THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. IF YOU ARE IN ANY DOUBT AS TO WHAT ACTION YOU SHOULD TAKE, YOU ARE RECOMMENDED TO SEEK YOUR OWN FINANCIAL ADVICE FROM YOUR STOCKBROKER OR OTHER INDEPENDENT ADVISER AUTHORISED UNDER THE FINANCIAL SERVICES AND MARKETS ACT 2000.

If you have sold or otherwise transferred all of your Shares in The Biotech Growth Trust PLC (the "Company"), please send this document as soon as possible to the purchaser or transferee or to the other person through whom the sale or transfer was effected for transmission to the purchaser or transferee.

The distribution of this document into jurisdictions other than the United Kingdom may be restricted by law. Persons into whose possession such documents come should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of such jurisdiction.

THE BIOTECH GROWTH TRUST PLC

(incorporated in England with company number 03376377)

Renewal of Authority to Buy Back Shares and Notice of General Meeting

Notice of a General Meeting of the Company to be held at 12.00 noon (GMT) on Wednesday, 12 November 2025 at 25 Southampton Buildings, London WC2A 1AL is set out on pages 6 to 8 of this document.

Hard copy forms of proxy have not been included with this document. Members can vote by: using the Investor Centre app or by accessing the web browser at https://uk.investorcentre.mpms.mufg.com/, or requesting a hard copy form of proxy directly from the registrars, MUFG Corporate Markets at [email protected] or by calling on 0371 664 0300. Institutional investors may be able to appoint a proxy electronically via the Proxymity platform, or, in the case of CREST members, utilising the CREST electronic proxy appointment service in accordance with the procedures set out below. To be valid any proxy form or other instrument appointing a proxy must be completed and signed and received by post or (during normal business hours only) by hand at MUFG Corporate Markets, PXS1, Central Square, 29 Wellington Street, Leeds LS1 4DL no later than 12.00 noon on Monday, 10 November 2025.

If you have a query concerning this process or the General Meeting, please telephone MUFG Corporate Markets between 9.00 a.m. and 5.30 p.m. (GMT) Monday to Friday on 0371 664 0300. Lines are open between 9.00 a.m. and 5.30 p.m., Monday to Friday excluding public holidays in England and Wales. Calls are charged at the standard geographic rate and will vary by provider; calls outside the United Kingdom will be charged at the applicable international rate.

Capitalised terms used in this document have the meanings given to them in Part 2 of this document. Shareholders should make their own investigation of the proposed Resolution, including the merits and risks involved. Nothing in this document constitutes legal, tax, financial or other advice, and if they are in any doubt about the contents of this document, Shareholders should consult their own professional advisers.

Part 1 – LETTER FROM THE CHAIR	3
Part 2 – DEFINITIONS	5
Part 3 – NOTICE OF GENERAL MEETING	6

Part 1 – LETTER FROM THE CHAIR

THE BIOTECH GROWTH TRUST PLC

(incorporated in England with company number 03376377)

Roger Yates (Chair) One Wood Street Hamish Baillie London EC2V 7WS Prof Dame Jenny Harries Geoff Hsu Dr Nicola Shepherd Julie Tankard

Directors: Registered office:

15 October 2025

Dear Shareholder

1 Introduction

As Shareholders will be aware, the Company pursues an active discount management policy, buying back Shares when the discount of the Company's Share price to the net asset value per Share exceeds 6 per cent., in normal market conditions. The principal aim of the policy is to enhance shareholder value by acquiring Shares at a discount to the net asset value per Share; this should result in an increase to the net asset value per Share for the remaining Shareholders. The policy also aims to reduce the volatility of the Company's Share price as well as the absolute level of the Share price discount. While implementing this policy, the Company's authority to buy back Shares, granted by Shareholders at the 2025 AGM, has almost been exhausted.

The Board is therefore seeking to renew this authority to enable it to continue buying back Shares up to an amount equal to 14.99 per cent. of the Shares in issue at the date of the passing of the Resolution.

2 Reasons for the renewal of the authority to buy back Shares

The authority to buy back Shares granted at the 2025 AGM authorised market purchases of up to 3,802,717 Shares. As at the Latest Practicable Date, 2,710,338 Shares in aggregate, representing 10.7 per cent. of the issued Share capital of the Company at the date of the 2025 AGM, have been bought back by the Company in accordance with the authority given. Were the current rate of Share buybacks to continue, the authority is likely to be exhausted in the coming weeks or months. Therefore, renewal of the authority is likely to be required in order for the Company to maintain its active discount management policy.

As at the Latest Practicable Date, the Company has 22,658,022 Shares in issue. The Company does not currently hold any Shares in treasury. Repurchases of Shares will be made through the market at the discretion of the Board, and will only be made in accordance with the Company's active discount management policy and in accordance with the UK Listing Rules and the UK Market Abuse Regulation.

