HARGREAVE HALE AIM VCT PLC

Annual Report • Dec 19, 2025

Cultivating opportunities Annual report and accounts for Hargreave Hale AIM VCT plc year ended 30 September 2025 1 Page Strategic Report Financial Highlights 3 Financial Calendar 3 Chair’s Statement 4 The Company and its Business Model 10 Investment Objectives, Policy and Strategy 11 Key Performance Indicators 14 Section172 Statement 18 Principal and Emerging Risks and Uncertainties 21 Additional Disclosures 24 Summary of VCT Rules 25 The Investment Manager, Company Secretary & Administrator 26 Investment Manager’s Report 29 Investment Portfolio Summary 34 Top 10 Investments 38 Governance Board of Directors 42 Directors’ Report 43 Directors’ Remuneration Report 49 Corporate Governance Statement 54 Report of the Audit Committee 60 Report of the Management and Service Provider Engagement Committee 63 Statements of Directors’ Responsibilities 64 Financial Statements Independent Auditor’s Report 67 Income Statement 74 Balance Sheet 75 Statement of Changes in Equity 76 Statement of Cash Flows 78 Notesto the Financial Statements 79 Alternative Performance Measures 95 Additional Information Glossary of Terms 98 Shareholder Information 101 Company Information 103 Annual General Meeting Notice of Annual General Meeting 2026 104 Contents Strategic Report 2 Financial Highlights 3 The report has been prepared by the Directors in accordance with the requirements of Section414A of the CompaniesAct2006. Financial highlights for the year ended 30September 2025 Net asset value (“NAV”) per share NAV total return Tax free dividends per share paid in the period Share price total return Ongoing charges ratio (“OCR”) 36.46p -0.22% (1) 4.00p -1.54% (1) 2.51% (1) ● £4.8million invested in Qualifying Companies in theyear. ● 98.98% invested by VCT tax value in Qualifying Investments at 30September2025. ● Final dividend of 1 pennyper share proposed for the year end and special dividend of 2 pence per share approved by theBoard. ● Oer for subscription closed having raised gross proceeds of £5.6million. Summary nancial data 2025 2024 NAV (£m) 135.04 148.01 NAV per share (p) 36.46 40.55 NAV total return (%) (1) -0.22 -3.86 Market capitalisation (£m) 127.41 142.34 Share price (p) 34.40 39.00 Share price discount to NAV per share (%) (1) -5.65 -3.82 Share price 5year average discount to NAV per share (%) (1) -4.99 -5.79 Share price total return (%) (1) -1.54 0.00 Loss per share for the year (p) -0.14 -1.86 Dividends paid per share (p) 4.00 4.00 Ongoing charges ratio (%) (1) 2.51 2.43 (1) Alternative performance measure denitions and illustrations can be found on pages95 to 97. Financial Calendar Record date for nal and special dividends 9January2026 Annual General Meeting 5February2026 Payment of nal and special dividends 13February2026 Announcement of half-yearly results for the six months ending 31March 2026 June2026 Payment of interim dividend (subject to Board approval) July2026 Chair’s Statement 4 Introduction Once again, I would like to welcome Shareholders who joined us as a result of the recent oer for subscription. As always, we are grateful to new and existing Shareholders who continue to support the VCT, despite the dicult times we continue to livethrough. The Investment Association continues to report sustained outows from UK equities, now extending to four years of uninterrupted monthly outows. As feared, changes to scal policy introduced through the 2024 Autumn Budget weighed heavily on certain sectors, particularly those in high service, low margin industries such as those in leisure and hospitality. Predictably, their response included price increases and reduced headcount, neither good for theeconomy. With the exception of a burst of activity in early 2025, the economy has remained insipid. Since the portfolio is not particularly exposed to cyclical factors, this is unhelpful but not a material barrier to commercial progress and value creation. Regressive scal and trade policies, both in the UK and internationally, are a more signicant concern since they encourage companies to defer investment and innovation. Despite this, our sense is that our portfolio companies remain as committed as ever to developing and creating value for shareholders despite the many hurdles they have had to clear thisyear. Consistent with our updates of the last few years, generating performance remains very dicult in the short term. With the London Stock Exchange reporting a thirty year low for initial public oerings, it is clear that the most exciting companies are choosing to pursue alternative channels for capital and liquidity. We will continue to look for the right opportunities and have responded by becoming more active in private capital markets. This work gives us condence that the UK continues to brim with innovation and opportunity, even if it is not currently visible on public markets. We do expect this down cycle to turn and remain as committed as ever to investing into UK public companies as and when the situation improves. Until then, we continue to believe that the sector remains in deep valueterritory. We are disappointed with the level of capital deployed within the year, which does not reect the signicant pipeline that we continue to advance. We have made an improved start to the new nancial year and we hope to report meaningful progress over the comingmonths. Performance As described in more detail in the Investment Manager’s report, we are relieved to report nally a period of improved performance (for the second half of the nancial year). In saying that, I am of course very aware that we are reporting a marginal loss across the year as a whole. However, after four years of decline, including a further fall in the rst half of the nancial year, we are happy to report positive returns in the second half of the nancial year with a gain of +9.36% in the six months to 30 September 2025. It is extraordinary to think that we must look back to June2021 to nd the last time we were able to report two consecutive quarters of growth in our benchmarkindex. The year started with some signicant headwinds in the run up to the 2024 autumn budget. It was a challenging period for companies on AIM, in particular those favoured by investors looking for Business Relief or where investors had accumulated signicant gains. This selling pressure weighed on our portfolio of AIM investments in the rst quarter of the nancial year. In the end, the 2024 budget outcome was better than feared for AIM IHT investors; however, other changes to scal policy were poorly received by business and nancial markets. Evidently, it would be wrong to say that the second half of the nancial year was characterised by a more benign macro-economic backdrop. However, investors were willing to look at UK markets through a dierent and more positive lens, in part due to challenges in other markets. With UK equities signicantly undervalued both relative to historical norms and other international markets, it was enough to drive gains in UK domestic indices, includingAIM. At 30September 2025, the NAV per share was 36.46pence which, after adjusting for the dividends paid in the year of 4.00pence, gives a NAV total return for the year of -0.22% (1) which compares with +4.93% on AIM, as measured by the Deutsche Numis Alternative Market ex IC Index Total Return (calculated on a dividends reinvested basis). The Directors consider this to be the most appropriate benchmark, however, due to the range of assets held within the investment portfolio and the investment restrictions placed on a VCT, it is not whollycomparable. The earnings per share total return for the year was a loss of -0.14pence (comprising a revenue prot of 0.22pence and a capital loss of -0.36pence). Revenue income decreased by 14% to £2.5m as a result of a reduced allocation to high yielding non-qualifying equity investments and lower bank interest received 5 following rate cuts. Income received into the revenue account exceeded expenses, resulting in a revenue prot for the year of 0.22pence per share (FY24: 0.20pence pershare). The share price decreased from 39.00pence to 34.40pence over the reporting period which, after adjusting for dividends paid of 4.00pence per share, gives a share price total return of -1.54% (1) . Investments The Investment Manager invested £4.8million into seven Qualifying Companies during the period. The fair value of Qualifying Investments at 30September 2025 was £73.0million (54.1% of NAV) invested in 47 (2) AIM companies and seven (3) unquoted companies. At the year end, the fair value of equities in Non-Qualifying Companies, the IFSL Marlborough UK Micro-Cap Growth Fund and the IFSL Marlborough Special Situations Fund were £8.4million (6.3% of NAV), £7.6million (5.6% of NAV) and £7.1million (5.3% of NAV) respectively, with most of the equities in Non-Qualifying Companies listed within the FTSE350 and oering good levels of liquidity should the need arise. £21.1million (15.6% of NAV) was held in short-dated investment grade corporate bonds, £1.3million (0.9% of NAV) was invested in VanEck Gold Miners UCITS exchange traded fund and £16.5million (4) (12.2% of NAV) held in cash at the period end (including £10.6m held with the Custodian). Further information can be found in the Investment Manager’sreport. Dividend The Directors continue to maintain their policy of targeting a tax free dividend yield equivalent to 5% of the year end NAV per share (see page43 for the fullpolicy). In the 12-month period to 30September 2025, the Company paid dividends totalling 4.00pence (FY24: 4.00pence). A nal dividend of 1.25pence (FY23:1.50pence) in respect of the 2024 nancial year and a special dividend of 1.50pence was paid on 14February 2025. An interim dividend of 0.75pence along with a special dividend of 0.50pence (FY24: 1 penny with a special dividend of 1.50pence) was paid on 25July 2025. The payment of the special dividends reected the receipt of proceeds received from the sale of various companies, including Learning Technologies Group, Intelligent Ultrasound Group and Equals Group. A nal dividend of 1 penny is proposed (FY24: 1.25pence) which, subject to Shareholder approval at the forthcoming AGM, will be paid on 13February2026 to ordinary Shareholders on the register on 9January2026. A special dividend of 2pence per share has been approved by the Board. The distribution will return to Shareholders the proceeds from various exits and disposals, including Cohort, together with other protable realisations from Non-Qualifying Companies. The special dividend will be paid together with the nal dividend on 13February2026. Dividend re-investment scheme (“DRIS”) Shareholders may elect to reinvest their dividend by subscribing for new shares in the Company. Further information can be found in the Shareholder Information section on pages101to102. On 14February 2025, 2,905,659, ordinary shares were allotted at a price of 37.54pence per share, which was calculated in accordance with the terms and conditions of the DRIS, on the basis of the last published ex-dividend NAV per share as at close of business on 31January 2025, to Shareholders who had elected to receive shares as an alternative to the nal dividend for the year ended 30September 2024 and special dividend announced on 18December2024. On 25July 2025, 1,474,949, ordinary shares were allotted at a price of 35.06pence per share, which was calculated in accordance with the terms and conditions of the DRIS, on the basis of the last published ex-dividend NAV per share as at close of business on 11July 2025, to Shareholders who elected to receive shares as an alternative to the interim and special dividend for the year ended 30September2025. Share buybacks To maintain compliance with its Discount Control and Management of Share Liquidity policy, the Company purchased, through share buybacks, 13,839,406 ordinary shares (nominal value £138,394) during the 2025 nancial year at a cost of £4,897,644 (average price: 35.39pence pershare). As at 16December2025, a further 2,585,633ordinary shares have been repurchased post the year end at a cost of £882,856 (average price: 34.14pence pershare). Share price discount The Company aims to improve liquidity and to maintain a discount of approximately 5per cent. to the last published NAV per share (as measured (1) Alternative performance measure denitions and illustrations can be found on pages95 to 97. (2) Includes 2 companies listed on the Aquis Exchange and 1 company listed on NASDAQ. (3) Excluding companies in administration or at risk of administration with zerovalue. (4) Net of prepayments andaccruals. 6 against the mid-price) by making secondary market purchases of its shares in accordance with parameters set by the Board (see page44 for the fullpolicy). We continued to operate the Discount Control and management of Share Liquidity policy eectively during the period. As at 30September 2025, the Company had one and ve year average share price discounts of 4.59% (1) and 4.99% (1) respectively. The Company’s share price was trading at a discount of 5.65% (1) as at 30September 2025 compared to a discount of 3.82% (1) as at 30September 2024, this being calculated using the closing mid-price of the Company’s shares on 30September 2025 as a percentage of the year end NAV per share, as published on 8October2025. As at 16December2025, the discount to NAV was 5.51% of the last published NAV pershare. Oer for subscription The Directors of the Company announced on 9October 2024 the launch of an oer for subscription for shares to raise up to £20million. The oer closed on 12August 2025 at12pm. The oer resulted in gross funds being received of £5.6million and the issue of 14.9millionshares. The Company is expecting to launch an oer for subscription for shares to raise up to £20 million (with the discretion to utilise an over-allotment facility to raise up to a further £10 million) in early 2026 (the “Oer”). The Oer is expected to take advantage of the dispensations permitted under the new Prospectus Ruleswhich take eect on 19January 2026. Under these new rules, the Company would not be required to publish an FCA approved prospectus to make the Oer. However, further details about the Oer will be made available to Shareholders, including details on how to apply for new shares in the Company, once nalised by the Directors. Resolutions are being proposed at the AGM to allow for the issue and allotment of shares pursuant to the terms of the Oer. Retention Scheme The Company is proposing to introduce a retention scheme for certain employees of the Investment Manager (the “Retention Scheme”), details for which are expected to be available to Shareholders in the new year. The Retention Scheme being developed would reward the Investment Manager’s employees for generating continued growth in the Company going forward and is viewed by the Board as an important way of incentivising, but also retaining, high quality sta at the Investment Manager and ensuring their long-term interests are aligned with Shareholders. Under the Retention Scheme, a cash performance fee would be payable to the Investment Manager on reaching certain (stringent) performance conditions. The whole of a cash performance fee would be distributed to employees of the Investment Manager on the condition that they agree to reinvest any such cash amount into the Company through subscription for new shares. (To ensure proper incentives are maintained, the majority of the performance fee would likely be deferred, settled over several years and be subject to withholding.) Final details of the Retention Scheme are expected to be made available in due course, via a separate Shareholder circular. Once nalised, Shareholders will be asked to vote on the Retention Scheme at a separate general meeting of the Company, currently anticipated to be held immediately following the AGM on 5 February 2026. Capital reductions At the 2026 AGM, the Company is proposing to cancel the entire amount standing to the credit of the Company’s share premium account and capital redemption account and apply the sums resulting from the cancellations to its distributable reserves. These distributable reserves will provide the Company with exibility to support, amongst other things, ordinary share buy-backs and the payment of dividends and other distributions to Shareholders in the future. Both reductions are subject to Shareholder vote and Court approval (see further on pages47 and 48 of the Directors’ Report and the Notice of AGM 2026). Company Secretary On 1August 2025, CGAM took over the position of Company Secretary for the Company, replacing JTC (UK) Limited. Under the terms of the new agreement with CGAM, the fees payable by the Company for company secretarial services are expected to decrease from approximately £82,000 to £50,000 perannum. Cost eciency The Board reviews costs incurred by the Company on a regular basis and is focused on maintaining a competitive OCR. The year end OCR was 2.51% (1) (FY24: 2.43% (1) ) when calculated in accordance with the AIC “Ongoing Charges”methodology. (1) Alternative performance measure denitions and illustrations can be found on pages 95 to 97. 7 The Board would like to see the OCR trending back towards its historical levels. Reecting this, the Board has taken various measures to reduce its xed overheads, reducing the size of the Board and, in consultation with the Investment Manager, making further eciencies. This has included the transfer of additional services to the Investment Manager at a lower cost than available through third parties. This is not a new initiative but an extension of a process that has been underway for some time which has already yielded very considerable savings for the Company through the internalisation of legal and nancial diligence processes and costs. To achieve this, the Investment Manager has made a further investment into its VCT team, adding new operational and marketing resource at no cost to the Company. In addition, it has taken on the role of Company Secretary, signicantly reducing costs to the Company for this service (see section above). Taken together, we expect the various cost saving measures taken within the year to deliver an additional annual saving of approximately £0.15m. Board composition Angela Henderson did not seek re-election as an independent Director of the Company at the Annual General Meeting held on 6February 2025. I wish to take this opportunity to thank Angela for her valuable contribution over the years. Angela was Chair of the MSPEC and Megan McCracken took over as Chair of the MSPEC following themeeting. As announced by the Company on 22May 2025, Busola Sodeinde stepped down from her role as Director of the Company with eect from 21May 2025. Having considered the composition of the Board and in particular the number of independent Directors, Oliver Bedford (lead fund manager at the Investment Manager) also resigned from his position as a Director with eect from 21May 2025. I would like to thank Busola and Oliver for the contribution they have made to the Company during their time on the Board. Oliver will continue in his role as lead manager at the Investment Manager in relation to theCompany. Due to the size and nature of the Company and the costs associated with appointing a new Director, the Board has decided that no new Directors will be appointed to the Board at the currenttime. Board remuneration Following a review of Board remuneration, and taking into account peer group analysis and ination, the Board has agreed to increase its remuneration for the Directors by 4.9%, eective from 1October 2025. The annual remuneration of the Chair will increase to £44,500 and the other independent Directors to£34,500. An additional fee of £1,500 will continue to be paid to the Chair of the MSPEC. The Chair of the Audit Committee will continue to receive an additional fee of£3,000. Overall, the aggregate fees to be paid to all Directors are expected to reduce by £96,500 for the year ended 30September 2026. Annual General Meeting 2026 Shareholders are invited to attend the Company’s forthcoming AGM to be held at 12.30pm on 5February 2026 at 88Wood Street, London EC2V 7QR. The Company’s Notice of AGM is set out on pages104 to109 of this Annual Report. Shareholders who are unable to attend the AGM in person are invited to vote by proxy ahead of the AGM and submit any questions in writing to the Company Secretary at aimvct@canaccord.com (please include ‘HHV AGM’ in the subject heading) by 5pm on 29January 2026. Answers will be published on the Company’s website on 6February 2026. Voting at the AGM will be conducted by way of a poll to ensure that each vote cast is counted. Shareholder engagement Shareholder engagement is given a high priority by the Board. The Company provides a signicant amount of information, including recorded content, about its activities and performance through its website (www.hargreaveaimvcts.co.uk). The website also allows Shareholders to request (by email) updates on Shareholder events, performance of the fund (interim management statements, factsheets and video updates) and information on the Company’s fundraising activities. Please do register your consent with us through thewebsite. Whilst the Board strongly encourages Shareholders to make use of everything the website has to oer, the Directors recognise that it is not for everyone. Shareholders can of course continue to communicate with the Chair, any other member of the Board or the Investment Manager by writing to the Company, for the attention of the Company Secretary, at the address set out on page103 of this document or by email to aimvct@canaccord.com. The Board also wants to provide Shareholders with regular opportunities to meet directly with the Directors and the Investment Manager’s VCT team. In addition to the AGM, we expect to hold two in person 8 Shareholder events each nancial year and two Shareholderwebinars. Our annual Shareholder event was held on 1December 2025, once again at Everyman Cinema Broadgate, City of London. The event included a presentation by the Investment Manager covering the 12months to 30September 2025, along with presentations, a reside chat and a panel discussion with several guest speakers and a number of portfolio companies. The event concluded with the screening of a feature lm. The next Shareholder events include the forthcoming AGM to be held at the Investment Manager’s oces at 88 Wood Street, LondonEC2V7QR at 12.30pm on 5February2026 and a separate Shareholder webinar at 4.30pm on 10February2026. Shareholders are asked to registertheir interest in attending Shareholder events through the Company’s website (www.hargreaveaimvcts.co.uk) or by emailing aimvct@canaccord.com. Electronic communications and digital dividends As previously communicated the last dividend payable by cheque was paid inJuly2025. All future dividends will be paid by bank transfer. We are therefore asking all Shareholders to ensure they have provided their bank account details ahead of the payment of the nal dividend in respect of the year to 30September 2025, due in February2026. Shareholders can provide the Registrar with their bank details in several ways: ● Web – via the Shareview portal operated by the Registrar. Please visit www.shareview.co.uk for details on how toregister. ● Telephone – by contacting the Registrar on +44(0)371 3842030. Switching to the digital delivery of Shareholder communications and dividend distributions is more cost ecient, secure and faster whilst also helping to reduce our environmentalfootprint. The Company no longer prints and distributes interim reports to Shareholders. The interim results continue to be available for download on the Company’s website (www.hargreaveaimvcts.co.uk) and a summary of the results are published via a Regulatory Information Service on the London Stock Exchange. Where necessary, the Administrator can produce and send out a hardcopy. Shareholders are also encouraged to make use of the Shareview portal operated by the Registrar, which can be used to monitor their investment, review their transaction history, see information on dividend payments and update their communication preferences. The Registrar’s contact details can be found above and on page103 of this report. Electronic voting Electronic proxy voting is available for Shareholders to register the appointment of a proxy and voting instructions for any general meeting of the Company once notice has been given. This service assists the Company to make further printing and production cost savings, reduce our environmental footprint and streamline the voting process forinvestors. Regulatory update There were no major changes to VCT Rules during the period underreview. Consumer duty The Consumer Duty regulation is designed to improve the standard of care provided by nancial rms that are involved in the manufacture or supply of products and services to retailclients. As the Company is not regulated by the FCA, it falls outside of the Consumer Duty regulation. With the transfer of the administration contract from CGWL to CGAM on 1October 2024, CGAM’s responsibilities under Consumer Duty expanded and it is now the designated manufacturer and distributor of the Company. In its capacity as manufacturer, CGAM has conducted a fair value assessment and a target market assessment for the fund. Having reviewed both reports, the Board is satised that CGAM has continued to comply with its obligations throughout theperiod. VCT status I am pleased to report that the Company continues to perform well against the requirements of the VCT Rulesand at the period end, the investment test was 99.0% (FY24: 100%) against an 80% requirement when measured using HMRC’s methodology. The Company satised all other tests relevant to its status as a Venture Capital Trust. Further information on these tests can be found on page25. Key information document (“KID”) In accordance with the PRIIPs regulations, the Company’s KID is published on the Company’s website at www.hargreaveaimvcts.co.uk. Risk review The Board has reviewed the risks facing the Company. Further detail can be found in the principal 9 and emerging risks and uncertainties section on pages21to23. Outlook Once again, the Government’s unhelpful messaging in the run up to the 2025 autumn budget weighed on economic activity with surveys and GDP releases highlighting a softening in UKeconomy through the autumn. Measures of UK consumer and business condence both dipped, suggesting that households and companies were again viewing the autumn budget as a risk event. TheFTSE AIM All-Share Index weakened post period end and has lagged other UK indices, perhaps reecting some investor caution ahead of the 2025 autumn budget. We were delighted to learn that the Government intends to introduce legislation through the Finance Bill 2025-26 that will signicantly increase key thresholds that govern how VCTs deploy capital. We expect the changes to make a material positive impact on our addressable market, bringing many more exciting companies into scope. This should accelerate our rate of deployment and is undoubtedly good news for the UK’s innovation economy. More puzzling is the Treasury’s decision in parallel to reduce the level of income tax relief available to investors from 30% to 20% and in the process throttle back the availability of capital. We will continue to engage with the Treasury and other stakeholders on the issue. We are pleased to report that the Investment Manager is reporting an improvement in deal ow. Post-period end, investments of £2.9 million have been made across two Qualifying Investments. In addition, the team is active on a large number of deals across both public and private markets and expect several deals to close over the coming weeks. David Brock Chair 18December2025 The Company and its Business Model 10 The Company was incorporated and registered in England and Wales on 16August 2004 under the Companies Act1985, registered number05206425. The Company has been approved as a Venture Capital Trust (or VCT) by HMRC under section259 of the Income Taxes Act2007. The shares of the Company were rst admitted to the Ocial List of the UKListing Authority and traded on the London Stock Exchange on 29October 2004. The Company is listed on the main market of the London StockExchange. It can be found under the TIDM code “HHV”. In common with many other VCTs and in accordance with the terms of the Articles, the Company has revoked its status as an investment company to allow it to pay dividends out of capitalprots. The Company’s principal activity is to invest in a diversied portfolio of qualifying small UK based companies, primarily trading on AIM, with a view to generating capital returns and income from its portfolio and to make distributions from capital and income to Shareholders whilst maintaining its status as aVCT. The Company is registered as a small UK AIFM with a Board comprising three non-executive Directors, all of whom are independent. CGAM acts as Investment Manager and Administrator, whilst CGWL acts as Custodian of the Company. JTC (UK) Limited acted as Company Secretary from 1October 2024 to 31July 2025. With eect from 1August 2025 CGAM was appointed as CompanySecretary. The Board has overall responsibility for the Company’s aairs including the determination of its investment policy. However, the Board exercises these responsibilities through delegation to the Investment Manager, the Administrator, the Custodian and the Company Secretary as it considersappropriate. The Directors have managed and continue to manage the Company’s aairs in such a manner as to comply with section259 of the Income TaxesAct2007. Investors: Aged over 18 Pay tax in the UK Capital Dividend distributions and share buybacks Hargreave Hale AIM VCT plc Board of Non-Executive Directors Operations outsourced Operations outsourced Information Investee Companies Predominantly AIM Quoted Display characteristics set out in investment policy Responsible for setting and monitoring investment and other key policies Administrator (Canaccord Genuity Asset Management Ltd) Custodian (Canaccord Genuity Wealth Ltd) Company Secretary (Canaccord Genuity Asset Management Ltd) Registrars (Equiniti Ltd) VCT Tax Adviser (Philip Hare & Associates LLP) Investment Manager (Canaccord Genuity Asset Management L td) Responsible for implementing the investment policy Investment Objectives, Policy and Strategy 11 Investment objectives The investment objectives of the Company are to generate capital gains and income from its portfolio and to make distributions from capital or income to Shareholders whilst maintaining its status as a Venture CapitalTrust. Investment policy The Company intends to achieve its investment objectives by making Qualifying Investments in companies listed on AIM, private companies and companies listed on the AQSE Growth Market, as well as Non-Qualifying Investments as allowed by the VCTRules. Qualifying Investments The Investment Manager will maintain a diversied portfolio of Qualifying Investments which may include equities and xed income securities as permitted by the VCT Rules. Investments will primarily be made in companies listed on AIM but may also include private companies that meet the Investment Manager’s criteria and companies listed on the AQSE Growth Market. These small