	93	1,043	950	227	1,177	(134)
OpenDialog AI	3.2	16.7	968	-	968	-	-	-	-
The Q Garden Company	33.4	50.0	934	22	956	934	65	999	(43)
Threadneedle Software Holdings (T/A Solidatus)	1.7	11.5	1,014	(87)	927	1,014	617	1,631	(704)
GX Molecular (T/A CS Genetics)	2.9	14.8	846	-	846	846	-	846	-
Seldon Technologies	2.3	22.7	796	-	796	694	-	694	-
Locum's Nest	6.9	25.6	813	(17)	796	813	370	1,183	(387)
Accelex Technology	1.9	15.4	534	254	788	353	-	353	254
OutThink	2.7	13.9	687	-	687	687	-	687	-
Alto Prodotto Wind	6.9	50.0	488	193	681	530	206	736	7
NuvoAir Holdings	1.4	11.2	564	47	611	564	272	836	(225)
Premier Leisure (Suffolk)	25.8	47.4	454	138	592	454	90	544	48
uMedeor (T/A uMed)	2.8	21.4	540	50	590	150	1	151	49
DiffBlue	2.5	12.9	585	-	585	585	-	585	-

Portfolio of investments

				As at 31 December 2023		As at 31 December 2022
Fixed asset investments	% voting rights	by all Albion managed % voting rights held VCTs	£'000 Cost	Cumulative movement in value £'000	Value £'000	£'000 Cost	Cumulative movement in value £'000	£'000 Value	Change in value for the year * £'000
PeakData	2.1	11.2	943	(373)	570	943	71	1,014	(444)
GridCog International	3.0	15.9	570	-	570	-	-	-	-
Cisiv	5.3	21.1	695	(136)	559	695	(282)	413	146
Phasecraft	0.9	4.2	514	-	514	-	-	-	-
PetsApp	2.6	13.6	487	-	487	487	-	487	-
Erin Solar	15.7	50.0	440	(8)	432	440	12	452	(20)
5Mins Al	2.2	11.1	390	-	390	390	-	390	-
PerchPeek	2.0	13.6	635	(254)	381	635	-	635	(254)
AVESI	8.0	50.0	259	59	318	259	88	347	(29)
Imandra	1.6	8.1	215	101	316	215	116	331	(15)
Ramp Software	1.9	10.2	277	-	277	277	-	277	-
Tem-Energy	1.9	9.5	241	-	241	241	-	241	-
Koru Kids	1.4	8.3	442	(204)	238	430	(68)	362	(136)
Harvest AD	n/a	n/a	210	19	229	210	23	233	(4)
Kennek Solutions	0.7	3.3	210	-	210	-	-	-	-
Mirada Medical	4.6	15.0	1,321	(1,125)	196	1,321	(1,125)	196	-
Mondra Global	0.2	0.8	189	-	189	-	-	-	-
Neurofenix	2.9	14.8	590	(414)	176	590	-	590	(414)
Arecor Therapeutics PLC**	0.3	1.8	98	45	143	231	206	437	(41)
Greenenerco	3.1	50.0	74	51	125	80	54	134	2
Infact Systems (T/A Infact)	1.9	10.0	96	-	96	96	-	96	-
Regulatory Genome Development	0.8	5.4	118	(24)	94	107	-	107	(24)
Symetrica	0.2	4.8	91	(6)	85	79	(16)	63	10
Black Swan Data	6.4	20.2	4,714	(4,650)	64	4,714	(2,454)	2,260	(2,196)
Brytlyt	1.9	14.8	406	(356)	50	386	-	386	(356)
DySIS Medical	2.6	7.3	2,589	(2,582)	7	2,589	(2,197)	392	(385)
Elements Software	3.1	4.2	19	(19)	-	19	(19)	-	-
Total fixed asset investments			67,540	31,870	99,410	60,535	30,451	90,986	3,546

*As adjusted for additions and disposals during the year

**Quoted equity

As at 31 December 2023 As at 31 December 2022

Fixed asset investments

Threadneedle Software Holdings

% voting rights

% voting rights held

by all Albion managed

VCTs

Cost

Quantexa 2.1 8.5 2,678 22,240 24,918 2,740 14,193 16,933 10,030 Proveca 6.6 44.5 2,007 3,962 5,969 1,184 3,546 4,730 416 Radnor House School (TopCo) 14.8 48.3 2,710 3,205 5,915 2,710 2,535 5,245 670 Oviva 2.9 12.2 2,694 1,691 4,385 2,694 1,608 4,302 83 Runa Network 3.5 14.9 2,748 728 3,476 2,101 591 2,692 137 Egress Software Technologies 2.2 24.7 765 2,689 3,454 765 2,193 2,958 496 Panaseer 4.1 14.9 2,524 734 3,258 1,122 815 1,937 (81) Cantab Research (T/A Speechmatics) 3.4 14.4 2,901 287 3,188 2,901 917 3,818 (630) Chonais River Hydro 15.7 50.0 2,169 966 3,135 2,169 1,864 4,033 (898) The Evewell Group 6.4 33.0 1,547 1,497 3,044 1,547 1,590 3,137 (93) Elliptic Enterprises 1.6 5.9 2,429 4 2,433 2,156 - 2,156 4 Convertr Media 6.9 26.6 1,105 1,033 2,138 1,105 1,056 2,161 (23) Gharagain River Hydro 18.5 50.0 1,526 599 2,125 1,526 789 2,315 (190) Gravitee Topco (T/A Gravitee.io) 2.7 20.2 1,556 236 1,792 920 235 1,155 - Healios 4.8 33.5 1,788 1 1,789 1,500 417 1,917 (416) MHS1 22.5 48.8 1,565 (59) 1,506 1,565 93 1,658 (152) The Street by Street Solar Programme 8.1 50.0 895 592 1,487 895 648 1,543 (56) Peppy Health 1.6 8.7 1,481 - 1,481 1,481 - 1,481 - Toqio FinTech Holdings (T/A Toqio) 2.0 10.4 1,400 - 1,400 1,400 - 1,400 - TransFICC 3.1 14.7 1,275 - 1,275 1,275 377 1,652 (377) Regenerco Renewable Energy 7.9 50.0 822 395 1,217 822 498 1,320 (103) Beddlestead 9.8 49.0 1,200 (60) 1,140 1,200 (84) 1,116 24 InCrowd Sports 4.8 17.2 749 313 1,062 749 313 1,062 - Aridhia Informatics 4.9 21.6 950 93 1,043 950 227 1,177 (134) OpenDialog AI 3.2 16.7 968 - 968 - - - - The Q Garden Company 33.4 50.0 934 22 956 934 65 999 (43)

(T/A Solidatus) 1.7 11.5 1,014 (87) 927 1,014 617 1,631 (704) GX Molecular (T/A CS Genetics) 2.9 14.8 846 - 846 846 - 846 - Seldon Technologies 2.3 22.7 796 - 796 694 - 694 - Locum's Nest 6.9 25.6 813 (17) 796 813 370 1,183 (387) Accelex Technology 1.9 15.4 534 254 788 353 - 353 254 OutThink 2.7 13.9 687 - 687 687 - 687 - Alto Prodotto Wind 6.9 50.0 488 193 681 530 206 736 7 NuvoAir Holdings 1.4 11.2 564 47 611 564 272 836 (225) Premier Leisure (Suffolk) 25.8 47.4 454 138 592 454 90 544 48 uMedeor (T/A uMed) 2.8 21.4 540 50 590 150 1 151 49 DiffBlue 2.5 12.9 585 - 585 585 - 585 -

£'000

Cumulative movement

in value

£'000

Value

£'000

Cost

£'000

Cumulative movement

in value

£'000

Value

£'000

Change in value for the

year *

£'000

The comparative cost and valuations for 31 December 2022 do not agree to the Annual Report and Financial Statements for the year ended 31 December 2022 as the above list excludes brought forward investments that were fully disposed of in the year.

Portfolio of investments

The following is a summary of fixed asset realisations or write-offs for the year ended 31 December 2023:

	Cost	Opening carrying value*	Disposal proceeds	Total realised gain/(loss)	Gain/(loss) on opening value
Fixed asset investment realisations	£'000	£'000	£'000	£'000	£'000
Disposals:
Quantexa	62	2,045	3,420	3,358	1,375
Ophelos	492	492	1,010	518	518
Zift Channel Solutions	881	326	464	(417)	138
Arecor Therapeutics PLC	134	252	240	106	(12)
Oxsensis	3,484	95	158	(3,326)	63
uMotif	1,121	120	1	(1,120)	(119)
Forward Clinical (T/A Pando)	196	-	-	(196)	-
Limitless Technology	560	282	-	(560)	(282)
Loan stock repayments and other:
Proveca	254	254	269	15	15
Alto Prodotto Wind	42	64	64	22	-
uMedeor (T/A uMed)	50	51	53	3	2
Greenenerco	7	10	10	3	-
Escrow adjustments and other*	-	-	229	229	229
Total fixed asset realisations	7,283	3,991	5,918	(1,365)	1,927

*These comprise fair value movements on deferred consideration on previously disposed investments and expenses which are incidental to the purchase or disposal of an investment.

	£'000
Total change in value of investments for the year
Movement in loan stock accrued interest	86
Unrealised gains on fixed asset investments	3,632
Realised gains on fixed asset investments	1,927
Unwinding of discount on deferred consideration	433
Total gains on investments as per Income statement	5,992

PORTFOLIO COMPANIES

Quantexa has developed an analytics platform which offers entity resolution, network analytics and automated decisioning at massive scale in real time. This capability is used to fight financial crime and reduce fraud. Quantexa now counts many of the world's largest banks, insurers and governments among its clients.

Audited results for year ended:
	31 March 2023 £'000	31 March 2022 £'000
Turnover	57,858	37,177
LBITDA	(54,418)	(26,228)
Loss before tax	(54,211)	(26,874)
Net assets	35,725	85,147

Investment information	£'000
Income recognised in the year		-
Total cost	2,678
Valuation	24,918
Voting rights	2.1%
Voting rights held by all Albion managed VCTs	8.5%
Basis of valuation	Cost and price of recent investment (calibrated and reviewed for impairment)

www.quantexa.com

Proveca is a specialty pharmaceutical company focused on children's medicines. The company is addressing a significant need in developing drugs that are specifically formulated for children, taking advantage of a supportive regulatory regime and market protection throughout Europe. Its first product for chronic drooling was launched in 2017. It has a pipeline of drugs focused on neurology, immunology and cardiovascular that it expects to reach the market over the next three years.

Filleted audited results for year ended:
	31 July	31 July
	2022	2021
	£'000	£'000
Net liabilities	(2,545)	(2,731)

Investment information	£'000
Income recognised in the year	-
Total cost	2,007
Valuation	5,969
Voting rights	6.6%
Voting rights held by all Albion managed VCTs	44.5%
Basis of valuation	Revenue multiple

Radnor House School (TopCo) operates a co-educational independent school near Sevenoaks, Kent. The school is growing strongly with over 500 children on the roll and further capacity to expand. Significant further investment has been made into the school's facilities to enable it to deliver a personalised education experience to each student. The curriculum and cocurricular activities are designed to give each child a wide range of academic and other skills in a supportive and nurturing environment.

	Audited results for year ended:			Investment information	£'000
		31 August	31 August	Income recognised in the year	266
		2023	2022	Total cost	2,710
		£'000	£'000	Valuation	5,915
	Turnover	10,639	9,338
	EBITDA	1,835	1,368	Voting rights	14.8%
				Voting rights held by all Albion	48.3%
	Proft/(loss) before	276	(123)	managed VCTs
www.radnorhouse.org	tax
	Net assets	18,204	12,238	Basis of valuation	Earnings multiple (supported by third party valuation)

4 Oviva is the category leader in Europe for digital, reimbursed dietetic care. The company sells digital and technology-led service solutions for conditions such as diabetes and obesity. It consistently demonstrates best-in-class outcomes helping its clients save costs and improve patient well-being. It is active in the UK, Germany, France and Switzerland.

Audited results for year ended:
31 December 31 December
	2022	2021
	£'000	£'000
Turnover	14,123	7,531
LBITDA	(14,124)	(9,468)
Net assets	43,084	61,700

Investment information		£'000
Income recognised in the year		-
Total cost		2,694
Valuation		4,385
Voting rights		2.9%
Voting rights held by all Albion managed VCTs		12.2%
Basis of valuation	Cost and price of recent investment (calibrated and reviewed for impairment)

www.oviva.com

5 Runa Network provides a cloud platform and an API that enables corporates to purchase digital gift cards and issue digital payouts to employees and customers. This can be done for a variety of use cases such as HR (employee benefits/rewards), marketing (customer acquisition/activation), loyalty and disbursements. It has built unique technology and direct integrations with over a thousand brands and retailers on the supply side.

Audited results for year ended:
31 December 31 December
	2022	2021
	£'000	£'000
Turnover	34,069	32,642
LBITDA	(8,841)	(5,032)
Loss before tax	(9,054)	(5,245)
Net assets	9,967	2,793

Investment information	£'000
Income recognised in the year		-
Total cost	2,748
Valuation	3,476
Voting rights	3.5%
Voting rights held by all Albion managed VCTs	14.9%
Basis of valuation	Cost and price of recent investment (calibrated and

reviewed for impairment)

Portfolio companies

Egress Software Technologies has developed a secure communication platform that uses encryption and machine learning to secure content shared via email and other applications. Egress serves organisations and small enterprise customers in the public sector, legal, healthcare, financial services and defence sectors.

Audited results for year ended:
	31 December	31 December
	2022	2021
	£'000	£'000
Turnover	27,127	21,890
LBITDA Loss before tax	(9,276) (10,177)	(8,106) (8,612)	Voting rights held by all Albion
Net liabilities	(17,392)	(8,537)	managed VCTs

Investment information	£'000
Income recognised in the year	-
Total cost	765
Valuation	3,454
Voting rights	2.2%
Voting rights held by all Albion managed VCTs	24.7%
Basis of valuation	Revenue multiple

www.panaseer.com

www.egress.com

Panaseer has developed a software platform which integrates and captures data provided by an enterprise's cyber security systems. The platform has a visualisation layer which gives an easy interface for CIOs and CSOs to interrogate its security data on an enterprise-wide basis, offering RoI analysis and threat intelligence.

Audited results for year ended:
	30 June	30 June
	2023	2022
	£'000	£'000
Turnover	10,094	5,277
LBITDA	(7,606)	(11,545)
Loss before tax	(8,542)	(11,672)
Net (liabilities)/ assets	(4,744)	3,598

Investment information		£'000
Income recognised in the year		-
Total cost		2,524
Valuation		3,258
Voting rights		4.1%
Voting rights held by all Albion managed VCTs		14.9%
Basis of valuation	Cost and price of recent investment (calibrated and reviewed for impairment)

Cantab Research (T/A Speechmatics) provides advanced speech recognition software. Their technology can automatically transcribe any voice or audio assets from any live or recorded media and convert it into text in real time with leading accuracy across a wide range of languages. The software can be deployed using small footprint language models, which allow the speech to text processing to be performed at high accuracy both on premise and on device, as well as in the cloud. Albion funds invested alongside existing investors (IQ Capital and leading Cambridge

Audited results for year ended:
	31 December 2022 £'000	31 December 2021 £'000
Turnover	11,579	9,533
LBITDA	(11,002)	(5,008)
Loss before tax	(11,479)	(5,244)
Net assets	29,076	1,353

angels) to accelerate growth.

	Audited results for year ended:			Investment information	£'000
		31 December 31 December		Income recognised in the year
		2022	2021	Total cost	2,901
		£'000	£'000	Valuation	3,188
	Turnover	11,579	9,533	Voting rights	3.4%
	LBITDA	(11,002)	(5,008)	Voting rights held by all Albion	14.4%
	Loss before tax	(11,479)	(5,244)	managed VCTs
	Net assets	29,076	1,353	Basis of valuation	Revenue multiple
www.speechmatics.com

3 Chonais River Hydro is a 2MW hydropower scheme near Loch Carron in the Scottish Highlands. It is a run-of-river scheme, taking water from a small river via an intake on the mountainside. The scheme is low visual impact with the only visible components being a small intake and a powerhouse, both of which are built using local material. It generates enough electricity to power approximately 2,000 homes. It benefits from inflation-protected renewable subsidies for a period of 20 years. The scheme was commissioned in 2014 and has been generating successfully since.

	Filleted audited results for year ended:		Investment information	£'000
	30 September	30 September	Income recognised in the year	129
	2022	2021	Total cost	2,169
	£'000	£'000	Valuation	3,135
Net liabilities	(182)	(163)	Voting rights	15.7%
			Voting rights held by all Albion managed VCTs	50.0%

www.greenhighland.co.uk

4 The Evewell Group owns and operates private women's health centres of excellence with one clinic open on Harley Street and another in Hammersmith, both focusing on fertility and IVF treatment but uniquely also covering all aspects of a woman's gynaecological health.

third party valuation)

Basis of valuation Discounted cash flow (supported by

Filleted audited results for year ended:
	31 December 31 December
	2022	2021
	£'000	£'000
Net liabilities	(1,478)	(978)

Investment information	£'000
Income recognised in the year	146
Total cost	1,547
Valuation	3,044
Voting rights	6.4%
Voting rights held by all Albion managed VCTs	33.0%
Basis of valuation	Earnings multiple

Governance

THE BOARD OF DIRECTORS

The Board provides a wide range of relevant experience and skills and good diversity in its membership. Each member of the Board has demonstrated sufficient time capacity to meet the commitments required in preparing for, attending and participating in periodic Board meetings and for all the activities that take place between formal Board meetings as an important part of the process of oversight and constructive challenge from an independent board of an investment company. The Board works closely together and reviews succession and allocation of responsibilities on a regular basis.

The following are the Directors of the Company, all of whom operate in a non-executive capacity:

Clive Richardson, (appointed 1 June 2022) has extensive experience across a range of private and public international healthcare and technology focused firms from startups to mid-cap companies. He was Head of Equities Research for Investec Bank, and worked as a strategy consultant for L.E.K. Consulting, a leading global strategy firm. He has held non-executive director roles and served as an executive board member on CIS Healthcare Limited and Clinisys Group Limited, both decision support healthcare software companies. He has served as CEO for Akari Therapeutics PLC, a NASDAQ listed biotechnology company and is currently CEO of con-join-AI, a healthcare technology company.

Margaret Payn BA, FCA, (appointed 3 August 2020) has extensive experience across the financial sector. She qualified as a chartered accountant with KPMG in London. She has worked for a number of financial institutions in the UK, Australia and Asia, including nine years at Schroders where she held CFO and COO roles, and seven years in similar roles with Westpac and ANZ Banking Group. Her most recent executive role was at AMP Capital where she held the positions of CFO/COO within the asset management division and was responsible for leading the finance, product, strategy and support functions. She retired from this position in 2018. Margaret joined the board of Bendigo Adelaide Bank in 2023 (a company listed on the Australian Stock Exchange), where she is the Chair of the Financial Risk Committee. She was a non-executive Director of JPMorgan Mid Cap Investment Trust plc from 2019 until February 2024.