Shareholders should note that the discount of the Share price to the net asset value per Share may, from time to time, be wider than 6 per cent., particularly in volatile or muted markets.

If the Resolution is approved by the Shareholders at the General Meeting and the Board exercises the authority conferred by the Resolution to buy back Shares, the Board's policy is to cancel Shares bought back, however the Company may hold those Shares as treasury shares with a view to possible re-issue at a later date.

The renewed authority will expire at the conclusion of the Company's 2026 annual general meeting.

3 General Meeting

Set out at Part 3 of this document is a notice convening a general meeting of the Company to be held at 12.00 noon on Wednesday, 12 November 2025 at 25 Southampton Buildings, London WC2A 1AL (the General Meeting) at which a special resolution to authorise the Company to buy back that number of Shares which is equal to 14.99 per cent. of the Company's issued share capital as at the date of the passing of the resolution (the Resolution) will be put to Shareholders.

The Resolution to be put to the General Meeting as a special resolution will require approval by not less than 75 per cent. of those voting in person or by proxy (whether on a show of hands or on a poll).

4 Action to be taken

To be valid a form of proxy or other instrument appointing a proxy must be completed and signed and received by post or (during normal business hours only) by hand at MUFG Corporate Markets, PXS 1, Central Square, 29 Wellington Street, Leeds LS1 4DL no later than 12.00 noon on Monday, 10 November 2025.

The lodging of a form of proxy (or the electronic appointment of a proxy) will not preclude you from attending the General Meeting and voting in person if you so wish.

5 Further Information

Your attention is drawn to the Notice of General Meeting set out at Part 3 of this document. You are advised to read the whole of this document and not just rely on the summary information presented above.

6 Recommendation

The Directors consider the Resolution to be proposed at the General Meeting to be in the best interests of the Company and its Shareholders as a whole. Accordingly, the Directors unanimously recommend that Shareholders vote in favour of the Resolution to be proposed at the General Meeting, as the Directors intend to do in respect of their own beneficial shareholdings amounting, in aggregate, to 36,722 Shares, representing approximately 0.2 per cent. of the issued share capital of the Company at the Latest Practicable Date.

Yours faithfully

Roger Yates

Chair

Part 2 – DEFINITIONS

The following definitions apply throughout this document, unless the context otherwise requires:

2025 AGM the annual general meeting of the Company held on 17 July 2025

Act the Companies Act 2006

Board or Directors the board of directors of the Company whose names are set out in

Part 1 of this document

Company The Biotech Growth Trust PLC, a public limited company

incorporated in England and Wales with registered company

number 03376377

CREST the relevant system (as defined in the CREST Regulations) in

respect of which Euroclear is the operator (as defined in the CREST Regulations) in accordance with which securities may be held in

uncertificated form

CREST Regulations the Uncertificated Securities Regulations 2001, as amended

Euroclear Euroclear UK & International Limited, the operator of CREST

Financial Conduct Authority the UK Financial Conduct Authority

or FCA

General Meeting the general meeting of the Company convened for 12.00 noon on

Wednesday, 12 November 2025, or any adjournment thereof, to vote on the Resolution, notice of which is set out at Part 3 of this

document

Latest Practicable Date 14 October 2025 (being the latest practicable date before the date

of this document)

London Stock Exchange London Stock Exchange plc

Notice of General Meeting the notice of the General Meeting set out at Part 3 of this document

Resolution the special resolution to authorise the Company to buy back that

number of Shares which is equal to 14.99 per cent. of the Company's issued share capital as at the date of the passing of the

resolution set out in the Notice of General Meeting

Shareholders the holders of Shares from time to time, and Shareholder shall be

construed accordingly

Share or Shares the ordinary shares of 25 pence each in the capital of the Company

UK Listing Rules the listing rules made by the FCA under section 73A of the Financial

Services and Markets Act 2000

UK Market Abuse Regulation The EU Market Abuse Regulation (Regulation 596/2014) and all

regulations made and guidance given thereunder as it forms part of English law under the European Union (Withdrawal) Act 2018, as

amended.