companies have a permanent establishment in the UK and, whilst of high risk, should have the potential for signicant capitalappreciation. To maintain its status as a VCT, the Company must have 80per cent. by value, as measured by the VCT Rules, of all of its investments in Qualifying Investments throughout accounting periods of the VCT beginning no later than three years after the date on which those shares are issued. To provide some protection against an inadvertent breach of this rule, the Investment Manager targets a threshold of approximately 85percent. Non-Qualifying Investments Non-Qualifying Investments must be permitted by the VCT Rulesand may include equities and exchange traded funds listed on the main market of the London Stock Exchange, xed income securities, bank deposits that are readily realisable, the IFSL Marlborough Special Situations Fund and the IFSL Marlborough UK Micro-Cap Growth Fund. Subject to the investment controls below, the allocation to each of these investment classes will vary to reect the Investment Manager’s view of the market environment and the deployment of funds into Qualifying Companies. The market value of the Non-Qualifying Investments (excluding bank deposits) will vary between nil and 50per cent. of the net assets of theCompany. The value of funds held in bank deposits will vary between nil and 30per cent. of the net assets of theCompany. Investment controls The Company may make co-investments in investee companies alongside other funds, including other funds managed by the InvestmentManager. Other than bank deposits, no individual investment shall exceed 10per cent. of the Company’s net assets at the time ofinvestment. Borrowings The Articles permit the Company to borrow up to 15per cent. of its adjusted share capital and reserves (as dened in the Articles). However, it is not anticipated that the Company will have any borrowings in place and the Directors do not intend to utilise thisauthority. To the extent that any future changes to the Company’s investment policy are considered to be material, Shareholder consent to such changes will be sought. Such consent applies to the formal investment policy described above and not the investment process set outbelow. Investment process and strategy The Investment Manager follows a stock specic investment approach based on fundamental analysis of the investeecompany. The Investment Manager’s fund management team leverages its market connections and meets with numerous companies each week. These meetings provide insight into investee companies, their end markets, products and services, or their competition. Investments are monitored closely and the Investment Manager usually meets or engages with their senior leadership team at least twice each year. Where appropriate, the Company may co-invest alongside other funds managed by the Investment Managerand, depending on the circumstances, this may require Board approval. The key selection criteria used in deciding which investments to make include, inter alia: ● the strength and depth of the management team; ● the business strategy; ● a prudent approach to nancial management and forecasting; ● a strong balance sheet; ● prot margins, cash ows and the working capital cycle; 12 ● barriers to entry and the competitive landscape; and ● the balance of risk and reward over the medium and longterm. Qualifying Investments Investments are made to support the growth and development of a Qualifying Company. The Investment Manager will maintain a diversied portfolio that balances opportunity with risk and liquidity. Qualifying Investments will primarily be made in companies listed on AIM but may also include private companies and companies listed on the AQSE Growth Market. Seed funding is rarely provided and only when the senior leadership team includes proven business leaders known to the InvestmentManager. Working with advisers, the Investment Manager will screen opportunities, often meeting management teams several times prior to investment to gain a detailed understanding of the company. Investments will be sized to reect the risk and opportunity over the medium and long term. In many cases, the Investment Manager will provide further funding as the need arises and the investment matures. When investing in private companies, the Investment Manager will shape the investment to meet the investee company’s needs whilst balancing the potential for capital appreciation with riskmanagement. Investments will be held for the long term unless there is a material adverse change, evidence of structural weakness, or poor governance and leadership. Partial realisations may be made where necessary to balance the portfolio or, on occasion, to capitalise on signicant mispricing within the stockmarket. Non-Qualifying Investments The Investment Manager’s VCT team works closely with the Investment Manager’s wider fund management team to deliver the investment strategy when making Non-Qualifying Investments, as permitted by the VCT Rules. The Investment Manager will vary the exposure to the available asset classes to reect its view of the equity markets, balancing the potential for capital appreciation with risk management, liquidity andincome. The Non-Qualifying Investments will typically include a focused portfolio of direct investments in companies listed on the main market of the London Stock Exchange. The portfolio will mix long term structural growth with more tactical investment to exploit short term mispricing within the market. The use of the IFSL Marlborough Special Situations Fund and the IFSL Marlborough UK Micro-Cap Fund enables the Company to adjust its exposure to small UKcompanies to reect market factors and changes to the Company’s working capital. The Investment Manager may use certain exchange traded funds listed on the main market of the London Stock Exchange to gain exposure to asset classes not otherwise accessible to theCompany. Environmental, social and governance considerations The Investment Manager has a tailored approach to environmental, social and governance (“ESG”) issues that is integrated into its investment decision-making process for investments in Qualifying Companies. The Investment Manager’s approach reects the prole of the investee company and the role of ESG factors in the Company’s investment thesis. As a minimum, the ESG review for investments in Qualifying Companies will consider the following areas: ● role, structure and operation of the board (including the application of corporate governance codes); ● treatment of employees (and related laws such as the prevention of modern slavery); ● robustness of accounting and internal controls; and ● environmental and/or social impacts of the business. The Investment Manager will seek to engage and inuence companies on any areas of improvement identied through due diligence and material ESG issues that arise during the term of the investment. The Investment Manager has published ESG, Engagement and Conicts Policies and is a signatory to the UN Principles of Responsible Investment. The Company will continue to engage with its investee companies to encourage more substantive reporting on ESG credentials and the development of sustainability goals. Risk management The structure of the Company’s investment portfolio and its investment strategy has been developed to mitigate risk where possible. Key risk mitigation strategies are as follows: ● the Company has a broad portfolio of investments to reduce stock specic risk; ● exible allocations to Non-Qualifying Equities, exchange traded funds listed on the Main 13 Market of the London Stock Exchange, xed income securities, bank deposits that are readily realisable, the IFSL Marlborough Special Situations Fund and the IFSL Marlborough UK Micro-Cap Fund allow the Investment Manager to adjust portfolio risk without compromising liquidity; ● regular meetings with investee companies aid the close monitoring of investments to identify potential risks and allow corrective action where possible; and ● regular Board meetings and dialogue with the Directors, along with policies to control conicts of interest and co-investment with the IFSL Marlborough fund mandates support stronggovernance. Further information can be found on page21. Key Performance Indicators 14 The Directors consider the following KPIs to assess whether the Company is achieving its strategic objectives. The Directors believe these measures help Shareholders assess how eectively the Company is applying its investment policy and are satised the results give a fair indication of whether the Company is achieving its investment objectives and policy. The KPIs are established industrymeasures. Further commentary on the performance of these KPIs has been provided in the Chair’s Statement and Investment Manager’s Report on pages4 to9 and 28 to33 respectively. 1 NAV and share price total returns The Board monitors NAV and share price total return to assess how the Company is meeting its objective of generating capital gains and income from its portfolio and making distributions to Shareholders. The NAV per share decreased from 40.55pence to 36.46pence resulting in a loss to ordinary Shareholders of -0.09pence per share (-0.22%) (1) after adjusting for dividends paid in theyear. NAV and cumulative dividends NAV per share Cumulative dividends paid - 25 50 75 100 125 150 175 Sep-16 Sep-17 Sep-18 Sep-19 Sep-20 Sep-21 Sep-22 Sep-23 Sep-24 Sep-25 Pence per share The Board considers peer group and benchmark comparative performance. Due to the very low number of AIM VCTs, the Board reviews performance against the generalist VCTs as well as the AIM VCTs to provide a broader peer group for comparison purposes. During the year, the Company changed its performance benchmark from the FTSE AIM All-Share Index Total Return to the Deutsche Numis Alternative Market ex IC Index Total Return, as use of the former is no longer permitted. Both indices are broadly similar, and the Company believes the new benchmark remains an appropriate measure of performance relative to our investment strategy. With 41.3% of the NAV in companies listed on AIM, the Directors consider this to be the most appropriate benchmark. However, HMRC derived investment restrictions and investments in private companies, main market listed companies and bonds mean that the index is not a wholly comparable benchmark forperformance. Rolling Returns to end Sep 2025 1Y 3y 5y 10y NAV total return (2) -0.22% -17.83% -17.85% 10.74% Share price total return (2) -1.54% -24.46% -11.44% 11.17% NAV total return (dividends reinvested) (3) -0.03% -19.51% -25.58% -1.55% Share price total return (dividends reinvested) (3) -1.73% -26.23% -20.12% -1.00% Deutsche Numis Alternative Market ex IC Index Total Return 4.93% -0.85% -15.79% 20.27% Source: CGAM (1) Alternative performance measure denitions and illustrations can be found on pages 95 to 97. (2) Reecting the signicant return of capital through regular and special dividends in recent years, which materially exceeds the dividends paid by the Deutsche Numis Alternative Market ex IC Index, the Board is of the view that it is more accurate to report performance against the benchmark on a (simple) total return basis rather than on a dividends re-invested basis. The Board also notesthat approximately 90% of Shareholders do not participate in the Company’s DRIS scheme, making the simple total return (without dividends reinvested) more reective of Shareholder returns as experienced by the vast majority of Shareholders. The denition and illustration of this alternative performance measure can be found on pages95 to97. (3) The NAV total return (dividends reinvested) and share price total return (dividends reinvested) measures have been included to improve comparability with the Deutsche Numis Alternative Market ex IC Index Return which is also calculated on that basis. The denitions and illustrations of these alternative performance measures can be found on pages95 to97. 15 Reecting the dicult market conditions that continued to weigh on performance through the nancial year, and in common with the AIM VCT peer group, the Company reported a modest reduction in the NAV per share. The NAV total return fell behind the benchmark over one, three and ve years, reecting compositional dierences between the portfolio and the benchmark. Much of these dierences can be attributed to restrictions that ow from the VCT Rules and create structural disconnects to our benchmark. For example, Basic Resources is the largest sector on AIM (18% weighting, +68% return) and was the most signicant driver of performance on AIM in the period. This is a sector that is very dicult for VCTs to access. The pattern repeats for Energy (6% sector weighting, +22% return) and the Construction and Materials (7% sector weighting, +12% return). In contrast, the portfolio has signicant overweight allocations to the healthcare and technology relative to the benchmark. Both sectors were negative contributors to AIM within the year under review. Performance was ahead of both the AIM and generalist VCT peer group averages over oneyear and ahead of the AIM VCT peer group average over threeyears. Performance continues to lag the generalist VCT peer group over longer time horizons. This is also true of the AIM VCT peergroup. Whilst there are early signs that AIM may have found a bottom in April2025, the value compression of companies listed on AIM that started in September2021 remains a dominant theme with AIM continuing to trade at a discount of nearly 40% to its long-term average earnings multiple. The value disconnect looks particularly stark when viewed alongside other global benchmarks. Much of this may be attributed to continued outows from UK equities with the IA UK small cap sector now into its fth year of monthlyoutows. Last year, we observed a notable performance gap between the AIM VCT peer group and the generalist VCT peer group over threeyears. Whilst this has narrowed substantially, it remains the case that generalist VCTs continue to report better three-year performance and substantially better ve-yearperformance. Further detailed information on peer group performance is available through Morningstar (https://www.morningstar.co.uk) and the AIC (https://www.theaic.co.uk/aic/nd-compare-investment-companies). 2. Share price discount to NAV per share The Company uses secondary market purchases of its shares to improve the liquidity in its shares and support the discount. The discount to NAV per share is an important inuence on a selling Shareholder’s eventual return. The Company aims to maintain a discount of approximately 5per cent. to the last published NAV per share (as measured against themid-price). The Company’s shares traded at a discount of 5.65% (1) as at 30September 2025 (FY24: 3.82% (1) ) when calculated with reference to the 30September 2025 NAV per share. The one and ve year average share price discounts were 4.59% (1) and 4.99% (1) respectively. The Company’s shares are priced against the last published NAV per share with the market typically adjusting the price to reect the NAV after its publication. In line with the Company’s valuation policy, the Company aims to publish the quarter end NAV per share within seven business days of the period end to allow time for the Investment Manager and Board to review and agree the valuation of the private companies held within the investmentportfolio. The Company’s share price on 30September 2025 reected the last published NAV per share prior to the year end, which was released on 30September 2025. The 30September 2025 NAV was reported on 8October 2025, following the review of the valuations of the privatecompanies. As at 16December2025, the discount to NAV was 5.51% of the last published NAV pershare. (1) Alternative performance measure denitions and illustrations can be found on pages 95 to 97. 16 (12.0%) (10.0%) (8.0%) (6.0%) (4.0%) (2.0%) 0.0% 2.0% 4.0% 6.0% Sep-20 Sep-21 Sep-22 Sep-23 Sep-24 Sep-25 Share price discount to NAV 3. Ongoing charges ratio The Company’s ongoing charges for the year ended 30September 2025 were 2.51% (1) (FY24: 2.43% (1) ) of the average net assets. The increase in the OCR primarily reects a reduction in average net assets, driven by a decline in NAV per share and the payment of special dividends. The ratio is calculated using the AIC’s “Ongoing Charges” methodology, which divides ongoing expenses by average netassets. The Board aims to return the OCR to historic levels and has implemented cost-saving measures, as outlined in the Chair’s Statement, expected to deliver annual savings of approximately £0.15million. While the Company’s OCR remains competitive within the broader VCT sector, it is marginally higher than that of other AIM VCTs. Although based on historical data, the ratio oers Shareholders a useful indication of the future cost of managing thefund. 4. Dividends per share The Company’s policy is to target a tax-free dividend yield equivalent to 5% of the year end NAV per share. The Board remains committed to maintaining a steady ow of dividend distributions toShareholders. In the 12-month period to 30September 2025, the Company paid dividends totalling 4.00pence (FY24:4.00pence). A nal dividend of 1.25pence (FY23: 1.50pence) in respect of the 2024 nancial year and a special dividend of 1.50pence was paid on 14February 2025. An interim dividend of 0.75pence along with a special dividend of 0.50pence (FY24: 1 penny with a special dividend of 1.50pence) was paid on 25July2025. A nal dividend of 1 penny is proposed (FY24: 1.25pence) which, subject to Shareholder approval at the forthcoming AGM, will be paid on 13February2026 to ordinary Shareholders on the register on 9January2026. A special dividend of 2 pence per share has been approved by the Board. The distribution will return to Shareholders the proceeds from various exits and disposals, including Cohort, together with other protable realisations from Non-Qualifying Companies. The special dividend will be paid together with the nal dividend on 13February2026. (1) Alternative performance measure denitions and illustrations can be found on pages 95 to 97. 17 The below table demonstrates how the Board has been able to consistently pay dividends in line with the 5%target and the Company’s dividendpolicy. Dividends paid/payable by nancial year Year Year end NAV Dividends Yield Additional information pence per share 2010/11 61.14 4.00 6.5% 2011/12 61.35 3.25 5.3% 2012/13 71.87 3.75 5.2% 2013/14 80.31 4.25 5.3% 2014/15 74.64 4.00 5.4% 2015/16 75.93 4.00 5.3% 2016/17 80.82 4.00 4.9% 2017/18 87.59 5.40 6.2% Including special dividend of 1penny. 2018/19 70.60 3.75 5.3% 2019/20 73.66 5.40 7.3% Including a special dividend of 1.75pence. 2020/21 100.39 7.40 7.4% Including a special dividend of 2.50pence. 2021/22 60.19 3.00 5.0% 2022/23 46.34 4.50 9.7% Including a special dividend of 2.00pence. 2023/24 40.55 3.75 9.2% Including a special dividend of 1.50pence. 2024/25 36.46 3.75 6.2% Including special dividends of 1.50pence and 0.50pence paid in February 2025 and July2025 respectively, and a proposed 1penny nal dividend. 5. Compliance with VCT Rules A VCT must be approved by HMRC at all times and, in order to retain its status, the Company must meet a number of tests as set out by the VCT Rules, a summary of which can be found on page25. Throughout the year ended 30September 2025 the Company continued to meet thesetests. The investment test decreased marginally from 100% to 98.98% in the nancial year. The investment test remained comfortably ahead of the 80% threshold that applies to the Company as at 30 September 2025 and ahead of the target of 85% as set out in the Company’s investmentpolicy. During the period, the Company invested £4.8million into seven Qualifying Companies, three of which were investments into new QualifyingCompanies. The Board believes that the Company will continue to meet the HMRC dened investment test and other qualifying criteria on an ongoingbasis. For further details please refer to the Investment Manager’s report on pages 29 to 33. Section 172 Statement 18 Under Section172, the Directors have a duty to promote the success of the Company for the benet of its Shareholders as a whole, and in doing so consider several matters including the interests of its employees, suppliers and customers and the impact of the Company’s operations on the community and theenvironment. This section sets out how the Directors meet their obligations under Section172. It provides a summary of how the Directors build and maintain strong relationships with the Company’s key stakeholders, how they understand their interests and concerns and how the strength of these relationships is contributing to the Company’s success. Within the reporting year, the Board continued to engage with its key stakeholder groups, being: ● Shareholders ● The Investment Manager ● Investee companies ● Key suppliers and professional advisers ● Distributors ● Government agencies, regulators and industryassociations. These stakeholders did not change during the nancial period. The Company continues not to have any employees or customers and so the Board does not maintain any specic policies regarding employee, human rights, social or community issues. However, it does expect the Investment Manager to consider them when fullling itsrole. This Section172 statement should be read with the other contents of the Strategic Report on pages3to65. Purpose Hargreave Hale AIM VCTplc aims to support UK investors to full their long-term nancial goals through the eective delivery of its investment objectives, namely by providing nancial capital to support growing, innovative businesses across theUK. Shareholders The Board remains strongly committed to prioritising Shareholders and considers active Shareholder engagement as being central to its understanding of Shareholder interests and concerns, to ensure their continued support of and investment in the Company. Therefore, the Board seeks to have an open, ongoing and positive dialogue withShareholders. During the year, the Company held two in-person and two online Shareholder events at which Shareholders were able to ask questions and raise matters with the Investment Manager and the Board. The Company also provided Shareholders with regular digital communications and updates published on the website, including CEO interviews, economic updates, sector news and commentaries, weekly NAV announcements, monthly factsheets, interim management statements, an Interim Report and an AnnualReport. In addition, Shareholders had several channels through which they could contact the Investment Manager, Board, Administrator, Company Secretary and the Registrar, with enquiries escalated to the Board, asnecessary. The Company continues its drive to make the Company’s processes more ecient, minimise costs for Shareholders and reduce its environmental footprint. In particular, it encourages Shareholders to elect (through the website) to receive electronic communications. Impacts of engagement Key decisions ● Greater understanding of Shareholder concerns ● Increased accountability of the Board and Investment Manager ● Fostered continued Shareholder support to maintain existence of the Company’s future growth ● Supported the delivery of the Company’s purpose, policies and objectives ● 2024/25 oer for subscription launched, which remained open throughout the year ● Paid dividends of 4ppershare ● Continued weekly buybacks to improve liquidity and support discount control ● Launched a campaign for digital dividend payments ● Developed a more focused communications strategy to increase relevant and topical content for Shareholders Investment Manager The Investment Manager is responsible for the successful delivery of the Company’s investment policy under a discretionary mandate. A transparent and open working relationship between the Board and the Investment Manager is, therefore, fundamental to the successful operation of theCompany. During the year, the Board and its Committees maintained close and frequent contact with the Investment Manager’s VCT team. Oliver Bedford, 19 the lead fund manager, remains a key link between the Company, the Investment Manager, the Administrator and the Company Secretary. He and other representatives of the Investment Manager’s VCT team attended all Board meetings and Committee meetings, where appropriate, thus ensuring a regular and constructive dialogue on issues of a strategic and materialnature. The Board retains overall responsibility for the Company’s portfolio of investments and risk management. Throughout the reporting period, the Board received detailed reports from the Investment Manager, including commentary on portfolio performance and positioning, which enabled the Directors to oversee the delivery of the Company’s investment policy and make its key decisions. The Company has specic policies on divestment and excluded activities and, where appropriate, it expects the Investment Manager to take account of ESG considerations in its investment process for the selection and ongoing monitoring of underlyinginvestments. Through the MSPEC, the Board undertakes an annual review of the Investment Manager. The most recent review was held on 9December2025 to cover the nancial year to 30September2025. Impacts of engagement Key decisions ● Provided oversight of the implementation of the Company’s policies (including its investment policy) ● Allowed monitoring of the deployment of capital into Qualifying Companies ● Direct engagement in the valuation reviews for the Company’s investments in unquoted companies ● Allowed monitoring of the Company’s compliance with the VCT Rulesand FCA regulations, including Consumer Duty ● Greater understanding of the investment environment and key drivers of the Company’s performance ● Retained CGAM as the Investment Manager for the Company ● Revisions agreed to the Company’s ESG features of the investment process to rene workstreams and map them to the prole of a relevant investee company ● Revisions agreed to the Company’s risk factors Investee companies The Company’s performance is directly linked to the performance of its underlying investee companies. Through the IMA, the Board has delegated the monitoring of its portfolio companies to the Investment Manager, which directly engages with senior management teams and boards of investee companies through meetings, site visits and through other diligencework. As a signicant shareholder in investee companies, with a delegated authority to vote on shareholder resolutions, the Investment Manager can engage with and positively inuence investee company behaviour, both at the point of investment and during the time in which the Company is a shareholder. This allows the Investment Manager to identify and raise issues of note, provide a forum for positive feedback, and promote change where necessary. The Investment Manager has a strong record of voting on shareholder resolutions on behalf of the Company. Within the year under review, the Investment Manager voted on more than 99 per cent. of the availableresolutions. The Board believes that responsible investment, executed through constructive and appropriately calibrated engagement with investee companies, underpins the successful delivery of the investment policy over the long term. During the reporting period, the Board received regular updates from the Investment Manager on its engagement with investeecompanies. Impacts of engagement Key decisions ● Greater understanding of investee companies through active monitoring of governance ● Fostered the promotion of good corporate behaviours in investee companies, including advocating for ESG- related initiatives where value accretive or risk reducing ● Delegated authority to vote on shareholder decisions to the Investment Manager Key suppliers and professional advisers As the Company does not have any employees or premises of its own, it depends on outsourcing its operations to key third party suppliers. Given this reliance, the Board seeks to have an open and constructive relationship with all serviceproviders. Responsibility for the management of the Company’s key suppliers is led by the MSPEC, which meets 20 bi-annually. Throughout the year, the Board received a comprehensive overview of the support functions provided by its service providers through a combination of written reports and attendance at MSPEC meetings. In particular, the MSPEC reviewed information provided by key suppliers conrming that they appropriately manage cyber risks, data protection and business continuity programmes, together with reviewing information on their governance structures, insurance cover, controls andculture. The Company operates within a complex legal, nancial, tax and regulatory environment. Engaging specialist, professional advisers provides the Board with appropriate support as it considers complex and technical factors, designs and implements the Company’s policies and monitors compliance with its regulatory obligations. During the year, the Board and Investment Manager received quarterly in-person updates and ad hoc advice, as appropriate, compliance status reports and annual training from the Company’s professionaladvisers. Impacts of engagement Key decisions ● Specialist professional advice supported positive compliance outcomes and informed decision making ● Provided oversight of the Company’s suppliers and their performance, to ensure they provide value for money to Shareholders ● Allowed the Board to evolve its operational policies to reect regulatory changes ● Retain Philip Hare& AssociatesLLP as the Company’s tax adviser ● Appoint CGAM as the Company’s new Company Secretary ● Agreed updates to the Company’s corporate and operating policies Distributors Working alongside the Investment Manager and the Receiving Agent, the Company’s distributors promote the Company to nancial intermediaries and investors when the Company is raising funds for investment through oers for subscription. Through the IMA and, where applicable, an Oer Agreement, the Board delegates responsibility for this to the Investment Manager and ReceivingAgent. The Investment Manager maintained close contact with key distributors throughout the year, provided in-person performance updates and listened to feedback. The Investment Manager reported this feedback to the Board, along with any recommendations. The Board also received an update on the impact of compliance with the Consumer Dutyprinciple. Impacts of engagement Key decisions ● Improved understanding of costs and value within the distribution chain, as well as the services provided by distributors ● Allowed for more opportunities for feedback from Shareholders and their advisers ● Supported CGAM’s appointment of an in-house distribution specialist to bolster the Company’s distribution capability Government agencies, regulators and industry associations Governments, regulators, and industry associations determine legislation and shape the business and policy environment the Company operates in. The Board is committed to having an open, cooperative, and constructive relationship with these stakeholders, supporting relevant industry associations, providing evidence to support the VCT scheme and engaging in policy reviews and initiatives to improve the operation of thescheme. The Company is a member of the AIC and VCTA and attended events held by both bodies. In particular, representations were made through the AIC and VCTA to government agencies to advocate for various VCT policy reforms, including raising the lifetime, annual and other scheme investmentlimits. Impacts of engagement Key decisions ● Actively supported and raised awareness of industry campaigns and initiatives such as: ° the VCTA’s Growth Beyond Limits campaign (calling for policy reform) ° the VCTA’s Summer 2025 Policy Paper ● Fostered continued support for VCTs from within government departments, including HMRC and HMT, industry associations and the City of London Corporation ● Continue to actively engage with policymakers through memberships of industry associations Principal and Emerging Risks and Uncertainties 21 The Directors acknowledge that they are responsible for the eectiveness of the Company’s risk management and internal controls and periodically review the principal risks faced by the Company. The Board may full these responsibilities through delegation to CGAM and CGWL as it considers appropriate. The principal risks facing the Company, together with mitigating actions taken by the Board, are set out below: Risk Potential consequence How the Board mitigates risk Changes during the year Venture Capital Trust loss of status risk. The Company operates in a complex regulatory environment and faces a number of related risks. A breach of section259 of the Income Taxes Act2007 could result in the disqualication of the Company as a VCT. Loss of VCT approval could lead to the Company losing its exemption from corporation tax on capital gains, Shareholders losing their tax reliefs and, in certain circumstances, being required to repay the initial tax relief on their investment. To reduce this risk, the Board has appointed an Investment Manager with signicant experience in the management of venture capital trusts. The Investment Manager regularly provides the Board with written and verbal reports. The Board also appointed Philip Hare& AssociatesLLP to monitor compliance with regulations and provide half-yearly compliance reports to the Board. Nochange. Investment risk. Many of the Company’s investments are held in small, high risk companies which are either listed on AIM or privately held. Investment in poor quality companies could reduce the capital and income return to Shareholders. Investments in small companies are often illiquid and may be dicult to realise. The Board has appointed the Investment Manager which has signicant experience of investing in small companies. The Investment Manager maintains a broad portfolio of investments across a wide range of industries and sectors. Individual Qualifying Investments rarely exceed 5% of net assets. The Investment Manager holds regular company meetings to monitor investments and identify potential risk. The VCT’s liquidity is monitored on a regular basis by the Investment Manager and reported to the Board quarterly and as necessary. The growth outlook for the UK economy has diminished with GDP growth expected to reduce from 1.5% in 2025 to 1.4% in 2026 (source: Oce for Budget Responsibility, November 2025). The Bank of England is expected to continue to reduce interest rates, which will provide some support to consumer and business condence and encourage investment into growth. Osetting this, the 2024 autumn budget introduced signicant increases to regulated wages and National Insurance contributions that increased the cost of employment, limited private sector wage growth and contributed to higher ination. Changes to Business Relief have reduced the incentives to invest on AIM for those investors seeking to mitigate inheritance tax. The 2025 autumn budget has included changes to personal taxation that may drive changes in consumer behaviour, with implications for the UKeconomy. The 2025 autumn budget included proposed changes to VCT rules that govern the deployment of capital into Qualifying Companies. These changes are expected to come into eect on 6 April 2026 and will include material increases in several key thresholds. Collectively, the changes will increase the addressable market and improve the Company’s ability to provide growth capital to a wider variety of more mature companies, including those within the existing portfolio. Cyberattacks on several prominent UK companies highlight the elevated risk facing companies and the potential for profound nancial harm through direct attack or attacks on key suppliers or customers. 