The Board of Directors

David Benda, (appointed 26 June 2023) has extensive corporate banking experience working with investment companies providing advice on fundraising, reorganisations and restructurings. He qualified as a chartered accountant with Coopers & Lybrand in London in 1994 and whilst working for them, he took up secondment in both the New York and Prague offices until his departure in 1997. Since then, David has worked in various corporate broking roles, including for HSBC James Capel and Winterflood Securities where he focused on investment companies. David is currently a Managing Director at Deutsche Numis where he heads up the corporate side of the listed fund team and co-heads the team overall. He has vast experience on advising UK listed closed-ended funds and managing corporate transactions which includes fundraisings, reorganisations and restructurings. He is a member of the Association of Investment Companies Broking Committee and the LSE Investment Funds Group.

Peter Moorhouse, (appointed 1 September 2023) brings a depth of corporate finance knowledge particularly with companies in the healthcare and technology sectors, advising primarily on equity financing, mergers and acquisitions. He also has valuable experience of private equity investment, including early-stage financing, strategic development, IPOs and exits. Peter's most recent role was as a Managing Director and Senior Advisor in Morgan Stanley's investment banking business, principally advising companies in the healthcare, pharmaceutical and biotech sectors. Prior to this, Peter was a Managing Director at Merrill Lynch, having started his corporate finance career at Smith New Court.

Patrick Reeve MA, FCA, (appointed 11 December 2003) was formerly the managing partner of Albion Capital and became chairman in 2019. He is also a director of Albion Development VCT and Albion Enterprise VCT. Patrick is on Albion's Valuation Committee and its Risk Management Committee. Patrick joined Close Brothers Group plc in 1989 before establishing Albion Capital Group LLP (originally Close Ventures Ltd) in 1996. Prior to Close he qualified as a chartered accountant before joining Cazenove & Co. Patrick has an MA in Modern Languages from Oxford University and a BA in Sanskrit from SOAS. He is on the board of a number of charities, including membership of the Council of the British School at Athens. Patrick, although considered non-independent for governance purposes, contributes both direct investment experience and a wider perspective in the venture capital markets.

All Directors, except for Patrick Reeve, are members of the Audit and Risk Committee and Margaret Payn is Chairman.

All Directors, except for Patrick Reeve, are members of the Nomination Committee and Clive Richardson is Chairman.

All Directors, except for Patrick Reeve, are members of the Management Engagement Committee and Clive Richardson is Chairman.

All Directors, except for Patrick Reeve, are members of the Remuneration Committee and Peter Moorhouse is Chairman.

Margaret Payn is the Senior Independent Director.

THE MANAGER

Albion Capital Group LLP, is authorised and regulated by the Financial Conduct Authority and is the Manager of Albion Technology & General VCT PLC. Established in 1996, Albion Capital is an independent management firm providing investors with access to entrepreneurs who build enduring businesses.

The following are specifically responsible for the management and administration of the Venture Capital Trusts managed by Albion Capital Group LLP:

Will Fraser-Allen, BA (Hons), FCA, has been managing partner since 2019 and chairs the investment committee. He is on the Board of the AIC and sits on the Venture Capital Committee of the BVCA. He joined Albion in 2001 and became deputy managing partner in 2009. He qualified as a chartered accountant and has a BA in History from Southampton University.

Patrick Reeve, MA, FCA, details included in the Board of Directors section.

Dr. Andrew Elder, MA, FRCS, practised as a neurosurgeon before starting his career in investment. He heads up the healthcare investment team and became deputy managing partner in 2019. He joined Albion in 2005 and became a partner in 2009. He has an MA plus Bachelor of Medicine and Surgery from Cambridge University. He is a Fellow of the Royal College of Surgeons (England).

Vikash Hansrani, BA (Hons), FCA, is a partner and oversees the finance and administration of all funds under Albion's management. He qualified as a chartered accountant with RSM before joining Albion in 2010. He has a BA in Accountancy & Finance from Nottingham Business School.

The Manager

Valerie Aelbrecht, MSc, MSc, joined as investment associate in 2022. She was at Cherry Ventures after being a founder and operator for 8 years in the FoodTech space. She holds an MSc in Applied Economics from the University of Antwerp and an MSc in International Business Management & Entrepreneurship from Kingston University.

Dr. Leigh Brody, PHD, joined as Investment Manager in 2021 and focuses on transformative technologies and therapeutics opportunities emerging from UCL. She has over a decade of experience as a startup founder, gained her PhD in Biochemistry from Imperial College London, and also holds a BSc in Biochemistry from Simmons University.

Adam Chirkowski, MA (Hons), is an investment director focusing on B2B and ClimateTech investments. Prior to joining Albion in 2013, he spent five years working in corporate finance at Rothschild. He holds a first-class degree in Industrial Economics and a Masters in Corporate Strategy and Governance from Nottingham University.

Emil Gigov, BA (Hons), FCA, is a partner focusing on B2B SaaS businesses. He joined Albion in 2000 and became a partner in 2009. He graduated from the European Business School, London, with a BA in European Business Administration.

Dr. Molly Gilmartin, BA, joined in 2022 as an investment manager from McKinsey & Company. Before that, she was Chief Commercial Officer of Induction Healthcare Group which completed an IPO on AIM in 2019. Before this she was a founding team member of start-up Pando and an NHS Clinical Entrepreneur as a medical doctor.

David Grimm, MSc, is a partner focusing on deeptech investments. He joined Albion in 2016 as investment manager and was made partner in 2023. David has spent 10 years investing in early-stage technology-differentiated opportunities, including 4 years at Spark Ventures prior to joining Albion. He holds an MSc in Natural Sciences.

Ed Lascelles, BA (Hons), heads up the technology investment team. He joined in 2004 having started his career advising public companies and became a partner in 2009. He holds a firstclass honours degree in Philosophy from UCL.

Paul Lehair, MSc, MA, is an investment director who joined in 2019 having spent five years at Citymapper. He also worked at Viagogo and in M&A at Citigroup. He holds a dual Masters' degree in European Political Economy from the LSE and Political Science and Sciences Po Paris.

The Manager

Catriona McDonald, BA (Hons), is an investment director specialising in technology investing. She joined in 2018 from Goldman Sachs where she worked on IPOs, M&A and leveraged buyouts in New York and London. She graduated from Harvard University, majoring in Economics.

Kibriya Rahman, MMath, joined as investment associate in 2022. He was previously at Funding Circle and Formula 1. Before this, he worked at OC&C Strategy Consultants. Kibriya graduated from Oxford University with an MMath degree.

Jane Reddin, BA (Hons), heads up the platform team. She joined Albion in 2020 and became partner in 2022. Prior to Albion, she spent six years as Talent Advisor at Balderton Capital and then co-founded The Talent Stack. She graduated from Durham University with a BA in French and German.

Dr. Christoph Ruedig,

MBA, is a partner focusing on digital health. He originally practiced radiology and was responsible for M&A in healthcare at GE and venture capital with 3i. He joined Albion in 2011 and became a partner in 2014. He holds a degree in medicine from Ludwig-Maximilians University and an MBA from INSEAD.

Nadine Torbey, MSc, BEng, is an investment director who joined in 2018 from Berytech Fund Management. She holds a BSc in Electrical and Computer Engineering from the American University of Beirut and an MSc in Innovation Management and Entrepreneurship from Brown University.

Robert Whitby-Smith, BA (Hons), FCA, is a partner focusing on software investing. His background was in corporate finance at KPMG, CSFB and ING Barings, after qualifying as a chartered accountant. He joined Albion in 2005 and became a partner in 2009. He graduated from Reading University with a BA in History.

Jay Wilson, MBA, MMath, is a partner focusing on FinTech. He joined in 2019 from Bain & Co, where he had been a consultant since 2016, and became partner in 2023. Prior to this he graduated from the London Business School with an MBA having spent eight years as a broker at ICAP Securities.

Marco Yu, PhD, MRICS, heads up the renewables team and became partner in 2023. Prior to joining Albion in 2007, he qualified as a Chartered Surveyor with Bouygues and advised on large capital projects with EC Harris. He has a degree in economics from University of Cambridge and a PhD in construction economics from UCL.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE ("ESG") REPORT

The Company's Manager, Albion Capital Group LLP ("Albion"), sees sustainable and responsible investment as an integral part of its investment mandate. In turn, the Board is kept appraised of ESG issues in both the portfolio and in how company affairs are conducted as part of regular Board oversight.

The United Nations Principles for Responsible Investment ("UN PRI") is the world's leading proponent of responsible investment, working to understand the investment implications of ESG factors and to support its international network of investor signatories in incorporating these factors into their investment and ownership decisions.

As a signatory of the UN PRI, Albion (and the Board) recognise that applying the following six principles better aligns investors with broader objectives of society:

Principle 1: to incorporate ESG issues	Principle 2: to be active owners and
into investment analysis and decision	incorporate ESG issues into our
making processes.	ownership policies and practices.
Principle 3: to seek appropriate	Principle 4: to promote acceptance and
disclosure on ESG issues by the entities	implementation of the Principles within
in which we invest.	the investment industry.
Principle 5: to work together to enhance	Principle 6: to report on our activities
our effectiveness in implementing the	and progress towards implementing the
Principles.	Principles.

Environmental, Social, and Governance ("ESG") report

The Board and Albion have been conscious in making responsible investments throughout the life of the Company by providing finance for promising companies in important sectors such as technology, healthcare and renewable energy. Through this, Albion is directly involved in the oversight and governance of these investments, including ensuring standards of reporting and visibility on business practices, all of which are reported to the Board.

By its nature, not least in making qualifying investments which fulfil the criteria set by HMRC, the Company has focused on sustainable and longer term investment propositions, some of which will grow and serve important societal demands. One of the most important drivers of performance is the quality of the investment portfolio, which goes beyond the individual valuations and examines the prospects of each portfolio company and their sectors – all of which requires a long term view.

Given the nature of venture capital investment, Albion is more intimately involved in the affairs of portfolio companies than typical funds invested in listed securities. As such, Albion can influence good governance and behaviour in portfolio companies, many of which are relatively small without the support of a larger company's administration and advisory infrastructure.

The Company adheres to the principles of the AIC Code of Corporate Governance and is also aware of other governance and corporate conduct guidance which it meets as far as practical. This includes the constitution of a diversified and independent Board capable of providing constructive challenge.

ESG considerations are an integrated part of Albion's full investment process, designed to create value for investors and develop sustainable long term strategies for portfolio companies. This is reflected in the transparency of reporting, governance principles adopted by the Company and the portfolio companies, and increasingly in the positive environmental or socially impactful nature of investments made. Where relevant, climate-specific issues are also considered.

Albion integrates ESG across all aspects of the investment process:

* The ESG BSC contains sustainability metrics used to determine a company's sustainability risks and opportunities, and track progress over time.

PRE-INVESTMENT STAGE

An exclusion list is used to rule out investments in unsustainable, socially detrimental areas. ESG due diligence is performed on each potential portfolio company to identify any sustainability risks, which are ranked from low to high and are reported to the relevant investment committee. If sustainability risks are identified, mitigations are assessed and, if necessary, mitigation plans are put in place. If this is not deemed sufficient, the committee would consider the appropriate level and structure of funding to balance the associated risks. If this is not possible, investment committee approval will not be provided, and the investment will not proceed.

Albion's investment deal documents include a sustainability clause that reinforces individual portfolio company's commitment to driving principles of ESG as it scales.

INVESTMENT STAGE

An ESG clause is integrated into the shareholders' agreement for all new investments, which outlines the portfolio company's commitment to combine economic success with ecological and social success.

All new and existing portfolio companies are asked to report against the ESG BSC annually. It contains a number of sustainability factors against which a portfolio company is assessed and scored in order to determine the potential sustainability risks and opportunities arising from the investment. ESG score is reviewed annually, and key priority improvement areas are identified for the next 12 months. It forms part of Albion's internal broader risk review meetings and any outstanding issues are addressed in collaboration with the portfolio companies' senior management.

EXIT STAGE

Albion aims to ensure that good ESG practices remain in place following exit by, for example, by ensuring that the portfolio company creates a self-sustaining ESG management system during our period of ownership, wherever feasible.

The Manager's ESG initiatives

ESG is incorporated into Albion's own internal operations as follows:

Environmental: Committed to ensuring that the environmental impacts of its business operations are positive and, as far as possible, any negative impact is mitigated.

Social: Aims to conduct its business in a socially responsible manner, to contribute to the communities in which it operates and to respect the needs of all employees and stakeholders.

Governance: Seeks to conduct business activities in an honest, ethical and socially responsible manner. These values underpin its business model and strategy.

Overview of Albion's ESG activity:

ENVIRONMENTAL

Albion is transitioning to Net Zero
Measuring carbon footprint and purchased carbon removal permits for 2022/2023 emissions
Formation of Albion Net Zero team to formulate a road map for transitioning to net zero

SOCIAL

Fair HQ score improvement (from 6.1 to 6.6 out of 10) in 2023
Albion's Social Outreach Team has a mandate on local educational outreach

GOVERNANCE

ESG principles integrated across the full investment cycle
Completion of 2022 ESG BSC portfolio reporting
UN PRI score 2023: 4/5 stars
Regular ESG updates for all stakeholders

Signatories

As a signatory of UN Principles for Responsible Investment (UN PRI) Albion is committed to the six key principles to incorporate ESG into investment practice.

Albion is a member of VentureESG steering committee, a venture capital-based non-profit initiative to push the industry on ESG best practices. The current group consists of 300 venture funds and 90 limited partners globally who work to make ESG a standard part of the due diligence, portfolio stewardship and internal fund management.

Albion is a proud signatory of the Investing in Women Code, and commits to adopt internal practices that aim to improve female entrepreneurs' access to the tools, resources and finance required to scale their companies.

DIRECTORS' REPORT

The Directors submit their Annual Report and the audited Financial Statements on the affairs of the Company for the year ended 31 December 2023. The Statement of corporate governance on pages 54 to 60 forms a part of the Directors' report.

Business review

Principal activity and status

The principal activity of the Company is that of a Venture Capital Trust. It has been approved by H.M. Revenue & Customs ('HMRC') as a Venture Capital Trust in accordance with the Income Tax Act 2007 and, in the opinion of the Directors, the Company has conducted its affairs so as to enable it to continue to obtain such approval. In order to maintain its status under Venture Capital Trust legislation, a VCT must comply on a continuing basis with the provisions of Section 274 of the Income Tax Act 2007 and further details of this can be found on pages 47 and 48 of this Directors' report. Approval for the year ended 31 December 2023 is subject to review should there be any subsequent enquiry under corporation tax self-assessment.

The Company is not a close company for taxation purposes and its shares are premium listed on the official list of the London Stock Exchange.

Under current tax legislation, shares in the Company provide tax-free capital growth and income distribution, in addition to the income and capital gains tax relief some investors would have obtained when they invested in the share offers.

Capital structure

Details of the issued share capital, together with details of the movements in the Company's issued share capital during the year are shown in note 16.

Ordinary shares represent 100% of the total share capital and voting rights. The Ordinary shares are designed for individuals who are seeking, over the long term, investment exposure to a diversified portfolio of unquoted investments. The investments are spread over a number of sectors, to produce a regular and predictable source of income, combined with the prospect of longer term capital growth.

All Ordinary shares (except for treasury shares, which have no right to dividends or voting rights) rank pari passu for voting rights and each Ordinary share is entitled to one vote. The Directors are not aware of any restrictions on the transfer of shares or on voting rights.

Shareholders are entitled to receive dividends and the return of capital on winding up or other return of capital based on the surpluses attributable to the shares.

Issue and buy-back of Ordinary shares

During the year the Company issued a total of 14,375,267 Ordinary shares (2022: 36,947,257), of which 12,953,790 shares (2022: 35,502,344) were issued under the terms of the Albion VCTs Prospectus Top Up Offers, and 1,421,477 Ordinary shares under the Company's Dividend Reinvestment Scheme (2022: 1,444,913).

Your Board, in conjunction with the boards of four VCTs managed by Albion Capital Group LLP, published a Prospectus Top Up Offer of new Ordinary shares on 15 December 2023. The Offer launched to applications on 2 January 2024 and closed on 19 March 2024. The amount raised by the Company was £11.75 million.

The Company operates a policy of buying back shares either for cancellation or for holding in treasury. Details regarding the current buy-back policy can be found in the Chairman's statement on page 12 and details on share buy-backs during the year can be found in note 16.

Substantial interests and shareholder profile

As at 31 December 2023 and at the date of this report, the Company was not aware of any shareholder who had a beneficial interest exceeding 3% of the voting rights. There have been no disclosures in accordance with Disclosure Guidance and Transparency Rule 5 made to the Company during the year ended 31 December 2023, and to the date of this report.

Results and dividends

Detailed information on the results and dividends for the year ended 31 December 2023 can be found in the Strategic report on pages 15 and 16.

Future developments of the business Details on the future developments of the Company

can be found in the Chairman's statement on page 13 and Strategic report on page 16.

Going concern

In accordance with the Guidance on Risk Management, Internal Control and Related Financial and Business Reporting issued by the Financial Reporting Council ("FRC") in 2014, and the subsequent updated Going concern, risk and viability guidance issued by the FRC in 2021, the Board has assessed the Company's operation as a going concern. The Company has sufficient cash and liquid resources, its portfolio of investments is well diversified in terms of sector and stage of investment, and the major cash outflows of the Company (namely investments, buy-backs and dividends) are within the Company's control. Cash flow forecasts are discussed quarterly at Board level with regards to going concern. The cash flow forecasts have been updated and stress tested, which included assessing the resilience of portfolio companies, incorporating the requirement for any future financial support, including proceeds from investment disposals only when there is a high probability of completion, and evaluating the impact of high inflation within the Company. A budget has been prepared for the Company for the three year period to 31 December 2026. Accordingly, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational

existence over a period of at least twelve months from the date of approval of the Financial Statements. For this reason, the Directors have adopted the going concern basis in preparing the accounts. The Directors do not consider there to be any material uncertainty over going concern.

The Company's policies for managing its capital and financial risks are shown in note 18 and include the Board's assessment of areas including liquidity risk, credit risk and price risk. The Company's business activities, together with details of its performance are shown in the Strategic report and this Directors' report.

Post balance sheet events

Details of events that have occurred since 31 December 2023 are shown in note 20.

Principal risks and uncertainties

A summary of the principal risks faced by the Company is set out on pages 24 to 26 of the Strategic report.