Part 3 – NOTICE OF GENERAL MEETING

THE BIOTECH GROWTH TRUST PLC

(incorporated in England with company number 03376377)

NOTICE IS HEREBY GIVEN that a GENERAL MEETING of The Biotech Growth Trust PLC (the Company) will be held at 25 Southampton Buildings, London WC2A 1AL on Wednesday, 12 November 2025 at 12.00 noon for the purpose of considering and, if thought fit, passing the following resolution, which will be proposed as a special resolution:

Special Resolution

THAT the Company be and is hereby generally and unconditionally authorised in accordance with section 701 of the Companies Act 2006 (the Act) to make one or more market purchases (within the meaning of section 693(4) of the Act) of ordinary shares of 25 pence each in the capital of the Company (Shares) either for retention as treasury shares for future reissue, resale, transfer or for cancellation provided that:

i. the maximum aggregate number of Shares authorised to be purchased shall be that number of Shares which is equal to 14.99 per cent. of the issued share capital of the Company as at the date of the passing of this resolution;
ii. the minimum price (exclusive of expenses) which may be paid for a Share is 25 pence;
iii. the maximum price (exclusive of expenses) which may be paid for a Share is an amount equal to the greater of (i) 105 per cent. of the average of the middle market quotations for a Share as derived from the Daily Official List of the London Stock Exchange plc for the five business days immediately preceding the day on which that Share is purchased and (ii) the higher of the price of the last independent trade in Shares and the highest current independent bid for Shares on the London Stock Exchange;
iv. the authority hereby conferred shall expire at the conclusion of the annual general meeting of the Company to be held in 2026; and
v. the Company may make a contract to purchase Shares under this authority before the expiry of such authority which will or may be executed wholly or partly after the expiration of such authority, and may make a purchase of Shares in pursuance of any such contract.

By order of the Board

Frostrow Capital LLP One Wood Street Company Secretary London

Registered office: 15 October 2025 EC2V 7WS

NOTES

1 Members are entitled to appoint a proxy to exercise all or any of their rights to attend and to speak and vote on their behalf at the meeting. A shareholder may appoint more than one proxy in relation to the meeting provided that each proxy is appointed to exercise the rights attached to a different share or shares held by that shareholder. A proxy need not be a shareholder of the Company.
2 A vote withheld is not a vote in law, which means that the vote will not be counted in the calculation of votes for or against the resolutions. If no voting indication is given, a proxy may vote or abstain from voting at his/her discretion. A proxy may vote (or abstain from voting) as he or she thinks fit in relation to any other matter which is put before the meeting.
3 A member attending the meeting has the right to ask questions relating to the business being dealt with at the meeting in accordance with Section 319A of the Act. 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.
4 Hard copy forms of proxy have not been included with this notice. Members can vote by: using the Investor Centre app or by accessing the web browser at https://uk.investorcentre.mpms.mufg.com/ (see below), or requesting a hard copy form of proxy directly from the registrars, MUFG Corporate Markets at [email protected] or by calling on 0371 664 0300. Calls are charged at the standard geographic rate and will vary by provider. Calls outside the United Kingdom will be charged at the applicable international rate. Lines are open between 09:00 - 17:30, Monday to Friday excluding public holidays in England and Wales. Institutional investors may be able to appoint a proxy electronically via the Proxymity platform, or in the case of CREST members, utilising the CREST electronic proxy appointment service in accordance with the procedures set out below. To be valid any proxy form or other instrument appointing a proxy must be completed and signed and received by post or (during normal business hours only) by hand at MUFG Corporate Markets, PXS1, Central Square, 29 Wellington Street, Leeds LS1 4DL no later than12.00 noon on Monday, 10 November 2025.

Shareholders can vote electronically via the Investor Centre, a free app for smartphone and tablet provided by MUFG Corporate Markets (the company's registrar). It allows you to securely manage and monitor your shareholdings in real time, take part in online voting, keep your details up to date, access a range of information including payment history and much more. The app is available to download on both the Apple App Store and Google Play, or by scanning the relevant QR code below. Alternatively, you may access the Investor Centre via a web browser at: https://uk.investorcentre.mpms.mufg.com/.