22 Risk Potential consequence How the Board mitigates risk Changes during the year Compliance risk. The Company is required to comply with the FCA UKListing Rulesand the Disclosure Guidance and Transparency Rules, the Companies Act2006, Accounting Standards, the General Data Protection Regulation and other legislation. The Company is also a small registered UK AIFM and has to comply with the requirements of the AIFM Directive. Failure to comply with these regulations could result in a delisting of the Company’s shares, nancial penalties, a qualied audit report and/or loss of Shareholder trust. Board members have considerable experience of operating at senior levels within quoted businesses. They have access to a range of advisers including solicitors, accountants and other professional bodies and take advice when appropriate. CGWL and CGAM provide compliance oversight to both the Administrator and the Investment Manager and reports to the Board on a quarterly basis. Nochange. Operational risk and outsourcing. Failure in the Investment Manager, Administrator, Custodian, Company Secretary or other appointed third-party systems and controls or disruption to their respective businesses as a result of operational failure, environmental hazards or cyber security attacks. Failures could put the assets of the Company at risk or result in reduced or inaccurate information being passed to the Board or Shareholders. Quality standards may be reduced through lack of understanding or loss of control. The Company has in place a risk matrix and a set of internal policies which are reviewed on a regular basis. It has written agreements in place with its third-party service providers. The Board receives regular reports from the Investment Manager, Administrator and Custodian to provide assurance that they operate appropriate control and oversight systems and have in place training and other defence measures to mitigate, among other things, the risk of cyber attack. Additionally, the Board receives a control report from the Registrars on an annual basis. Where tasks are outsourced to other third parties, reputable rms are used and performance is reviewed periodically by the MSPEC. Nochange. Key personnel risk. A change in the key personnel involved in the management of the portfolio. Potential impact on investment performance. The Board discusses key personnel risk and resourcing with the Investment Manager periodically. To mitigate this risk, the VCT team within the Investment Manager has a large team comprising two fund managers, a portfolio manager, an investment analyst, a legal counsel, a business operations manager, a distribution specialist and a marketing professional. To reduce key person risk, the Board is currently developing proposals for a new Retention Scheme for eligible employees of the Investment Manager. Please see page 6 for further details. 23 Risk Potential consequence How the Board mitigates risk Changes during the year Exogenous risks such as economic, political, geopolitical nancial, climate change and health. Economic risks include recession and sharp changes in interest rates. Political risks include a change in government policy causing the VCT scheme to be brought to an end or altered in such a way that VCTs become less attractive to investors, changes to economic or scal policy or the introduction of taris or other restrictions that might impact upon a company’s operational model, reduce revenues, depress prot margins and increase the cost of capital. Geopolitical risks include the impact of wars or conicts. Climate change presents environmental, geopolitical, regulatory and economic risks. Health risks include the possibility of another pandemic. Instability or changes arising from these risks could have an impact on stock markets and the value of the Company’s investments so reducing returns to Shareholders. Companies may face restrictions on emissions, water consumption and increased risk of environmental hazards. Regular dialogue with the Investment Manager provides the Board with assurance that the Investment Manager is following the investment policy agreed by the Board and appraises the Board of the portfolio’s current positioning in the light of prevailing market conditions. The Company’s investment portfolio is well diversied and the Company has no gearing. The Board regularly reviews investment test forecasts and liquidity analysis, including under stress scenarios, to monitor current and anticipate future performance against HMRC legislation and to ensure the Company has, and will continue to have, access to sucient liquidity and distributable reserves to maintain compliance with its key policies. The Board keeps abreast of current thinking through contact with industry associations and its advisers. Where appropriate, the Investment Manager undertakes a review of ESG factors as part of the investment process. Climate change, or the need to limit its impact, will result in technological innovation as young companies seek to develop solutions and create opportunities for value creation for existing or new Qualifying Companies. The Bank of England continued to reduce interest rates through 2025, decreasing the cost of debt for companies and households. Interest rates are expected to fall further during 2026. However, the war in Ukraine and the potential for conict elsewhere present a range of risks that may have profound economic and social consequences if they impact access to certain commodities or result in material increases to the cost of living. The 2025 autumn budget included provisions to reduce the income tax relief available to VCT investors from 30% to 20% with eect from 6April 2026. Over time, this may lead to a material reduction in the level of capital invested into VCTs and reduce their ability to invest into new Qualifying Companies. The US government introduced a radically dierent approach to US trade policy, including the introduction of new taris on countries exporting goods and services into the US. The full impact of this on portfolio companies is yet to be fully understood, although it is thought to be relativelylimited. Additional risks and further details of the above risks and how they are managed are explained in note15 of the Financial Statements. Trends aecting future developments are discussed in the Chair’s Statement on pages4to9 and the Investment Manager’s Report on pages29to33. Additional Disclosures 24 Long-term viability statement In accordance with provision 36 of the AIC Code, the Directors have carried out a robust assessment of the Company’s current position and its emerging and principal risks. Further details can be found in the principal and emerging risks and uncertainties section on pages21 to23. This assessment has been carried out over a longer period than the 12months required by the ‘Going Concern’ provision. The Board conducted this review for a period of ve years, which was selected because it: ● is consistent with investors’ minimum holding period to retain the 30% income tax relief; ● exceeds the time allowed to deploy funds raised under any current oers in accordance with the VCT Rules; and ● is challenging to forecast beyond ve years with sucient accuracy to provide actionableinsight. The Board considers the viability of the Company as part of its continuing programme of monitoring risk. The Company has a detailed risk control framework, documented procedures and forecasting model in place to reduce the likelihood and impact of risk taking that exceeds the levels agreed by the Board. These controls are reviewed by the Board and Investment Manager on a regularbasis. The Board has considered the Company’s nancial position and its ability to meet its liabilities as they fall due over the next ve years. Forecasts and stress tests have been used to support their assessment and the following factors have been considered in relation to the Company’s future viability: ● the Company maintains a highly diversied portfolio of Qualifying Investments; ● the Company is well invested against the HMRC investment test (98.98% at 30September 2025) and the Board believes the Investment Manager will continue to have access to sucient numbers of investment opportunities to maintain compliance with the HMRC investment test; ● the Company held £16million in cash as at 30September 2025 (including £10.6m held with the Custodian); ● the Company held distributable reserves of £79.9million at 30September 2025, equivalent to 21.58pence per share; ● the Company has a portfolio of Non-Qualifying Investments, most of which are listed in the FTSE350 and oer good levels of liquidity should the need arise; ● the nancial position of the Company at 30September 2025 was strong with no debt or gearing; ● the oer for subscription launched on 9October 2024 has provided further liquidity for deployment in line with the Company’s policies and to meet future expenses; ● the OCR of the Company at the year end was 2.51%; ● the Company has procedures and forecast models in place to identify, monitor and control risk, portfolio liquidity and other factors relevant to the Company’s status as a VCT; and ● the Investment Manager and the Company’s other key service providers have contingency plans in place to manage operationaldisruptions. In assessing the Company’s future viability, the Board has assumed that investors will wish to continue to have exposure to the Company’s activities, that performance will be satisfactory and the Company will continue to have access to sucientcapital. Based on this assessment, the Directors have a reasonable expectation that the Company will be able to continue in operation and meet its liabilities as they fall due over the next veyears. Prospects The prospects and future development of the Company are discussed in detail in the outlook section of the Chair’s statement on page9. Additional disclosures in the Strategic Report Additional disclosures required by the Companies Act2006, the Disclosure Guidance and Transparency Rulesand the FRC’s Guidance on the Strategic Report are contained in the reports and other disclosures made on pages3 to65, which are incorporated by reference into the StrategicReport. The Strategic Report is approved, by order of the Board ofDirectors. David Brock Chair 18December2025 Summary of VCT Rules For the year ended 30 September 2025 25 To maintain its status as a VCT, the Company must be approved by HMRC and comply with a number of conditions. A summary of the most important conditions are detailed below (1) : VCT obligations VCTs must: ● have 80per cent. (by VCT tax value) of all funds raised from the issue of shares invested in Qualifying Investments throughout accounting periods of the VCT beginning no later than threeyears after the date on which those shares are issued; ● have at least 70per cent. by VCT tax value of Qualifying Investments in Eligible Shares which carry no preferential rights (unless permitted under VCT Rules); ● have at least 30per cent. of all new funds raised by the Company invested in Qualifying Investments within 12months of the end of the accounting period in which the Company issued the shares; ● have no more than 15per cent. by VCT tax value of its investments in a single company (as valued in accordance with the VCT Rulesat the date of investment); ● derive most of its income from shares and securities, and, must not retain more than 15per cent. of its income derived from shares and securities in any accounting period; and ● have their shares listed on the main market of the London Stock Exchange or a European regulated StockExchange. VCTs must not: ● make a Qualifying Investment in any company that: o has (as a result of the investment or otherwise) received more than £5million from State aid investment sources in the 12months prior to the investment (£10million for Knowledge Intensive Companies); o has (as a result of the investment or otherwise) received more than £12million from State aid investment sources in its lifetime (or £20million for Knowledge Intensive Companies); o in general has been generating commercial revenues for more than seven years (or 10 years for Knowledge Intensive Companies); or o will use the investment to fund an acquisition of another company (or its trade andassets). ● make any investment which is not a Qualifying Investment unless permitted by section 274 ITA; and/or ● return capital to Shareholders before the third anniversary of the end of the accounting period during which the subscription for sharesoccurs. Qualifying Investments A Qualifying Investment consists of new shares or securities issued directly to the VCT by a Qualifying Company that at the point of investment: ● has gross assets not exceeding £15million prior to investment and £16million post investment; ● carries out activities which are regarded as a Qualifying Trade; ● is a private company or is listed on AIM or the AQSE Growth Market; ● has a permanent UK establishment; ● is not controlled by another company; ● will deploy the money raised for the purposes of the organic growth and development of a Qualifying Trade within twoyears; ● has fewer than 250 employees (or fewer than 500 employees in the case of certain Knowledge Intensive Companies); ● in general, has not been generating commercial sales for more than seven years (10 years for Knowledge Intensive Companies); ● has not received more than the permitted annual and lifetime limits of risk nance State aid investment; ● meets the risk to capital condition (meaning the Qualifying Company has long-term plans for growth and there is a signicant risk that there could be a loss of capital to the Company of an amount exceeding the net return); and ● has not been set up for the purpose of accessing tax reliefs or is in substance a nancingbusiness. (1) Following the 2025 autumn budget announcements, there are expected to be changes to the VCT Rules with eect from April 2026. The Investment Manager, Company Secretary & Administrator 26 26 The Investment Manager The Investment Manager, CGAM, is a wholly owned subsidiary of Canaccord Genuity Wealth Group Limited. The Investment Manager is a leading small cap UK fund manager with a team of 14 fund managers and analysts. Their combined experience aligns with the Company’s published investment policy. As at 30September 2025, the Investment Manager had approximately £2.1billion of funds under management across eight unit trusts/OEICS and the Company which are managed under delegation, including approximately £1.3billion invested in small UKcompanies. The Investment Manager’s VCT fund management team is led by Oliver Bedford and co-led with Lucy Bloomeld, with support from Anna Salim, Archie Stirling, James Adams, Aubrey-James Greenshields, Abbe Martineau, Sarah Salt and Nicky Warnes. The VCT fund management team is supported by the wider CGAM fund management team, mainly in the delivery of the Non-Qualifying Investment strategy through the direct investment of the Company’s capital into companies listed on the main market of the London Stock Exchange, as permitted by the VCTRules. A short biography on the members of the Investment Manager’s VCT team is set outbelow. Oliver Bedford – Lead Manager Oliver Bedford graduated from Durham University with a degree in Chemistry. He served in the British Army for nine years before joining the Investment Manager in 2004. After initially working as an analyst in support of the VCT, Oliver was appointed as co-manager in 2011 and then lead manager in2019. Lucy Bloomeld – Co-Manager Lucy Bloomeld joined the Investment Manager in August2018 as deputy fund manager, she was subsequently appointed as co-manager in 2024. Prior to this she spent eight years as an analyst and UK Small& Mid cap fund manager at BlackRock before her most recent role as a European Small& Mid-cap fund manager with Ennismore Fund Management. Lucy graduated from Durham University in 2007 with a degree in Economics and is a CFA charter holder. Anna Salim – Portfolio Manager Anna Salim joined the Investment Manager in April2018. Her prior experience includes European lower mid-market private equity investments at Revolution Capital Group and equity research at Cormark Securities. Anna graduated from the University of Toronto and holds an MBA from University of Western Ontario. She is a CFA charterholder. Archie Stirling – Investment Analyst Archie Stirling joined the Investment Manager in September2021. Prior to this he spent eight years at KPMG, including ve years in Transaction Services working for private equity and corporate clients. Archie graduated from Bristol University in 2013 with a degree in Economics and is a Chartered Accountant (ICAEW). He is a CFA charterholder. 27 James Adams – UK Sales Advisory James Adams joined the Investment Manager in July2025 to manage UK advisory relationships. Prior to this he was at BlackRock for 18years in UK iShares& Wealth Sales where he progressed to Head UK Adviser Sales and latterly was a Director of Strategic Partnership Clients. He started his career at Lloyds Bank, moving from business banking to Lloyds Private Bank before joining the Allied Irish Bank’s City oce. James is a Chartered Alternative Investment Analyst and holds theIMC. Aubrey-James Greenshields – Business Operations Manager Aubrey-James Greenshields joined the Investment Manager in January2025. He studied Mechanical Engineering at Sussex University before entering nancial services. His previous experience encompasses stockbroking, compliance, funds dealing and administration, wealth management and regulatory, operational and technical project and programme management at HBOS Group, Northern Trust and CanaccordWealth. Abbe Martineau – Legal Counsel& CoSec Abbe Martineau graduated from the University of Birmingham and went on to qualify as a lawyer in 2005. Her prior legal experience includes eight years at Freshelds, where she advised international businesses on a range of corporate matters and strategic M&A, and eight years at Prudentialplc, where she worked on delivering the group’s strategic priorities, including its rst ESG Report and the demerger of M&G. She joined the Investment Manager in 2023 and, from August2025, has delivered the services of Company Secretary to the Company on behalf of CGAM. Sara Salt – Business Development and Communications Manager Sarah joined Canaccord Asset Management in April2025, bringing with her over 15years of experience in public relations, marketing and communications. Prior to this, she spent six years at Canaccord Wealth as a Marketing Manager. Sarah holds a degree in Mathematics from the University of Exeter and began her career in nancial services shortly aftergraduating. Nicky Warnes – Head of VCT Administration Nicky Warnes joined the administration team in 2009 and was appointed Head of VCT Administration in 2011. Nicky has been a Chartered Management Accountant since2016. 28 £2.1 BILLION £1.3 BILLION 27 YEAR OVER 2,100 MEETINGS of funds under management invested in small UK companies track record of fund management with companies (12months to 30September 2025) Source: CGAM (as at 30 September 2025) The Administrator, Custodian and Company Secretary CGAM provides administration and company secretarial services to the Company, while CGWL provides custody services. Both CGAM and CGWL are subsidiaries of Canaccord Genuity Inc., a full service nancial services company listed on the Toronto Stock Exchange. Fees and expenses The annual running costs of the Company are capped at 3.5per cent. of the net assets of the Company. The Investment Manager has agreed to indemnify the Company in relation to all costs that exceed this cap (such costs excluding any VAT payable on the annual running costs of the Company). As at 30September 2025, the Company’s running costs were 2.51per cent. of the net assets of the Company (including irrecoverableVAT). Under the IMA, the Investment Manager receives an annual management fee of 1.7per cent. of the Net Asset Value of the Company. A maximum of 75per cent. of the annual management charge will be chargeable against capital reserves, with the remainder being chargeable against revenue. As the Investment Manager to the Company is also investment adviser to the IFSL Marlborough Special Situations Fund and the IFSL Marlborough UK Micro-Cap Growth Fund (in which the Company may, and does, invest), the Investment Manager adjusts the fee it receives under the IMA to ensure that the Company is not charged twice for itsservices. For the nancial year, the Company did not pay the Investment Manager a performance fee. Following extensive engagement with the Investment Manager and a review of fee arrangements in other VCTs and investment trusts, the Board is developing proposals for a new Retention Scheme for eligible employees of the Investment Manager. Please see page 6 for further details. The Investment Manager carries out nancial, legal and commercial due diligence and certain transactional services on potential investments internally. Upon completion of an investment, the Investment Manager is permitted under the IMA to charge private investee companies a fee equal to 1.5per cent. of the investment amount. This fee is subject to a cap of £40,000 per investment and is payable directly from the investee company to the Investment Manager. The Investment Manager may also recover external due diligence and transactional services costs directly from private investeecompanies. The Administrator is engaged by the Company under the terms of an administration agreement. Under the terms of this agreement, the Administrator is paid an annual fee of £250,000 (plus VAT) in relation to administration services. The Company Secretary is engaged by the Company under the terms of a company secretarial agreement. Under the terms of this agreement, the Company Secretary is paid an annual fee of £50,000 (plus VAT) in relation to company secretarial services. In addition, CGWL receives a fee of £30,000 per annum in relation to its appointment as theCustodian. Any initial or trail commissions paid to Financial Intermediaries are paid byCGAM. Investment Manager’s Report 29 Introduction This report covers the 2024/25 nancial year, 1October 2024 to 30September 2025. The Investment Manager’s Report contains references to movements in the NAV per share and NAV total return per share. Movements in the NAV per share do not necessarily mirror the earnings per share reported in the accounts and elsewhere, which convey the prot after tax of the Company within the reported period as a function of the weighted average number of shares in issue for theperiod. Investment performance measures contained in this report include realised and unrealised gains and losses andincome. Investment report The nancial year to 30September 2025 was marked by extraordinary political and economic developments. On more than one occasion, Harold Wilson’s observation that a week is a long time in politics proved apt. JD Vance’s Munich speech in February 2025 signalled a US administration unconstrained by traditional protocols. The confusion that followed ‘Liberation Day’ and President Trump’s Rose Garden speech upended decades of global trade principles, triggering a period of severe market volatility as analysts struggled to interpret the implications of a rapidly evolving US tariregime. Liberation Day was preceded by a challenging start to the year following the UK's 2024 autumn budget. Fiscal policy was seen as negative for growth but positive for ination. Bond markets responded by pushing up UK borrowing costs. Changes to regulated wages weighed heavily on employers and sapped business condence, leading to a weaker economy, higher unemployment and a drop in consumer condence. Households retrenched, increasing their savings rate and reducingdebt. UK ination climbed steadily through the year, peaking at 3.8% in July. Despite ination peaking at a level that was higher than expected at the start of the year, the Bank of England was able to reduce interest rates to 4.0% through four quarter point cuts. Ination is expected to fall as we head through 2026, potentially allowing for a further two or three cuts nextyear. Consumer sentiment, while still fragile, improved in the early summer but has since remained moribund. Households remain cautious, reecting concerns about rising unemployment and the risk of higher taxes. UK borrowing costs remained the highest in the G7 as markets became more restless about public spending, scal headroom and persistent ination, and set the scene for a challenging 2025 autumn budget. There was little that could be described as positive, either in the pre-budget communications strategy or the policy proposals put forward by the Chancellor. Business condence turned lower. While selling pressure on UK equities was evident in the rst half of the nancial year, sentiment shifted as the year progressed. UK equity markets, cheap in both relative and absolute terms, began to attract renewed interest as investors questioned the potential impact of the revised US trade policy and rotated towards markets with defensive characteristics, stable politics and low valuations. The UK, expected to weather tari changes better than most, became more attractive, though this is yet to result in inows to UK small-capfunds. Despite these many challenges, the year was a positive one for UK markets and domestically focused indices. Whilst the path to recovery remains a long one, we are pleased to report nally that, following threeyears of decline, AIM (1) recorded a gain of +4.93% across the period under review. Performance In the 12months to 30September 2025, the NAV per share decreased from 40.55pence to 36.46pence. Adjusting for 4.00 pence of dividends paid in the year, this gives a total return of -0.22%. (1) As measured by the Deutsche Numis Alternative Markets (ex IC) Total Returns Index. 