VCT regulation

The investment policy is designed to ensure that the Company continues to qualify, and is approved as a VCT by HMRC. In order to maintain its status under Venture Capital Trust legislation, a VCT must comply on a continuing basis with the provisions of Section 274 of the Income Tax Act 2007 as follows:

Directors' report

1	The Company's income must be derived wholly or mainly from shares and securities;
2	At least 80% of the HMRC value of its investments must have been represented throughout the year by shares or securities that are classified as 'qualifying holdings';
3	At least 70% by HMRC value of its total qualifying holdings must have been represented throughout the year by holdings of 'eligible shares'. Investments made before 6 April 2018 from funds raised before 6 April 2011 are excluded from this requirement;
4	At least 30% of funds raised in accounting periods beginning on or after 6 April 2018 must be invested in qualifying holdings by the anniversary of the end of the accounting period in which the funds were raised;
5	At the time of investment, or addition to an investment, the Company's holdings in any one company (other than another VCT) must not have exceeded 15% by HMRC value of its investments;
6	The Company must not have retained greater than 15% of its income earned in the year from shares and securities;
7	The Company's shares, throughout the year, must have been listed on a regulated market;
8	An investment in any company must not cause that company to receive more than £5 million in State aid risk finance in the 12 months up to the date of the investment, nor more than £12 million in total (the limits are £10 million and £20 million respectively for a 'knowledge intensive' company);
9	The Company must not invest in a company whose trade is more than seven years old (ten years for a 'knowledge intensive' company) unless the company previously received State aid risk finance in its first seven years, or the company is entering a new market and a turnover test is satisfied;
10	The Company's investment in another company must not be used to acquire another business, or shares in another company; and
11	The Company may only make qualifying investments or certain non-qualifying investments permitted by

Section 274 of the Income Tax Act 2007.

These tests drive a spread of investment risk through preventing holdings of more than 15% by HMRC value in any portfolio company. The tests have been carried out and independently reviewed for the year ended 31 December 2023. The Company has complied with all tests and continues to do so.

'Qualifying holdings' include shares or securities (including unsecured loans with a five year or greater maturity period) in companies which have a permanent establishment in the UK and operate a 'qualifying trade' wholly or mainly in the United Kingdom. The investment must bear a sufficient level of risk to meet a risk-to-capital condition. Eligible shares must comprise at least 10% by HMRC value of the total of the shares and securities that the Company holds in any one portfolio company. 'Qualifying trade' excludes, amongst other sectors, dealing in property or shares and securities, insurance, banking and agriculture. Details of the sectors in which the Company is invested can be found in the pie chart on page 14.

A 'knowledge intensive' company is one which is carrying out significant amounts of R&D from which the greater part of its business will be derived, or where those R&D activities are being carried out by staff with certain higher educational attainments.

Portfolio company gross assets must not exceed £15 million immediately prior to the investment and £16 million immediately thereafter.

As at 31 December 2023, the HMRC value of the Company's qualifying investments (which includes a 12 month disregard for disposals) was 94.79% (2022: 100.00%). The Board continues to monitor this and all the VCT qualification requirements very carefully in order to ensure that all requirements are met and that qualifying investments comfortably exceed the current minimum threshold, which is 80% required for the Company to continue to benefit from VCT tax status. The Board and Manager are confident that the qualifying requirements can be met during the course of the year ahead.

Environment

The management and administration of the Company is undertaken by the Manager. Albion Capital Group LLP recognises the importance of its environmental responsibilities, monitors its impact on the environment, and designs and implements policies to reduce any damage that might be caused by its activities. Initiatives designed to minimise the Company's impact on the environment include recycling, favouring digital over printing and reducing energy consumption. Further details can be found in the Environmental, Social and Governance ("ESG") report on pages 42 to 45.

Global greenhouse gas emissions

The Company qualifies as a low energy user with regards to greenhouse gas emissions, and therefore is not required to report emissions from its operations, nor does it have responsibility for any other emissions producing sources under the Companies Act 2006 (Strategic Report and Directors' Reports) Regulations 2013, including those within our underlying investment portfolio. Therefore, the Company is outside of the scope of Streamlined Energy Carbon Reporting.

Anti-bribery

The Company has a zero tolerance approach to bribery, and will not tolerate bribery under any circumstances in any transaction the Company is involved in.

The Manager reviews the anti-bribery policies and procedures of all portfolio companies.

Anti-facilitation of tax evasion

The Company has a zero tolerance approach with regards to the facilitation of criminal tax evasion and has a robust risk assessment procedure in place to ensure compliance. The Board reviews this policy and the prevention procedures in place for all associates on a regular basis.

Diversity

The Board is required to disclose their compliance in relation to the targets on board diversity set out under paragraph 9.8.6R (9) of the Listing Rules (and corresponding AIC guidance). These are as follows:

(i) At least 40% of the individuals on the Board of Directors are women;
(ii) At least one of the senior positions on the Board of Directors is held by a woman; and
(iii) At least one individual on the Board of Directors is from a minority ethnic background.

The Board of Directors self-reported their gender identity and ethnic background, which offered each of the categories noted in the table below, along with the additional option to indicate an 'other category', should they wish to do so.

As at 31 December 2023, the breakdown of the gender identity and ethnic background of the five members of the Board is shown in the table below.

The Board notes that they met one of the three targets. Due to the small size of the Board, the recent changes in board membership had a much greater impact on representation. Therefore, on future succession and recruitment of members of the Board, the diversity in gender identity and ethnic background will be thoroughly considered.

More details on the Directors can be found in the Board of Directors section on pages 37 and 38.

	Number of Board members	Percentage of the Board	Senior Board Position
Gender Identity
Men	4	80%	1
Women	1	20%	1
Not specified/prefer not to say	-	-	-

Number of Board members Percentage of the Board

Ethnic Background
White British or other White (including minority-white groups)	5	100%
Mixed/Multiple Ethnic Groups	-	-
Asian/Asian British	-	-
Black/African/Caribbean/Black British	-	-
Other ethnic group, including Arab	-	-
Not specified/prefer not to say	-	-

Packaged Retail and Insurance-based Investment Products ("PRIIPs")

Investors should be aware that the PRIIPs Regulation requires the Manager, as PRIIP manufacturer, to prepare a Key Information Document ("KID") in respect of the Company. This KID must be made available by the Manager to retail investors prior to them making any investment decision and is available on the Company's webpage on the Manager's website. The Company is not responsible for the information required to be contained in the KID and investors should note that the procedures for calculating the risks, costs and potential returns are prescribed by the law. The figures in the KID may not reflect the expected returns for the Company and anticipated performances returns cannot be guaranteed.

Alternative Investment Fund Managers Directive ("AIFMD")

Under the Alternative Investment Fund Manager Regulations 2013 (as amended) the Company is a UK AIF and the Manager is a full scope UK AIFM. Ocorian Depositary (UK) Limited provides depositary services under the AIFMD.

Material changes to information required to be made available to investors of the Company

The AIFMD outlines the required information which has to be made available to investors prior to investing in an AIF and directs that material changes to this information be disclosed in the Annual Report of the AIF. There were no material changes in the year.

Assets of the Company subject to special arrangements arising from their illiquid nature

There are no assets of the Company which are subject to special arrangements arising from their illiquid nature.

Remuneration (unaudited)

The Manager has a remuneration policy which meets the requirements of the AIFMD Remuneration Code and associated Financial Conduct Authority guidance. The remuneration policy together with the remuneration disclosures for the AIFM's most recent reporting period are available on the Company's webpage on the Manager's website.

Employees

The Company is managed by Albion Capital Group LLP and has no employees. The Board consists solely of non-executive Directors, who are considered key management personnel.

Directors

The Directors who held office throughout the year, and their interests in the shares of the Company (together with those of their immediate family) are shown in the Directors' remuneration report on page 63.

Directors' indemnity

Each Director has entered into a Deed of Indemnity with the Company which indemnifies each Director, subject to the provisions of the Companies Act 2006 and the limitations set out in each deed, against any liability arising out of any claim made against themselves in relation to the performance of their duties as a Director of the Company. A copy of each Deed of Indemnity entered into by the Company with each Director is available at the registered office of the Company. The Company also has Directors' & Officers' Liability Insurance in place. Further details of this can be found in the Director's remuneration report on page 63.

Re-election and election of Directors

The AIC Code recommends that all Directors submit themselves for re-election annually, therefore in accordance with the AIC Code, Clive Richardson, Margaret Payn and Patrick Reeve will offer themselves for re-election. As David Benda and Peter Moorhouse had been appointed since the last AGM, they will be subject to election at the forthcoming AGM.

Advising Ordinary Retail Investors

The Company currently conducts its affairs so that its shares can be recommended by financial intermediaries to ordinary retail investors in accordance with the FCA's rules in relation to non-mainstream investment products and intends to continue to do so for the foreseeable future. The FCA's restrictions which apply to non-mainstream investment products do not apply to the Company's shares because they are shares in a Venture Capital Trust which, for the purposes of the rules relating to non-mainstream investment products, are excluded securities and may be promoted to ordinary retail investors without restriction.

Investment and co-investment

The Company co-invests with other Albion Capital Group LLP managed VCTs. Allocation of investments is on the basis of an allocation agreement which is based, inter alia, on the ratio of cash available for investment in each of the entities and the HMRC VCT qualifying tests.

Auditor

The Audit and Risk Committee annually reviews and evaluates the standard and quality of service provided by the Auditor, as well as value for money in the provision of these services. Following the completion

of the audit tender process, details on page 57, a resolution to appoint Johnston Carmichael LLP as the Company's Auditor will be put to the AGM. This committee also reviews the risk matrix of the Company and the controls in place to manage those risks.

Annual General Meeting

The Company's Annual General Meeting ("AGM") will be held virtually at noon on 5 June 2024. Information on how to participate in the live webcast can be found on the Manager's website at www.albion.capital/vct hub/agms-events.

The AGM will include a presentation from the Manager, the answering of questions received from shareholders and the formal business of the AGM, which includes voting on the resolutions proposed by the Board. The Chairman will elect at the Meeting that voting on the resolutions will take place by way of a poll. Registration details for the webcast will be emailed to shareholders and will be available at www. albion.capital/vct-hub/agms-events prior to the AGM.

The Board welcomes questions from shareholders at the AGM and shareholders will be able to ask questions using the Lumi platform during the AGM. Alternatively, shareholders can email their questions to [email protected] prior to the Meeting. Questions asked will be answered during the meeting as far as possible.

Shareholders will be able to vote during the Meeting using the Lumi platform. Shareholders are encouraged to complete and return proxy cards in advance of the AGM but those participating in the Meeting will be able to cast their votes through the Lumi platform once the Chairman declares the poll open.

The results of the poll held at the AGM will be announced through a Regulatory Information Service and will be published on the Company's webpage on the Manager's website at www.albion.capital/funds/ AATG as soon as reasonably practicable following the Meeting.

Shareholders' views are important, and the Board encourages shareholders to vote on the resolutions. You can cast your vote by using the proxy form enclosed with this Annual Report or electronically at www.eproxyappointment.com. The Board has carefully considered the business to be approved at the AGM and recommends shareholders to vote in favour of all the resolutions being proposed.

Full details of the business to be conducted at the AGM are given in the Notice of the Meeting on pages 93 to 96.

The ordinary business resolutions 1 to 9 includes receiving and adopting the Company's accounts, to approve the Directors' annual remuneration report, to elect or re-elect Directors, and to appoint Johnston Carmichael LLP as auditor for the next year end and to fix their remuneration.

Resolutions relating to the following items of special business will be proposed at the forthcoming AGM for which shareholder approval is required in order to comply either with the Companies Act or the Listing Rules of the Financial Conduct Authority.

Resolutions 10 to 12 replace the authorities given to the Directors at the AGM in 2023. The authorities sought at the forthcoming AGM will expire 15 months from the date that the resolution is passed or at the conclusion of the next AGM of the Company, whichever is earlier.

Authority to allot shares

Ordinary resolution number 10 will request the authority to allot up to an aggregate nominal amount of £441,171 representing approximately 20% of the issued Ordinary share capital of the Company as at the date of this report.

During the year, Ordinary shares were allotted as described in detail in note 16.

The Directors' current intention is to allot shares under the Dividend Reinvestment Scheme and any Albion VCTs Top Up Offers. The Company currently holds 28,037,873 Ordinary shares in treasury which

Annual General Meeting (continued)

represents 12.7% of the total Ordinary share capital in issue as at the date of this report.

Disapplication of pre-emption rights

Special resolution number 11 will request the authority for the Directors to allot equity securities for cash without first being required to offer such securities to existing members. This will include the sale on a non pre-emptive basis of any shares the Company holds in treasury for cash. The authority relates to a maximum aggregate of £441,171 of the nominal value of the share capital representing approximately 20% of the issued Ordinary share capital of the Company as at the date of this report.

Purchase of own shares

Special resolution number 12 will request the authority to purchase approximately 14.99% of the Company's issued Ordinary share capital at, or between, the minimum and maximum prices specified in resolution 12. Shares bought back under this authority may be cancelled or held in treasury.

The Board believes that it is helpful for the Company to continue to have the flexibility to buy its own shares and this resolution seeks authority from shareholders to do so. Details of share buy-backs during the year can be found in note 16.

Notice period for General Meetings

Special resolution number 13 proposes that a General Meeting, other than an Annual General Meeting, may be called on not less than 14 clear days' notice.

Recommendation

The Board believes that the passing of the resolutions above is in the best interests of the Company and its shareholders as a whole, and unanimously recommends that you vote in favour of these resolutions, as the Directors intend to do in respect of their own shareholdings.

Disclosure of information to the Auditor

In the case of the persons who are Directors of the Company at the date of approval of this report:

so far as each of the Directors are aware, there is no relevant audit information of which the Company's Auditor is unaware; and
each of the Directors has taken all the steps that they ought to have taken as a Director to make themselves aware of any relevant audit information and to establish that the Company's Auditor is aware of that information.

This disclosure is given and should be interpreted in accordance with the provisions of Section 418 of the Companies Act 2006.

By Order of the Board

Albion Capital Group LLP

Company Secretary 1 Benjamin Street London, EC1M 5QL 18 April 2024

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The Directors are responsible for preparing the Annual Report and Financial Statements in accordance with applicable law and regulations.

Company law requires the Directors to prepare Financial Statements for each financial year. Under that law the Directors have elected to prepare the Company's Financial Statements in accordance with United Kingdom Generally Accepted Accounting Practice ("UK GAAP") (United Kingdom Accounting Standards and applicable law). Under company law the Directors must not approve the Financial Statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss for the Company for that period.

In preparing these Financial Statements, the Directors are required to:

select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
state whether they have been prepared in accordance with UK GAAP subject to any material departures disclosed and explained in the Financial Statements;
prepare the Financial Statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business; and
prepare a Directors' report, a Strategic report and Directors' remuneration report which comply with the requirements of the Companies Act 2006.

The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the Financial Statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The Directors are responsible for ensuring that the Annual Report and Financial Statements, taken as a whole, are fair, balanced, and understandable and provides the information necessary for shareholders to assess the Company's position, performance, business model and strategy.

Website publication

The Directors are responsible for ensuring the Annual Report and Financial Statements are made available on a website. Financial Statements are published on the Company's webpage on the Manager's website (www.albion.capital/funds/AATG) in accordance with legislation in the United Kingdom governing the preparation and dissemination of Financial Statements, which may vary from legislation in other jurisdictions. The maintenance and integrity of the Manager's website is, so far as it relates to the Company, the responsibility of the Manager.

The work carried out by the Auditor does not involve consideration of the maintenance and integrity of this website and, accordingly, the Auditor accepts no responsibility for any changes that have occurred to the Financial Statements since they were initially presented on the website.

Directors' responsibilities pursuant to Disclosure Guidance and Transparency Rule 4 of the UK Listing Authority

The Directors confirm to the best of their knowledge:

The Financial Statements have been prepared in accordance with UK GAAP and give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company;
The Annual Report includes a fair review of the development and performance of the business and the financial position of the Company, together with a description of the principal risks and uncertainties that it faces; and
The Annual Report and Financial Statements taken as a whole is fair, balanced and understandable and provides the information necessary for shareholders to assess the Company's position and performance, business model and strategy.

For and on behalf of the Board

Clive Richardson Chairman

18 April 2024

STATEMENT OF CORPORATE GOVERNANCE

Background

The Financial Conduct Authority requires all companies listed on a regulated market to disclose how they have applied the principles and complied with the provisions of the UK Corporate Governance Code (the "Code") issued by the Financial Reporting Council ("FRC") in 2018.

The Board has considered the Principles and Provisions of the AIC Code of Corporate Governance ("AIC Code"). The AIC Code addresses the Principles and Provisions set out in the Code, as well as setting out additional Provisions on issues that are of specific relevance to the Company and other investment companies. Closed-ended investment companies have particular factors which have an impact on their governance arrangements, principally from four features: outsourcing their day to day activities to external service providers and being governed by boards of nonexecutive directors; the importance of the Manager in the outsourcing compared to a typical supplier; having no executive directors or employees and consequently no executive remuneration packages; and no customers in the traditional sense, only shareholders.

The Board considers that reporting against the Principles and Provisions of the AIC Code, which has been endorsed by the FRC, provides more relevant information to shareholders. The Company has complied with the Principles and Provisions of the AIC Code.

The AIC Code is available on the AIC website (www. theaic.co.uk). It includes an explanation of how the AIC Code adapts the Principles and Provisions set out in the Code to make them relevant for investment companies.

Board of Directors

The Board consists solely of non-executive Directors. Clive Richardson is the Chairman of the Board as well as chairman of the Management Engagement Committee and Nomination Committee, Margaret Payn is chairman of the Audit and Risk Committee and the Senior Independent Director, Peter Moorhouse is the chairman of the Remuneration Committee, and David Benda is an Independent Director. All Directors

are non-executive and day-to-day management responsibilities are sub-contracted to the Manager.

Clive Richardson, Margaret Payn, David Benda and Peter Moorhouse are considered independent Directors. Patrick Reeve is not considered an independent Director as he is the chairman of Albion Capital Group LLP, the Manager. Patrick is not a member of the Board subcommittees.

The Board does not have a strict policy of limiting the tenure of any Director as the Board does not consider that a Director's length of service reduces their ability to act independently of the Manager. However, it is agreed that, as far as practical, the independent Directors should have no more than a nine year tenure.

The AIC Code requires that all Directors submit themselves for re-election annually, therefore in accordance with the AIC Code, Clive Richardson, Margaret Payn, and Patrick Reeve will offer themselves for re-election. As David Benda and Peter Moorhouse have been appointed since the last Annual General Meeting, they will be subject to election at the forthcoming Annual General Meeting.

The Directors have a range of business and financial skills, including serving on the boards of other investment companies, which are relevant to the Company; these are described in the Board of Directors section of this report on pages 37 and 38. All of the Directors have demonstrated that they have sufficient time, skill and experience to acquit their Board responsibilities and to work together effectively. Directors are provided with key information on the Company's activities, including regulatory and statutory requirements, and internal controls, by the Manager. The Board has access to secretarial advice and compliance services by the Manager, who is responsible for ensuring that Board procedures are followed, and applicable procedures complied with. All Directors are able to take independent professional advice in furtherance of their duties if necessary. The Company has in place Directors' & Officers' Liability Insurance.

The Directors have considered diversity in relation to the composition of the Board and have concluded that, although it currently only meets one of the three targets on gender and other diversity, its membership is diverse in relation to experience and balance of skills. Further details on the recruitment of new Directors can be found in the Nomination Committee section on page 58.