5 In the case of a member which is a company, the instrument appointing a proxy must be executed under its seal or signed on its behalf by a duly authorised officer or attorney or other person authorised to sign. Any power of attorney or other authority under which the instrument is signed (or a certified copy of it) must be included with the instrument.
6 The return of a completed proxy form, other such instrument, the appointment of a proxy via Proxymity or any CREST Proxy Instruction (as described below) will not prevent a shareholder attending the meeting and voting in person if he/she wishes to do so. Unless otherwise indicated on the Form of Proxy, CREST, Proxymity or any other electronic voting instruction, the proxy will vote as they think fit or, at their discretion, withhold from voting.
7 Any person to whom this notice is sent who is a person nominated under section 146 of the Act to enjoy information rights (a Nominated Person) may, under an agreement between him/her and the shareholder by whom he/she was nominated, have a right to be appointed (or have someone else appointed) as a proxy for the meeting. If a Nominated Person has no such proxy appointment right or does not wish to exercise it, he/she may, under any such agreement, have a right to give instructions to the shareholder as to the exercise of voting rights.
8 The statement of the rights of shareholders in relation to the appointment of proxies in paragraphs 1 and 3 above does not apply to Nominated Persons. The rights described in these paragraphs can only be exercised by shareholders of the Company.
9 Pursuant to regulation 41 of the Uncertificated Securities Regulations 2001, only shareholders registered on the register of members of the Company (the Register of Members) at the close of business on Monday, 10 November 2025 (or, in the event of any adjournment, on the date which is two business days before the time of the adjourned meeting) will be entitled to attend and vote or be represented at the meeting in respect of Ordinary Shares registered in their name at that time. Changes to the Register of Members after that time will be disregarded in determining the rights of any person to attend and vote at the meeting.
10 As at 14 October 2025 (being the last business day prior to the publication of this notice of general meeting) the Company's issued share capital consists of 22,658,022 Ordinary Shares, carrying one vote each. Therefore, the total voting rights in the Company as 14 October 2025 are 22,658,022.
11 CREST members who wish to appoint a proxy or proxies through the CREST electronic proxy appointment service may do so 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 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.
12 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 the specifications of Euroclear UK and International Limited, and must contain the information required for such instruction, as described in the CREST Manual. 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 (ID RA10) no later than 48 hours before the time appointed for holding the meeting. For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp 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.
13 CREST members and, where applicable, their CREST sponsors, or voting service providers should note that Euroclear UK & International 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 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 system providers are referred, in particular, to those sections of the CREST Manual concerning practical limitations of the CREST system and timings.
14 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.
15 If you are an institutional investor you may also be able to appoint a proxy electronically via the Proxymity platform, a process which has been agreed by the Company and approved by the registrar, MUFG Corporate Markets. For further information regarding Proxymity, please go to https://proxymity.io/. Your proxy must be lodged by 12 noon on 10 November 2025 in order to be considered valid or, if the meeting is adjourned, by the time which is 48 hours before the time of the adjourned meeting. Before you can appoint a proxy via this process you will need to have agreed to Proxymity's associated terms and conditions. It is important that you read these carefully as you will be bound by them and they will govern the electronic appointment of your proxy. An electronic proxy appointment via the Proxymity platform may be revoked completely by sending an authenticated message via the platform instructing the removal of your proxy vote.
16 In the case of joint holders, where more than one of the joint holders purports to appoint a proxy, only the appointment submitted by the most senior holder will be accepted. Seniority is determined by the order in which the names of the joint holders appear in the Register of Members in respect of the joint holding (the first named being the most senior).
17 Members who wish to change their proxy instructions should submit a new proxy appointment using the methods set out above. Note that the cut-off time for receipt of proxy appointments (see above) also applies in relation to amended instructions; any amended proxy appointment received after the relevant cut-off time will be disregarded.
18 Members who have appointed a proxy using the hard-copy proxy form and who wish to change the instructions using another hard-copy form, should contact MUFG Corporate Markets on 0371 664 0300. Lines are open between 9.00 a.m. and 5.30 p.m., Monday to Friday excluding public holidays in England and Wales. Calls are charged at the standard geographic rate and will vary by provider; calls outside the United Kingdom will be charged at the applicable international rate.
19 If a member submits more than one valid proxy appointment, the appointment received last before the latest time for the receipt of proxies will take precedence.
20 In order to revoke a proxy instruction, members will need to inform the Company. Members should send a signed hard copy notice clearly stating their intention to revoke a proxy appointment to MUFG Corporate Markets, PXS1, Central Square, 29 Wellington Street, Leeds LS1 4DL.
21 In the case of a member which is a company, the revocation notice must be executed under its common seal or signed on its behalf by an officer of the company or an attorney for the company. Any power of attorney or any other authority under which the revocation notice is signed (or a duly certified copy of such power of attorney) must be included with the revocation notice. If a member attempts to revoke their proxy appointment but the revocation is received after the time for receipt of proxy appointments (see above) then, subject to paragraph 6, the proxy appointment will remain valid.
22 In accordance with Section 311A of the Act, the contents of this notice of general meeting, details of the total number of shares in respect of which members are entitled to exercise voting rights at the general meeting, the total voting rights members are entitled to exercise at the general meeting and, if applicable, any members' statements, members' resolutions or members' matters of business received by the Company after the date of this notice of general meeting can be found at https://www.biotechgt.com/.

AI assistant

BIOTECH GROWTH TRUST (THE) PLC Proxy Solicitation & Information Statement 2025

4766_rns_2025-10-15_065a85e0-428e-45be-9b52-d5378003f907.pdf

THE BIOTECH GROWTH TRUST PLC

CONTENTS

Part 1 – LETTER FROM THE CHAIR