30 The Qualifying Investments made a net loss of –0.04pence per share whilst the Non-Qualifying Investments made a net gain of 0.71pence per share. The contribution to net asset performance is split out in further detailbelow. Net assets bridge (£m) Opening NA Share buybacks Subscriptions Dividends paid Closing NA Inv gains/losses Expenses Bank interest 120.00 125.00 130.00 135.00 140.00 145.00 150.00 155.00 160.00 148.01 -4.90 7.18 -14.74 0.41 -3.38 2.45135.04 * Includes DRIS Includes income Although our portfolio company news ow is, for the most part, determined by the execution of business plans by CEOs and not macroeconomic drivers, our data shows portfolio company performance in aggregate tracked the business condence surveys or PMI data published over the year, albeit with a lag to reect time taken for public companies to update markets. As such, there is a distinctive pattern which mirrored the souring of the mood following the 2024 autumn budget and again around Liberation Day before news ow turned more positive through the summer. More recently, surveys showed declining business and a drop in economic activity ahead of the 2025 autumn budget. As has been a feature of recent years, trading patterns are very dierent by sector. Defence, for example, where we have had a high exposure through Cohort alongside Non-Qualifying Investments in BAE and Chemring, has been very strong. Consumer discretionary has been mixed, as has life sciences. However, life sciences is a broad church that ranges from AI health tech to pre-clinical stage therapeutic assets. Those looking to introduce AI powered tools are experiencing strong engagement whilst other categories within healthcare are struggling to attract investor interest and capital. As we noted last year, the 2024 autumn budget cast a long shadow over AIM, undermining performance and introducing idiosyncratic factors that distorted valuations. These have partially dissipated over the year, with AIM performing broadly in line with other domestically focused UK indices. There has been a broader recognition by acquirers and investors that AIM remains home to a large cohort of undervalued companies. Unfortunately, it is strategic acquirers rather than investors that have acted upon this and we have lost several companies to successfulbids. Whilst market distortions continue to weigh on performance, they have not been a factor in those companies that have made the most signicant individual contributions to performance. As is nearly always the case, management execution has been the dominant driver of the outcome for most of the 10 companies we highlightbelow. Looking forward, we believe that the Qualifying Investments portfolio remains well set and attractively priced. We continue to expect investor interest in small UK companies to return, following the lead of those private equity and trade investors that continue to exploit market ineciencies. There remains plenty of opportunity for those able 31 and willing to make a long-term investment in UK innovation andgrowth. Qureight (+102.4%, +£2.56m) continued to scale its AI-driven clinical analytics platform. The valuation increased reecting strong commercial traction with a range of pharmaceuticalpartners. Cohort (+51.1%, +£2.34m) beneted from the positive environment for defence companies which supported positive earnings momentum over the period. The UK Defence Strategic Review in June2025 further underlined the UK’s commitment to increasing investment in the sector. Following another period of strong order intake, the company reported a record high order book of £616m, and now has visibility over c.96% of expected FY26 revenues. In-line with broader defence sector peers, its shares continue to command a premium to their long-term historical average earnings multiples. Following the £75m acquisition of EM Solutions in FY24, investment into working capital and capital expenditure, the company has net debt of £32.5m (as at 31 October 2025). Aquis (+101.9%, +£1.82m) received a takeover oer from its larger Swiss peer SIX Exchange at 727p in November2024. This was a 120% premium to the previous closing price, a 45% premium to the average share price over the prior 12months and slightly above the 2021 share price high of 720p. This equates to an exit multiple of 4.7x for the VCT. The deal valued Aquis at an enterprise value of £194m representing 7.8x 2024 EV/Sales and 31x 2024 EV/EBITDA. The transaction was completed on 1July2025. The Property Franchise Group (+42.2%, +£1.60m) reported strong results, with revenues and prots signicantly increased by the merger with Belvoir in May2024, and acquisition of Fine& Country and The Guild of Property Professionals in June2024. On an underlying basis, revenue growth remained solid and earnings per share growth has continued. Management’s outlook is cautiously optimistic with regulatory headwinds being oset by ongoing strength in the lettings business and an improving sales pipeline to enable continued growth. The company remains highly cash generative and reported net debt of £10.9m following a period of signicant mergers and acquisitions. Fusion Antibodies (+314.6%, +£0.84m) reported FY25 revenue of £1.97m, up 73% year-on-year, with cost control resulting in reduced losses. The company secured a US patent for its unique OptiMAL antibody discovery platform, and the continued collaboration with the National Cancer Institute demonstrates the signicant strategic opportunity for OptiMAL. Cash at year-end was £0.4m, following a £1.17m fundraise, and the company estimated that current funds provide cash runway intoFY27. Eagle Eye (-38.3%, -£1.52m) issued a prot warning in January2025 and warned that FY25 revenues would be below market expectations. The company attributed the revised guidance to lengthening sales cycles, coupled with a strategic shift away from professional services work. This was followed by the loss of a signicant, high-margin contract with a US national grocer which prompted further material downgrades to forecast prot. Despite these setbacks, the company announced a major new partnership with a leading global software vendor where Eagle Eye will be directly integrated into the vendor’s product. Whilst this opportunity will take time to generate revenues, the partnership could become a very material prot generator intime. Maxcyte (-45.5%, -£1.29m) de-listed from AIM on 26June 2025. The VCT continues to hold the US line as a Qualifying Investment until July2026, after which point it will become a Non-Qualifying Investment. Following weaker revenue in its core business and lower milestone revenues from strategic platform partners, the company has initiated a major cost restructuring programme. The company continues to have a strong balance sheet with net cash of $155m expected for FY25, equivalent to over 95% of the market capitalisation of thecompany. Kidly (-100.0%, -£1.26m) faced challenging trading conditions which were compounded by balance sheet constraints. The company entered administration in April2025 and its intellectual property and tangible assets were subsequently acquired by MORI. The sale of the company’s trade and assets did not result in any recovery of value for unsecured creditors orshareholders. Zoo Digital (-65.7%, -£1.01m) has faced a very challenging trading environment as the recovery of the lm and TV industry following the 2023 strikes has been oset by project delays and cancellations as streaming platforms continue to evaluate their commercial models. The company has controlled costs in response to this to preserve cash until market conditionsimprove. Zappar (-70.1%, -£0.84m) was impacted by the sustained weak demand for extended reality projects which led to a recalibration of its revenue expectations and a cost rationalisation programme. The valuation was reduced to reect the challenging trading conditions as well as the failed completion of the proposed sale of the company to InniteReality. 32 Reecting another very dicult market for initial public oerings (IPO), there were just two companies that raised funds from AIM VCTs through an IPO on AIM in the year under review. With so few companies coming to market in recent years, our ability to provide follow on investment has become more constrained. We invested £4.8m into seven Qualifying Companies including one new investment into an IPO on AIM, three follow on investments into existing portfolio companies listed on AIM, and one follow on investment into a company listed on the AQSE APEX and two new investments into companies listed on AIM. The three new investments included Feedbackplc, Ixicoplc and RC Fornaxplc. The follow on investments included Fusion Antibodies, Oberon Investments Groupplc, Rosslyn Data Technologiesplc andVericiplc. We reduced our investment in Cohort and made complete exits from Aquis Exchange, Equals Group, Gnity, Intelligent Ultrasound, K3 Business Technologies Group, Learning Technologies Group, Science in Sport, Surface Transforms and Trakm8. Crossword Cyber Security, Eneraqua Technologies and KidlyLtd were placed intoadministration. Portfolio structure The VCT is comfortably above the HMRC dened investment test and ended the period at 98.98% invested as measured by the HMRC investment test. By market value, the weighting to Qualifying Investments decreased from 56.0% to 54.1% following several disposals of Qualifying Companies. The allocation at the year end to direct equity Non-Qualifying Investments decreased from 8.1% to 6.3%. We reduced the investments in the IFSL Marlborough Special Situations Fund and the IFSL Marlborough UK Micro-Cap Growth with the allocations decreasing from 13.4% to 10.9%. The two investments returned +2.2%, +£0.44m in theperiod. The direct equity Non-Qualifying Investments, which are mostly held in FTSE350 companies returned £0.59m. Within the period, the largest contributors to non-qualifying gains were Chemring (+60.5%, £0.60m), TP ICAP (+16.5%, £0.31m) and Wickes (+26.9%, £0.29m). The largest Non-Qualifying Investment losses came from WH Smith (-54.5%, -£0.61m), Hollywood Bowl (-18.5%, -£0.27m) and Bodycote (-7.9%%, -£0.09m). We maintained a substantial investment in short- dated investment grade corporate bonds, with the allocation increasing from 12.9% to 15.6%. Within the year, we sold a small investment in a Next bond that was close to maturity and subsequently invested into a Santander bond. The average yield to maturity at year end was 4.3%. Our cash weighting increased from 9.3% to 12.2% (1) . The Company invests across all available investment sectors, although VCT Rulestend to promote investment into sectors such as technology, healthcare and consumer discretionary. In respect of the Qualifying Investment portfolio, the weightings to these three sectors changed slightly over the year as a consequence of additional investment and share price performance, taking their respective shares to 31.4%, 26.8% and 10.7%. There is also a 16.7% weighting toindustrials. The HMRC investment tests are set out in Chapter3 of Part6 Income Tax Act2007, which should be read in conjunction with this investment manager’s report. Funds raised by VCTs are rst included in the investment tests from the start of the accounting period containing the third anniversary of the date on which the funds were raised. Therefore, the allocation of Qualifying Investments as dened by the legislation can be dierent to the portfolio weighting as measured by market value relative to the net assets of theVCT. Share buy backs& discount control 13,839,406 shares were acquired by the Company in the year at an average price of 35.39pence per share. The share price decreased from 39.00p to 34.40p and traded at a discount of 5.65% following the publication of the 30September 2025 NAV on 8October2025. Post period end update The NAV per share has decreased from 36.46 pence to 35.56 pence in the period to 12 December 2025, a decrease of 2.5%. As at 16 December 2025, the share price of 33.60pence represented a discount of 5.51% to the last published NAV per share. Economic activity has remained insipid since the nancial year end with growth within the UK’s dominant services sector weakening and the construction sector continuing to decline. The manufacturing sector has rebounded following a severe slowdown linked to the JLR cyberattack. The economy contracted by 0.1% in the three months to October 2025, having peaked at +0.7% in the three months to March 2025. Market consensus forecasts are for the economy to grow by 0.3% per quarter through 2026, similar to recent trends. Business and consumer condence remains subdued and corporate newsow from portfolio companies is (1) Net of prepayments and accruals 33 reasonable since period end. Trading continues to vary markedly by sector. Whilst many households (and business owners) are understandably frustrated by the proposed changes to personal taxation, households and companies should at least continue to benet from further reductions in borrowing costs as the Bank of England continues to reduce base rates through 2026. For most portfolio companies, the outlook is not signicantly altered by the 2025 autumn budget. In contrast to the 2024 budget, with its painful increases in employment taxes, this budget should be seen as an opportunity missed. The policy proposals will not bring an acceleration in economic activity, nor will they accelerate investment. For our part, the proposed changes to key thresholds within VCT legislation are welcomed and should signicantly expand our ability to back a wider array of companies than we are currently able to. Crucially, increases in the Gross Asset Test will allow us to provide longer term support. Increases in the annual limit will be helpful to companies considering an initial public oering on AIM, who can now have more condence in their ability to secure the capital sought through the process. Deal ow activity has improved noticeably since the year end and we remain hopeful of a signicant increase in capital deployed within the current nancial year. For further information please contact: Oliver Bedford Lead Fund Manager 18 December2025 Investment Portfolio Summary As at 30 September 2025 34 Net Assets % at 30.09.25 Cost £000 Cumulative movement in value £000 Valuation £000 Change in value for the year £000 (1) Market COI (2) Equity Qualifying Investments Cohortplc 3.98 488 4,882 5,370 997 AIM Y Qureight Ltd 3.75 2,500 2,560 5,060 2,560 Unlisted N The Property Franchise Groupplc 3.61 1,139 3,732 4,871 1,445 AIM Y Beeks Financial Cloud Groupplc 3.02 1,038 3,040 4,078 (529) AIM Y PCI-PALplc 2.84 2,703 1,136 3,839 246 AIM Y Diaceuticsplc 2.46 1,550 1,774 3,324 632 AIM Y Innity RelianceLtd (My 1st Years) (3) 2.30 2,500 607 3,107 – Unlisted Y Oberon Investmentsplc 1.95 2,615 14 2,629 222 AQUIS Y Skillcast Groupplc 1.89 1,571 976 2,547 637 AIM N Eagle Eye Solutions Groupplc 1.82 1,642 817 2,459 (1,524) AIM Y Cranewareplc 1.73 125 2,207 2,332 421 AIM Y SCA InvestmentsLtd (Gousto) 1.48 2,484 (484) 2,000 682 Unlisted Y Equipmake Holdingsplc 1.38 4,162 (2,300) 1,862 (466) AQUIS N Intercede Groupplc 1.31 305 1,470 1,775 (298) AIM Y XP Factoryplc 1.24 4,068 (2,391) 1,677 129 AIM Y Ilikaplc 1.21 1,636 (9) 1,627 777 AIM N Fusion Antibodiesplc 1.02 1,124 247 1,371 844 AIM N AnimalCare Groupplc 1.01 720 641 1,361 12 AIM Y Itaconixplc 0.92 3,025 (1,780) 1,245 (297) AIM N C4X Discovery Holdings Ltd 0.82 2,300 (1,193) 1,107 – Unlisted N Abingdon Healthplc 0.79 1,823 (757) 1,066 (617) AIM N Verici DXplc 0.76 2,689 (1,668) 1,021 (192) AIM N Idoxplc 0.73 135 845 980 (104) AIM Y Ixicoplc 0.72 710 261 971 261 AIM N EKF Diagnostics Holdingsplc 0.67 565 335 900 – AIM N Maxcyte Inc 0.65 1,270 (388) 882 (1,294) NASDAQ N Fadel Partners Inc 0.65 2,300 (1,422) 878 (799) AIM N Tortilla Mexican Grillplc 0.65 1,125 (250) 875 (325) AIM Y Eden Researchplc 0.58 1,855 (1,068) 787 (394) AIM N Team Internet Groupplc 0.55 565 179 744 (818) AIM N Tristelplc 0.52 543 155 698 (62) AIM N Engage XR Holdingsplc 0.51 3,453 (2,762) 691 – AIM N OneMedia iP Groupplc 0.42 1,141 (571) 570 (81) AIM Y Arecor Therapeuticsplc 0.40 1,687 (1,143) 544 147 AIM N Zoo Digital Groupplc 0.39 2,159 (1,631) 528 (1,012) AIM N Nexteqplc 0.38 1,209 (692) 517 (43) AIM N Globaldataplc 0.36 173 317 490 (318) AIM Y Hardideplc 0.30 3,566 (3,160) 406 58 AIM Y Feedbackplc 0.29 750 (356) 394 (356) AIM N Rosslyn Data Technologiesplc 0.27 1,678 (1,309) 369 (417) AIM Y Tan Delta Systemsplc 0.27 504 (136) 368 (116) AIM N ZapparLtd 0.27 1,600 (1,241) 359 (841) Unlisted N Faron Pharmaceuticals Oy 0.21 1,133 (844) 289 (81) AIM N Creo Medical Groupplc 0.20 2,329 (2,059) 270 (282) AIM Y Crimson Tideplc 0.17 1,260 (1,025) 235 (290) AIM Y RC Fornaxplc 0.15 563 (355) 208 (355) AIM N Blackbirdplc 0.15 594 (392) 202 (630) AIM N Bivictrix Theraputics Ltd 0.14 1,600 (1,407) 193 (579) Unlisted N Everyman Media Groupplc 0.13 600 (431) 169 (62) AIM N Strip Tinning Holdingsplc 0.09 1,054 (934) 120 (68) AIM N Mycelx Technologies Corporation 0.04 361 (303) 58 (21) AIM Y Angleplc (5) 0.04 1,158 (1,101) 57 (126) AIM N Polarean Imagingplc 0.02 2,081 (2,049) 32 (71) AIM N KidlyLtd (3) – 2,660 (2,660) – – Unlisted N Crossword Cybersecurityplc – 2,039 (2,039) – (134) Unlisted N Airportr TechnologiesLtd (3) – 1,888 (1,888) – – Unlisted N Eneraqua Technologiesplc – 1,401 (1,401) – (207) Unlisted N 35 Net Assets % at 30.09.25 Cost £000 Cumulative movement in value £000 Valuation £000 Change in value for the year £000 (1) Market COI (2) Mporium Groupplc – 33 (33) – – Unlisted N Infoserve Groupplc (4) – – – – – Unlisted N Total – equity Qualifying Investments 52.21 89,949 (19,437) 70,512 (3,739) Qualifying xed income investments Strip Tinning Holdingsplc (convertible loan notes) 1.52 2,000 54 2,054 (104) Unlisted N Rosslyn Data Technologiesplc (convertible loan notes) 0.32 400 37 437 37 Unlisted N KidlyLtd (convertible loan notes) – 1,400 (1,400) – (1,262) Unlisted N Total qualifying xed income investments 1.84 3,800 (1,309) 2,491 (1,329) Total Qualifying Investments 54.05 93,749 (20,746) 73,003 (5,068) Non-qualifying funds IFSL Marlborough UK Micro-Cap Growth Fund 5.63 6,396 1,202 7,598 158 Unlisted N IFSL Marlborough Special Situations Fund 5.26 7,258 (162) 7,096 286 Unlisted N Vaneck Vectors Gold Miners ETF 0.95 634 644 1,278 622 Main – Total non-qualifying funds 11.84 14,288 1,684 15,972 1,066 Equity non-qualifying investments TP ICAP Groupplc 1.14 1,023 517 1,540 218 Main Y Hollywood Bowl Groupplc 1.12 1,747 (232) 1,515 (526) Main N Chemring Groupplc 1.09 823 650 1,473 432 Main Y National Gridplc 1.02 1,229 150 1,379 48 Main N Wickes Groupplc 0.82 757 353 1,110 428 Main Y Rotorkplc 0.70 899 50 949 60 Main N Trustpilot Groupplc 0.24 355 (27) 328 (27) Main Y Tortilla Mexican Grillplc 0.07 161 (66) 95 (35) Main Y Mycelx Technologies Corporation 0.05 298 (231) 67 (25) Main Y Genagro ServicesLtd (4) – – – – – AIM Y Total – equity non-qualifying investments 6.25 7,292 1,164 8,456 573 Non-qualifying xed income – bonds British Telecommunications 5.75% SNR BDS07/12/2028 2.31 3,102 16 3,118 15 Main N Marks and Spencerplc 3.75% SNR EMTN19/05/2026 2.28 3,073 7 3,080 (10) Main N Royal Bank of Canada 5% SNR NTS24/01/2028 2.25 3,026 14 3,040 21 Main N Natwest Marketsplc 6.375% SNR EMTN08/11/2027 2.23 2,982 26 3,008 8 Main N Next Groupplc 4.375% SNR BDS02/10/2026 2.22 2,995 5 3,000 17 Main N Barclaysplc 3.25% SNR NTS12/02/2027 2.19 2,949 2 2,951 27 Main N Santander 3.875% NTS15/10/2029 2.16 2,934 (22) 2,912 (22) Main N Total non-qualifying xed income – bonds 15.64 21,061 48 21,109 56 Total – non-qualifying investments 33.73 42,641 2,896 45,537 1,695 Total investments 87.78 136,390 (17,850) 118,540 (3,373) Cash at bank 3.98 5,378 Funds held with Custodian 7.87 10,626 Prepayments& accruals 0.37 493 Net assets 100.00 135,037 (1) The change in fair value has been adjusted for additions and disposals in the year and as such does not reconcile to the unrealised total in note7. The dierence is £7.0million which is the total of 18 full investment disposals in theyear. (2) COI – Co investments with other funds managed by the Investment Manager at 30September2025. (3) Dierent classes of shares held in unlisted companies within the portfolio have beenaggregated. (4) Impaired fully through the prot and loss account and therefore shows a zerocost. (5) Angle plc changed its name to CelLBxHealth plc with eect from 9 October 2025. 36 The investments listed below are either listed, headquartered or registered outside the UK: Listed Headquartered Registered Listed Investments: Fadel Partners, Inc UK USA USA Faron Pharmaceuticals Oy UK/Finland Finland Finland Itaconixplc UK USA UK Maxcyte Inc UK/USA USA USA Mycelx Technologies Corporation UK USA USA Polarean Imagingplc UK USA UK Royal Bank of Canada 5% SNR NTS 24/01/2028 UK/Germany Canada Canada Santander 3.875% NTS 12/02/2027 UK/Germany/Switzerland Spain Spain Unlisted private companies: GenagroLtd (1) – UK Jersey (1) Companies awaitingliquidation. 37 28.6% 24.0% 12.9% 18.0% 0.7% 5.1% 3.0% 6.0% 1.7% Information Technology Health Care Consumer Discretionary Industrials Communication Services Financial Services Materials Real Estate Utilities Total equity investments by market sector as at 30 September 2025 (1) Total equity investments by market sector as at 30 September 2024 (1) Information Technology Health Care Consumer Discretionary Industrials Communication Services Financial Services Materials Real Estate Consumer Staples Energy Utilities 35.3% 18.4% 14.6% 16.8% 0.7% 4.6% 3.2% 3.6% 0.8% 0.6% 1.4% (1) Includes convertible loan notes. (1) Includes convertible loan notes. Top 10 Investments As at 30 September 2025 (by market value) 38 The top 10 investments are shown below. Each investment is valued by reference to the bid price or, in the case of unquoted companies, the IPEV Guidelines using one or more valuation techniques according to the nature, facts and circumstances of the investment. Forecasts, where given, are drawn from a combination of broker research and/or Bloomberg consensus forecasts and exclude amortisation, share based payments and exceptional items. Forecasts are in relation to a period end for which the company results are yet to be released. Published accounts are used for private companies or public companies with no published broker forecasts. The net asset gures and net cash values are from published accounts in mostcases. Cohortplc Share Price: 1432.0p Investment date Feb-06 Forecast for the year to April2026 Equity held 0.80% Turnover (£’000) 290,000 Av. Purchase Price 130.2p Prot before tax (£’000) 33,200 Cost (£’000) 488 Net cash April2025 (£’000) 5,300 Valuation (£’000) 5,370 Net assets April2025 (£’000) 160,100 Company description Cohort is the parent company of seven innovative, agile and responsive businesses providing a wide range of services and products for British and international customers in defence, security and related markets. The Company oers electronic and surveillance technology solutions and operational support, secure communication systems and networks, test systems and data managementservices. QureightLtd Unquoted Investment date Mar-24 Results for the year to December2024 Voting rights held 15.13% Turnover (£’000) (1) - Av. Purchase Price 7394.0p Prot before tax (£’000) (1) - Cost (£’000) 2,500 Net cash December2024 (£’000) 5,100 Valuation (£’000) 5,060 Net assets December2024 (£’000) 5,200 Income recognised in period (£) - (1) Company has total exemption from fullaccounts. Company description Qureight’s proprietary technology uses articial intelligence to analyse medical images of the respiratory system through its innovative approach to clinical data curation and articial intelligence-powered digital biomarkers. This approach enables researchers and scientists to analyse disease progression and drug responses in patients across a range of complexconditions. The Property Franchise Groupplc Share Price: 590.0p Investment date Dec-13 Forecast for the year to December2025 Equity held 1.29% Turnover (£’000) 85,400 Av. Purchase Price 138.0p Prot before tax (£’000) 30,400 Cost (£’000) 1,139 Net debt June2025 (£’000) (10,900) Valuation (£’000) 4,871 Net assets June2025 (£’000) 148,200 Company description The Property Franchise Group is the UK’s largest multi-brand lettings and estate agency franchising group. The group has 1,946 outlets, manages more than 153,000 tenanted properties and is expected to sell in excess of 28,000 properties per annum. The group also includes an established nancial services business, facilitating over £4bn of mortgages perannum. 39 Beeks Financial Cloud Groupplc Share Price: 216.0p Investment date Nov-17 Forecast for the year to June2026 Equity held 2.80% Turnover (£’000) 41,000 Av. Purchase Price 55.0p Prot before tax (£’000) 7,000 Cost (£’000) 1,038 Net cash June2025 (£’000) 7,400 Valuation (£’000) 4,078 Net assets June2025 (£’000) 43,200 Company description Beeks Financial Cloud Groupplc is a cloud-based connectivity provider of technology solutions to the nancial services sector. The company’s Infrastructure-as-a-Service model is optimised for low-latency private cloud compute, connectivity and analytics, providing the exibility to deploy and connect to exchanges, trading venues and public cloud for a true hybrid cloud experience. The Company serves over 1,000 enterprise clients from its global network of datacentres. PCI-PAL plc Share price: 50.0p Investment date Jan-18 Forecast for the year to June2026 Equity held 10.57% Turnover (£’000) 23,500 Av. Purchase Price 35.2p Loss before tax (£’000) (1,000) Cost (£’000) 2,703 Net cash June2025 (£’000) 3,900 Valuation (£’000) 3,839 Net liabilities June2025 (£’000) (1,200) Company description PCI-PAL plc is a provider of SaaS solutions that allow companies to take payments from their customers securely. Its products secure payments and data in any business communications environment including voice, chat, social, email, and contact centre and is integrated to, and resold by, business communications vendors and payment serviceproviders. Diaceuticsplc Share price: 163.0p Investment date Jul-19 Forecast for the year to December2025 Equity held 2.40% Turnover (£’000) 40,200 Av. Purchase Price 76.0p Prot before tax (£’000) 1,600 Cost (£’000) 1,550 Net cash June2025 (£’000) 10,400 Valuation (£’000) 3,324 Net assets June2025 (£’000) 37,200 Company description The Diaceutics proprietary diagnostic commercialisation platform (“DXRX”) integrates real-world diagnostic testing data from a global network of laboratories to enable the supply of precision medicine therapeutics to patients. The company provides its solutions to leading pharmaceutical and biotech companies in Europe and theUSA. Innity RelianceLtd (My 1st Years) Unquoted Investment date May-18 Results for the year to December2024 Voting rights held 9.66% Turnover (£’000) 23,300 Av. Purchase Price 4670.4p Prot before tax (£’000) 13 Cost (£’000) 2,500 Net cash December2024 (£’000) 5,700 Valuation (£’000) 3,107 Net assets December2024 (£’000) 8,700 Income recognised in period (£) - Company description My 1st Years is a European retail platform that focusses on the sale of personalised baby and children’s gifts primarily through e-commerce channels. The product range includes bespoke presents for newborn babies to seven year olds, as well as for christenings, birthdays andChristmas. 40 Oberon Investmentsplc Share price: 3.90p Investment date Aug-24 Forecast for the year to March2026 Equity held 8.61% Turnover (£’000) 22,000 Av. Purchase Price 3.9p Loss before tax (£’000) 5,500 Cost (£’000) 2,615 Net cash March2025 (£’000) 1,800 Valuation (£’000) 2,629 Net assets March2025 (£’000) 6,000 Company description Oberon Group is a nancial boutique comprising three divisions: investment management, wealth planning and corporate advisory & broking. The investment management and wealth planning divisions oer bespoke client solutions to high net worth individuals. The corporate advisory and broking division oers strategic advice and bespoke corporate services to UK growthcompanies. Skillcast Groupplc Share price: 60.0p Investment date Nov-21 Forecast for the year to December2025 Equity held 4.74% Turnover (£’000) 15,400 Av. Purchase Price 37.0p Prot before tax (£’000) 1,600 Cost (£’000) 1,571 Net cash June2025 (£’000) 11,500 Valuation (£’000) 2,547 Net assets June2025 (£’000) 6,400 Company description Skillcast Group is a leading technology and content provider that helps companies in the UK and EU to manage governance, risk and compliance through a proprietary cloud-based platform. The company provides solutions for e-learning, policy attestations, sta declarations, workplace surveys, compliance, and training registers to transform how companies manage their compliance processes and meet regulatory obligations. The company has over 1,200 clients, including FTSE100 and Euronext 100 rms, in a range of businesssectors. Ea gle Eye Solutions Groupplc Share price: 284.0p Investment date Apr-14 Forecast for the year to June2026 Equity held 2.90% Turnover (£’000) 44,400 Av. Purchase Price 189.7p Prot before tax (£’000) 100 Cost (£’000) 1,642 Net cash June2025 (£’000) 12,300 Valuation (£’000) 2,459 Net assets June2025 (£’000) 32,700 Company description Eagle Eye is a SaaS technology company that creates digital connections enabling personalised, real-time marketing solutions for large retailers. Through Eagle Eye AIR, the company’s loyalty and promotions omnichannel SaaS platform, companies connect all aspects of the customer journey in real time, unlocking the capability to deliver personalisation, streamline marketing execution and open up new revenue streams through promotions, loyalty apps, subscriptions and giftservices. For further information please contact: Oliver Bedford Lead Fund Manager 18 December 2025 Governance 41 Board of Directors 42 A short biography for the current Directors is set outbelow. David Brock (Chair) Date of Appointment: 28September 2010 David Brock is an experienced company chair in both private and public companies and a former main board director of MFI Furniture Groupplc. David is chair of Molten Ventures VCTplc and ECS Global GroupLtd. David was appointed as Chair of the Board on 4February2020. Megan McCracken (MSPEC Chair) Date of Appointment: 1June 2022 Megan McCracken is a non-executive director and Chair of State Street Trustees Limited and was awarded the Institute of Directors’ Chair’s Award. Megan held executive roles at HSBC and Citibank, was a PwC consultant and a Boeing Satellite Systems engineer. She was previously the Senior Independent Director of GB Bank and a non-executive director and Chair of the remuneration and nomination committees for Folk2Folk. Megan has an MBA from MIT Sloan and a Bachelor of Science in Aerospace Engineering. Justin Ward (Audit Committee Chair) Date of Appointment: 1November 2020 Justin Ward is a qualied Chartered Accountant. He is a non-executive director and Chair of the investment committee of The Income and Growth VCTplc and Chair of Schroder British Opportunities Trustplc. He is also a non-executive director of School Explained Limited and has previously served on the board of a number of private companies. Justin formerly led growth equity and private equity buyout transactions at CVC Capital Partners, Hermes Private Equity and Bridgepoint DevelopmentCapital. Directors’ Report For the year ended 30 September 2025 43 The Directors of Hargreave Hale AIM VCTplc present their Annual Report together with the audited Financial Statements of the Company for the year from 1October 2024 to 30September 2025. The principal activity of the Company has been outlined in the Strategic Report on page10. The Board believes that the Annual Report 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. Directors The Directors of the Company during the year were David Brock (Chair), Oliver Bedford, Angela Henderson, Megan McCracken, Busola Sodeinde and Justin Ward. Changes to the Board during the year are set out in the Chair’s Statement on page 7 and the Corporate Governance Statement on page 56. Brief biographical details for Directors serving on the Board as at 30September 2025 (David Brock, Megan McCracken and Justin Ward) are set out on page 42. Directors’ interests The Directors’ interests (including those of connected persons) in the issued share capital of the Company are outlined in the Directors’ Remuneration Report on page 52. There is no minimum holding requirement, of shares in the Company, that the Directors are required to adhereto. David Brock and Justin Ward are Shareholders in the Company. Their current shareholdings, as at 30September 2025 and subsequently, are stated in the Directors’ Remuneration Report on page 52. Directors’ and ocers’ liability insurance Directors’ and ocers’ liability insurance cover is held by the Company in respect of theDirectors. Deeds of indemnity The Company has entered into deeds of indemnity in favour of each of the Directors in order to provide additional protection to the Directors in certain liability scenarios. The deeds of indemnity give each Director the benet of an indemnity out of the assets and prots of the Company, to the extent permitted by the Companies Act2006 and, subject to certain limitations, against liabilities incurred by each of them in the execution of their duties and exercise of the powers as Directors of theCompany. Disclosable interests No Director is under contract of service with the Company, although each Director entered into an agreement with the Company on appointment (see the Directors’ Remuneration Report, page49, for further detail). Other than as disclosed in note14, no contract existed during or at the end of the year in which any Director was materially interested and which was signicant in relation to the Company’sbusiness. Dividend policy, revenue and dividends The Company’s dividend policy is to target a tax-free dividend yield equivalent to 5per cent. of the year end NAV per share. The ability to pay dividends is dependent on the Company’s available distributable reserves and cash resources, the Companies Act2006, the UKListing Rulesand VCT Rules. The policy is non-binding and at the discretion of the Board. Dividend payments may vary from year to year both in quantum and timing. The level of dividend paid each year will depend on the performance of the Company’s portfolio. In years where there is strong investment performance, the Directors may consider a higher dividend payment, including the payment of special dividends. In years where investment performance is not strong, the Directors may reduce or even pay nodividend. The statutory loss for the year amounted to £517,141 (FY24: loss £6,585,156 ). An interim dividend of 0.75pence along with a special dividend of 0.50pence (FY24: 1 penny with a special dividend of 1.50pence) was paid on 24July 2025. The nal dividend of 1 penny per ordinary share for the year ended 30September 2025 is due to be paid on 13February2026 (FY24: 1.25pence per ordinary share). A special dividend of 2 pence per share has been approved by the Board. The distribution will return to Shareholders the proceeds from various exits and disposals, including Cohort, together with other protable realisations from the Non-Qualifying Companies. The special dividend will be paid together with the nal dividend on 13February2026. Capital structure The Company’s capital structure is summarised in notes1 and 11 to the FinancialStatements. Voting rights in the Company’s shares Each ordinary Shareholder is entitled to one vote on a show of hands and on a poll to one vote for each ordinary share held. Other than with regard to Directors not being permitted to vote on matters upon which they have an interest, there are no restrictions on the voting rights of ordinaryShareholders. 