The Board met four times during the year as part of its regular programme of quarterly Board meetings. The table below sets out the Directors' attendance at Board and Committee meetings during the year ended 31 December 2023, with the number of meetings each Director was eligible to attend in brackets.

A sub-committee of the Board comprising at least two Directors met during the year to allot shares issued under the Dividend Reinvestment Scheme. A sub-committee of the Board also met to approve the terms and contents of the Offer Documents under the Albion VCTs' Prospectus Top Up Offers. Various Board members also engaged with the Manager and other service providers to the Company during the course of the year in furtherance of their duties, as well as regular contact between individual members of the Board. Representatives of the Manager attend all Board meetings and participate in Board discussions, other than on matters where there might be a perceived conflict of interest between the Manager and the Company. During the course of the year, the Nomination, Remuneration, and Management Engagement Committees had a series of meetings to discuss proposed changes to board membership and remuneration.

The Chairman ensures that all Directors receive, in a timely manner, all relevant management, regulatory and financial information. The Board receives and considers reports regularly from the Manager and other key advisers, with ad hoc reports and information are supplied to the Board as required. The Board has a formal schedule of matters reserved for it and the agreement between the Company and its Manager sets out the

matters over which the Manager has authority and limits beyond which Board approval must be sought.

The Manager has authority over the management of the investment portfolio, the organisation of custodial services, compliance, accounting, secretarial and administrative services, all of which are subject to Board oversight. The main issues reserved for the Board include:

review of the Management Engagement Committee's recommendation on the appointment, evaluation, remuneration and removal of the Manager;
the consideration and approval of future developments or changes to the investment policy, including risk and asset allocation;
consideration of corporate strategy and corporate events that arise;
application of the principles of the AIC Code, corporate governance and internal control;
review of sub-committee recommendations, including the recommendation to shareholders for the appointment and remuneration of the Auditor;
approving the Annual Report and Financial Statements, the Half-yearly Financial Report, the Interim Management Statements (which the Company will continue to publish), net asset value updates (where required), and the associated announcements;
approval of the dividend policy and payments of appropriate dividends to shareholders;
the performance of the Company, including monitoring of the discount of share price to the net asset value;
share buy-back and treasury share policies;
participation in dividend re-investment schemes and Top Up Offers; and
monitoring shareholder profile and considering shareholder communications.

					Management
		Audit and Risk	Nomination	Remuneration	Engagement
	Board	Committee	Committee	Committee	Committee
Clive Richardson	4 (4)	2 (2)	1 (1)	1 (1)	1 (1)
Margaret Payn	4 (4)	2 (2)	1 (1)	1 (1)	1 (1)
David Benda
(appointed 26 June 2023)	2 (2)	1 (1)	0 (0)	0 (0)	0 (0)
Peter Moorhouse
(appointed 1 September 2023)	2 (2)	1 (1)	0 (0)	0 (0)	0 (0)
Patrick Reeve	4 (4)	n/a	n/a	n/a	n/a

It is the responsibility of the Board to present an Annual Report and Financial Statements that are fair, balanced and understandable, which provides the information necessary for shareholders to assess the position, performance, strategy and business model of the Company.

Committees' and Directors' performance evaluation

Performance of the Board and the Directors is assessed on the following bases:

attendance at Board and Committee meetings;
the contribution made by individual Directors at, and outside of, Board and Committee meetings; and
completion of a detailed internal assessment process and annual performance evaluation conducted by the Chairman. The Senior Independent Director reviews the Chairman's annual performance evaluation.

The evaluation process has consistently identified that the Board works well together and has the right balance of skills, experience, independence and knowledge for the effective governance of the Company. Diversity within the Board is achieved through the appointment of Directors with different backgrounds and skills.

Directors are offered training, both at the time of joining the Board and on other occasions where required. The Directors attend external courses and industry events which provides further experience to help them fulfil their responsibilities. The Board also undertakes a proper and thorough evaluation of its committees on an annual basis.

In light of the performance of the individual Directors and the structured performance evaluation, Clive Richardson, Margaret Payn, David Benda, Peter Moorhouse and Patrick Reeve, are considered to be effective Directors who demonstrate strong commitment to the role. The Board believes it to be in the best interest of the Company to appoint/re-appoint these Directors at the forthcoming Annual General Meeting and has nominated them for election or re-election accordingly. For more details on the specific background, skills and experience of each Director, please see the Board of Directors section on pages 37 and 38.

Remuneration Committee

A Remuneration Committee has acted in accordance with the provisions of the AIC Code issued in 2019. The Remuneration Committee consists of all Directors except Patrick Reeve, with Peter Moorhouse as Chairman. The Committee meets annually and held one formal meeting during the year.

All Directors sit on the Remuneration Committee as their balance of skills and knowledge are relevant to the Committee's responsibilities. The terms of reference for the Remuneration Committee can be found on the Company's webpage on the Manager's website at www.albion.capital/funds/AATG under the Corporate Governance section.

Audit and Risk Committee

The Audit and Risk Committee consists of all Directors except Patrick Reeve, with Margaret Payn as chairman. In accordance with the AIC Code, members of the Audit and Risk Committee have recent and relevant financial experience, as well as experience relevant to the sector. Given the size of the Board and the complexity of the business, Clive Richardson is both Chairman of the Board and a member of the Audit and Risk Committee as his background, skills and experience are also relevant for the Committee's responsibilities. The Committee met twice during the year ended 31 December 2023.

The Independent Auditor, Johnston Carmichael LLP, attended the Audit and Risk Committee meeting at which the Annual Report and Financial Statements for the year ended 31 December 2023 were discussed. Johnston Carmichael LLP also met with the Audit and Risk Committee prior to the meeting without the presence of the Manager.

Written terms of reference have been constituted for the Audit and Risk Committee and can be found on the Company's webpage on the Manager's website at www.albion.capital/funds/AATG in the "Corporate Governance" section.

During the year under review, the Audit and Risk Committee discharged its responsibilities including:

• formally reviewing the Annual Report and Financial Statements and the Half-yearly Financial Report, with particular focus on the main areas requiring judgement and on critical accounting policies;

reviewing the effectiveness of the internal controls system and examination of the Internal Controls Report produced by the Manager;
meeting with the external Auditor and reviewing their findings, and evaluating their performance;
highlighting the key risks and specific issues relating to the Financial Statements including the reasonableness of valuations, compliance with accounting standards and UK law, corporate governance and listing and disclosure rules as well as going concern and viability statements. These issues were addressed through detailed review, discussion and challenge by the Board of these matters, as well as by reference to underlying technical information to back up the discussions. Taking into account risk factors that impact on the Company both as reflected in the annual accounts and in a detailed risk matrix, both of which are reviewed periodically in detail, including in the context of emerging risks;
advising the Board on whether the Annual Report and Financial Statements, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the Company's position, performance, business model and strategy; and
reporting to the Board on how it has discharged its responsibilities.

The Committee also examines going concern and viability statements, using financial projections provided by the Manager on the Company and by examining the liquidity in the Company's portfolio, including cash and realisable investments, the committed costs of the Company and where liquidity might be found if required. The Audit and Risk Committee also receives regular reports on compliance with VCT status, which is subject to various internal controls and external review when investment commitments are made.

On 26 June 2023, the Audit and Risk Committee commenced a formal audit tender process, and several firms were invited to tender. The most recent audit tender was conducted in 2017, and the Committee

thought it was appropriate to undertake a formal tender process to evaluate and review the provision of the audit services in the market place. Part of the consideration for the tender process was that BDO has been the Company's Auditor for 15 years and were approaching the end of their maximum period. During the audit tender process, prospective auditors were evaluated using guidance issued by the Financial Reporting Council in February 2017 and the Board completed a two-stage process which considered and evaluated relevant expertise, audit firm quality, audit firm resilience and value for money.

Following the completion of the audit tender process, the Audit and Risk Committee recommended that Johnston Carmichael LLP ("Johnston Carmichael") be appointed as the Company's new Auditor. Accordingly, resolution 9 in the Notice of the Annual General Meeting proposes the appointment of Johnston Carmichael as the Company's Auditor.

Financial Statements

The Audit and Risk Committee has initial responsibility for reviewing the Financial Statements and reporting on any significant issues that arise in relation to the audit of the Financial Statements as outlined below. Such issues were communicated with the external Auditor with the approval of the audit strategy and as the completion of the audit of the Financial Statements. No conflicts arose between the Audit and Risk Committee and the external Auditor in respect of their work during the year.

The key accounting and reporting issues considered by the Committee were:

The valuation of the Company's investments

Valuations of investments are prepared by the Manager. The Audit and Risk Committee reviewed the estimates and judgements made in relation to these investments and were satisfied that they were appropriate. The Committee also discussed the controls in place over the valuation of investments. The Committee recommended investment valuations to the Board for approval.

Revenue recognition

The revenue generated from loan stock interest and dividend income has been considered by the Audit and Risk Committee as part of its review of the Annual Report as well as a quarterly review of the management accounts prepared by the Manager. The Audit and Risk Committee has considered the controls in place over revenue recognition to ensure that amounts received are in line with expectation and budget.

Following rigorous reviews of the Annual Report and Financial Statements and consideration of the key areas of risk identified, the Board as a whole have concluded that the Financial Statements are fair, balanced and understandable and that they provide the information necessary for shareholders to assess the Company's position, performance, business model and strategy.

Relationship with the External Auditor

The Audit and Risk Committee reviews the performance and continued suitability of the Company's external Auditor on an annual basis. They assess the external Auditor's independence, qualification, extent of relevant experience, effectiveness of audit procedures as well as the robustness of their quality assurance procedures. In advance of each audit, the Committee obtains confirmation from the external Auditor that they are independent. No non-audit services were provided during the financial year ended 31 December 2023.

As part of its work, the Audit and Risk Committee has undertaken a formal evaluation of the external Auditor against the following criteria:

Qualification
Expertise
Resources
Effectiveness
Independence
Leadership

In order to form a view of the effectiveness of the external audit process, the Committee took into account information from the Manager regarding the audit process, the formal documentation issued to the Audit and Risk Committee and the Board by the external Auditor regarding the external audit for the year ended 31 December 2023, and assessments made by individual Directors.

The Audit and Risk Committee also has an annual meeting with the external Auditor, without the Manager present, at which pertinent questions are asked to help the Audit and Risk Committee determine if the Auditor's skills and approach to the annual audit and issues that arise during the course of the audit match all the relevant and appropriate criteria for the audit to have been an effective and objective review of the Company's year-end reporting.

Following the formal audit tender process in the year, detailed above on page 57, Johnston Carmichael has been appointed as auditor, subject to approval at the forthcoming AGM. Johnston Carmichael will rotate the senior statutory auditor responsible for the audit every five years.

The Audit and Risk Committee has concluded that Johnston Carmichael is independent of the Company and recommended that a resolution for the appointment of Johnston Carmichael as the Company's Auditor should be put to the forthcoming AGM.

Nomination Committee

The Nomination Committee consists of all Directors except for Patrick Reeve, with Clive Richardson as Chairman. The terms of reference of the Nomination Committee are to evaluate the balance of skills, experience and time commitment of the current Board members and make recommendations to the Board as and when a particular appointment arises.

The Board's policy on the recruitment of new Directors is to attract a range of backgrounds, skills and experience and to ensure that appointments are made on the grounds of merit against clear and objective criteria and bear in mind gender and other diversity within the Board. The Board is also mindful of the importance of creating good working relationships within the Board and with external agents. The Nomination Committee reviews succession planning regularly which includes considering tenure of existing Board members and any potential skills gaps that might need to be addressed when board membership changes.

The Nomination Committee held one formal meeting during the year. As the Board underwent succession planning, there had been a number of sessions to discuss the succession plan. The Board engaged with

interviewing candidates and welcomes David Benda and Peter Moorehouse as members of the Board.

Terms of reference for the Nomination Committee can be found on the Company's webpage on the Manager's website at www.albion.capital/funds/AATG under the "Corporate Governance" section.

Management Engagement Committee

The Management Engagement Committee consists of all Directors except Patrick Reeve, with Clive Richardson as chairman. The Committee held one formal meeting during the year.

The terms of reference for the Management Engagement Committee can be found on the Company's webpage on the Manager's website at www.albion.capital/funds/AATG under the "Corporate Governance" section.

Internal control

In accordance with the AIC Code, the Board has an established process for identifying, evaluating and managing the significant risks faced by the Company. This process has been in place throughout the year and continues to be subject to regular review by the Board in accordance with the FRC guidance "Risk Management, Internal Control and Related Financial and Business Reporting". The Board is responsible for the Company's system of internal control and for reviewing its effectiveness. However, acknowledging that such a system is designed to manage, rather than eliminate the risks of failure to achieve the Company's business objectives and can only provide reasonable and not absolute assurance against material misstatement or loss.

The Board, assisted by the Audit and Risk Committee, monitors all controls, including financial, operational and compliance controls, and risk management. The Audit and Risk Committee receives each year from the Manager a formal report, which details the steps taken to monitor the areas of risk, including those that are not directly the responsibility of the Manager, and which reports the details of any known internal control failures. Steps continue to be taken to embed the system of internal control and risk management into the operations and culture of the Company and its key suppliers, and to deal with areas of improvement

which come to the Manager's and the Audit and Risk Committee's attention.

The Board, through the Audit and Risk Committee, has performed a specific assessment for the purpose of this Annual Report and Financial Statements. This assessment considers all significant aspects of internal control arising during the year. The Audit and Risk Committee assists the Board in discharging its review responsibilities.

The main features of the internal control system with respect to financial reporting, implemented throughout the year are:

segregation of duties between the preparation of valuations and recording into the accounting records;
reviews of valuations are carried out by the Valuations Committee and reviews of financial reports are carried out by the Senior Finance personnel and the Operations Partner of Albion Capital Group LLP;
independent third party valuations of the majority of the asset-based investments within the portfolio are undertaken annually;
bank reconciliations are carried out monthly by the Manager;
all published financial reports are reviewed by the Manager's compliance department;
the Board reviews financial information; and
a separate Audit and Risk Committee of the Company reviews financial information (including the valuations) to be published.

During the year, as the Board has delegated the investment management and administration to Albion Capital Group LLP, the Board feels that it is not necessary to have its own internal audit function. Instead, it has access to Azets, which, as internal auditor for Albion Capital Group LLP, undertakes periodic examination of the business processes and controls environment at Albion Capital Group LLP, and ensures that any recommendations to implement improvements in controls are carried out. During the year, the Audit and Risk Committee and the Board reviewed internal audit reports prepared by Azets. The Audit and Risk Committee Chairman was able to ask specific and detailed questions of Azets. The Board will continue to monitor its system of internal control in order to provide assurance that it operates as intended. In addition to this, Ocorian Depositary (UK) Limited, the Company's external Depositary, provides cash monitoring, asset verification, and oversight services to the Company and reports to the Board on a quarterly basis. The Board and the Audit and Risk Committee will continue to monitor its system of internal control in order to provide assurance that it operates as intended.

Conflicts of interest

Directors review and sign off the disclosure of conflicts of interest annually, with any changes reviewed and noted at the beginning of each Board meeting. A Director who has conflicts of interest has two independent Directors authorise those conflicts, and is excluded from discussions or decisions regarding those conflicts. Procedures to disclose and authorise conflicts of interest have been adhered to throughout the year.

Capital structure and Articles of Association

Details regarding the Company's capital structure, substantial interests and Directors' powers to buy and issue shares are detailed in full on page 46 of the Directors' report. The Company is not party to any significant agreements that may take effect, alter or terminate upon a change of control of the Company following a takeover bid.

Any amendments to the Company's Articles of Association are by way of a special resolution subject to ratification by shareholders.

Relationships with shareholders

The Company's Annual General Meeting is on 5 June 2024. The AGM will include a presentation from the Manager on the portfolio and on the Company, as well as answering questions that shareholders may have. The AGM will be held virtually.

Shareholders are also encouraged to attend the annual Shareholder Seminar. Last year's event was held on 15 November 2023, at the Royal College of Surgeons. The seminar included some of the portfolio companies sharing insights into their businesses and presentations from Albion executives on some of the key factors affecting the investment outlook, as well as a review of the past year and the plans for the year ahead.

Representatives of the Board attended the seminar. The Board considers this an important interactive event, and expects to continue to run this in 2024.

Shareholders and financial advisers are able to obtain information on holdings and performance using the contact details provided on page 4.

The Company's share buy-back programme operates in the market through brokers. In order to sell shares, as they are quoted on the London Stock Exchange, investors should approach their own broker to undertake the sale. Banks may be able to assist shareholders with a referral to a broker within their banking group. More information on share buy-backs can be found in the Chairman's statement on page 12.

Statement of compliance

The Directors consider that the Company has complied throughout the year ended 31 December 2023 with all the relevant provisions set out in the AIC Code issued in 2019. By reporting against the AIC Code, the Board are meeting their obligations in relation to the 2018 UK Corporate Governance Code (and associated disclosure requirements under paragraph 9.8.6 of the Listing Rules). The Directors also consider that they are complying with their statutory responsibilities and other regulatory provisions which have a bearing on the Company.

For and on behalf of the Board

Clive Richardson Chairman 18 April 2024

DIRECTORS' REMUNERATION REPORT

Introduction

This report is submitted in accordance with Section 420 of the Companies Act 2006 and describes how the Board has applied the principles relating to the Directors' remuneration.

An ordinary resolution will be proposed at the Annual General Meeting of the Company to be held on 5 June 2024 for the approval of the Directors' Annual Remuneration Report as set out below.

The current Remuneration Policy was approved by shareholders (96.39% of shareholders voted for the resolution, 3.61% against the resolution and of the total votes cast, 168,490, being 0.09% of total voting rights, were withheld) at the Annual General Meeting held on 6 June 2023, and it will remain in place for a three year period. It will next be put to shareholders at the 2026 AGM.

The Company's independent Auditor, Johnston Carmichael LLP, is required to give its opinion on certain information included in this report, as indicated below. The Auditor's opinion is included in the Independent Auditor's report.

Annual statement from the Chairman of the Remuneration Committee

The Remuneration Committee comprises all Directors, excluding Patrick Reeve, with Peter Moorhouse as chairman.

As detailed in the 2021 Directors remuneration report, as part of its succession planning and review of individual board responsibilities, committee structure and overall make-up of the Board going forward, the Remuneration Committee conducted a full remuneration review. It was concluded that it was in the interests of the Company to have a small but engaged board, with the requisite breadth of experience, to oversee the activities of the Company and to contribute to the Company's development through that experience. It was agreed that from 1 January 2023 the base level remuneration would move to £35,000 for the Chairman, £31,000 for the Audit

chairman and £27,000 for non-executive Directors, save for Patrick Reeve who continued to waive his fees.

The Remuneration Committee met during the year to review Directors' responsibilities and fees against the market and concluded that the proposed increase in Directors' remuneration from 1 January 2023, as outlined above, remained appropriate and so proposed no further increases. It is expected that it will be reviewed every three years, at the same time as considering and approving the Company's remuneration policy.