44 Substantial holdings in the Company As at 30September 2025 and the date of this Annual Report, the Company was aware of the following shareholdings of 3% or more of the Company’s issued ordinary share capital: Shareholder Number of ordinary shares as at 30September 2025 % held Number of ordinary shares as at 16 December 2025 % held Hargreaves Lansdown (Nominees) Limited 14,372,990 3.88 15,234,557 4.14 UBS Private Banking NomineesLtd 12,312,763 3.32 12,134,934 3.30 Discount Control and Management of Share Liquidity policy through share buybacks and share price discount The Company aims to improve liquidity and to maintain a discount of approximately 5per cent. to the last published NAV per share (as measured against the mid-price) by making secondary market purchases of its shares in accordance with parameters set by theBoard. This policy is non-binding and at the discretion of the Board. Its operation depends on a range of factors including the Company’s liquidity, Shareholder permissions, market conditions and compliance with applicable laws and regulations. These factors may restrict the eective operation of the policy and prevent the Company from achieving itsobjectives. Approval was granted by Shareholders at the 2025 Annual General Meeting to allow the Company to pursue an active share buyback programme. During the year, the Company repurchased 13,839,406 ordinary shares (nominal value £138,394) at a cost of £4,897,644. The repurchased shares represent 3.79% of the ordinary shares in issue on 1October 2024. All repurchased shares were cancelled. As at 16December2025, a further 2,585,633 ordinary shares (nominal value £25,856) have been purchased since the year end at a total cost of£882,856. The Directors believe that these share buybacks are in the best interests of all Shareholders as they provide liquidity for Shareholders looking to realise their investment whilst ensuring the shares are bought back at a discount to the NAV to the longer-term benet of remainingShareholders. An equivalent resolution will be put to Shareholders at the AGM to allow the Company to continue its share buyback programme (please see the explanation for Resolution 14 (Purchase of own Shares) on page 47 for further detail). Shares issued During the year, the Company issued 14,859,377 ordinary shares of 1 penny (nominal value £148,594) in an oer for subscription, representing 4.07% of the opening share capital at prices ranging from 34.82p to 41.75p per share. Gross funds of £5,684,983 were received. The 3.5% premium of £198,974 payable to CGAM under the terms of the oer was reduced by £87,588, being the discount awarded to investors in the form of additional shares, reducing the net fees payable to CGAM to£111,386. On 14February 2025, 2,905,659, ordinary shares were allotted at a price of 37.54pence per share, which was calculated in accordance with the terms and conditions of the DRIS, on the basis of the last published ex-dividend NAV per share as at close of business on 24January 2025, to Shareholders who elected to receive shares as an alternative to the nal dividend for the year ended 30September 2024 and special dividend announced on 18December2024. On 25July 2025, 1,474,949, ordinary shares were allotted at a price of 35.06pence per share, which was calculated in accordance with the terms and conditions of the DRIS, on the basis of the last published ex-dividend NAV per share as at close of business on 11July 2025, to Shareholders who elected to receive shares as an alternative to the interim and special dividend for the year ended 30September2025. Financial instruments The Company’s nancial instruments and principal risks are disclosed in note15 to the FinancialStatements. VCT status monitoring The Company has appointed Philip Hare& AssociatesLLP as advisers on, inter alia, compliance with the VCT Rules. The Directors monitor the Company’s VCT status through regular reports from Philip Hare&AssociatesLLP. Auditors A resolution proposing the reappointment of BDOLLP as auditors to the Company and authorising the Directors to determine their remuneration will be proposed at the forthcoming AGM. If so approved, the next nancial year (ending 30September 2026) will be the twentieth year that BDOLLP will be able to 45 act as Auditors for the Company, the maximum term permitted under the Companies Act (see the Audit Committee Report for furtherdetail). Greenhouse gas emissions As a UK quoted company, the Company would ordinarily be required to report on its greenhouse gas emissions. However, the Company outsources all of its activities to third parties and does not have any physical assets, property, employees or operations and, as such and as an investment company, is exempt from providing such a report. The Company, whilst exempt, continues to monitor its approach to the recommendations of the Task Force on Climate- related FinancialDisclosures. Further, the Company has no direct greenhouse gas emissions to report from its operations and is therefore exempt from reporting under the Streamlined Energy and Carbon Reporting requirements (producing less than 40,000kWh of energy per year). It is not required to report on any other emissions under the Companies Act2006 (Strategic Report and Directors’ Reports) Regulations2013. Amendments to the Articles The Company’s Articles may be amended by the members of the Company by special resolution (requiring a majority of at least 75% of the persons voting on the relevantresolution). At the Company’s last General Meeting, held on 12November 2024, a resolution to adopt amended Articles, which provided that the Company’s next continuation vote would be held in 2031 rather than 2030, was passed, with 95.45% votes infavour. In previous years the Company has held a General Meeting to approve shareholder authorities to issue shares under the oer for subscription to be held in that year. At these General Meetings the Company typically asks Shareholders to approve the extension of the Company’s next continuation vote for a further year. As a General Meeting was not held in 2025 the Company is proposing to include a resolution to adopt amended Articles at the forthcoming AGM which provides that the Company’s next continuation vote will be held in 2032 rather than 2031 (see furtherbelow). Post balance sheet events Post balance sheet events are disclosed in note17 to the Financial Statements on pages 93 and 94. Future developments and prospects Consideration of the Company’s future development and prospects are contained in the Chair’s Statement, long term viability statement and Investment Manager’s Report on pages 4 to 9, 24 and 29to33respectively. Going concern The Company’s business activities and the factors aecting its future development are set out in the Chair’s Statement on pages 4 to 9 and the Investment Manager’s Report on pages 29 to 33. The Company’s principal and emerging risks are set out in the Strategic Report on pages 21 to 23. The Board receives regular reports from the Investment Manager and Administrator and reviews the nancial position, performance and liquidity of the Company’s investment portfolio. Revenue forecasts and expense budgets are prepared at the start of each nancial year and performance against plan is reviewed by the Board. Cash forecasts are prepared and reviewed by the Board as part of the HMRC investment test compliancemonitoring. The Directors have assessed the Company’s ability to continue as a going concern and are satised that the Company has adequate resources to continue in operational existence for a period of 12months from the date these Financial Statements wereapproved. The Company has sucient cash at bank, funds held with the Custodian (£5.4million and £10.6million respectively at 30September 2025) and liquid assets held across a diversied portfolio of investments in listed companies to meet obligations as they fall due. The Company is a closed-ended fund, where assets are not required to be liquidated to meet day-to-day redemptions. The major driver of cash outows (dividends, share buybacks and investments) are managed in accordance with the Company’s key policies at the discretion of the Board or, in the case of the Company’s investments, the InvestmentManager. The Board has reviewed forecasts and stress tests to assist them with their going concern assessment. These tests have included the modelling of a 15% reduction in NAV, whilst also considering ongoing compliance with the VCT investment test. It was concluded that in a plausible downside scenario the Company would continue to meet itsliabilities. The Directors have carefully considered the principal risk factors facing the Company, as described on pages 21 to 23 and their potential impact on income into the portfolio and the NAV. The Directors are of the opinion that the Company has sucient cash and 46 other liquid assets to continue to operate as a going concern, including under a stressscenario. The Investment Manager's VCT team comprises eight, and includes dedicated fund management resource, a business operations manager, a marketing professional, a distribution specialist and a legal counsel, who together have more than 50 years of investment experience, including 40 years working in support of the Company. The Investment Manager and the Company’s other key service providers have contingency plans in place to manage operationaldisruptions. The Directors have not identied any material uncertainties related to events or conditions that may cast signicant doubt about the ability of the Company to continue as a going concern. Therefore, they are satised that the Company should continue to operate as a going concern and report its Financial Statements on thatbasis. Annual General Meeting Shareholders are invited to attend the Company’s forthcoming AGM to be held at 12.30pm on 5February2026 at 88 Wood Street, LondonEC2V7QR. The Company’s Notice of AGM is set out on pages 104to 109of this Annual Report. Shareholders who are unable to attend the AGM in person are invited to vote by proxy ahead of the AGM and submit any questions in writing to the Company Secretary at aimvct@canaccord.com (please include ‘HHV AGM’ in the subject heading) by 5pm on 29January2026. Answers will be published on the Company’s website on 6February2026. Voting at the AGM will be conducted by way of a poll to ensure that each vote cast iscounted. A proxy form for the AGM is enclosed separately with Shareholders’ copies of this annual report. The proxy form permits Shareholders to disclose votes ‘for’, ‘against’ and ‘withheld’. A vote ‘withheld’ is not a vote in law and will not be counted in the proportion of the votes for and against the resolution. Shareholders who wish to appoint a proxy are recommended to appoint the Chair of the AGM as theirproxy. Resolutions being proposed at the AGM There are 17 resolutions being proposed at the forthcoming AGM, 11 as ordinary resolutions, including approval of the annual accounts and re-election of the Directors, and six resolutions as special resolutions. The ordinary and special resolutions require a simple majority of 50per cent. and 75per cent., respectively, of the votes cast in order for the resolutions topass. Resolution9 – Authority to implement any scrip dividend oer Ordinary resolution number 9 grants the Directors the necessary authority, in accordance with the terms of Article29 of the Articles, to continue to oer a scrip dividend alternative in respect of future dividends made or paid in the period ending at the conclusion of the Annual General Meeting to be held in 2027. The Board believes that this continued authority oers the Company and its Shareholders a greater level of exibility in relation to dividend payments. The Appendix on pages 110to 112of this document sets out a summary of key terms and conditions of the Company’s scrip dividend scheme. The full terms and conditions can be accessed via the Company’s website (www.hargreaveaimvcts.co.uk) and are available on request from theRegistrar. Resolution10 – Power to allot shares Ordinary resolution number 10 will request the authority for the Directors to allot up to an aggregate nominal amount of £367,792representing approximately 10per cent. of the total share capital of the Company in issue (excluding treasury shares) as at 16December 2025, generally from time to time or pursuant to Shareholders’ right to elect or participate in the DRIS operated by the Company in accordance with Article29 of the Articles. This authority is in addition to any existingauthorities. The authority sought at the forthcoming AGM will expire 15months from the date that this resolution is passed, or at the conclusion of the next Annual General Meeting of the Company, whichever isearlier. Resolution11 – Power to allot shares under the Oer (and any further oers) Ordinary resolution number 11 will request the authority for the Directors to allot up to an aggregate nominal amount of £1,085,384representing approximately 30per cent. of the total share capital of the Company in issue (excluding treasury shares) as at 16December 2025, pursuant to the terms of the Oer and any further oers. This authority is in addition to any existing authorities under section 551 of theAct. The authority sought at the forthcoming AGM will expire 15 months from the date that this resolution is passed, or at the conclusion of the next Annual General Meeting of the Company, whichever isearlier. 47 Resolutions12 to 17 are being proposed as special resolutions requiring the approval of at least 75per cent. of the votes cast at theAGM. Resolution12 – Disapplication of pre-emption rights Special resolution number 12 will request the authority for the Directors to allot equity securities for cash without rst being required to oer such securities to existing Shareholders. This will include the sale on a non pre-emptive basis of any shares the Company holds in treasury for cash. The authority is limited to (i)an aggregate nominal amount of £183,896 (representing approximately 5per cent. of the issued share capital of the Company (excluding treasury shares) as at 16 December 2025) pursuant to the DRIS operated by the Company and (ii)for allotments generally from time to time, an aggregate nominal amount of £183,896(representing approximately 5per cent. of the issued share capital of the Company (excluding treasury shares) as at 16December 2025). This authority is in addition to any existingauthorities. The authority sought at the forthcoming AGM will expire 15months from the date that this resolution is passed or at the conclusion of the next Annual General Meeting of the Company, whichever isearlier. Resolution13 – Disapplication of pre-emption rights under the Oer (and any further oers) Special resolution number 13 will request the authority for the Directors to allot equity securities for cash without rst being required to oer such securities to existing Shareholders under the terms of the Oer and any further oers up to an aggregate nominal amount of £1,085,384(representing approximately 30per cent. of the issued share capital of the Company (excluding treasury shares) as at 16December 2025). This authority is in addition to any existing authorities under sections 570 and 553 of the CompaniesAct. The authority sought at the forthcoming AGM will expire 15 months from the date that this resolution is passed or at the conclusion of the next Annual General Meeting of the Company, whichever isearlier. Resolution14 – Purchase of own shares Special resolution number 14 will request the authority to purchase a maximum of 14.99per cent. of the Company’s issued ordinary share capital at the date of the passing of the resolution being approximately 55,132,139 as at the 16 December 2025 at or between the minimum and maximum prices specied in resolution 14. 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 exibility to buy its own shares and this resolution seeks authority from Shareholders to do so. The passing of this resolution will replace and renew the buyback authority taken at the Company’s last Annual General Meeting. During the nancial year under review, the Company purchased 13,839,406 ordinary shares which were thencancelled. The authority sought at the forthcoming AGM will expire 15 months from the date this resolution is passed, or at the conclusion of the next Annual General Meeting of the Company, whichever isearlier. Resolution15 – Amendment to the Articles Special resolution number 15 will request authority to amend theArticles. Although the Company is an ‘evergreen’ VCT, the Company’s current Articles provide that at the Annual General Meeting of the Company to be held in 2031 a vote on the continuation of the Company for a further ve years will be put to Shareholders. Under the Articles, if the continuation of the Company is not approved, the Directors must put forward proposals for the liquidation, reorganisation or reconstruction of the Company as soon as possible, but, in any event, no later than nine months following the date of the Annual General Meeting at which the continuation vote was proposed and failed. At the AGM, Shareholders will be asked to approve a special resolution adopting the amended Articles which provide that the next continuation vote of the Company will be held in 2032 (rather than2031). The holding of the next continuation vote of the Company in 2032 seeks to protect the VCT tax relief for Investors participating in the Oer (which would be at risk if the continuation vote was proposed in 2031 and was notpassed). Resolution 16 – Cancellation of the Company’s share premium account Resolution 17 – Cancellation of the Company’s capital redemption account Special resolution 16 will request the cancellation of the entire amount standing to the credit of the Company’s share premium account as at the date when the relevant Court order is made. Special resolution 17 will request the cancellation of the entire amount standing to the credit of the Company’s capital redemption account as at the date when the relevant Court order is made. Under the Companies Act 2006 and the Companies (Reduction of Share Capital) Order 2008, a company may, with the sanction of a special resolution of its shareholders and the conrmation of the Court, reduce or cancel all or part of its existing share capital (including its share premium account and its capital redemption account) and apply the sums resulting 48 from such reduction or cancellation to, among other things, create distributable reserves. The Company is, accordingly, seeking Shareholder approval to cancel the entire amount standing to the credit of its share premium account and the entire amount standing to the credit of its capital redemption account as at the date when the relevant Court order is made. Subject to conrmation by the Court and the reductions of capital taking eect, the amounts so cancelled will be credited to the Company’s distributable reserves. This will improve the Company’s distributable reserves position and will provide the Company with exibility to support, amongst other things, ordinary share buy-backs and the payment of dividends and other distributions to Shareholders in the future. Recommendation The Directors believe that the passing of the resolutions above are in the best interests of the Company and its Shareholders as a whole and unanimously recommend that Shareholders vote in favour of these resolutions, as they intend to in respect of their own benecial shareholdings amounting to 394,388ordinaryshares. Additional disclosures in the Directors’ Report Additional disclosures required by Schedule 7 of the Large and Medium sized Companies and Groups (Accounts and Reports) Regulations 2008 (as amended) are contained in the Corporate Governance Statement on pages 54to 59 and Notes to the Financial Statements on pages 74 to94. By order of the Board. David Brock Chair 18December2025 Directors’ Remuneration Report For the year ended 30September 2025 49 The Board presents this report which has been prepared in accordance with the requirements of Schedule 8 of the Large and Medium-sized Companies and Groups (Accounts and Reports) (Amendment) Regulations 2013. Shareholders are encouraged to vote on the Directors’ Remuneration Report annually at the Annual General Meeting and on the Company’s remuneration policy at least every three years. Notwithstanding this, the Directors’ policy is to put the remuneration policy to the vote of Shareholders at each Annual GeneralMeeting. The Company’s independent Auditor is required to audit certain disclosures provided in this report. Where disclosures have been audited, they are indicated in this report. The Auditor’s opinion is included in their report on pages 67 to 73. Statement from the Chair of the Board in relation to Directors’ remuneration matters The Board is mindful of its obligation to set remuneration at levels which attract and maintain an appropriate calibre of individuals whilst simultaneously protecting the interests ofShareholders. Following a review of the Board remuneration levels of the Company’s peers and taking into account ination, the Board has decided to increase the remuneration of Directors, eective 1October 2025. As a result of the increases, the annual remuneration of the Chair will be £44,500 and the other independent Directors will receive £34,500. An additional fee of £1,500 will continue to be paid to the Chair of the MSPEC and the Chair of the Audit Committee will continue to receive an additional fee of£3,000. Overall, the aggregate fees to be paid to all Directors are expected to reduce by £96,500 in the year to 30September 2026. Remuneration responsibilities As the Board consists entirely of independent non-executive Directors it is considered appropriate that matters relating to remuneration are considered by the Board as a whole, rather than a separate remunerationcommittee. Accordingly, the remuneration policy is set by the Board, which considers the remuneration of each of the Directors, and all matters relating to the Directors’ remuneration, together with the reportingthereon. Policy on Directors’ remuneration As the Company has no employees, the Board’s policy is that the remuneration of its Directors should be fair and reasonable in relation to the time commitment and responsibilities of the Directors and in line with the remuneration paid by other comparable listed VCTs and investment trusts. The Board aims to review Directors’ remuneration from time totime. Fees for the Directors are determined by the Board within the limits stated in the Articles. The aggregate maximum amount currently permitted to be paid to all Directors by the Articles is £250,000 per annum. The Directors are not eligible for bonuses, pension benets, share options, other incentives or benets. The Directors may be reimbursed for reasonable expenses incurred. The Directors do not receive payment on loss of oce other than in lieu of notice period, ifapplicable. Directors’ terms of appointment It is the Board’s policy that none of the Directors has a service contract, although each of the Directors entered into an agreement with the Company on appointment. David Brock was appointed on 28September 2010, Justin Ward on 1November 2020 and Megan McCracken on 1June 2022. Either party can terminate the applicable agreement by giving to the other at least three months’ notice inwriting. The terms of appointment provide that a Director shall retire and be subject to election at the rst Annual General Meeting following their respective appointments. The Articles provide that a Director may retire at any Annual General Meeting following the Annual General Meeting at which he or she last retired and was re-elected provided that he or she must retire from oce at or before the third Annual General Meeting following the Annual General Meeting at which he or she last retired and was re-elected. However, notwithstanding this, and in line with the provisions of the AIC Code, the Board agreed in July2019 that all Directors will be subject to annual re-election at each Annual General Meeting. Basis of remuneration All of the Directors are non-executive and considered to be independent. It is not considered appropriate to relate any portion of their remuneration to the performance of the Company and therefore performance conditions have not been set in determining their level of remuneration. As the Company has no employees, it is not possible to take account of the pay and employment conditions of the employees when determining the levels of the Directors’remuneration. The following table shows the expected maximum payment that can be received per annum by each Director for the year to 30September 2026, together with a summary of the Company’s strategy and how this is supported by the current remunerationpolicy. 50 Director Role Components of pay package Expected Fees for the year to 30September 2026 Performance Conditions Company Strategy Remuneration Policy David Brock Chair Basic Salary £44,500 N/A To generate capital gains and income from its portfolio and make distributions from capital or income to Shareholders whilst maintaining its status as a Venture Capital Trust The levels of remuneration are considered to be fair and reasonable in relation to the time committed, responsibilities of the Directors and in line with the remuneration paid by other VCTs and investment trusts Megan McCracken Director and Chair of the MSPEC £36,000 Justin Ward Director and Chair of the Audit Committee £37,500 Annual remuneration report The purpose of this report is to demonstrate the method by which the Board has implemented the Company’s remuneration policy and provide Shareholders with specic information in respect of the Directors’remuneration. Under section 439 of the Companies Act2006, companies are required to ask shareholders to approve the annual remuneration paid to directors every year and to formally approve the directors’ remuneration policy every three years. However, the Board’s preferred approach is to put the remuneration policy to Shareholders annually for approval. Any change to the Directors’ remuneration policy will require Shareholder approval. As in prior years, the vote on the Directors’ Remuneration Report is an advisory vote, whilst the vote on the Directors’ remuneration policy isbinding. Accordingly, ordinary resolutions will be put to Shareholders at the forthcoming AGM to be held on 5February2026, to receive and adopt the Directors’ Remuneration Report and to receive and approve the Directors’ remunerationpolicy. At the Annual General Meeting held on 6February 2025, the following votes were cast on the Directors’ Remuneration Report and the remuneration policy: Votes for % for Votes against % against Total votes cast (excluding votes withheld) Votes withheld Remuneration report 12,941,476 84.80 1,483,475 9.72 15,261,676 198,949 Remuneration policy 12,856,988 84.54 1,513,769 9.95 15,207,482 253,143 The proxy forms returned to the Registrar in respect of the above resolutions at the 2024 Annual General Meeting did not include an explanation for the votes cast against these resolutions. The Board always welcomes and considers Shareholders’ views. Shareholders can contact the Board by writing to the Company Secretary at the address set out on page 103 or by email to aimvct@canaccord.com. Company performance The Company was incorporated on 16August 2004 and commenced trading on 29October 2004. The performance chart below plots the Company’s NAV total return (dividends reinvested) (rebased to 100) and share price total return (dividends reinvested) (rebased to 100) over the last 10years compared to the Deutsche Numis Alternative Market ex IC Total Return over the same period (also calculated on a dividends reinvested basis). This index was chosen for comparison purposes as it represents the most appropriate benchmark. However, HMRC derived investment restrictions, along with Qualifying Investments in private companies and xed income securities and Non-Qualifying Investments in main market listed companies, predominantly in the FTSE350, mean the index is not a wholly comparable benchmark forperformance. 51 Performance against the Deutsche Numis Alternative Market ex IC Total Return 50.00 70.00 90.00 110.00 130.00 150.00 170.00 190.00 210.00 Sep-15 Sep-16 Sep-17 Sep-18 Sep-19 Sep-20 Sep-21 Sep-22 Sep-23 Sep-24 Sep-25 Deutsche Numis Alternave Market ex IC Index (Total Return) NAV total return (dividends reinvested) Share price total return (dividends reinvested) Source: Bloomberg Directors’ emoluments for the year (audited) The total emoluments of each person who served as a Director during the year are set out in the table below. David Brock was entitled to a higher fee due to his role as Chair of the Board and Justin Ward was entitled to a higher fee due to his role as Chair of the Audit Committee. Angela Henderson was entitled to a higher, pro-rated, fee due to her role as Chair of the MSPEC (until the Annual General Meeting on 6February 2025 where she did not seek re-election to the Board) and Megan McCracken was entitled to a higher, pro-rated, fee due to her role as Chair of the MSPEC from 6February 2025. Oliver Bedford and Busola Sodeinde stepped down from the Board with eect from 21May 2025 and their respective fees reect their retirement before the yearend. 2025 Fees £ 2025 Taxable Expenses £ 2025 Total £ 2024 Fees £ 2024 Taxable Expenses £ 2024 Total £ David Brock (Chair) 42,500 – 42,500 41,000 – 41,000 Oliver Bedford 19,470 – 19,470 29,500 – 29,500 Angela Henderson 12,193 – 12,193 33,500 – 33,500 Megan McCracken 33,970 – 33,970 32,000 71 32,071 Busola Sodeinde (1) 30,250 – 30,250 32,000 – 32,000 Justin Ward 36,000 – 36,000 35,000 – 35,000 Total 174,383 – 174,383 203,000 71 203,071 (1) Busola Sodeinde’s fees include a payment in lieu of notice of£9,184. 52 Directors’ annual percentage change in remuneration The increase in Directors’ remuneration over the last four years is set out in the table below. As the Company does not have any employees no comparisons are given for employees’ remunerationincreases. Date appointed 2021-2022 2022-2023 2023-2024 2024-2025 David Brock (Chair) 28September 2010 6.6% 6.9% 5.13% 3.66% Oliver Bedford (1) 13December 2016 Nil 7.2% 5.36% 3.39% Angela Henderson (2) 29October 2019 7.6% 6.2% 4.69% 2.99% Megan McCracken (3)(4) 1June 2022 N/A 215.5% 4.92% 3.13% Busola Sodeinde (1)(3) 1June 2022 N/A 215.5% 4.92% 3.13% Justin Ward (5) 1November 2020 18.4% 5.8% 4.48% 2.86% (1) Oliver Bedford and Busola Sodeinde stepped down from the Board with eect from 21May2025. (2) Angela Henderson received an additional £1,500 per annum with eect from 1January 2021 for her role as Chair of the MSPEC. Angela did not seek re-election to the Board at the February2025 Annual GeneralMeeting. (3) Megan McCracken and Busola Sodeinde were appointed with eect from 1June 2022 and their annual% change 2022- 2023 reectsthis. (4) Megan McCracken’s annual percentage change in 2024-2025 reects her fee increase following her appointment as MSPEC Chair in February2025, having taken over the position from AngelaHenderson. (5) Justin Ward’s annual% change 2021-2022 reects his fee increase following his appointment as Audit Chair inFebruary2021. Relative importance of spend on pay The table below compares Directors’ remuneration to Shareholder distributions (through dividend payments and share buybacks) in respect of the nancial year ended 30September 2025 and the preceding nancial year: Year ended 30September 2025 £ Year ended 30September 2024 £ Movement % Total shareholder distributions (1) 19,637,190 18,740,559 4.8% Dividends paid 14,739,546 14,268,141 3.3% Share buybacks 4,897,644 4,472,418 9.5% Directors’ remuneration (2) 174,383 203,000 -14.1% Directors’ remuneration (as a% of total shareholder distributions) 0.9% 1.1% -18.2% (1) Comprising dividends paid and sharebuybacks. (2) The gures above exclude employer’s National Insurancecontributions. Within the nancial year, the Company paid interim and nal dividends totalling 2.00pence per share. The Company also paid special dividends of 1.50pence and 0.50pence per share on 14February 2025 and 25July 2025 respectively, taking the total cash distributions in the year to 4.00pence per share in line with the prior year. Including share buybacks, the Company returned £19.7million to Shareholders during the period underreview. In light of the signicant time contributed by the independent non-executive Directors during the year, particularly from those with additional responsibilities as Chair of the Board and its Committees, the Board agreed to a modest increase in the Directors’ remuneration for the year ending 30September2026. Directors’ interests (audited) The Directors’ interests (including those of connected persons) in the issued share capital of the Company are outlined below. There is no minimum holding requirement that the Directors need to adhereto. Ordinary Shares 30September 2024 30September 2025 Acquired after Year end Total holding at 16 December 2025 David Brock 339,336 339,336 – 339,336 Oliver Bedford (1) 297,890 399,844 – 399,844 Angela Henderson (2) 9,000 10,004 – 10,004 Megan McCracken – – – – Busola Sodeinde (1) – – – – Justin Ward 68,841 76,518 – 76,518 (1) Oliver Bedford and Busola Sodeinde stepped down from the Board with eect from 21May2025. (2) Angela Henderson did not seek re-election to the Board at the February2025 Annual GeneralMeeting. 53 Director Payments (in lieu of notice) On stepping down from the Board, and in accordance with the terms of her appointment letter, Busola Sodeinde was paid three months’ fees in lieu of a three months’ notice period. No payment was made to Angela Henderson on her retirement from the Board at the February2025 Annual General Meeting. Oliver Bedford was not entitled to receive a payment in lieu of notice on stepping down from theBoard. Taxable benets The Directors who served during the year received no taxable benets in theyear. Variable pay The Directors who served during the year received no variable pay relating to the performance of the Company in theyear. Pension benets The Directors who served during the year received no pension benets in theyear. Recruitment remuneration policy The remuneration levels are designed to reect the duties and responsibilities of the roles and the value of time spent in carrying these out. The Board will obtain independent advice on this where it considers it necessary. No such advice was taken during the year under review. This policy would be used when agreeing the remuneration of any newDirector. Approval The Directors’ Remuneration Report on pages 49 to 53 was approved by the Board on 18 December2025 and will be further subject to an advisory vote at the forthcoming AGM being held on the5 February2026. Signed on behalf of theBoard. David Brock Chair 18 December2025 Corporate Governance Statement For the year ended 30September 2025 54 Directors’ statement of compliance with the UK Corporate Governance Code and AIC Code Introduction The Board recognises the importance of sound corporate governance and has chosen to comply with the AIC Code. The Board believes that the Company has complied with the principles and provisions of the AIC Code in the period under review, with the exceptions of the items outlined below: ● appointment of a senior independent director; ● establishment of a separate nomination committee; and ● establishment of a separate remunerationcommittee. For the reasons provided in the relevant sections of this Corporate Governance Report, the Board considers these provisions are not relevant to the size, structure and business of the Company and has therefore not reported in respect of theseprovisions. Copies of the AIC Code can be found on the AIC’s website: https://www.theaic.co.uk. Board leadership and purpose The Board considers that the Company’s business model remains attractive because of the potential returns available from investing in small companies and the advantageous VCT tax structure for Shareholders. The management of the investment portfolio has been delegated to the Investment Manager and, through regular meetings with the Investment Manager, the Board seeks to ensure that the portfolio is managed in accordance with the agreed investment objectives and policy. The Company’s investment objectives and policy (as set out on pages 11 to 13) were reviewed during the year and deemed appropriate for the Company’s needs. The Board seeks to control risk by ensuring that appropriate policies and controls are in place and by reviewing the Company’s risk matrix every six months and taking mitigating action where necessary. A summary of the principal and emerging risks facing the Company is detailed on pages21 to23. The Board carries out an annual review of its own culture, practices and behaviour, the ndings from which are considered by the Board and any actions required aremonitored. Shareholder relations and relations with key stakeholders The Directors have a duty to promote the success of the Company for the benet of its members (as a whole) and communication with Shareholders is considered a high priority by the Board. The Board also has a responsibility to consider the interests of its other key stakeholders. Please see the Section 172 Statement on pages18 to 20for furtherinformation. Management of conicts of interest In order to manage potential conicts of interest the Board requires that any conicts are declared at each meeting. A schedule of all the directorships held by Board members and Director shareholdings in unquoted companies in which the Company has an interest is maintained by the Company Secretary and reviewed by the Board. Where a conict arises the Board will consider what is in the best interests of the Company and whether the relevant Director’s ability to act in accordance with his or her wider duties isaected. Director responsibilities The Directors have adopted a formal Schedule of Matters Reserved for the Board which sets out the responsibilities of the Board, a copy of which is available on the Company’s website. These matters include, but are not limited to: ● approving strategic objectives and reviewing the Company’s strategy and investment policy to ensure it is consistent with the objectives of the Company; ● monitoring the performance of the Investment Manager and other key service providers; ● changes to the Company’s structure and capital, this includes capital raising and reductions, policy on share buybacks and the approval of any borrowing arrangements; ● approval of all nancial statements and any signicant changes in accounting practices or policies; ● ensuring the maintenance of a sound system of internal control and risk management; ● carrying out an annual review of the contracts in place with key service providers and approving any other materially strategic contracts; ● communication with Shareholders; ● appointment and removal of the Company Secretary; ● determining the remuneration of the Chair and other Directors subject to the Articles and Shareholder approval as appropriate; and ● responsibility for all corporate governancematters. 55 Further powers and responsibilities of the Directors are contained in theArticles. The Directors have delegated the responsibility for the day-to-day investment management decisions of the Company to the Investment Manager, CGAM. The provision of administration and company secretarial services are also delegated to CGAM. The provision of custodian services is delegated to CGWL. The following tables set out the number of scheduled Board meetings, valuation meetings, Audit Committee meetings and MSPEC meetings held during the year and the number of meetings attended by each individual Director, taking into account their respective tenures as Directors and their respective Committee memberships: Scheduled Board Meetings Five meetings held in 2024/25 Attended David Brock (Chair) 5 / 5 Oliver Bedford 4 / 4 Angela Henderson 2 / 2 Megan McCracken 5 / 5 Busola Sodeinde 3 / 3 Justin Ward 5 / 5 Approval of private company valuations Four meetings held in 2024/25 Attended David Brock (Chair) 4 / 4 Oliver Bedford 3 / 3 Angela Henderson 2 / 2 Megan McCracken 4 / 4 Busola Sodeinde 3 / 3 Justin Ward 4 / 4 Audit Committee Meetings Three meetings held in 2024/25 Attended Justin Ward (Chair) 3 / 3 Angela Henderson 1 / 1 Megan McCracken 3 / 3 Busola Sodeinde 1 / 1 MSPEC Meetings Two meetings held in 2024/25 Attended Angela Henderson (Chair) 1 / 1 David Brock 2 / 2 Megan McCracken 2 / 2 Busola Sodeinde 1 / 1 Justin Ward 2 / 2 The Board also held a number of ad-hoc meetings outside of the scheduled meeting cycle to meet businessneeds. Board Committees The Board has established an Audit Committee and the MSPEC. The terms of reference for these Committees are available on the Company’swebsite. Due to the size, structure and business of the Company and the experience of its Board members, separate remuneration and nomination committees have not been established. These roles are instead fullled by the Board as a whole. Audit Committee Information regarding the composition, responsibilities and activities of the Audit Committee are detailed in the report of the Audit Committee on pages 60 to 62. During the year, no fees were paid to the Auditors for non-audit services (FY24:nil). Management and Service Provider Engagement Committee Information regarding the composition, responsibilities and activities of the MSPEC are detailed on page 63. Board and Director independence As at 30September 2025, the Board consisted of three Directors, all of whom arenon-executive. The Board considers that all of the Directors remain independent. David Brock, Chair of the Company, has served on the Board for 15years since his initial appointment. The Board does not have a policy of restricting the term served by Directors to a xed time limit. As part of the Board evaluation process a rigorous review was carried out on the Chair’s independence, without him present. The Directors concluded that, notwithstanding his tenure, David Brock is still considered to be independent given that he was independent upon his appointment, throughout his tenure there has been the absence of connections with the Investment Manager or any other of the Company’s advisers, he does not have any involvement in the day to day running of the Company and his experience and the range of skills that he brings to the Board, including his constructive challenge and support, continues to be benecial to the success of theCompany. All new Directors are required to disclose other roles prior to their appointment and the Board requires that any new signicant additional external appointments receive prior Boardapproval. Board induction and training On appointment to the Board, Directors are fully briefed as to their responsibilities and are kept regularly informed of industry and regulatory developments. There is no formal training schedule in place. Directors’ training needs are identied as part of the Board evaluation process and addressed on a case-by-casebasis. 56 Board meetings The Administrator and the Company Secretary ensure that the Directors have timely access to all relevant management, nancial and regulatory information to enable informed decisions to bemade. The Board meets on a regular basis at least ve times each year, with additional meetings arranged as necessary. The Board continued to make eective use of technology to enable it to operate eciently which included holding some meetings virtually and the use of electronic boardpacks. The primary focus at these meetings is the review of the Company’s investment performance, progress against KPIs and corporategovernance. Relationship with the Investment Manager Both the schedule of Matters Reserved for the Board and the IMA with the Investment Manager clearly set out those areas of decision making over which the Investment Manager has discretion. The Board’s responsibility is to review the Company’s strategy and investment policy to ensure it is consistent with the objectives of the Company, and to monitor the performance and investment approach of the InvestmentManager. The Directors have delegated responsibility for day- to-day investment management decisions to the Investment Manager and a review of the investment portfolio is carried out at each Board meeting. The report produced by the Investment Manager includes information on investment performance and fund positioning, benchmarking against both indices and peers, liquidity analysis, cash management and dealow. A formal review of the Investment Manager in respect of the nancial year was carried out by the MSPEC in December2025. The Board, excluding the Investment Manager, accepted the Committee’s recommendation that the continuing appointment of the Investment Manager was in the best interests of the Company and its Shareholders. Details of the contractual arrangements with the Investment Manager can be found on page 28. Relationship with other service providers The Company maintains a schedule of the contracts that it has in place with its service providers (including the Administrator, Company Secretary, Custodian and Registrar) and the service provided by each is monitored and reviewed by the MSPECannually. The Board has direct access to the Company Secretary, who is responsible for the timely delivery of relevant information and advising the Board on all governance matters. JTC (UK) Limited was Company Secretary until 31July 2025. CGAM took over the position of Company Secretary on 1August 2025. A formal agreement detailing the responsibilities of CGAM, as the Company Secretary to the Company, is inplace. The Board has access to independent professional advice from lawyers, as well as tax and other advisers. This advice is obtainable at the Company’s expense where the Directors consider it necessary in order to be able to properly discharge theirresponsibilities. Board composition There were a number of changes to the Board during the nancial year, as follows: ● Angela Henderson did not seek re-election as an independent Director of the Company at the February 2025 Annual General Meeting. Angela was Chair of the MSPEC and Megan McCracken took over as Chair following the February 2025 Annual General Meeting; ● as announced by the Company on 22May 2025, Busola Sodeinde stepped down from her role as an independent Director of the Company with eect from 21May 2025; and ● having considered the composition of the Board and in particular the number of independent Directors, Oliver Bedford (lead fund manager at the Investment Manager) also resigned from his position as a Director with eect from the end of the Board meeting on 21May 2025. Oliver will continue in his role as lead manager at the Investment Manager in relation to theCompany. Due to the size and nature of the Company and the costs associated with appointing a new Director, the Board has decided that no new Directors will be appointed to the Board at the currenttime. As it is entirely made up of independent directors, the Board does not consider it necessary to appoint a senior independent director. However, this will be kept under review. For the same reason, the Board has not established a separate nomination committee and all nomination responsibilities are therefore carried out by the Board as a whole. These responsibilities include reviewing the size, structure and skills of the Board and considering any changes necessary or new appointments. Directors are required to seek approval from the Board prior to taking on any new signicant externalappointments. All Directors are subject to annual re-election. The Board considers that due to their individual skills, 57 experience and commitment the re-election of all Directors ismerited: ● David Brock is a highly experienced company director and chair in both private and public companies, and brings specic expertise directly relevant to investing in privatecompanies; ● Megan McCracken is an experienced director and chair across nancial services boards. She also has extensive cross sector knowledge from her executive tenure in banking, consulting andengineering; and ● Justin Ward is a chartered accountant and has extensive experience in unquoted company transactions, investments and valuations, together with investment trustexperience. The role of the Chair The Chair leads the Board, and is responsible for its eectiveness in directing the Company. A statement setting out the Chair’s responsibilities is contained on the Company’s website (www.hargreaveaimvcts. co.uk). By promoting a culture of openness and positive debate, whilst demonstrating independent and objective judgement throughout his tenure, the Chair sets the tone for the Company and enhances the Board’s performance. The Chair encourages all Directors to make an eective contribution to the Board and acts to facilitate constructive Board relations. In conjunction with the Company Secretary, the Chair ensures that the Directors receive accurate and clear information on a timelybasis. Board succession The Board’s policy for succession planning is that there should be forward-looking and detailed succession and refreshment plans when proposing the re-election of long-serving members. Any member of the Board who has served for nine years or more will be subject to a particularly rigorous review and evaluation process to determine whether they remain independent and should continue in their position. Each Board member is subject to annual re-election at each Annual General Meeting of theCompany. Board tenure The Company has put in place a policy on the tenure of its Board members (the Board Tenure and Succession Planning Policy), which states that the term the Chair and other Directors serve on the Board should not be restricted to a xed timelimit. The relevance of the individual length of service of the Chair and other Directors will be determined on a case-by-case basis. In addition to the length of service, consideration will be given to the contribution and ongoing independence of the individuals and the overall composition of the Board, including the experience and range of skills of the Directors. By adopting a rounded approach, the Board believes it is best placed, through careful succession planning, to ensure that it has appropriate levels of experience and diversity while introducing new Board members, asneeded. David Brock, Chair of the Company since February2020, joined the Board in 2010. David is still considered to be independent given the absence of connections with the Investment Manager, or any other of the Company’s advisers and, as a highly experienced company chair, is ideally suited to guide the Board at a time when it is enacting its successionplans. Board evaluation The Directors recognise the importance of evaluating both the performance of the Board as a whole, individual Directors as well as theCommittees. The annual Board evaluation is carried out by means of a questionnaire which includes accountability and eectiveness, culture, a Directors’ self-assessment and an appraisal of theChair. A Board evaluation covering the year under review was carried out. Following this the Board was satised with the results and nds that the Board, the Chair and the Directors are suitably qualied to undertake their responsibilities, perform their duties in respect of managing the Company and that the Board culture remainsstrong. During the year, the Board also considered whether it was appropriate to have an externally facilitated Board evaluation. Following due consideration and taking into account the satisfactory results of the Board evaluation, this was not deemed necessary, but will be kept under review. Risk and internal control The Directors acknowledge that they are responsible for the Company’s systems of internal nancial and non-nancial controls. The controls are operating eectively and continue to be in place up to the date of this report. The key components of this process are as follows: ● day to day measures have been delegated to the Investment Manager, Company Secretary, Administrator and Custodian. Written 58 agreements are in place which dene the roles and responsibilities of these parties including the investment policy to be followed by the Investment Manager. The Board receives regular reports to provide it with assurance that appropriate oversight is in place. Additionally, the Board receives and reviews the annual internal control report published by its Registrar; ● on a quarterly basis, amongst other things, the Board reviews the Company’s management accounts, KPIs and investment reports provided by the Administrator and Investment Manager; ● annual and half-yearly reports and associated announcements are reviewed and approved by the Board prior to publication; ● a detailed risk matrix is maintained which identies each of the Company’s principal and emerging risks, and sets out the potential impact and describes the controls in place to mitigate those risks. A summary of the principal and emerging risks can be found in the Strategic Report on pages21 to 23. The risk matrix is discussed regularly at Board and Audit Committee meetings, thereby ensuring that the nature and extent of the risks facing the Company are being actively monitored; and ● the Company’s internal policies are reviewed on an annual basis, either by the Board and/or the Audit Committee. The Board has also reviewed a summary of the range of risk management and internal controls it has in place to satisfy itself that the overall system of controls remainsappropriate. The Company’s management and operational functions are performed by the Investment Manager, the Administrator and the Company Secretary, all of which have their own control systems in place. The Board receives regular reports to provide it with assurance that appropriate oversight is being applied and, as such, has decided that the Company does not need its own internal auditfunction. The Board considers that the control systems in place provide reasonable, but not absolute, assurance against material misstatement or loss, and manage, rather than eliminate, the risk of failure to achieve businessobjectives. Diversity New appointments to the Board are made on merit, and, pursuant to the Board Diversity Policy, consideration is given to a combination of skills, experience, knowledge, independence, race, age, gender, educational and professional background, together with other relevant personal attributes, that will provide the Board (as whole) with the range of perspectives, insights and challenge needed to support good decisionmaking. In addition to the right mix of skills and experience, the Board is committed to building a dynamic where diverse perspectives are included and respected. The Board seeks to deliver success through good decision making and this is underpinned by robust debate and an array ofviewpoints. As at 30September 2025, the Board comprised three non-executive Directors, two male and one female (being 33% female representation). In accordance with UKListing Rule6.6.6R (9), the Company is required to include a statement in the annual nancial report setting out whether it has met the following targets on Board diversity: a) at least 40% of individuals on the Board are women; b) at least one of the senior Board positions (dened by the FCA as either the Chair, SID, CEO or CFO) is held by a woman; and c) at least one individual on the Board is from a minority ethnicbackground. The following tables set out the composition of the Board as at 30September 2025 and the date of this report. The information is based on voluntary self-declaration made by theDirectors. Number of Board members Percentage of the Board Number of senior positions on the Board (CEO, CFO, SID and Chair) Men 2 67 Not applicable – seenote.Women 1 33 Number of Board members Percentage of the Board Number of senior positions on the Board (CEO, CFO, SID and Chair) White British or other White (including minority-white groups) 3 100 Not applicable – seenote. * The Company is externally managed, does not have executive management functions and specically does not have a CEO, CFO orSID. 