Directors' Remuneration Policy

The Company's policy is that fees payable to nonexecutive Directors should reflect their expertise, responsibilities and time spent on Company matters. In determining the level of non-executive remuneration, market equivalents are considered in comparison to the overall activities and size of the Company. There are no performance related pay criteria applicable to nonexecutive Directors.

The current maximum level of non-executive Directors' remuneration is £150,000 per annum which is fixed by the Company's Articles of Association; changes to which are made by ordinary resolution.

The AIC Code requires that all Directors submit themselves for re-election annually, therefore in accordance with the AIC Code, Clive Richardson, Margaret Payn and Patrick Reeve will offer themselves for re-election. As David Benda and Peter Moorhouse have been appointed since the last Annual General Meeting, they will be subject to election at the forthcoming Annual General Meeting.

None of the Directors have a service contract with the Company, and as such there is no policy on termination payments. There is no notice period and no payments for loss of office were made during the year. On being appointed to the Board, Directors receive a letter from the Company setting out the terms of their appointment and their specific duties and responsibilities, which are kept at the Manager's registered address. The Company is managed by Albion Capital Group LLP and has no employees. The Board consists solely of non-executive Directors, who are considered key management personnel.

Shareholders' views in respect of Directors' remuneration are regarded highly and the Board encourages shareholders' to participate in its Annual General Meeting in order to communicate their thoughts to the Board, which it takes into account where appropriate when formulating its policy. At the last Annual General Meeting, 96.5% of shareholders voted for the resolution approving the Directors' remuneration report, 3.5% of shareholders voted against the resolution and of the total votes cast, 124,208 were withheld (being 0.07% of total voting rights), which shows significant shareholder support from those who voted.

Annual report on remuneration

The remuneration of individual Directors' is determined by the Remuneration Committee within the framework

set by the Board and the Committee meets at least once a year.

The Board is responsible for reviewing the remuneration of the Directors and the Company's remuneration policy to ensure that it reflects the duties, responsibilities and value of time spent by the Directors on the business of the Company and makes recommendations to the Board accordingly.

Directors' remuneration

The Director's remuneration and interests in the shares of the Company which are shown in the tables below have been audited.

The following tables show an analysis of the remuneration, excluding National Insurance, of individual Directors who served during the last four years.

Total Directors' remuneration

	31 December 2023 £	31 December 2022 £
Clive Richardson	31,545	14,708
Margaret Payn	31,000	27,000
David Benda (appointed 26 June 2023)	14,019	-
Peter Moorhouse (appointed 1 September 2023)	9,000	-
Patrick Reeve	-	-
Robin Archibald (retired 6 June 2023)	15,122	29,250
Mary Anne Cordeiro (retired 18 May 2023)	10,454	24,500
Total remuneration excluding National Insurance	111,140	95,458

Annual percentage change in Directors' remuneration

	Percentage change 2022 to 2023	Percentage change 2021 to 2022	Percentage change 2020 to 2021	Percentage change 2019 to 2020
Clive Richardson	% 100.8	% n/a	% n/a	% n/a
Margaret Payn	14.8	9.4	-	n/a
David Benda (appointed 26 June 2023)	n/a	n/a	n/a	n/a
Peter Moorhouse (appointed 1 September 2023)	n/a	n/a	n/a	n/a
Patrick Reeve	n/a	n/a	n/a	n/a
Robin Archibald (retired 6 June 2023)	n/a	9.6	4.7	(8.1)
Mary Anne Cordeiro (retired 18 May 2023)	n/a	4.3	-	3.3
Dr. Neil Cross (retired 27 May 2021)	n/a	n/a	-	4.8
Modwenna Rees-Mogg (retired 20 September 2021)	n/a	n/a	-	3.3
Overall change	14.1	(7.3)	(6.2)	10.3

The changes from 2022 to 2023 are due to the increase of the base remuneration of each of the Director's positions part way through the year.

Directors' remuneration for the year ending 31 December 2024, excluding any special payments, is expected to total around £120,000 (excluding National Insurance contributions) and includes an annualised Chairman's fee of £35,000, Audit and Risk committee chairman of £31,000 and other non-executive director fees of £27,000 as reported in last year's accounts.

The Company does not confer any share options, long term incentives or retirement benefits to any Director, nor does it make a contribution to any pension scheme on behalf of the Directors. There are therefore no variable elements to the Directors' remuneration.

Each Director of the Company was remunerated personally through the Manager's payroll, which has been recharged to the Company. Directors were also reimbursed for authorised expenses totalling £1,065 (2022: £537) during the year.

In addition to Directors' remuneration, the Company paid an annual premium in respect of Directors' & Officers' Liability Insurance of £36,876 (2022: £35,439).

Directors' interests

The Directors who held office throughout the year, and their interests in the shares of the Company (together with those of their immediate family) are shown below.

Robin Archibald retired as Director on 6 June 2023 and held 39,618 shares at this date. Mary Anne Cordeiro retired as Director on 18 May 2023 and held 7,476 shares at this date.

After the year end, Margaret Payn, David Benda and Peter Moorhouse subscribed for new shares under the Albion VCTs Prospectus Top Up Offers 2023/24. Margaret Payn was issued with 6,739 shares, David Benda was issued with 67,051 shares and Peter Moorhouse was issued 13,478 shares, all as part of the 22 March 2024 allotment.

There are no guidelines or requirements in respect of Directors' share holdings.

There have been no other changes in the holdings of the Directors between 31 December 2023 and the date of this report.

The following items have not been audited.

Albion Capital Group LLP, its partners and staff (including Patrick Reeve) held 1,653,167 shares in the Company as at 31 December 2023.

Directors' interests

	Shares held on 31 December 2023	Shares held on 31 December 2022
Clive Richardson	12,500	12,500
Margaret Payn	7,246	7,246
Patrick Reeve	626,691	627,691
Peter Moorhouse	7,144	n/a
David Benda	-	n/a

Performance graph

The graph shows the Company's Ordinary share price total return against the FTSE All-Share Index total return, in both instances with dividends reinvested, since 1 January 2014. The Directors consider the FTSE All-Share Index to be the most appropriate benchmark for the Company as it contains a large range of sectors within the UK economy. Investors should, however, be reminded that shares in VCTs generally trade at a discount to the actual net asset value of the Company.

There are no options, issued or exercisable, in the Company which would distort the graphical representation that follows.

Share price total return relative to FTSE All-Share Index total return (with dividends reinvested)

Methodology: The share price return to the shareholder, including original amount invested (rebased to 100) from 1 January 2014, assuming that dividends were reinvested at the share price of the Company at the time the shares were quoted ex-dividend. Transaction costs are not taken into account.

Directors' pay compared to distributions to shareholders

	2023	2022	Percentage
	£'000	£'000	change
Total dividend distribution to shareholders	6,583	6,507	1%
Share buy-backs	2,767	2,512	10%
Total Directors fees	111	95	14%

For and on behalf of the Board

Clive Richardson

Director 18 April 2024

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ALBION TECHNOLOGY & GENERAL VCT PLC

Opinion

We have audited the Financial Statements of Albion Technology & General VCT PLC ("the Company"), for the year ended 31 December 2023, which comprise the Income statement, the Balance sheet, the Statement of changes in equity, the Statement of cash flows, and the notes to the Financial Statements, including significant accounting policies.

The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the Financial Statements:

give a true and fair view of the state of the Company's affairs as at 31 December 2023 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the Financial Statements section of our report.

We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the Financial Statements in the UK, including the FRC's Ethical Standard, as applied to listed public interest entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Our approach to the audit

We planned our audit by first obtaining an understanding of the Company and its environment, including its key activities delegated by the Board to relevant approved third-party service providers and the controls over provision of those services.

We conducted our audit using information maintained and provided by Albion Capital Group LLP (the "Investment Manager", the "Company Secretary" and "Administrator"), Ocorian Depositary (UK) Limited (the "Depositary") and Computershare Investor Services PLC (the "Registrar") to whom the Company has delegated the provision of services.

We tailored the scope of our audit to reflect our risk assessment, taking into account such factors as the types of investments within the Company, the involvement of the Administrator, the accounting processes and controls, and the industry in which the Company operates.

The scope of our audit was influenced by our application of materiality. We set certain quantitative thresholds for materiality. These together with qualitative considerations, helped us to determine the scope of our audit and the nature, timing and extent of our audit procedures on the individual Financial Statement line items and disclosures and in the evaluation of the effect of misstatements, both individually and in aggregate on the Financial Statements as a whole.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the Financial Statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) that we identified. These matters included those

Independent Auditor's report to the members of Albion Technology & General VCT PLC

which had the greatest effect on: the overall audit strategy; the allocation of resources in the audit; and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the Financial Statements as a whole, and in forming our opinion thereon, we do not provide a separate opinion on these matters.

We summarise below the key audit matter in arriving at our audit opinion above, together with how our audit addressed this matter and the results of our audit work in relation to this matter.

Our application of materiality

We define materiality as the magnitude of misstatement in the Financial Statements that makes it probable that the economic decisions of a reasonably knowledgeable person would be changed or influenced. We use materiality in determining the nature and extent of our work and in evaluating the results of that work.

Materiality measure	Value
Materiality for the Financial Statements as a whole – we have set materiality as 2% of net assets as we believe that net assets is the primary performance measure used by investors and is the key driver of shareholder value. We determined the measurement percentage to be commensurate with the risk and complexity of the audit and the Company's listed status.	£2.55m
Performance materiality – performance materiality represents amounts set by the auditor at less than materiality for the Financial Statements as a whole, to reduce to an appropriately low level the probability that the aggregate of uncorrected and undetected misstatements exceeds materiality for the Financial Statements as a whole.	£1.27m
In setting this we consider the Company's overall control environment and any experience of the audit that indicates a lower risk of material misstatements. Based on our judgements of these factors we have set performance materiality at 50% of our overall Financial Statement materiality as this is our first year as auditor.
Specific Materiality – recognising that there are transactions and balances of a lesser amount which could influence the understanding of users of the Financial Statements we calculate a lower level of materiality for testing such areas.	£0.13m
Specifically, given the importance of the distinction between revenue and capital for the Company, we applied a separate testing threshold for the revenue column of the Income statement set at the higher of 5% of the revenue profit on ordinary activities before taxation and our Audit an Risk Committee reporting threshold.
We have also set a separate specific materiality in respect of related party transactions and Directors' remuneration.
We used our judgement in setting these thresholds and considered our experience and industry benchmarks for specific materiality.
Audit and Risk Committee reporting threshold – we agreed with the Audit and Risk Committee that we would report to them all differences in excess of 5% of overall materiality in addition to other identified misstatements that warranted reporting on qualitative grounds, in our view. For example, an immaterial misstatement as a result of fraud.	£0.13m

During the course of the audit, we reassessed initial materiality and found no reason to alter the basis of calculation used at year-end.

Conclusions relating to going concern

In auditing the Financial Statements, we have concluded that the Directors' use of the going concern basis of accounting in the preparation of the Financial Statements is appropriate. Our evaluation of the Directors' assessment of the Company's ability to continue to adopt the going concern basis of accounting included:

• Evaluating management's method of assessing going concern, including consideration of market conditions and uncertainties;

Assessing and challenging the forecast cashflows and associated sensitivity modelling used by the Directors in support of their going concern assessment;
Obtaining and recalculating management's assessment of the Company's ongoing maintenance of venture capital trust status; and
Assessing the adequacy of the Company's going concern disclosures included in the Annual Report.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the Financial Statements are authorised for issue.

In relation to the Company's reporting on how it has applied the UK Corporate Governance Code, we have nothing material to add or draw attention to in relation to the Directors' statement in the Financial Statements about whether the Directors considered it appropriate to adopt the going concern basis of accounting.

Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the Annual Report other than the Financial Statements and our auditor's report thereon. The Directors are responsible for the other information contained within the Annual Report. Our opinion on the Financial Statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the Financial Statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the Financial Statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, the part of the Directors' Remuneration Report to be audited has been properly prepared in accordance with the Companies Act 2006.

In our opinion, based on the work undertaken in the course of the audit:

• The information given in the Strategic Report and the Directors' Report for the financial year for which the Financial Statements are prepared is consistent with the Financial Statements; and

• The Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

Adequate accounting records have not been kept by the Company, or returns adequate for our audit have not been received from branches not visited by us; or
The Financial Statements and the part of the Directors' Remuneration Report to be audited are not in agreement with the accounting records and returns; or
Certain disclosures of Directors' remuneration specified by law are not made; or
We have not received all the information and explanations we require for our audit; or
A corporate governance statement has not been prepared by the Company.

Corporate governance statement

The Listing Rules require us to review the Directors' statement in relation to going concern, longer-term viability and that part of the Corporate Governance Statement relating to the Company's compliance with the provisions of the UK Corporate Governance Code specified for our review.

Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the Corporate Governance Statement is materially consistent with the Financial Statements or our knowledge obtained during the audit:

• The Directors' statement with regards to the appropriateness of adopting the going concern basis of accounting and any material uncertainties identified set out on page 47;

The Directors' explanation as to its assessment of the Company's prospects, the period this assessment covers and why the period is appropriate set out on page 27;
The Directors' statement on whether it has a reasonable expectation that the Company will be able to continue in operation and meet its liabilities set out on page 27;
The Directors' statement on whether the Accounts and Financial Statements are fair, balanced and understandable set out on page 53;
The Board's confirmation that it has carried out a robust assessment of the emerging and principal risks set out on page 23;
The section of the annual report that describes the review of the effectiveness of risk management and internal control systems set out on pages 59 and 60; and
The section describing the work of the Audit and Risk Committee set out on pages 56 to 58.

Responsibilities of Directors

As explained more fully in the Directors' responsibilities statement set out on page 53, the Directors are responsible for the preparation of the Financial Statements and for being satisfied that they give a true and fair view, and for such internal control as the Directors determine is necessary to enable the preparation of Financial Statements that are free from material misstatement, whether due to fraud or error.

In preparing the Financial Statements, the Directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a

material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Financial Statements.

A further description of our responsibilities for the audit of the Financial Statements is located on the Financial Reporting Council's website at: www.frc.org. uk/auditorsresponsibilities. This description forms part of our auditor's report.

Extent the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of noncompliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.

We assessed whether the engagement team collectively had the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations by considering their experience, past performance and support available.

All engagement team members were briefed on relevant identified laws and regulations and potential fraud risks at the planning stage of the audit. Engagement team members were reminded to remain alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

We obtained an understanding of the legal and regulatory frameworks that are applicable to the Company and the sector in which it operates, focusing on those provisions that had a direct effect on the determination of material amounts and disclosures in the Financial Statements. The most relevant frameworks we identified include:

Companies Act 2006;
FCA listing and DTR rules;
The principles of the UK Corporate Governance Code applied by the AIC Code of Corporate Governance (the "AIC Code");
Industry practice represented by the Statement of Recommended Practice: Financial Statements of Investment Trust Companies and Venture

Capital Trusts ("the SORP");

Financial Reporting Standard 102; and
The Company's qualification as a Venture Capital Trust under section 274 of the Income Tax Act 2007.

We gained an understanding of how the Company is complying with these laws and regulations by making enquiries of management and those charged with governance. We corroborated these enquiries through our review of relevant correspondence with regulatory bodies and board meeting minutes.

We assessed the susceptibility of the Company's Financial Statements to material misstatement, including how fraud might occur, by meeting with management and those charged with governance to understand where it was considered there was susceptibility to fraud. This evaluation also considered how management and those charged with governance were remunerated and whether this provided an incentive for fraudulent activity. We considered the overall control environment and how management and those charged with governance oversee the implementation and operation of controls. We identified a heightened fraud risk in relation to the valuation of level 3 investments (audit procedures performed in response to this risk are set out in the section on key audit matter above) and management override of controls (procedures performed in response to this risk are set out below).

In addition to the above, the following procedures were performed to provide reasonable assurance that the Financial Statements were free of material fraud or error:

Reviewing minutes of meetings of those charged with governance for reference to: breaches of laws and regulation or for any indication of any potential litigation and claims; and events or conditions that could indicate an incentive to commit fraud or provide an opportunity to commit fraud;
Performing audit work procedures over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, recalculating the investment management and performance incentive fees, evaluating the business rationale of significant transactions outside the course of normal

business and reviewing judgements made by management in their calculation of accounting estimates for potential management bias;

Completion of appropriate checklists and use of our experience to assess the Company's compliance with the Companies Act 2006 and the Listing Rules; and
Agreement of the Financial Statement disclosures to supporting documentation.

Our audit procedures were designed to respond to the risk of material misstatements in the Financial Statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve intentional concealment, forgery, collusion, omission or misrepresentation. There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the Financial Statements, the less likely we would become aware of it.

Other matters which we are required to address

Following the recommendation of the Audit and Risk Committee, we were appointed by the Board on 30 October 2023 to audit the Financial Statements for the year ended 31 December 2023 and subsequent financial periods. The period of our total uninterrupted engagement is one year, covering the year ended 31 December 2023.

The non-audit services prohibited by the FRC's Ethical Standard were not provided to the Company and we remain independent of the Company in conducting our audit.

Our audit opinion is consistent with the additional report to the Audit and Risk Committee.

Use of our report

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an auditor's report and for no other purpose.

To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Richard Sutherland (Senior Statutory Auditor)

For and on behalf of Johnston Carmichael LLP Statutory Auditor Edinburgh, United Kingdom 18 April 2024

Company information and Financials

INCOME STATEMENT

		Year ended 31 December 2023		Year ended 31 December 2022
		Revenue	Capital	Total	Revenue	Capital	Total
	Note	£'000	£'000	£'000	£'000	£'000	£'000
Gains/(losses) on investments	3	-	5,992	5,992	-	(4,480)	(4,480)
Investment income	4	1,687	-	1,687	1,631	-	1,631
Investment Manager's fees	5	(268)	(2,420)	(2,688)	(253)	(2,541)	(2,794)
Other expenses	6	(644)	-	(644)	(658)	-	(658)
Profit/(loss) on ordinary activities before tax		775	3,572	4,347	720	(7,021)	(6,301)
Tax charge on ordinary activities	8	-	-	-	-	-	-
Profit/(loss) and total comprehensive income attributable to shareholders		775	3,572	4,347	720	(7,021)	(6,301)

Basic and diluted profit/(loss) per share (pence)*	10	0.44	2.05	2.49	0.46	(4.51)	(4.05)

*Adjusted for treasury shares

The accompanying notes on pages 77 to 92 form an integral part of these Financial Statements.

The total column of this Income statement represents the profit and loss account of the Company. The supplementary revenue and capital columns have been prepared in accordance with The Association of Investment Companies' Statement of Recommended Practice.

All gains and losses are recognised in the income statement and all items in the above statement are derived from continuing operations.