59 The Board acknowledges that, at the end of the reporting period, it had not met the UK Listing Rules targets on diversity, which was due to the number of Directors halving over the course of the year. Due to the size and nature of the Company, as well as the costs involved, the Board has decided not to appoint any new Directors at the current time. For future appointments, the Board will adhere to its Board Diversity Policy. Modern Slavery As an investment company with no employees or customers and which does not provide goods or services in the normal course of a trading business, the Company considers that it does not fall within the scope of the Modern Slavery Act2015 (and neither is it obliged, therefore, to make a modern slavery statement). The Company’s own supply chain, which consists predominantly of professional advisers and service providers in the nancial services industry, is considered to be low risk in relation to thismatter. Board Remuneration As the Company has no employees, and the Board wholly comprises non-executive Directors, the Board has not established a separate remuneration committee and all remuneration responsibilities are therefore carried out by the Board. The Company’s disclosure with regard to remuneration is included on pages 49 to 53. Going concern Under the AIC Code, the Board needs to consider whether it is appropriate to adopt the going concern basis of accounting in preparing these Financial Statements. The Board continues to adopt the going concern basis and the detailed consideration is contained on pages 45 to 46. Viability Statement The viability statement, under which the Directors assess the prospects of the Company over a longer period, is contained on page 24. For and on behalf of theBoard. Canaccord Genuity Asset Management Limited Company Secretary 18 December2025 Report of the Audit Committee 60 Composition of the Audit Committee The Audit Committee consists of two independent non-executive Directors at the year-end: Justin Ward (Chair) and MeganMcCracken. The Board conrms that, in line with the recommendations of the AIC Code, at least one member of the Audit Committee has recent and relevant nancial experience. Justin Ward is a chartered accountant and Megan McCracken has relevant nancial experience and the Board is condent that the Committee as a whole has competence relevant to the sector in which the Company operates. David Brock is not a member of the Audit Committee but may be invited to attend Audit Committee meetings by the Audit CommitteeChair. Duties of the Audit Committee The main responsibilities of the Audit Committee are as follows: ● to monitor the integrity of the Company’s nancial statements including the interim reports, preliminary announcements and related formal statements before submission to and approval by the Board, paying particular attention to: o critical accounting policies and practices and any changes in them; o the clarity and completeness of disclosures; o compliance with accounting standards; and o compliance with stock exchange and other legalrequirements; ● to review the eectiveness of the Company’s internal nancial control and risk management systems; ● to consider and make recommendations to the Board on the appointment, reappointment and removal of the external auditor; and ● to assess the independence and objectivity of the external auditors and the eectiveness of the external audit process. The external auditor is not engaged to supply any non-auditservices. Meetings The Committee met three times during the year to consider the annual and half-year reports for the Company and review the audit plan. The Company Secretary attends meetings as secretary to the Committee and representatives of the Investment Manager as well as the Company’s external Auditor, BDOLLP, are also invited to attend. Meeting attendance by members of the Audit Committee is set out on page 55 of the Corporate GovernanceReport. The Committee’s terms of reference were reviewed during the year and are available on the Company’s website (www.hargreaveaimvcts.co.uk) and by request from the CompanySecretary. Committee evaluation The annual Audit Committee evaluation is carried out by means of a questionnaire which includes eectiveness of the Committee, rigour of debate, management of meetings and an appraisal of the Chair. An Audit Committee evaluation covering the year under review was carried out. Following this the Committee is satised with the results and nds that the Committee and the Audit Committee Chair are eective and suitably qualied to undertake their responsibilities and perform theirduties. Activities during the year A summary of the Audit Committee’s principal activities and key considerations for the year to 30September 2025 is providedbelow. Financial Statements The interim and annual reports to Shareholders and the accounting policies therein were thoroughly reviewed by the Audit Committee prior to submission to the Board forapproval. The Committee carried out a going concern assessment, taking into account all reasonably available information about the future nancial prospects of the Company as well as the possible outcomes of events and changes in conditions. Following this assessment, the Audit Committee considered it was appropriate to adopt the going concern basis of accounting and reviewed the going concern statement to ensure any signicant issues were described in a concise and understandableform. The Audit Committee also conducted a review of the viability statement and concluded that this was a fair representation of the Company’s future prospects and that the period of the viability statement remainedappropriate. The Audit Committee carried out a formal review of whether this Annual Report is ‘fair, balanced and understandable’. In particular, it considered whether the report gives a full picture of the Company’s business model, strategy, nancial position and performance in the year. After completion of its detailed review, the Audit Committee agreed that, 61 taken as a whole, the Annual Report is fair, balanced and understandable. The Investment Manager, the Company Secretary and the Auditor conrmed to the Audit Committee that they were not aware of any material misstatements to the Financial Statements. Having reviewed the Financial Statements and the report produced by the Auditor, the Audit Committee was satised that key areas of risks and judgement were appropriatelyaddressed. Risk and internal control The Board has identied the key risks faced by the Company and these are set out in the principal and emerging risks and uncertainties section on pages 21 to 23. The Audit Committee (and the Board as a whole) has received and reviewed periodic reports to provide it with assurance that appropriate oversight of controls is in place at its key third party providers and to highlight instances ofnon-compliance. The Company’s management and operational functions are performed by the Investment Manager, the Administrator and the Company Secretary, all of which have their own control systems in place. The Board receives regular reports to provide it with assurance that appropriate oversight is being applied and so has decided that the Company does not need its own internal auditfunction. In particular, the Audit Committee has sought and obtained assurance from the Investment Manager that policies are in place covering whistleblowing and to help prevent bribery, corruption and fraud. The Investment Manager has also conrmed that, during the nancial year, no instances of bribery, corruption and fraud have been detected that would have impacted the Company. The Audit Committee has received a summary of the Investment Manager’s approach to mitigating cyber securityrisks. The Board maintains a schedule of anti-fraud controls that is reviewed by the Audit Committee, and they are satised that the Board have sucient oversight and that adequate procedures are inplace. The Committee is aware that the new 2024 AIC Code of Governance (“2024 AIC Code”) will apply to the Company from its next nancial year. In particular, the Committee has already discussed the obligation to perform, and report on, a review of the eectiveness of the internal controls of the Company, which will form part of the Company’s obligations under the new 2024 AIC Code from 1 October 2026. For further detail on the Company’s risk and internal controls, please refer to pages56 to 57 of the Corporate Governance report. Key areas of risk The key areas of risk identied by the Audit Committee in relation to the business activities and Financial Statements of the Company are as follows: ● compliance with HMRC legislation to maintain the Company’s VCT status; ● valuation and safe custody of investments; and ● revenuerecognition. These issues were discussed with the Investment Manager during the year and with the Auditor, at the time the Audit Committee reviewed and agreed the Auditor’s audit plan and when the Auditor presented its ndings at the conclusion of its year-end audit. The Audit Committee concluded: ● Venture Capital Trust Status. The Investment Manager conrmed to the Audit Committee that the conditions for maintaining the Company’s status had been complied with throughout the year. The Company’s status is also reviewed by the Company’s tax advisers Philip Hare& AssociatesLLP and further half-yearly reconciliations are carried out. These reports are reviewed by the Board as a whole, which is satised with the conclusions; ● Valuation and safe custody of investments. The valuation of investments is undertaken in accordance with the accounting policies in note1 to the Financial Statements. The Investment Manager has conrmed to the Audit Committee that the basis of valuation for unquoted investments was in accordance with IPEV Guidelines. The Auditor conrmed to the Audit Committee that they had reviewed the estimates and judgements made by the Investment Manager when valuing the unlisted companies and that the valuations proposed were acceptable. They further conrmed that there was no evidence of bias in the valuations of the investments based on the audit work performed. The Custodian provides the Company with quarterly reports conrming that reconciliations to check the safe custody of the Company’s investments have been carried out. Management accounts, including a full portfolio listing, are considered at quarterly board meetings; and ● Revenue recognition. The recognition of dividend and interest income is undertaken in accordance with accounting policy note1 to the Financial Statements. Management accounts showing income received by the Company, and its categorisation, are reviewed by the 62 Board on a quarterly basis. The Committee also considered the Auditor’s review of this area and concluded that there were no issues which needed to beaddressed. Relationship with the external auditor The Audit Committee is responsible for overseeing the relationship with the Auditor, assessing the eectiveness of the external audit process and making recommendations on the appointment, re- appointment and removal of the Auditor, including the level of audit fees and terms of engagement. The Audit Committee meets with the Auditor as part of the auditprocess. The Audit Committee undertook a review of the Auditor’s performance during the 2025 audit and concluded that the Auditor: ● provided a clear explanation of the audit plan, scope and strategy; ● met the agreed audit plan; ● was appropriately resourced with sound technical knowledge and demonstrated a clear understanding of the business; ● demonstrated a proactive approach to the planning process and engaged well with the Audit Committee, Chair and other key individuals within the business; ● responded to the Audit Committee’s questions and handled key audit issues eectively; ● demonstrated that it had appropriate procedures and safeguards in place to maintain its independence and objectivity; and ● charged justiable fees in respect of the scope of servicesprovided. As a result, it was further concluded that the Auditor, BDOLLP, be proposed for re-appointment at the forthcoming AGM, noting that this would be the nal year the Auditor would be permitted to act as the Company’s auditor (see furtherbelow). The Audit Committee is aware of the FRC’s Audit Quality Inspection and Supervision report published in July2025 relating to the inspection cycle 2024/2025, which noted that the inspection results of BDOLLP were short of expectations in certain respects. This was discussed in detail with the Auditor in a meeting of the Audit Committee and, particularly, the Committee sought assurance that none of the Company’s audits had been impacted by the matters raised in the report. The Committee also noted the FRC’s comment that the Financial Services Audit Quality Improvement Plan had resulted in ‘demonstrably improved results’ in the Auditor’s internal quality monitoring. The Committee also sought assurance on the quality and consistency of future audits whilst the Auditor implemented a remediation plan. The Committee received details on the plan, was comfortable with the assurances given to their queries and will continue to monitor progress in thefuture. The Audit Committee concluded that it was satised with the standard of service received and that the re-appointment of BDOLLP as Auditor, with Elizabeth Hooper remaining as lead partner for a fourth year, was in the best interest of the Company and its Shareholders and accordingly the Audit Committee has recommended to the Board that a resolution to re-appoint the Auditor is proposed to Shareholders at the forthcomingAGM. The Audit Committee undertook a tender process in 2017 in line with mandatory audit tenderinglegislation. In accordance with legislative requirements for UK public interest entities, the next statutory auditor rotation will take place in 2027. To ensure a smooth transition process, the Audit Committee is actively working to put forward a list of suitable candidate audit rms for the tenderprocess. Policy Reviews During the year, the Audit Committee conducted a review of certain Company policies and, where relevant, provided recommendations to the Board regarding the continued appropriateness of these policies. Minor changes were made to the policies throughout the year. Each policy is reviewed at least annually, and the Company Secretary maintains a record of when each policy is due for review by the Audit Committee or the Board. Going forward the annual review will take place everyDecember. Compliance Control The Audit Committee receives a compliance control report on a quarterly basis, which details an operational update from the Administrator as well as conrmation that the Administrator, Custodian and Receiving Agent have carried out their relevant duties under the terms of their respective agreements with the Company. No compliance issues were reported during theyear. Justin Ward Chair of the Audit Committee 18 December2025 Report of the Management and Service Provider Engagement Committee 63 Composition of the Management and Service Provider Engagement Committee The MSPEC comprises all three independent non-executive Directors. It was chaired by Angela Henderson until her retirement from the Board at the February2025 Annual General Meeting, following which Megan McCracken was appointed as MSPECChair. Duties of the MSPEC The duties of the MSPEC are to review the terms of appointment and evaluate the performance of the Investment Manager, review the performance and fees of the Administrator and other key service providers of the Company and to decide whether it is in the best interests of Shareholders, to recommend to the Board, that those appointments should continue. The Auditor is not reviewed by the MSPEC as their appointment falls under the remit of the AuditCommittee. The key areas of focus for the MSPEC are: ● monitoring and evaluating the performance of the Investment Manager; ● reviewing, at least annually, the performance of the Investment Manager; ● reviewing, at least annually, the terms of appointment of the Investment Manager including but not limited to the level of fees and the notice period of the Investment Manager; and ● reviewing the performance and fees of the other key service providers to theCompany. Meetings The MSPEC met twice during the year to review the performance of the Investment Manager and other key service providers. The Company Secretary attends meetings as secretary to the MSPEC but takes no part in discussions relating to its own performance. The Investment Manager is also invited to attend the meetings as appropriate, to provide its feedback on the Company’s service providers. Meeting attendance by members of the MSPEC is set out on page 55 of the Corporate GovernanceStatement. The MSPEC’s terms of reference were reviewed during the year and only minor factual amendments were made. The current terms of reference are available on the Company’s website (www.hargreaveaimvcts.co.uk) and by request from the CompanySecretary. Committee evaluation The annual MSPEC Committee evaluation is carried out by means of a questionnaire which includes eectiveness of the Committee, rigour of debate, management of meetings and an appraisal of the Chair. An MSPEC Committee evaluation covering the year under review was carried out. Following this the Committee is satised with the results and nds that the Committee and the Chair are eective and suitably qualied to undertake their responsibilities and perform their duties. Activities during the year A summary of the MSPEC’s principal activities and key considerations for the year to 30September 2025 is providedbelow. Review of the Investment Manager The MSPEC reviewed the performance of the Investment Manager during the year. The Investment Manager was asked to provide a report detailing the Company’s performance against its key performance indicators during the current year and previous years, the contents of which were considered by the MSPEC as part of its review. The Company Secretary was also invited to provide feedback on its experience of working with the Investment Manager. The views of the MSPEC and the Company Secretary, which were positive, were subsequently provided to the Investment Manager by the Chair of the MSPEC. The MSPEC is satised that its queries and concerns have been adequately addressed throughout the remainder of theyear. Following the MSPEC’s recommendation, the Board concluded that the continuing appointment of the Investment Manager was in the best interests of Shareholders and the Company. Review of Key Service Providers The MSPEC reviewed the contractual terms, fees and service levels from its other key service providers during the year. Each provider was asked to complete a questionnaire assessing its own performance and conrming it has complied with legislation and statutory requirements relating to itsrole. The Investment Manager, Administrator and Company Secretary each provided feedback on their experience of working alongside the other service providers. This was generally positive, with some areas for improvement being identied and fed back to each provider as appropriate. The outgoing Company Secretary, JTC (UK) Limited, was also requested to provide responses to thequestionnaire. Following a detailed review of the feedback and information provided, the MSPEC concluded it was satised that the service providers engaged by the Company are competent to carry out and continue in their roles for the Company, noting the change of Company Secretary from 1August 2025 to CGAM. Megan McCracken Chair of the MSPEC 18 December2025 Statements of Directors’ Responsibilities 64 The Directors are responsible for preparing the annual report and the Financial Statements in accordance with applicable law and regulations. They are also responsible for ensuring that the Annual Report includes information required by the UKListing Rulesof the Financial ConductAuthority. The Companies Act2006 (and related legislation) requires the Directors to prepare Financial Statements for each nancial year. Under that law the Directors are required to prepare the Financial Statements and have elected to prepare the Company Financial Statements in accordance with UKGAAP. The Directors must not approve the Financial Statements unless they are satised that they give a true and fair view of the state of aairs of the Company and of the prot or loss of 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 sucient to show and explain the Company’s transactions, and disclose with reasonable accuracy at any time the nancial position of the Company, and enable them to ensure that the nancial 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 accounts, taken as a whole, are fair, balanced and understandable, and provide the information necessary for Shareholders to assess the Company’s position and performance, business model andstrategy. Website publication The Directors are responsible for ensuring this Annual Report and the Financial Statements are made available on a website. The Company’s website address is https://www.hargreaveaimvcts.co.uk. These Financial Statements are published on the Company’s website in accordance with legislation in the United Kingdom governing the preparation and dissemination of nancial statements, which may vary from legislation in other jurisdictions. The maintenance and integrity of the Company’s website is the responsibility of the Directors. The Directors’ responsibility also extends to the ongoing integrity of the nancial statements containedtherein. Directors’ responsibility statement pursuant to DTR4 Each of the Directors, David Brock (Chair), Megan McCracken and Justin Ward, conrms to the best of their knowledge that: ● the Financial Statements have been prepared in accordance with UKGAAP and give a true and fair view of the assets, liabilities, nancial position and prot and loss of the Company; and ● the Annual Report includes a fair review of the development and performance of the business and the nancial position of the Company, together with a description of the principal risks and uncertainties that itfaces. 65 Disclosure of information to the Auditor The Directors conrm that: ● so far as each Director is aware, there is no relevant audit information of which the Company’s auditor is unaware; and ● the Directors have taken all the steps that they ought to have taken as Directors in order to make themselves aware of any relevant audit information and to establish that the Auditor is aware of thatinformation. For and on behalf of theBoard. David Brock Chair 18 December2025 66 Financial Statements Independent Auditor’s Report 67 The independent Auditor’s report to the members of Hargreave Hale AIM VCT plc is set out below. Opinion of the nancial statements In our opinion the nancial statements: ● give a true and fair view of the state of the Company’s aairs as at 30 September 2025 and of its loss 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. We have audited the nancial statements of Hargreave Hale AIM VCT PLC (the ‘Company’) for the year ended 30 September 2025 which comprise the Income statement, the Balance sheet, the Statement of changes in equity, the Statement of cash ows and Notes to the nancial statements, including a summary of signicant accounting policies. The nancial 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). 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 nancial statements section of our report. We believe that the audit evidence we have obtained is sucient and appropriate to provide a basis for our opinion. Our audit opinion is consistent with the additional report to the audit committee. Independence Following the recommendation of the Audit Committee, we were appointed by the Board of Directors in January2007 to audit the nancial statements for the year ended 30September 2007 and subsequent nancial periods. The period of total uninterrupted engagement including re-tenders and reappointments is 19years, covering the years ended 30September 2007 to 30September 2025. We remain independent of the Company in accordance with the ethical requirements that are relevant to our audit of the nancial statements in the UK, including the FRC’s Ethical Standard as applied to listed public interest entities, and we have fullled our other ethical responsibilities in accordance with these requirements. The non-audit services prohibited by that standard were not provided to the Company. Conclusions relating to going concern In auditing the nancial statements, we have concluded that the Directors’ use of the going concern basis of accounting in the preparation of the nancial 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: ● obtaining the VCT compliance reports during the year and as at year end and reviewing the calculations therein to check that the Company was meeting its requirements to retain VCT status; ● consideration of the Company’s expected future compliance with VCT legislation, the absence of bank debt, contingencies and commitments and any market or reputational risks; and ● reviewing the forecasted cash ows that support the Directors’ assessment of going concern, challenging assumptions and judgements made in the forecasts and assessing them for reasonableness. In particular, we considered the available cash resources relative to the forecast expenditure which was assessed against the prior year for reasonableness. ● evaluating the Directors’ method of assessing the going concern in light of market conditions. Based on the work we have performed, we have not identied any material uncertainties relating to events or conditions that, individually or collectively, may cast signicant doubt on the Company’s ability to continue as a going concern for a period of at least 12 months from when the nancial 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 nancial 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. 68 Overview Key audit matters Valuation and ownership of investments 2025 ✓ 2024 ✓ Materiality Company nancial statements as a whole £1,350,000 (2024: £1,350,000) based on 1% of net assets (2024: adjusted net assets) An overview of the scope of our audit Our audit was scoped by obtaining an understanding of the Company and its environment, including the Company’s system of internal control, and assessing the risks of material misstatement in the nancial statements. We also addressed the risk of management override of internal controls, including assessing whether there was evidence of bias by the Directors that may have represented a risk of material misstatement. Key audit matters Key audit matters are those matters that, in our professional judgement, were of most signicance in our audit of the nancial statements of the current period and include the most signicant assessed risks of material misstatement (whether or not due to fraud) that we identied, including those which had the greatest eect on: the overall audit strategy, the allocation of resources in the audit, and directing the eorts of the engagement team. These matters were addressed in the context of our audit of the nancial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Key audit matter How the scope of our audit addressed the key audit matter Valuation and ownership of investments (Note 1 and Note 7 to the nancial statements) The investment portfolio comprises of quoted and unquoted investments held at fair value through prot and loss. Quoted and unit trust fund Investments total £104.2million (88%) of the investment portfolio and unquoted investments make up £14.3million (12%). We considered the valuation and ownership of investments to be the most signicant audit area as investments represent the most signicant balance in the Financial Statements and underpin the principal activity of the entity. Whilst we do not consider the valuation of the listed investments to be subject to a signicant degree of estimation or judgement, there is a risk that the prices used by the Company are not reective of the fair value of those investments as at the year end. We assessed the design and implementation of controls in relation to the valuation of investments. In respect of quoted investments, we responded to this matter by testing 100% of the valuation and ownership of the portfolio. We performed the following procedures: ● Conrmed the year end bid price was used by agreeing to externally quoted prices; ● Assessed if there were contra indicators, such as liquidity considerations, to suggest bid price is not the most appropriate indication of fair value by considering the realisation period for individual holdings; ● Recalculated the valuation by multiplying the number of shares held per the statement obtained from the Custodian by the valuation per share; and ● Obtained direct conrmation from the custodian and agreed all investments held at the balance sheet date to CREST records. We assessed the valuation and ownership of the unquoted investment portfolio that constitutes the year-end unquoted investments balance, performing the following procedures: ● Challenged whether the valuation methodology was the most appropriate in the circumstances under the International Private Equity and Venture Capital Valuation (“IPEV”) Guidelines and the applicable accounting standards; 69 Key audit matter How the scope of our audit addressed the key audit matter The unlisted investments have signicant judgement involved in selecting a valuation methodology and signicant estimation uncertainty involved in determining their valuations. There is an inherent risk of management override arising from the unquoted investment valuations being prepared by the Investment Manager, who is remunerated based on a percentage of the value of the net assets of the Company, as shown in note3. For these reasons and the materiality of the balance in relation to the Financial Statements as a whole, we considered this to be a key audit matter. ● Obtained capital tables directly from the investee companies to conrm the ownership at year end and recalculated the value attributable to the Company, having regard to the application of enterprise value across the capital structures of the investee companies; ● Challenged and corroborated the inputs to the valuation with reference to management information of investee companies, market data and our own understanding and assessed the impact of the estimation uncertainty concerning these assumptions and the disclosure of these uncertainties in the nancial statements; ● Reviewed the historical nancial statements and any recent management information available to support assumptions about maintainable revenues used in the valuation; ● Considered the multiples applied and the discounts applied by reference to observable listed company market data; ● Challenged the consistency and appropriateness of adjustments made to such market data in establishing the multiple applied in arriving at the valuations adopted, by considering the individual performance of investee companies against plan and relative to the peer group, the market and sector in which the investee company operates and other factors as appropriate; ● Challenged assumptions made in respect of the probability weighted average methodology applied to convertible loan note scenarios for example assessing the likelihood of early redemption, redemption at maturity, assumptions made in respect of sale and prot forecasts and recalculating the value of the convertible instrument; ● Where appropriate, we performed a sensitivity analysis by developing our own point estimate where we considered that alternative input assumptions could reasonably have been applied and we considered the overall impact of such sensitivities on the portfolio of investments in determining whether the valuations as a whole are reasonable and free from bias. Key Observations: Based on our procedures performed we did not identify any matters to suggest the valuation or ownership of investments was not appropriate and we are satised that the estimates and judgements made in the unquoted investment valuations are appropriate considering the level of estimation uncertainty. 70 Our application of materiality We apply the concept of materiality both in planning and performing our audit, and in evaluating the eect of misstatements. We consider materiality to be the magnitude by which misstatements, including omissions, could inuence the economic decisions of reasonable users that are taken on the basis of the nancial statements. In order to reduce to an appropriately low level the probability that any misstatements exceed materiality, we use a lower materiality level, performance materiality, to determine the extent of testing needed. Importantly, misstatements below these levels will not necessarily be evaluated as immaterial as we also take account of the nature of identied misstatements, and the particular circumstances of their occurrence, when evaluating their eect on the nancial statements as a whole. Based on our professional judgement, we determined materiality for the nancial statements as a whole and performance materiality as follows: Company nancial statements 2025 £ 2024 £ Materiality 1,350,000 1,350,000 Basis for determining materiality 1% of net assets (2024: adjusted to exclude funds raised in the year) Rationale for the benchmark applied In setting materiality, we have had regard to the nature and disposition of the investment portfolio. The Company’s portfolio is mainly comprised of quoted investments, which are considered low risk. Since the portfolio is low risk where fair values are highly visible, we have applied a percentage of 1% of net asset value. For 2024, an adjusted benchmark was used to exclude the eects of cash that has been raised from fundraising during the year. Performance materiality 1,012,000 1,012,000 Basis for determining performance materiality 75% of materiality Rationale for the percentage applied for performance materiality The level of performance materiality applied was set after having considered a number of factors including the expected total value of known and likely misstatements and the level of transactions in the year. Reporting threshold We agreed with the Audit Committee that we would report to them all individual audit dierences in excess of £67,000 (2024: £27,000). We also agreed to report dierences below this threshold that, in our view, warranted reporting on qualitative grounds. Other information The Directors are responsible for the other information. The other information comprises the information included in the Annual Report, other than the nancial statements and our auditor’s report thereon. Our opinion on the nancial 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 nancial 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 nancial 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. 