BALANCE SHEET

		31 December 2023	31 December 2022
	Note	£'000	£'000
Fixed asset investments	11	99,410	92,301

Current assets
Trade and other receivables	13	3,434	3,456
Cash in bank and in hand		25,571	26,594
		29,005	30,050


Payables: amounts falling due within one year
Trade and other payables	14	(970)	(832)

Net current assets		28,035	29,218

Total assets less current liabilities		127,445	121,519
Provisions falling due after one year	15	(123)	(272)

Net assets		127,322	121,247

Equity attributable to equity holders
Called-up share capital	16	2,049	1,905
Share premium		16,468	5,534
Capital redemption reserve		-	-
Unrealised capital reserve		31,752	24,828
Realised capital reserve		16,527	19,879
Other distributable reserve		60,526	69,101
Total equity shareholders' funds		127,322	121,247
Basic and diluted net asset value per share (pence)*	17	71.99	72.92

*Excluding treasury shares

The accompanying notes on pages 77 to 92 form an integral part of these Financial Statements.

These Financial Statements were approved by the Board of Directors, and were authorised for issue on 18 April 2024 and were signed on its behalf by

Clive Richardson Chairman Company number: 04114310

STATEMENT OF CHANGES IN EQUITY

	Called up share capital	Share premium	Capital redemption reserve	Unrealised capital reserve	Realised capital reserve*	Other distributable reserve*	Total
	£'000	£'000	£'000	£'000	£'000	£'000	£'000
As at 1 January 2023	1,905	5,534	-	24,828	19,879	69,101	121,247
Profit/(loss) and total comprehensive income for the year	-	-	-	3,632	(60)	775	4,347
Transfer of previously unrealised losses on disposal of
investments	-	-	-	3,292	(3,292)	-	-
Purchase of shares for treasury	-	-	-	-	-	(2,767)	(2,767)
Issue of equity	144	11,231	-	-	-	-	11,375
Cost of issue of equity	-	(297)	-	-	-	-	(297)
Dividends paid	-	-	-	-	-	(6,583)	(6,583)
As at 31 December 2023	2,049	16,468	-	31,752	16,527	60,526	127,322
As at 1 January 2022	1,536	52,687	48	33,469	18,259	995	106,994
(Loss)/profit and total comprehensive income for the year	-	-	-	(6,498)	(523)	720	(6,301)
Transfer of previously unrealised gains on disposal of investments	-	-	-	(2,143)	2,143	-	-
Purchase of shares for treasury	-	-	-	-	-	(2,512)	(2,512)
Issue of equity	369	29,943	-	-	-	-	30,312
Cost of issue of equity	-	(739)	-	-	-	-	(739)

Cancellation of share premium and capital redemption reserve	-	(76,357)	(48)	-	-	76,405	-
Dividends paid	-	-	-	-	-	(6,507)	(6,507)

*Included within these reserves are amounts of £25,034,000 (2022: £31,907,000) which are considered distributable. Over the next three years an additional £41,409,000 will become distributable. This is due to the HMRC requirement that the Company cannot use capital raised in the past three years to make a payment or distribution to shareholders. On 1 January 2024, £2,118,000 became distributable in line with this.

STATEMENT OF CASH FLOWS

	Year ended 31 December 2023	Year ended 31 December 2022
	£'000	£'000
Cash flow from operating activities
Loan stock income received	981	1,199
Dividend income received	73	132
Income from fixed term funds received	254	59
Deposit interest received	463	50
Investment management fee paid	(2,651)	(2,586)
Other cash payments	(656)	(591)
Corporation tax paid	-	-
Net cash flow generated from operating activities	(1,536)	(1,737)

Cash flow from investing activities
Purchase of fixed asset investments	(7,268)	(16,108)
Proceeds from disposals of fixed asset investments	6,057	9,530
Net cash flow generated from investing activities	(1,211)	(6,578)

Cash flow from financing activities
Issue of share capital	10,054	28,484
Cost of issue of equity	(39)	(36)
Dividends paid (net of Dividend Reinvestment Scheme)	(5,524)	(5,387)
Purchase of own shares	(2,767)	(2,513)
Net cash flow generated from financing activities	1,724	20,548

Increase in cash in bank and in hand	(1,023)	12,233
Cash in bank and in hand at start of period	26,594	14,361
Cash in bank and in hand at end of period	25,571	26,594

NOTES TO THE FINANCIAL STATEMENTS

1. Basis of preparation

The Financial Statements have been prepared in accordance with applicable United Kingdom law and accounting standards, including Financial Reporting Standard 102 ("FRS 102"), and with the Statement of Recommended Practice "Financial Statements of Investment Trust Companies and Venture Capital Trusts" ("SORP") issued by The Association of Investment Companies ("AIC"). The Financial Statements have been prepared on a going concern basis and further details can be found in the Directors' report on page 47.

The preparation of the Financial Statements requires management to make judgements and estimates that affect the application of policies and reported amounts of assets, liabilities, income and expenses. The most critical estimates and judgements relate to the determination of carrying value of investments at fair value through profit and loss ("FVTPL") in accordance with FRS 102 sections 11 and 12. The Company values investments by following the International Private Equity and Venture Capital Valuation ("IPEV") Guidelines as updated in 2022 and further detail on the valuation techniques used are outlined in note 2 below.

Company information can be found on page 4.

2. Accounting policies

Fixed asset investments

The Company's business is investing in financial assets with a view to profiting from their total return in the form of income and capital growth. This portfolio of financial assets is managed, and its performance evaluated on a fair value basis, in accordance with a documented investment policy, and information about the portfolio is provided internally on that basis to the Board.

In accordance with the requirements of FRS 102, those undertakings in which the Company holds more than 20% of the equity as part of an investment portfolio are not accounted for using the equity method. In these circumstances the investment is measured at Fair Value Through Profit and Loss ("FVTPL").

Upon initial recognition (using trade date accounting) investments, including loan stock, are classified by the Company as FVTPL and are included at their initial fair value, which is cost (excluding expenses incidental to the acquisition which are written off to the Income statement).

Subsequently, the investments are valued at 'fair value', which is measured as follows:

Investments listed on recognised exchanges are valued at their bid prices at the end of the accounting period or otherwise at fair value based on published price quotations.
Unquoted investments, where there is no active market, are valued using an appropriate valuation technique in accordance with the IPEV Guidelines. Indicators of fair value are derived using established methodologies including earnings multiples, revenue multiples, the level of third party offers received, cost or prices of recent investment rounds, net assets and industry valuation benchmarks. Where the price of recent investment is used as a starting point for estimating fair value at subsequent measurement dates, this has been benchmarked using an appropriate valuation technique permitted by the IPEV guidelines.
In situations where the cost or price of recent investment is used, consideration is given to the circumstances of the portfolio company since that date in determining fair value. This includes consideration of whether there is any evidence of deterioration or strong definable evidence of an increase in value. In the absence of these indicators, other valuation techniques are employed to conclude on the fair value as of the measurement date. Examples of events or changes that could indicate a diminution include:
- the performance and/or prospects of the underlying business are significantly below the expectations on which the investment was based; or
- a significant adverse change either in the portfolio company's business or in the technological, market, economic, legal or

Notes to the Financial Statements

regulatory environment in which the business operates; or

– market conditions have deteriorated, which may be indicated by a fall in the share prices of quoted businesses operating in the same or related sectors.

Investments are recognised as financial assets on legal completion of the investment contract and are de-recognised on legal completion of the sale of an investment.

Dividend income is not recognised as part of the fair value movement of an investment but is recognised separately as investment income through the other distributable reserve when a share becomes exdividend.

Current assets and payables

Receivables (including debtors due after more than one year), payables and cash are carried at amortised cost, in accordance with FRS 102. Debtors due after more than one year meet the definition of a financing transaction and are held at amortised cost, and interest will be recognised through capital over the credit period using the effective interest method. There are no financial liabilities other than payables.

Provisions falling due after one year

Provisions falling due after one year relate to the performance incentive fee payable to the Manager. The provision requires management to make judgements and estimates under the Basis of Preparation. The performance incentive fee provision is the best estimate of the probable amounts payable in respect of the five year performance measurement period for the performance incentive fee. The most significant assumption when calculating this amount, is that of future performance. This has been calculated by reference to the Company's five year rolling historic returns and has been corroborated by a portfolio return analysis using appropriate benchmarks.

Investment income

Dividend income

Dividend income is included in revenue when the investment is quoted ex-dividend.

Unquoted loan stock and other preferred income

Fixed returns on non-equity shares and debt securities are recognised when the Company's right to receive payment and expected settlement is established. Where interest is rolled up and/or payable at

redemption then it is recognised as income unless there is reasonable doubt as to its receipt.

Bank deposit income

Interest income is recognised on an accruals basis using the rate of interest agreed with the bank.

Fixed term funds income

Funds income is recognised on an accruals basis using the agreed rate of interest.

Investment management fee, performance incentive fee and expenses

All expenses have been accounted for on an accruals basis. Expenses are charged through the other distributable reserve except the following which are charged through the realised capital reserve:

90% of management fees and 100% of performance incentive fees, if any, are allocated to the realised capital reserve.
expenses which are incidental to the purchase or disposal of an investment are charged through the realised capital reserve.

Taxation

Taxation is applied on a current basis in accordance with FRS 102. Current tax is tax payable (refundable) in respect of the taxable profit (tax loss) for the current period or past reporting periods using the tax rates and laws that have been enacted or substantively enacted at the financial reporting date. Taxation associated with capital expenses is applied in accordance with the SORP.

Deferred tax is provided in full on all timing differences at the reporting date. Timing differences are differences between taxable profits and total comprehensive income as stated in the Financial Statements that arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in the Financial Statements. As a VCT, the Company has an exemption from tax on capital gains. The Company intends to continue meeting the conditions required to obtain approval as a VCT for the foreseeable future. The Company, therefore, should have no material deferred tax timing differences arising in respect of the revaluation or disposal of investments and the Company has not provided for any deferred tax.

Share capital and reserves

Called-up share capital

This accounts for the nominal value of the shares.

Share premium

This accounts for the difference between the price paid for the Company's shares and the nominal value of those shares, less issue costs.

Capital redemption reserve

This reserve accounts for amounts by which the issued share capital is diminished through the repurchase and cancellation of the Company's own shares.

Unrealised capital reserve

Increases and decreases in the valuation of investments held at the year end against cost are included in this reserve.

Realised capital reserve

The following are disclosed in this reserve:

gains and losses compared to cost on the realisation of investments, or permanent diminutions in value (including gains recognised on the realisation of investments where consideration is deferred that are not distributable as a matter of law);
finance income in respect of the unwinding of the discount on deferred consideration that is not distributable as a matter of law;
expenses, together with the related taxation effect, charged in accordance with the above policies; and
dividends paid to equity holders where paid out by capital.

Other distributable reserve

The special reserve, treasury share reserve and the revenue reserve were combined in 2012 to form a single reserve named "other distributable reserve".

This reserve accounts for movements from the revenue column of the Income statement, the payment of dividends, the buy-back of shares and other non-capital realised movements.

Dividends

Dividends by the Company are accounted for in the period in which the liability to make the payment has been established or approved at the Annual General Meeting.

Segmental reporting

The Directors are of the opinion that the Company is engaged in a single operating segment of business, being investment in smaller early stage companies principally based in the UK.

3. Gains/(losses) on investments

	Year ended	Year ended
	31 December 2023	31 December 2022
	£'000	£'000
Unrealised gains/(losses) on fixed asset investments	3,632	(6,498)
Realised gains on fixed asset investments	1,927	1,647
Unwinding of discount on deferred consideration	433	371
	5,992	(4,480)

4. Investment income

	Year ended	Year ended
	31 December 2023	31 December 2022
	£'000	£'000
Loan stock interest	897	978
Dividend income	73	544
Income from fixed term funds	254	59
Bank interest	463	50
	1,687	1,631

5. Investment Manager's fees

	Year ended	Year ended
	31 December 2023	31 December 2022
	£'000	£'000
Investment management fee charged to revenue	268	253
Investment management fee charged to capital	2,414	2,269
Total investment management fee in the year	2,682	2,522
Movement in provision for performance incentive fee charged to capital	6	272
	2,688	2,794

Further details of the Management Agreement under which the investment management fee and performance incentive fee are paid are given in the Strategic report on page 19.

During the year, services of a total value of £2,682,000 (2022: £2,522,000) were purchased by the Company from Albion Capital Group LLP in respect of management fees. At the financial year end, the amount due to Albion Capital Group LLP in respect of these services disclosed as accruals was £628,000 (2022: £597,000). The total annual running costs of the Company are capped at an amount equal to 2.75% of the Company's net assets, with any excess being met by Albion Capital Group LLP by way of a reduction in management fees.

An accrual for a performance incentive fee of £155,000 has been recognised which will be payable after the adoption of the accounts at the 2024 AGM based on the five year rolling period ended 31 December 2023 audited results. Additionally, a provision of £123,000 has been recognised based on the Directors' best estimate and included in relation to potential performance incentive fees which arise from performance to 31 December 2023, which would become payable over the periods to 31 December 2027. Further details can be found in note 15.

During the year, the Company was not charged by Albion Capital Group LLP in respect of Patrick Reeve's services as a Director (2022: nil).

Albion Capital Group LLP, its partners and staff (including Patrick Reeve) held 1,653,167 Ordinary shares in the Company as at 31 December 2023.

Albion Capital Group LLP is, from time-to-time, eligible to receive arrangement fees and monitoring fees from portfolio companies. During the year ended 31 December 2023, fees of £162,000 attributable to the investments of the Company were received by Albion Capital Group LLP pursuant to these arrangements (2022: £345,000).

The Company has entered into an offer agreement relating to the Offers with the Company's Manager, Albion Capital Group LLP ("Albion"), pursuant to which Albion will receive a fee of 2.5% of the gross proceeds of the 2022/23 Offer, and 3.0% of the 2023/24 Offer, and out of which Albion will pay the costs of the Offers, as detailed in the Prospectus.

6. Other expenses

	Year ended	Year ended
	31 December 2023	31 December 2022
	£'000	£'000
Directors' fees (including NIC)	122	104
Auditor's remuneration for statutory audit services (excluding VAT)	53	48
Tax services	18	18
Other administrative expenses	451	488
	644	658

7. Directors' fees

The amounts paid to and on behalf of the Directors during the year are as follows:

	Year ended	Year ended
	31 December 2023	31 December 2022
	£'000	£'000
Directors' fees	111	95
National Insurance	11	9
	122	104

The Company's key management personnel are the non-executive Directors. Further information regarding Directors' remuneration can be found in the Directors' remuneration report on pages 61 to 64.

8. Tax on ordinary activities

	Year ended	Year ended
	31 December 2023	31 December 2022
	£'000	£'000
UK corporation tax charge	-	-

Factors affecting the tax charge:

	Year ended	Year ended
	31 December 2023	31 December 2022
	£'000	£'000
Profit/(loss) on ordinary activities before taxation	4,347	(6,301)
Tax charge/(credit) on profit/(loss) at the average companies rate of 23.5% (2022: 19%)	1,022	(1,197)
Factors affecting the charge:
Non-taxable (gains)/losses	(1,408)	851
Income not taxable	(17)	(103)
Excess management expenses carried forward	403	449
	-	-

The tax charge for the year shown in the Income statement is lower than the average companies rate of corporation tax in the UK of 23.5% (2022: 19%). The differences are explained above. From April 2023 the Company's rate of corporation tax increased in the UK from 19% to 25%, therefore the average rate is 23.5% for the year ended 31 December 2023.

Notes

(i) Venture Capital Trusts are not subject to corporation tax on capital gains.
(ii) Tax relief on expenses charged to capital has been determined by allocating tax relief to expenses by reference to the applicable corporation tax rate and allocating the relief between revenue and capital in accordance with the SORP.
(iii) The Company has excess management expenses of £11,095,000 (2022: £9,378,000) that are available for offset against future profits. A deferred tax asset of £2,774,000 (2022: £2,345,000) has not been recognised in respect of these losses as they will be recoverable only to the extent that the Company has sufficient future taxable profits.

(iv) There is no expiry date on timing differences, unused tax losses or tax credits.

9. Dividends

	Year ended 31 December 2023	Year ended 31 December 2022
	£'000	£'000
First dividend of 1.82p per share paid on 30 June 2023 (30 June 2022: 2.02p
per share)	3,238	3,240
Second dividend of 1.90p per share paid on 29 December 2023 (30 December
2022: 1.97p per share)	3,345	3,267
	6,583	6,507

In addition to the dividends summarised above, the Board has declared a first dividend for the year ending 31 December 2024 of 1.80 pence per share. The dividend will be paid on 28 June 2024 to shareholders on the register on 7 June 2024. The total dividend will be approximately £3,466,000.

10. Basic and diluted return/(loss) per share

	Year ended 31 December 2023			Year ended 31 December 2022
	Revenue	Capital	Total	Revenue	Capital	Total
Profit/(loss) attributable to equity shares (£'000)	775	3,572	4,347	721	(7,022)	(6,301)
Weighted average shares in issue (adjusted for treasury shares)	174,822,608		155,471,219
Return/(loss) attributable per equity share (pence)	0.44	2.05	2.49	0.46	(4.51)	(4.05)

The weighted average number of shares is calculated after adjusting for treasury shares of 28,037,873 (2022: 24,236,401).

There are no convertible instruments, derivatives or contingent share agreements in issue, and therefore no dilution affecting the return/(loss) per share. The basic return/(loss) per share is therefore the same as the diluted return/ (loss) per share.

11. Fixed asset investments

	31 December 2023	31 December 2022
Investments held at fair value through profit or loss	£'000	£'000
Unquoted equity and preference shares	83,141	74,217
Quoted equity	143	437
Unquoted loan stock	16,126	17,647
	99,410	92,301

	31 December 2023	31 December 2022
	£'000	£'000
Opening valuation	92,301	90,535
Purchases at cost	7,554	18,289
Disposal proceeds	(5,918)	(11,451)
Realised gains	1,927	1,647
Movement in loan stock accrued income	(86)	(221)
Unrealised gains/(losses)	3,632	(6,498)
Closing valuation	99,410	92,301

Movement in loan stock accrued income
Opening accumulated loan stock accrued income	252	473
Movement in loan stock accrued income	(86)	(221)
Closing accumulated loan stock accrued income	166	252

Movement in unrealised gains
Opening accumulated unrealised gains	24,780	33,421
Transfer of previously unrealised losses/(gains) to realised reserve on disposal
of investments	3,292	(2,143)
Movement in unrealised gains	3,632	(6,498)
Closing accumulated unrealised gains	31,704	24,780

Historic cost basis
Opening book cost	67,269	56,641
Purchases at cost	7,554	18,289
Sales at cost	(7,283)	(7,661)
Closing book cost	67,540	67,269

Purchases and disposals detailed above do not agree to the Statement of cash flows due to restructuring of investments, conversion of convertible loan stock and settlement of receivables and payables.

Loan stock accrued income above, represents only the loan stock interest which has been recognised as revenue on the basis that it is expected to be received in accordance with the accounting policy in note 1. Where loan stock interest does not meet the note 1 recognition criteria for investment income, it forms part of the investment valuation where this is supported by the overall valuation of the portfolio company, and is included within the unrealised gains and losses on investments.

Fixed asset investments are valued at fair value in accordance with the IPEV guidelines as follows:

	31 December 2023	31 December 2022
Valuation methodology	£'000	£'000
Cost and price of recent investment (calibrated and reviewed for impairment)	54,544	51,900
Revenue multiple	21,772	19,194
Discounted cash flow (supported by third party valuation)	9,086	10,428
Earnings multiple (supported by third party valuation)	8,562	8,019
Earnings multiple	3,044	-
Net assets	2,209	2,228
Bid Price	143	437
Discounted offer price	50	95
	99,410	92,301

When using the cost or price of a recent investment in the valuations, the Company looks to re-calibrate this price at each valuation point by reviewing progress within the investment, comparing against the initial investment thesis, assessing if there are any significant events, or milestones that would indicate the value of the investment has changed and considering whether a market-based methodology (i.e. using multiples from comparable public

companies) or a discounted cashflow forecast would be more appropriate. The background to the transaction is also considered when the price of investment may not be an appropriate measure of fair value, for example, disproportionate dilution of existing investors from a new investor coming on board or the market conditions at the time of investment no longer being a true reflection of fair value.

The main inputs into the calibration exercise, and for the valuation models using multiples, are revenue, EBITDA and P/E multiples (based on the most recent revenue, EBITDA or earnings achieved and equivalent corresponding revenue, EBITDA or earnings multiples of comparable companies), quality of earnings assessments and comparability difference adjustments. Revenue multiples are often used, rather than EBITDA or earnings, due to the nature of the Company's investments, being in growth and technology companies which are not normally expected to achieve profitability or scale for a number of years. Where an investment has achieved scale and profitability the Company would normally then expect to switch to using an EBITDA or earnings multiple methodology.

In the calibration exercise and in determining the valuation for the Company's equity instruments, comparable trading multiples are used. In accordance with the Company's policy, appropriate comparable companies based on industry, size, developmental stage, revenue generation and strategy are determined and a trading multiple for each comparable company identified is then calculated. The multiple is calculated by dividing the enterprise value of the comparable group by its revenue, EBITDA or earnings. The trading multiple is then adjusted for considerations such as illiquidity, marketability and other differences, advantages and disadvantages between the portfolio company and the comparable public companies based on company specific facts and circumstances.

As part of the valuation process, the majority of the asset backed businesses also have an annual external third party valuation performed to support the investment managers valuations. The third party valuers are experts in their fields, and have access to many similar business transactions in those specialty areas, and form part of the Manager's fair value assessment.

	Valuation at
	31 December 2023
Change in valuation methodology (2022 to 2023)	£'000	Explanatory note
Cost and price of recent investment (calibrated and
reviewed for impairment) to revenue multiple	6,697	More appropriate valuation methodology
Revenue multiple to earnings multiple	3,044	More appropriate valuation methodology
Revenue multiple to cost and price of recent investment
(calibrated and reviewed for impairment)	2,040	Valuation based on recent funding round
Cost and price of recent investment (calibrated and
reviewed for impairment) to discounted offer price	50	Based on recent offer price

Fair value investments had the following re-classifications between valuation methodologies:

The valuation will be the most appropriate valuation methodology for an investment within its market, with regard to the financial health of the investment and the IPEV Guidelines. The Directors believe that, within these parameters, there are no other more relevant methods of valuation which would be reasonable as at 31 December 2023.

FRS 102 and the SORP requires the Company to disclose the inputs to the valuation methods applied to its investments measured at FVTPL in a fair value hierarchy. The table below sets out fair value hierarchy definitions using FRS 102 s.11.27.

Fair value hierarchy	Definition
Level 1	Unadjusted quoted prices in an active market
Level 2	Inputs to valuations are from observable sources and are directly or indirectly derived from prices
Level 3	Inputs to valuations not based on observable market data

The quoted investment is valued in accordance with Level 1 valuation methods (Arecor Therapeutics PLC shown on page 29). Unquoted equity, preference shares and loan stock are all valued according to Level 3 valuation methods. Investments held at fair value through profit or loss (Level 3) had the following movements:

	31 December 2023	31 December 2022
	£'000	£'000
Opening balance	91,865	89,599
Purchases at cost	7,554	18,289
Disposals proceeds	(5,678)	(11,288)
Movement in loan stock accrued income	(86)	(221)
Realised gains	1,939	1,708
Unrealised gains/(losses)	3,673	(6,222)
Closing balance	99,267	91,865

The Directors are required to consider the impact of changing one or more of the inputs used as part of the valuation process to reasonable possible alternative assumptions. 71% of the portfolio of investments, consisting of equity and loan stock, is based on recent investment price, discounted offer price, net assets and cost and therefore is not sensitised. For the remainder of the portfolio, the Board has considered the reasonable possible alternative input assumptions on the valuation of the portfolio and believes that changes to inputs (by adjusting the earnings and revenue multiples) could lead to a change in the fair value of the portfolio. The Board has reviewed the Manager's adjusted inputs for a number of the largest portfolio companies (by value) which covers 10% of the portfolio, as shown in the table below. This has resulted in a total coverage of 81% of all the portfolio of investments. The main inputs considered for each type of valuation are as follows:

					Change in fair value of	Change in
	Portfolio company		Base	Change	investments	NAV (pence
Valuation technique	sector	Input	Case*	in input	(£'000)	per share)
Revenue multiple	Healthcare (including	Revenue	5.2x	+0.5x	471	0.27
	digital care)	multiple		-0.5x	(471)	(0.27)
Discounted cash flow (supported	Renewable energy	Discount	6.5%	+0.5%	200	0.11
by third party valuation)		rate		-0.5%	(186)	(0.10)
Earnings multiple (supported by third party valuation)	Other (including	Earnings	18.0x	+1.8x	459	0.26
	education)	multiple		-1.8x	(459)	(0.26)

*As detailed in the accounting policies on page 77, the base case is based on market comparables, discounted where appropriate for marketability, in accordance with the IPEV guidelines.

The impact of these changes could result in an overall increase in the valuation of the equity investments by £1,130,000 (1.4%) or a decrease in the valuation of equity investments by £1,115,000 (1.3%).

12. Significant interests

The principal activity of the Company is to select and hold a portfolio of investments. Although the Company, through the Manager, will, in some cases, be represented on the Board of the portfolio company, it will not take a controlling interest or become involved in the management. The size and structure of the companies with unquoted securities may result in certain holdings in the portfolio representing a participating interest without there being any partnership, joint venture or management consortium agreement. The investments listed below are held as part of an investment portfolio and therefore, as permitted by FRS 102 section 14.4B, they are measured at FVTPL and not accounted for using the equity method.

Notes to the Financial Statements

The Company has interests of greater than 20% of the nominal value of any class of the allotted shares in the following portfolio companies as at 31 December 2023 as described below:

Company	Registered postcode	Loss before tax £'000	Net liabilities £'000	Result for year ended	% class and share type	% total voting rights
MHS 1	EC1M 5QL, UK	(843)	(12,032)	31 August 2022	22.5% Ordinary	22.5%
Premier Leisure (Suffolk)	EC1M 5QL, UK	n/a*	(1,501)	31 August 2022	25.8% Ordinary	25.8%
The Q Garden Company	EC1M 5QL, UK	n/a*	(4,596)	31 August 2022	33.4% A Ordinary	33.4%

*Filleted accounts which do not disclose this information.

13. Current assets

	31 December 2023	31 December 2022
Trade and other receivables	£'000	£'000
Prepayments and accrued income	35	30
Other receivables	303	420
Deferred consideration under one year	3,096	416
Deferred consideration over one year	-	2,590
	3,434	3,456

The deferred consideration under one year relates to the sale of G.Network Communications in December 2020. These proceeds were received in January 2024.

The Directors consider that the carrying amount of receivables is not materially different to their fair value.

14. Payables: amounts falling due within one year

	31 December 2023	31 December 2022
	£'000	£'000
Trade payables	34	13
Accruals and deferred income	936	819
	970	832

The Directors consider that the carrying amount of payables is not materially different to their fair value.

15. Provisions and significant estimates

	31 December 2023	31 December 2022
	£'000	£'000
Opening provision	272	-
Charged to profit and loss	6	272
Amounts charged against provision	(155)	-
Closing provision	123	272

In accordance with the AIC SORP and FRS 102, a provision for a performance incentive fee ("PIF") is required to be estimated and accounted for in the financial statements. The PIF is calculated on a five year rolling average

performance basis, with a 5% hurdle applied to the opening net asset value each year, which is in line with our current dividend target. The first five year performance period has taken into account the audited results of the five years ending 31 December 2023. Therefore, £155,000 has been included in the accruals and will become payable to the Manager after the adoption of the accounts in the 2024 AGM and is based on the audited results for the five year period ending 31 December 2023.

Any PIF is only paid on actual year end audited results, and therefore the provision of £123,000 is the Board's best estimate of the potential obligation relating to the inclusion of realised performance from 1 January 2019 to 31 December 2023 and would be payable, if earned, over the four years to 31 December 2027.

The most significant assumption when calculating this amount, is that of future performance. Audited financial results for the period from 1 January 2019 to 31 December 2023 are included in the calculation; a forecast has been used for future years assuming performance is achieved in line with the five year historic rolling average. The provision included in the financial statements has been calculated on this basis and has been corroborated by a portfolio return analysis using appropriate benchmarks.

The average return per annum over each rolling five year period since the Company's inception in 2000 to the date of approval of the new performance fee arrangements was 5.85% This smooths the performance through the various economic events and cycles seen since inception. This has resulted in a provision of £123,000 at 31 December 2023. The amount due at 31 December 2023 is £155,000 (2022: nil) and is included as an accrual.

16. Called-up share capital

Allotted, called-up and fully paid	£'000
190,510,554 Ordinary shares of 1 penny each at 31 December 2022	1,905
14,375,267 Ordinary shares of 1 penny each issued during the year	144
204,885,821 Ordinary shares of 1 penny each at 31 December 2023	2,049

24,236,401 Ordinary shares of 1 penny each held in treasury at 31 December 2022	(242)
3,801,472 Ordinary shares of 1 penny each purchased for treasury during the year	(38)
28,037,873 Ordinary shares of 1 penny each held in treasury at 31 December 2023	(280)

Voting rights of 176,847,948 Ordinary shares of 1 penny each at 31 December 2023	1,768

The Company purchased 3,801,472 Ordinary shares to be held in treasury (2022: 3,332,197) at a cost of £2,767,000 including stamp duty (2022: £2,512,000) during the year ended 31 December 2023. Total share buy backs in 2023 represents 1.9% (2022: 1.7%) of called-up share capital.

The Company holds a total of 28,037,873 shares (2022: 24,236,401) in treasury representing 13.7% (2022: 12.7%) of the issued Ordinary share capital at 31 December 2023.

Under the terms of the Dividend Reinvestment Scheme, the following new Ordinary shares of nominal value 1 penny each were allotted during the year:

	Number of	Aggregate nominal value of shares	Issue price (pence	Net invested	Opening market price on allotment date
Date of allotment	shares allotted	(£'000)	per share)	(£'000)	(pence per share)
30 June 2023	685,420	7	76.77	506	73.00
29 December 2023	736,057	7	73.15	518	69.50
	1,421,477			1,024

Notes to the Financial Statements

Under the terms of the Albion VCTs Prospectus Top Up Offers 2022/23, the following new Ordinary shares, of nominal value 1 penny each, were allotted during the year:

		Aggregate			Opening market price on
	Number of shares	nominal value of	Issue price (pence	Net consideration	allotment date
Date of allotment	allotted	shares (£'000)	per share)	received (£'000)	(pence per share)
31 March 2023	12,395,704	124	79.60	9,621	74.00
14 April 2023	95,387	1	78.80	74	74.00
14 April 2023	31,564	-	79.20	24	74.00
14 April 2023	431,135	4	79.60	335	74.00
	12,953,790			10,054

In addition to the allotments in the table above, there was also an allotment in December 2022 which forms the total of the 2022/23 Top Up Offer of £15.5 million.

17. Basic and diluted net asset value per share

	31 December 2023	31 December 2022
	(pence per share)	(pence per share)
Basic and diluted net asset value per share	71.99	72.92

The basic and diluted net asset value per share at the year end is calculated in accordance with the Articles of Association and is based upon total shares in issue (less treasury shares) of 176,847,948 at 31 December 2023 (2022: 166,274,153).

18. Capital and financial instruments risk management

The Company's capital comprises Ordinary shares as described in note 16. The Company is permitted to buy back its own shares for cancellation or treasury purposes.

The Company's financial instruments comprise equity and loan stock investments in quoted and unquoted companies, cash balances, receivables and payables which arise from its operations. The main purpose of these financial instruments is to generate cash flow and revenue and capital appreciation for the Company's operations. The Company has no gearing or other financial liabilities apart from short term payables. The Company does not use any derivatives for the management of its Balance sheet.

The principal financial risks arising from the Company's operations are:

investment or market risk (which comprises investment price and cash flow interest rate risk);
credit risk; and
liquidity risk.

The Board regularly reviews and agrees policies for managing each of these risks. There have been no changes in the nature of the risks that the Company has faced during the past year, and apart from where noted below, there have been no changes in the objectives, policies or processes for managing risks during the past year. The key risks are summarised below.

Investment risk

As a Venture Capital Trust, it is the Company's specific nature to evaluate and control the investment risk of its portfolio in quoted and unquoted investments, details of which are shown on pages 28 to 30. Investment risk is the exposure of the Company to the revaluation and devaluation of investments. The main driver of investment risk is the operational and financial performance of the portfolio company and the dynamics of market quoted comparators. The Manager receives management accounts from portfolio companies, and members of the investment management team often sit on the boards of unquoted portfolio companies; this enables the close identification, monitoring and management of investment risk.

The Manager and the Board formally review investment risk (which includes market price risk), both at the time of initial investment and at quarterly Board meetings.

The Board monitors the prices at which sales of investments are made to ensure that profits to the Company are maximised, and that valuations of investments retained within the portfolio appear sufficiently prudent and realistic compared to prices being achieved in the market for sales of quoted and unquoted investments.

The maximum investment risk as at the Balance sheet date is the value of the fixed asset investment portfolio which is £99,410,000 (2022: £92,301,000). Fixed asset investments form 78% of the net asset value as at 31 December 2023 (2022: 76%).

More details regarding the classification of fixed asset investments are shown in note 11.

Investment price risk

Investment price risk is the risk that the fair value of future investment cash flows will fluctuate due to factors specific to an investment instrument or to a market in similar instruments. As a Venture Capital Trust, the Company invests in accordance with the investment policy set out on page 7. The management of risk within the venture capital portfolio is addressed through careful investment selection, by diversification across different industry segments, by maintaining a wide spread of holdings in terms of financing stage and by limitation of the size of individual holdings. The Directors monitor the Manager's compliance with the investment policy, review and agree policies for managing this risk and monitor the overall level of risk on the investment portfolio on a regular basis.

Valuations are based on the most appropriate valuation methodology for an investment within its market, with regard to the financial health of the investment and the IPEV Guidelines. Details of the industries in which investments have been made are contained in the Portfolio of investments section on pages 28 to 30 and in the Strategic report.

As required under FRS 102 the Board is required to illustrate by way of a sensitivity analysis the extent to which the assets are exposed to market risk. In order to show the impact of sensitivity in market movements on the Company, a 10% increase or decrease in the valuation of the fixed asset investment portfolio (keeping all other variables constant) would increase or decrease the net asset value and return for the year by £9,941,000. A 20% increase or decrease in the valuation of the fixed asset investment portfolio (keeping all other variables constant) would increase or decrease the net asset value and return for the year by £19,882,000.

Further sensitivity analysis on fixed asset investments is included in note 11.

Interest rate risk

The Company is exposed to fixed and floating rate interest rate risk on its financial assets. On the basis of the Company's analysis, it was estimated that a rise of 1% in all interest rates would have increased the investment income for the year by approximately £261,000 (2022: £205,000). Furthermore, it was considered that a fall of interest rates below current levels during the year would have been very unlikely.

The weighted average effective interest rate applied to the Company's unquoted loan stock during the year was approximately 6.7% (2022: 6.7%). The weighted average period to maturity for the unquoted loan stock is approximately 2.6 years (2022: 3.7 years).

	31 December 2023				31 December 2022
			Non				Non
		Floating	interest			Floating	interest
	Fixed rate	rate	bearing	Total	Fixed rate	rate	bearing	Total
	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000
Unquoted equity	-	-	83,141	83,141	-	-	74,217	74,217
Quoted equity	-	-	143	143	-	-	437	437
Unquoted loan
stock	14,571	-	1,555	16,126	15,884	-	1,764	17,648
Receivables*	-	-	3,399	3,399	-	-	3,426	3,426
Current liabilities	-	-	(970)	(970)	-	-	(832)	(832)
Cash	9,313	16,258	-	25,571	-	26,594	-	26,594
Total	23,884	16,258	87,268	127,410	15,884	26,594	79,012	121,490

The Company's financial assets and liabilities, all denominated in pounds sterling, consist of the following:

*The receivables do not reconcile to the Balance sheet as prepayments are not included in the above table.

Credit risk

Credit risk is the risk that the counterparty to a financial instrument will fail to discharge an obligation or commitment that it has entered into with the Company. The Company is exposed to credit risk through its receivables, investment in unquoted loan stock, and through the holding of cash on deposit with banks.

The Manager evaluates credit risk on loan stock prior to investment, and as part of its ongoing monitoring of investments. In doing this, it takes into account the extent and quality of any security held. For loan stock investments made prior to 6 April 2018, which account for 70.3% of loan stock value, typically loan stock instruments will have a fixed or floating charge, which may or may not be subordinated, over the assets of the portfolio company in order to mitigate the gross credit risk.

The Manager receives management accounts from portfolio companies, and members of the investment management team sit on the boards of unquoted portfolio companies; this enables the close identification, monitoring and management of investment specific credit risk.

The Manager and the Board formally review credit risk (including receivables) and other risks, both at the time of initial investment and at quarterly Board meetings.

The Company's total gross credit risk as at 31 December 2023 was limited to £16,126,000 (2022: £17,647,000) of unquoted loan stock instruments, £25,571,000 (2022: £26,594,000) cash deposits with banks and £3,434,000 (2022: £3,456,000) of other receivables.

At the Balance sheet date, cash in bank and in hand held by the Company were held with Lloyds Bank plc, Scottish Widows Bank plc (part of Lloyds Banking Group), Barclays Bank plc, Bank of Montreal and National Westminster Bank plc. Credit risk on cash transactions was mitigated by transacting with counterparties that are regulated entities subject to prudential supervision, with high credit ratings assigned by international credit-rating agencies.

The Company has an informal policy of limiting counterparty banking and floating rate note exposure to a maximum of 20% of net asset value for any one counterparty.

The credit profile of unquoted loan stock is described under liquidity risk below.

Liquidity risk

Liquid assets are held as cash on current account, on deposit, in bonds or short term money market account. Under the terms of its Articles, the Company has the ability to borrow up to 10% of its adjusted capital and reserves of the latest published audited Balance sheet, which amounts to £12,386,000 as at 31 December 2023 (2022: £11,800,000).

The Company has no committed borrowing facilities as at 31 December 2023 (2022: £nil). The Company had cash balances of £25,571,000 (2022: £26,594,000). The main cash outflows are for new investments, share buybacks and dividend payments, which are within the control of the Company. The Manager formally reviews the cash requirements of the Company on a monthly basis, and the Board on a quarterly basis as part of its review of management accounts and forecasts. The Company's financial liabilities which are short term in nature total £970,000 as at 31 December 2023 (2022: £832,000).

		31 December 2023				31 December 2022
	Fully	Valued			Fully	Valued
	performing	below cost	Past due	Total	performing	below cost	Past due	Total
Redemption date	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000
Less than one year	8,236	-	3,966	12,202	5,390	-	4,054	9,444
1-2 years	94	-	-	94	3,369	-	63	3,432
2-3 years	157	-	-	157	117	-	-	117
3-5 years	726	-	-	726	478	-	-	478
5+ years	2,514	-	433	2,947	3,724	-	452	4,176
Total	11,727	-	4,399	16,126	13,078	-	4,569	17,647

The carrying value of loan stock investments analysed by expected maturity dates is as follows:

Loan stock can be past due as a result of interest or capital not being paid in accordance with contractual terms.

The cost of loan stock investments valued below cost is £nil (2022: £26,000).

The Company does not hold any assets as the result of the enforcement of security during the period and believes that the carrying values for both those valued below cost and past due assets are covered by the value of security held for these loan stock investments.

In view of the factors identified above, the Board considers that the Company is subject to low liquidity risk.

Fair values of financial assets and financial liabilities

All the Company's financial assets and liabilities as at 31 December 2023 are stated at fair value as determined by the Directors, with the exception of receivables (including debtors due after more than one year), payables and cash which are carried at amortised cost, in accordance with FRS 102. There are no financial liabilities other than payables. The Company's financial liabilities are all non-interest bearing. It is the Directors' opinion that the book value of the financial liabilities is not materially different to the fair value and all are payable within one year.

19. Commitments and contingencies

The Company had no financial commitments in respect of investments as at 31 December 2023 (2022: nil).

There were no contingent liabilities or guarantees given by the Company as at 31 December 2023 (2022: nil).

20. Post balance sheet events

Since the year end, the Company has had the following material post balance sheet events:

The Company received £3.0 million of deferred consideration from the historic disposal of G.Network Communications that was included in trade and other receivables at 31 December 2023. This equals the amount held on the balance sheet at 31 December 2023;
On 12 March 2024, a NAV update was announced with a 0.71 pence per share uplift, representing a 1.0% increase on the 31 December 2023 NAV. This uplift is a result of terms being agreed for the sale of a company within the portfolio, however there is no certainty that this deal will complete. This was not known at 31 December 2023 and therefore this is a non adjusting post balance sheet event;

Notes to the Financial Statements

Investments totalling £3.3 million in one new and five existing portfolio companies; and
The Company issued the following new Ordinary shares of nominal value 1 penny each under the Albion VCTs' Prospectus Top Up Offers 2023/24:

		Aggregate			Opening market price on allotment
	Number of	nominal value of	Issue price	Net consideration	date (pence per
Date of allotment	shares allotted	shares (£'000)	(pence per share)	received (£'000)	share)
22 March 2024	1,863,819	19	74.19	1,355	69.50
22 March 2024	419,447	4	74.57	305	69.50
22 March 2024	12,888,478	129	74.95	9,370	69.50
16 April 2024	214,637	2	74.19	156	69.00
16 April 2024	14,751	-	74.57	11	69.00
16 April 2024	298,405	3	74.95	217	69.00
	15,699,537	157		11,414

21. Related party transactions

Other than transactions with the Manager as disclosed in note 5 and the Directors' remuneration disclosed in the Directors' remuneration report on pages 61 to 64, there are no other related party transactions requiring disclosure.

NOTICE OF ANNUAL GENERAL MEETING

SHAREHOLDERS SHOULD TAKE NOTE THAT THIS WILL BE A VIRTUAL AGM AND FURTHER DETAILS WILL BE MADE AVAILABLE AT WWW.ALBION.CAPITAL/VCT-HUB/AGMS-EVENTS.

NOTICE IS HEREBY GIVEN that the Annual General Meeting of Albion Technology & General VCT PLC (the "Company") will be held virtually at noon on 5 June 2024 for the following purposes of considering and, if thought fit, to pass the following resolutions, of which numbers 1 to 10 will be proposed as ordinary resolutions and numbers 11 to 13 as special resolutions.

Ordinary Business

1. To receive and adopt the Company's accounts for the year ended 31 December 2023 together with the Strategic report and the reports of the Directors and Auditor.
2. To approve the Directors' remuneration report for the year ended 31 December 2023.
3. To re-elect Clive Richardson as a Director of the Company.
4. To re-elect Margaret Payn as a Director of the Company.
5. To re-elect Patrick Reeve as a Director of the Company.
6. To elect David Benda as a Director of the Company.
7. To elect Peter Moorhouse as a Director of the Company.
8. To appoint Johnston Carmichael LLP as Auditor of the Company to hold office from conclusion of the meeting to the conclusion of the next meeting at which audited accounts are to be laid.
9. To authorise the Directors to agree the Auditor's remuneration.

Special Business

10. Authority to allot shares

That the Directors be generally and unconditionally authorised in accordance with section 551 of the Companies Act 2006 (the "Act") to allot shares in the Company up to an aggregate nominal amount of £441,171 (representing approximately 20% of the issued share capital as at the date of this Notice) provided that this authority shall expire 15 months from the date that this resolution is passed, or if earlier, at the conclusion of the next Annual General Meeting, but so that the Company may, before the expiry of such period, make an offer or agreement which would or might require shares to be allotted or rights to subscribe for or convert securities into shares to be granted after such expiry and the Directors may allot shares pursuant to such an offer or agreement as if the authority had not expired.

11. Authority for the disapplication of pre-emptive rights

That, subject to the authority and conditional on the passing of resolution number 10, the Directors be empowered, pursuant to section 570 and 573 of the Act, to allot equity securities (within the meaning of section 560 of the Act) for cash pursuant to the authority conferred by resolution number 10 and/or to sell ordinary shares held by the Company as treasury shares for cash as if section 561(1) of the Act did not apply to any such allotment or sale.

Under this power the Directors may impose any limits or restrictions and make any arrangements which they deem necessary or expedient to deal with any treasury shares, fractional entitlements, record dates, legal, regulatory or practical problems in, or laws of, any territory or other matter, arising under the laws of, or the requirements of any recognised regulatory body or any stock exchange in, any territory or any other matter.

This power shall expire 15 months from the date that this resolution is passed or, if earlier, the conclusion of the next Annual General Meeting of the Company, save that the Company may, before such expiry, make an offer or agreement which would or might require equity securities to be allotted after such expiry and the Directors may allot equity securities in pursuance of any such offer or agreement as if this power had not expired.

12. Authority to purchase own shares

That, subject to and in accordance with the Company's Articles of Association, the Company be generally and unconditionally authorised, pursuant to and in accordance with section 701 of the Act, to make market purchases (within the meaning of Section 693(4) of the Act) of Ordinary shares of 1 penny each in the capital of the Company ("Ordinary shares"), on such terms as the Directors think fit, provided always that:

a) the maximum aggregate number of Ordinary shares hereby authorised to be purchased is 33,065,745 shares or, if lower, such number of Ordinary shares representing 14.99% of the issued Ordinary share capital of the Company as at the date of the passing of this resolution;
b) the minimum price, exclusive of any expenses, which may be paid for an Ordinary share is 1 penny;
c) the maximum price, exclusive of any expenses, which may be paid for an Ordinary share shall be an amount equal to the higher of (a) 105% of the average of the middle market quotations for the share, as derived from the London Stock Exchange Daily Official List, for the five business days immediately preceding the date on which the share is purchased; and (b) the amount stipulated by Article 5(1) of the Buy-back and Stabilisation Regulation 2003;
d) the authority hereby conferred shall, unless previously revoked, varied or renewed, expire 15 months from the date that this resolution is passed or, if earlier, at the conclusion of the next Annual General Meeting; and
e) the Company may enter into a contract or contracts to purchase Ordinary shares under this authority before the expiry of the authority which will or may be executed wholly or partly after the expiry of the authority, and may make a purchase of shares in pursuance of any such contract or contracts as if the authority conferred hereby had not expired.

13. Notice period for General Meetings

That the notice required for General Meetings of the Company (other than an Annual General Meeting) shall be not less than 14 clear days.

By Order of the Board

Albion Capital Group LLP

Company Secretary Registered office 1 Benjamin Street London, EC1M 5QL 18 April 2024

Albion Technology & General VCT PLC is registered in England and Wales with number 04114310

Notes

1. Members entitled to attend, speak and vote at the Annual General Meeting ("AGM") may appoint a proxy or proxies (who need not be a member of the Company) to exercise these rights in their place at the AGM. A member may appoint more than one proxy, provided that each proxy is appointed to exercise the rights attached to different shares. Proxies may only be appointed by:
- completing and returning the Form of Proxy enclosed with this Notice to Computershare Investor Services PLC, The Pavilions, Bridgwater Road, Bristol BS99 6ZY; or
- going to www.eproxyappointment.com and following the instructions provided there; or
- by having an appropriate CREST message transmitted, if you are a user of the CREST system (including CREST personal members).

Return of the Form of Proxy will not preclude a member from attending the meeting and voting in person. A member may not use any electronic address provided in the Notice of this meeting to communicate with the Company for any purposes other than those expressly stated.

To be effective the Form of Proxy must be completed in accordance with the instructions and received by the Registrars of the Company by noon on 3 June 2024.

In accordance with good governance practice, the Company is offering shareholders use of an online service, offered by the Company's registrar, Computershare Investor Services, at www.eproxyappointment.com. Shareholders can use this service to vote or appoint a proxy online. The same voting deadline of noon on 3 June 2024 applies as if you were using your Personalised Voting Form to vote, or appoint a proxy by post to vote for you. Shareholders who hold their shares electronically may submit their votes through CREST, by submitting the appropriate and authenticated CREST message so as to be received by the Company's registrar not later than two business days before the start of the meeting. Instructions on how to vote through CREST can be found by accessing the following website: www.euroclear.com. Shareholders should not show this information to anyone unless they wish to give proxy instructions on their behalf.

2. Any person to whom this Notice is sent who is a person nominated under section 146 of the Companies Act 2006 ("the Act") to enjoy information rights (a "Nominated Person") may, under an agreement between him or her and the member by whom he or she was nominated, have a right to be appointed (or to have someone else appointed) as a proxy for the AGM. If a Nominated Person has no such proxy appointment right or does not wish to exercise it, he or she may, under any such agreement, have a right to give instructions to the member as to the exercise of voting rights.

The statement of rights of members in relation to the appointment of proxies in note 1 above does not apply to Nominated Persons. The rights described in that note can only be exercised by members of the Company.

3. To be entitled to attend and vote at the AGM (and for the purpose of the determination by the Company of the votes they may cast), members must be registered in the register of members of the Company at noon on 3 June 2024 (or, in the event of any adjournment, on the date which is two business days before the time of the adjourned meeting). Changes to the register of members after the relevant deadline shall be disregarded in determining the rights of any person to attend and vote at the meeting.
4. CREST members who wish to appoint a proxy or proxies through the CREST electronic proxy appointment service may do so for this AGM and any adjournment(s) by using the procedures described in the CREST Manual. CREST personal members or other CREST sponsored members, and those CREST members who have appointed a voting service provider(s), should refer to their CREST sponsor or voting service provider(s), who will be able to take the appropriate action on their behalf.

In order for a proxy appointment or instruction made using the CREST service to be valid, the appropriate CREST message (a "CREST Proxy Instruction") must be properly authenticated in accordance with Euroclear UK and Ireland Limited's specifications, and must contain the information required for such instruction, as described in the CREST Manual (available via www.euroclear.com/CREST). The message, regardless of whether it constitutes the appointment of a proxy or is an amendment to the instruction given to a previously appointed proxy must, in order to be valid, be transmitted so as to be received by the issuer's agent by noon on 3 June 2024. For this purpose, the time of receipt will be taken to be the time (as determined by the time stamp applied to the message by the CREST Application Host) from which the issuer's agent is able to retrieve the message by enquiry to CREST in the manner prescribed by CREST. After this time any change of instructions to proxies appointed through CREST should be communicated to the appointee through other means.

CREST members and, where applicable, their CREST sponsors or voting service provider(s) should note that Euroclear UK and Ireland Limited does not make available special procedures in CREST for any particular message. Normal system timings and limitations will, therefore, apply in relation to the input of CREST Proxy Instructions. It is the responsibility of the CREST member concerned to take (or, if the CREST member is a CREST personal member or sponsored member or has appointed a voting service provider, to procure that his or her CREST sponsor or voting service provider(s) take(s)) such action as shall be necessary to ensure that a message is transmitted by means of the CREST system by

any particular time. In this connection, CREST members and, where applicable, their CREST sponsors or voting service provider(s) are referred, in particular, to those sections of the CREST Manual concerning practical limitations of the CREST system and timings.

The Company may treat as invalid a CREST Proxy Instruction in the circumstances set out in Regulation 35(5)(a) of the Uncertificated Securities Regulations 2001.

5. Any corporation which is a member can appoint one or more corporate representatives who may exercise on its behalf all of its powers as a member provided that they do not do so in relation to the same shares.
6. A copy of this Notice, and other information regarding the meeting, as required by section 311A of the Act, is available from www.albion.capital/funds/AATG under the 'Fund reports' section.
7. Any member attending the meeting has the right to ask questions. The Company must cause to be answered any such question relating to the business being dealt with at the meeting but no such answer need be given if (a) to do so would interfere unduly with the preparation for the meeting or involve the disclosure of confidential information, (b) the answer has already been given on a website in the form of an answer to a question, or (c) it is undesirable in the interests of the Company or the good order of the meeting that the question be answered.
8. Copies of contracts of service and letters of appointment between the Directors and the Company, together with the Register of Directors' Interests in the Ordinary shares of the Company, will be available for inspection at the Registered Office of the Company during normal business hours from the date of this Notice until the conclusion of the meeting, and at the place of the meeting for at least 15 minutes prior to the meeting until its conclusion. In addition, a copy of the Articles of Association will be available for inspection at the Company's registered office from the date of this Notice until the conclusion of the meeting, and at the place of the meeting for at least 15 minutes prior to the meeting until its conclusion.
9. Under section 527 of the Act members meeting the threshold requirements set out in that section have the right to require the Company to publish on a website a statement setting out any matter relating to: (i) the audit of the Company's accounts (including the Auditor's report and the conduct of the audit) that are to be laid before the AGM: or (ii) any circumstances connected with an Auditor of the Company ceasing to hold office since the previous meeting at which the annual accounts and reports were laid in accordance with section 437 of the Act. The Company may not require the members requesting any such website publication to pay its expenses in complying with section 527 and 528 of the Act. Where the Company is required to place a statement on a website under section 527 of the Act, it must forward the statement to the Company's Auditor not later than the time when it makes the statement available on the website. The business which may be dealt with at the AGM includes any statement that the Company has been required under section 527 of the Act to publish on a website.
10. Members satisfying the thresholds in Section 338 of the Companies Act 2006 may require the Company to give, to members of the Company entitled to receive notice of the AGM, notice of a resolution which those members intend to move (and which may properly be moved) at the AGM. A resolution may properly be moved at the AGM unless (i) it would, if passed, be ineffective (whether by reason of any inconsistency with any enactment of the Company's constitution or otherwise); (ii) it is defamatory of any person; or (iii) it is frivolous or vexatious. The business which may be dealt with at the AGM includes a resolution circulated pursuant to this right. A request made pursuant to this right may be in hard copy or electronic form, must identify the resolution of which notice is to be given, must be authenticated by the person(s) making it and must be received by the Company not later than 6 weeks before the date of the AGM.
11. Members satisfying the thresholds in Section 388A of the Companies Act 2006 may request the Company to include in the business to be dealt with at the AGM any matter (other than a proposed resolution) which may properly be included in the business at the AGM.

A matter may properly be included in the business at the AGM unless (i) it is defamatory of any person or (ii) it is frivolous or vexatious. A request made pursuant to this right may be in hard copy or electronic form, must identify the matter to be included in the business, must be accompanied by a statement setting out the grounds for the request, must be authenticated by the person(s) making it and must be received by the Company not later than 6 weeks before the date of the AGM.

12. As at 18 April 2024 being the latest practicable date prior to the publication of this Notice, the Company's issued share capital consists of 220,585,358 Ordinary shares with a nominal value of 1 penny each. The Company also holds 28,037,873 Ordinary shares in treasury. Therefore, the total voting rights in the Company as at 18 April 2024 are 192,547,485.

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AI Terminal

ALBION TECHNOLOGY & GENERAL VCT PLC

4804_10-k_2024-11-05_fd71de2e-889f-4fed-a26e-b8d22ccf89e8.pdf

Albion Technology & General VCT PLC

Albion Technology & General VCT PLC

COMPANY INFORMATION

Contents

Strategic

Governance

Company information and financials

Strategic

INVESTMENT OBJECTIVE AND POLICY

Investment policy

VCT qualifying and non-qualifying investments

Risk diversification and maximum exposures

Borrowing powers

FINANCIAL CALENDAR

FINANCIAL SUMMARY

Total gain on opening net asset value per share (2022: loss of 4.64%)††

2.79p 3.83% 3.72p 71.99p 199.33p

Albion Technology & General VCT PLC – Performance data

Movements in net asset value

Total shareholder value per share

CHAIRMAN'S STATEMENT

Results and dividends

Investment portfolio

Board composition

Risks and uncertainties

Share buy-backs

Albion VCTs' Prospectus Top Up Offers

Annual General Meeting

Audit tender process

Outlook and prospects

Clive Richardson Chairman 18 April 2024

STRATEGIC REPORT

Investment objective and policy

Current portfolio sector allocation

Direction of portfolio

Results and dividends

Strategic report

Review of business and outlook

Future prospects

Key Performance Indicators ("KPIs") and Alternative Performance Measures ("APMs")

1. Net asset value per share (APM) and cumulative dividends

2. Shareholder value (APM) and Shareholder return† (APM)

3. Dividend distributions

4. Ongoing charges (APM)

Net asset value per share and total shareholder value*

Strategic report

5. VCT regulation*

Gearing

Operational arrangements

Dividend paid

Investment Management Agreement

Management performance incentive

Investment and co-investment

Liquidity Management

Evaluation of the Manager

Alternative Investment Fund Managers Directive ("AIFMD")

Consumer duty

Companies Act 2006 Section 172 Reporting

Engagement with Stakeholder Decision outcomes based on engagement

Shareholders

Strategic report

Social and community issues, employees and human rights

General Data Protection Regulation

Further policies

Risk management

Possible consequence Risk assessment

Risk management

RISK: Investment and performance (including technology investment risk)

RISK: Valuation risk

Viability statement

Companies Act 2006

PORTFOLIO OF INVESTMENTS

Portfolio of investments

Portfolio of investments

PORTFOLIO COMPANIES

www.quantexa.com

Portfolio companies