71 Corporate governance statement The UK 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 specied 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 nancial statements or our knowledge obtained during the audit. Going concern and longer-term viability ● The Directors' statement with regards to the appropriateness of adopting the going concern basis of accounting and any material uncertainties identied set out on page 45; and ● The Directors’ explanation as to their assessment of the Company’s prospects, the period this assessment covers and why the period is appropriate set out on page 24. Other Code provisions ● Directors' statement on fair, balanced and understandable set out on page 64; ● Board’s conrmation that it has carried out a robust assessment of the emerging and principal risks set out on page 24; ● The section of the annual report that describes the review of eectiveness of risk management and internal control systems set out on pages 57 and 58; and ● The section describing the work of the Audit Committee set out on page 60. Other Companies Act 2006 reporting Based on the responsibilities described below and our work performed during the course of the audit, we are required by the Companies Act 2006 and ISAs (UK) to report on certain opinions and matters as described below. Strategic report and Directors’ report 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 nancial year for which the nancial statements are prepared is consistent with the nancial statements; and ● the Strategic report and the Directors’ report have been prepared in accordance with applicable legal requirements. In light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identied material misstatements in the strategic report or the Directors’ report. Directors’ remuneration In our opinion, the part of the Directors’ remuneration report to be audited has been properly prepared in accordance with the Companies Act 2006. Matters on which we are required to report by exception 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, or returns adequate for our audit have not been received from branches not visited by us; or ● the nancial 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 specied by law are not made; or ● we have not received all the information and explanations we require for our audit. 72 Responsibilities of Directors As explained more fully in the Directors’ responsibilities statement, the Directors are responsible for the preparation of the nancial statements and for being satised that they give a true and fair view, and for such internal control as the Directors determine is necessary to enable the preparation of nancial statements that are free from material misstatement, whether due to fraud or error. In preparing the nancial 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 nancial statements Our objectives are to obtain reasonable assurance about whether the nancial 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 inuence the economic decisions of users taken on the basis of these nancial statements. Extent to which the audit was capable of detecting irregularities, including fraud Irregularities, including fraud, are instances of non- compliance 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: Non-compliance with laws and regulations Based on: ● our understanding of the Company and the industry in which it operates; ● discussion with management and those charged with governance; and ● obtaining and understanding of the Company’s policies and procedures regarding compliance with laws and regulations, we considered the signicant laws and regulations to be CA2006, the UKListing Rulesand Disclosure Guidance and Transparency Rules, the principles of the UK Corporate Governance Code, industry practice represented by the Statement of Recommended Practice:Financial Statements of Investment Trust Companies and Venture Capital Trusts (2022)(the “SORP”) and the applicable nancial reporting framework. We also considered the Company’s qualication as a VCT under UKtaxlegislation. Our procedures in respect of the above included: ● agreement of the nancial statement disclosures to underlying supporting documentation; ● enquiries of management and those charged with governance relating to the existence of any non-compliance with laws and regulations; ● reviewing minutes of meetings of those charged with governance throughout the period for instances of non-compliance with laws and regulations; and ● obtaining the VCT compliance reports during the year and as at year end and reviewing their calculations to check that the Company was meeting its requirements to retain VCT status. Fraud We assessed the susceptibility of the nancial statement to material misstatement including fraud. Our risk assessment procedures included: ● Enquiry with management and those charged with governance regarding any known or suspected instances of fraud; ● Obtaining an understanding of the Company’s policies and procedures relating to: o Detecting and responding to the risks of fraud; and o Internal controls established to mitigate risks related to fraud; ● Review of minutes of meeting of those charged with governance for any known or suspected instances of fraud; and ● Discussion amongst the engagement team as to how and where fraud might occur in the nancial statements. Based on our risk assessment, we considered the areas most susceptible to be management override of controls and the valuation of unquotedinvestments. 73 Our procedures in respect of the above included: ● The procedures set out in the Key Audit Matters section above relating to valuation of the unquoted investments; ● Review of estimates and judgements applied by management in the nancial statements to assess their appropriateness and the existence of any systematic bias; ● Review and consideration of the appropriateness of adjustments made in the preparation of the nancial statements; and ● Review of unadjusted audit dierences, if any, for indications of bias or deliberate misstatement. We also communicated relevant identied laws and regulations and potential fraud risks to all engagement team members who were all deemed to have appropriate competence and capabilities and remained alert to any indications of fraud or non- compliance with laws and regulations throughout theaudit. Our audit procedures were designed to respond to risks of material misstatement in the nancial 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 deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reected in the nancial statements, the less likely we are to become aware of it. A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report. 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. Elizabeth Hooper (Senior Statutory Auditor) For and on behalf of BDO LLP, Statutory Auditor London , UK 18 December 2025 BDO LLP is a limited liability partnership registered in England and Wales (with registered number OC305127). 74 Income Statement Year to 30September 2025 Year to 30 September 2024 Note Revenue £000 Capital £000 Total £000 Revenue £000 Capital £000 Total £000 Net gain/(loss) on investments held at fair value through prot or loss 7 – 361 361 – (5,341) (5,341) Income 2 2,451 51 2,502 2,849 – 2,849 2,451 412 2,863 2,849 (5,341) (2,492) Management fee 3 (564) (1,692) (2,256) (641) (1,924) (2,565) Other expenses 4 (1,068) (56) (1,124) (1,485) (43) (1,528) (1,632) (1,748) (3,380) (2,126) (1,967) (4,093) Prot/(loss) on ordinary activities before taxation 819 (1,336) (517) 723 (7,308) (6,585) Taxation 5 – – – – – – Prot/(loss) after taxation 819 (1,336) (517) 723 (7,308) (6,585) Basic and diluted earnings/(loss) per share 6 0.22p (0.36)p (0.14)p 0.20p (2.06)p (1.86)p The above results arise from activities classied as continuing operations. The total column within the Income Statement represents the Statement of Total Comprehensive Income of the VCT prepared in accordance with Financial Reporting Standards (FRS 102). The supplementary revenue and capital return columns are prepared in accordance with the Statement of Recommended Practice issued in November2014 (updated in July2022 or any further latest update) by the Association of Investment Companies (AICSORP). The accompanying notesare an integral part of these FinancialStatements. 75 Balance Sheet As at 30 September 2025 Company Registration Number 5206425 (In England and Wales) Note 2025 £000 2024 £000 Fixed assets Investments at fair value through prot or loss 7 118,540 134,277 Current assets Debtors 9 1,313 1,047 Funds held with Custodian 15 10,626 8,846 Cash at bank and in hand 5,378 4,766 17,317 14,659 Creditors: amounts falling due within one year 10 (820) (927) Net current assets 16,497 13,732 Total assets less current liabilities 135,037 148,009 Capital and Reserves Called up share capital 11 3,704 3,649 Share premium 28,211 21,222 Capital redemption reserve 517 379 Capital reserve – unrealised 22,393 16,046 Special reserve 139,385 159,022 Capital reserve – realised (58,468) (50,785) Revenue reserve (705) (1,524) Total Shareholders’ funds 135,037 148,009 Net asset value per share (basic and diluted) 12 36.46p 40.55p The accompanying notesare an integral part of these nancialstatements. These Financial Statements were approved and authorised for issue by the Board of Directors on 18December2025 and signed on its behalf by David Brock Chair 18December2025 76 Statement of Changes in Equity For the year ending 30 September 2025 Non-distributable reserves Distributable reserves (1) Note Share Capital £000 Share Premium £000 Capital Redemption Reserve £000 Capital Reserve Unrealised £000 Special Reserve £000 Capital Reserve Realised £000 Revenue Reserve £000 Total £000 At 1October 2024 3,649 21,222 379 16,046 159,022 (50,785) (1,524) 148,009 Loss and total comprehensive income for the year Realised (losses) on investments 7 – – – – – (3,281) – (3,281) Unrealised gains on investments 7 – – – 3,642 – – – 3,642 Management fee charged to capital 3 – – – – – (1,692) – (1,692) Transaction costs charged to capital – – – – – (49) – (49) Income allocated to capital 2 – – – – – 51 – 51 Due diligence investments costs 4 – – – – – (7) – (7) Revenue prot after taxation for the year – – – – – – 819 819 Total (loss) after taxation for the year – – – 3,642 – (4,978) 819 (517) Contributions by and distributions to owners Subscription share issues 11 149 5,536 – – – – – 5,685 Issue costs 11 – (111) – – – – – (111) Share buybacks 11 (138) – 138 – (4,898) – – (4,898) DRIS share issues 11 44 1,564 – – – – – 1,608 Equity dividends paid 16 – – – – (14,739) – – (14,739) Total contributions by and distributions to owners 55 6,989 138 – (19,637) – – (12,455) Other movements Capital reduction 11 – – – – – – – – Diminution in value – – – 2,705 – (2,705) – – Total other movements At 30September 2025 3,704 28,211 517 22,393 139,385 (58,468) (705) 135,037 Reserves available for distribution are capital reserve realised, special reserve and revenue reserve. Total distributable reserves at 30September 2025 were £79.9million, adjusted to remove £0.3million accumulation income included in the revenue reserve but not distributable (2024: £106.6million). The accompanying notesare an integral part of these FinancialStatements. (1) The Income Taxes Act2007 restricts distribution of capital from reserves created by the conversion of the share premium account into a special (distributable) reserve until the third anniversary of the share allotment that led to the creation of that part of the share premium account. As at 30September 2025, £79.4million of the special reserve is subject to thisrestriction. 77 Statement of Changes in Equity For the year ending 30 September 2024 Non-distributable reserves Distributable reserves (1) Note Share Capital £000 Share Premium £000 Capital Redemption Reserve £000 Capital Reserve Unrealised £000 Special Reserve £000 Capital Reserve Realised £000 Revenue Reserve £000 Total £000 At 1October 2023 3,278 286 272 13,640 177,762 (41,071) (2,247) 151,920 Loss and total comprehensive income for the year Realised (losses) on investments 7 – – – – – (3,570) – (3,570) Unrealised (losses) on investments 7 – – – (1,771) – – – (1,771) Management fee charged to capital 3 – – – – – (1,924) – (1,924) Transaction costs charged to capital – – – – – (33) – (33) Income allocated to capital 2 – – – – – – – – Due diligence investments costs 4 – – – – – (10) – (10) Revenue prot after taxation for the year – – – – – – 723 723 Total (loss) after taxation for the year – – – (1,771) – (5,537) 723 (6,585) Contributions by and distributions to owners Subscription share issues 11 445 19,876 – – – – – 20,321 Issue costs 11 – (347) – – – – – (347) Share buybacks 11 (107) – 107 – (4,472) – – (4,472) DRIS share issues 11 33 1,407 – – – – – 1,440 Equity dividends paid 16 – – – – (14,268) – – (14,268) Total contributions by and distributions to owners 371 20,936 107 – (18,740) – – 2,674 Other movements Capital reduction 11 – – – – – – – – Diminution in value – – – 4,177 – (4,177) – – Total other movements At 30September 2024 3,649 21,222 379 16,046 159,022 (50,785) (1,524) 148,009 Reserves available for distribution are capital reserve realised, special reserve and revenue reserve. Total distributable reserves at 30September 2024 were £106.6million, adjusted to remove £0.1million accumulation income included in the revenue reserve but not distributable (2023: £134.4million). The accompanying notesare an integral part of these FinancialStatements. (1) The Income Taxes Act2007 restricts distribution of capital from reserves created by the conversion of the share premium account into a special (distributable) reserve until the third anniversary of the share allotment that led to the creation of that part of the share premium account. As at 30September 2024, £108.9million of the special reserve is subject to thisrestriction. 78 Statement of Cash Flows Note 2025 £000 2024 £000 Total loss on ordinary activities before taxation (517) (6,585) Realised losses on investments 7 3,281 3,570 Unrealised (gains)/losses on investments 7 (3,642) 1,771 (Increase)/decrease in debtors (266) 428 (Decrease)/increase in creditors (107) 21 Amortisation for discount/premium on bonds (33) (129) Unclaimed dividend forfeiture (4) 4 Non-cash distributions 2 (166) (143) Net cash (outow)from operating activities (1) (1,454) (1,063) Purchase of investments 7 (14,491) (27,582) Sale of investments 7 30,788 20,356 Net cash from/(used in) investing activities 16,297 (7,226) Share buybacks 11 (4,898) (4,472) Issue of share capital 11 5,685 20,321 Issue costs 11 (111) (347) Dividends paid 16 (13,127) (12,832) Net cash (used in)/from nancing activities (12,451) 2,670 Net increase/(decrease) in cash and cash equivalents 2,392 (5,619) Opening cash and cash equivalents (2) 13,612 19,231 Closing cash and cash equivalents (3) 16,004 13,612 (1) The Company received cash dividends of £852,761 (2024: £977,491) and interest of £1,162,216 (2024:£1,711,217). (2) The opening cash and cash equivalents include £8,845,455 (2024: £8,119,302) of funds held withCustodian. (3) The closing cash and cash equivalents include £10,626,055 (2024: £8,845,455) of funds held withCustodian. The accompanying notesare an integral part of these FinancialStatements. 79 Notes to the Financial Statements Hargreave Hale AIM VCTplc is a company incorporated in England and Wales under the Companies Act2006. The address of the registered oce is given in the company information on page103 and the nature and principal business activities are set out in the StrategicReport. Basis of preparation The Financial Statements have been prepared in accordance with UKGAAP, including FRS102 and with the Companies Act2006 and theSORP. Going Concern The Financial Statements have been prepared on a going concern basis and on the basis that the company maintains its VCTstatus. The Directors have assessed the Company’s ability to continue as a going concern and are satised that the Company has adequate resources to continue in operational existence for a period of 12months from the date these Financial Statements wereapproved. The Company has sucient cash at bank, funds held with Custodian (£5.4million and £10.6million respectively at 30September 2025) and liquid assets held across a diversied portfolio of investments in listed companies to meet obligations as they fall due. The Company is a closed-ended fund, where assets are not required to be liquidated to meet day-to- day redemptions. The major driver of cash outows (dividends, buybacks and investments) are managed in accordance with the Company’s key policies at the discretion of the Board or, in the case of the Company’s investments, the InvestmentManager. The Board has reviewed forecasts and stress tests to assist them with their going concern assessment. These tests have included the modelling of a 15% reduction in NAV, whilst also considering ongoing compliance with the VCT investment test. It was concluded that in a plausible downside scenario the Company would continue to meet itsliabilities. The Directors have carefully considered the principal risk factors facing the Company, as described on pages 21 to 23 and their potential impact on income into the portfolio and the NAV. The Directors are of the opinion that the Company has sucient cash and other liquid assets to continue to operate as a going concern, including under a stressscenario. The Investment Manager’s VCT team comprises eight, and includes dedicated fund management resource, a business operations manager, a marketing professional and a legal counsel, who together have more than 50years of investment experience, including 40years working in support of the Company. The Investment Manager and the Company’s other key service providers have contingency plans in place to manage operational disruptions. The Directors have not identied any material uncertainties related to events or conditions that may cast signicant doubt about the ability of the Company to continue as a going concern. Therefore, they are satised that the Company should continue to operate as a going concern and report its Financial Statements on thatbasis. Key judgements and estimates The preparation of the Financial Statements requires the Board to make judgements and estimates that aect the application of policies and reported amounts of assets, liabilities, income and expenses. The most critical judgements and estimates mainly relate to the determination of the fair valuation of unquoted investments. The policies for these are set out in the notesto the Financial Statements. The IPEV Guidelines describe a range of valuation techniques, as described in the “nancial instruments” section on pages 89 to 92. The nature of estimation means that the actual outcomes could dier from those estimates. Estimates and underlying assumptions are under continuous review with particular attention paid to the carrying value of theinvestments. Key judgements when determining the fair value of unquoted investments include: ● selecting risk factors to include in the valuation model; ● peer group selection; and ● loan noteconversionscenarios. Key estimates involved in determining the fair value of unquoted investments include: ● forecast compliance within the appropriate nancial metric; ● future working capital requirements; ● liquidity risk; ● determining the appropriate discount to apply to peer group selection; and ● the probabilities applied to the loan noteconversionscenarios. Further areas requiring judgement are the allocation of income and expenses, recognition and classication of unusual or special dividends as either capital or revenue in nature, the permanent impairment of investments and categorisation of public companies between level 1 and level 2 of the fair valuehierarchy. 80 1. Accounting policies A summary of the principal accounting policies, all of which have been applied consistently throughout the year, is set out below: Financial instruments All investments are classied as fair value through prot or loss. Investments are measured initially and subsequently at fair value which is deemed to be market bid prices for listed investments and investments traded on AIM. Unquoted investments are valued using the most appropriate methodology recommended by the IPEV Guidelines published in December2022. Investments deemed to be associates due to the shareholding and level of inuence exerted over the portfolio company are measured at fair value using a consistent methodology to the rest of the trust’s portfolio as permitted by FRS102 and Para. 32 of theSORP. Where no active market exists for the particular asset, the Company holds the investment at fair value as determined by the Investment Manager and approved by the Board. Valuations of unquoted investments are reviewed on a quarterly basis and more frequently if events occur that could have a material impact on theinvestment. In estimating fair value for an unquoted investment, the Investment Manager will apply one or more valuation techniques according to the nature, facts and circumstances of the investment. The Investment Manager will use reasonable current market data and inputs combined with market participant assumptions. The assessment of fair value will reect the market conditions at the measurement date irrespective of which valuation technique is used. The IPEV Guidelines describe a range of valuation techniques, including but not limited to relevant observable market multiples, independent arms-length transactions, income, discounted cash ows and net assets. The fair value of convertible loan notesis estimated by aggregating the net present value of the bond component and the derivative value of the option to convert into equity. The derivative value of the option to convert a particular loan noteis the probable weighted average of the present value of each conversion scenario described in the loan noteinstrument as calculated using the Black Scholes option pricingmodel. Investments are recognised and derecognised at trade date where a purchase or sale is under a contract whose terms require delivery within the time frame established by the market concerned. Purchases and sales of unlisted investments are recognised when the contract for acquisition or sale becomes unconditional. Transaction costs in relation to the purchase or sale of investments are recognised as a capitalexpense. These investments will be managed and their performance evaluated on a fair value basis in accordance with a documented investment strategy and information about them is provided internally on that basis to theBoard. Gains and losses arising from changes in fair value (realised and unrealised) are included in the net prot or loss for the period as a capital item in the income statement and are taken to the unrealised capital reserve or realised capital reserve asappropriate. If an investment has been impaired such that there is no realistic expectation that there will be a full return from the investment, the loss is treated as a diminution in value and transferred to the capital reserve realised. The Company conducts impairment reviews on a quarterly basis. In the case of equity investments, impairment reviews are triggered when unrealised losses exceed 50% of book cost, or if the loss when realised would lead to a material reduction in the Company’s distributable reserves. Fixed income investments are reviewed for impairment if the issuing company’s ability to repay is uncertain unless there are reasonable grounds to believe that the loan could be recovered through the sale of the company or its tradingassets. Other nancial assets and liabilities comprise receivables, payables, cash and cash equivalents which are measured at amortised cost. There are no nancial liabilities other thanpayables. Cash at bank and in hand For the purposes of the Balance Sheet, cash at bank and in hand is cash held in bank accounts subject to immediateaccess. Funds held with Custodian For the purposes of the Balance Sheet, funds held with Custodian is cash held at CGWL (see note15). Cash held with CGWL is to meet short term liquidity requirements and is available on demand with no restrictions orpenalties. For the purposes of the Statement of Cash Flows, cash comprises cash at bank and in hand and funds held with Custodian as denedabove. Income Equity dividends are analysed to consider if they are revenue or capital in nature on a case-by-case basis and are taken into account on the ex-dividend date, 81 net of any associated tax credit. Fixed returns on non-equity shares and debt securities are recognised on a time apportionment basis so as to reect the eective yield, provided there is no reasonable doubt that payment will be received in due course. All other income is recognised on an accruals basis. Other income is treated as a repayment of capital or revenue depending on the facts of each particularcase. Expenditure All expenditure is accounted for on an accrualsbasis. Where a clear connection with the maintenance or enhancement of value of the investments can be demonstrated, expenses are allocated to capital. Accordingly, of investment management fees, 75% are allocated to the capital reserve realised and 25% to the revenue account in line with the Board’s expected long-term split of investment returns in the form of capital gains to the capital column of the income statement. Due diligence costs incurred for prospective private company purchases and transaction costs in relation to the purchase and sale of investments are charged tocapital. All other expenditure is charged to the revenueaccount. Capital reserves Realised prots and losses on the disposal of investments, due diligence costs, income that is capital in nature, losses realised on investments considered to be diminished in value and 75% of investment management fees are accounted for in the capital reserverealised. Increases and decreases in the valuation of investments held at the year end are accounted for in the capital reserveunrealised. Operating segments There is considered to be one operating segment being investment in equity and debtsecurities. Taxation Deferred tax is recognised in respect of all timing dierences that have originated but not yet reversed at the balance sheet date. Deferred tax assets are only recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxableprots. Current tax is expected tax payable on the taxable prot for the period using the current tax rate and laws that have been enacted or substantially enacted at the reporting date. The tax eect of dierent items of income and expenditure is allocated between capital and revenue on the same basis as the particular item to which itrelates. Approved VCTs are exempt from tax on capital gains from the sale of xed asset investments. The Directors intend that the Company will continue to conduct its aairs to maintain its VCT status. No deferred tax has been provided in respect of any capital gains or losses arising from the revaluation or disposal ofinvestments. Dividends Only dividends recognised during the year are deducted from revenue, capital or special reserves. Equity dividends are recognised in the accounts when they become legallypayable. Interim dividends are approved by the Board of Directors and may be varied or rescinded at any time before payment, therefore the liability is only established when the dividend is actually paid. Final dividends are subject to approval at the AGM. Where a dividend is stated to be payable on a future date, the liability is established on thatdate. Functional currency The Company is required to nominate a functional currency, being the currency in which the Company predominantly operates. The Board has determined that sterling is the Company’s functional currency. Sterling is also the currency in which these accounts arepresented. Capital structure Share Capital Ordinary shares are classed as equity. The ordinary shares in issue have a nominal value of one penny and carry one vote each. Substantial holdings in the Company are disclosed in the Directors’ Report on page44. Share Premium This reserve represents the dierence between the issue price of shares and the nominal value of shares at the date of issue, net of related issuecosts. 82 Capital Redemption Reserve This reserve is used for the cancellation of shares bought back under the buybackfacility. Special Reserve Distributable reserve used to pay dividends and re-purchase shares under the buyback facility and accounts for transfers from the share premium and capital redemption reserve following capitalreductions. Capital Reserve Realised Gains/losses on disposal of investments, due diligence and transaction costs, income that is capital in nature, diminishment of nancial assets and 75% of the investment management fee are accounted for in the capital reserverealised. Capital Reserve Unrealised Unrealised gains and losses on investments held at the year end arising from movements in fair value are taken to the capital reserveunrealised. Revenue Reserve Net revenue prots and losses of theCompany. 2. Income 2025 £000 2024 £000 Income from investments Revenue: Dividend income 777 973 Interest from bonds 894 1,031 Interest from loan notes 239 (1) 171 Bank interest 409 531 Accumulation fund income (2) 132 143 Total revenue income 2,451 2,849 Capital: Return of Capital 51 (3) – Total capital income 51 – Total income 2,502 2,849 (1) The Company’s accrued xed interest from a convertible loan notein Rosslyn Data Technologiesplc (£33.2k) was converted intoshares. (2) Accumulation income from the IFSL Marlborough Special Situations and Marlborough UK Micro-Cap Growthfunds. (3) Equals Groupplc special dividend paid as part of the takeover by Alakazam Holdings BidCo Limited. The takeover consisted of a capital distribution to shareholders made up of a cash consideration of 135pence per share and a special dividend of 5pence pershare. 3. Management fees 2025 Revenue £000 2025 Capital £000 2025 Total £000 2024 Revenue £000 2024 Capital £000 2024 Total £000 Management fees 564 1,692 2,256 641 1,924 2,565 The IMA terminates on 12months’ notice, subject to earlier termination in certain circumstances. In the event of termination by the Company on less than the agreed notice period, compensation may be payable to the Investment Manager in lieu of the unexpired notice period. No notice had been given by the Investment Manager or by the Board to terminate the agreement as at the date of approval of theseaccounts. The Investment Manager receives an investment management fee of 1.7% per annum of the NAV of the Company, calculated and payable quarterly in arrears. At 30September 2025, £567,978 (2024: £615,231 ) was owed in respect of management fees. The Company receives a reduction to the annual management fee for investments in other funds managed by the Investment Manager, being any investment in the IFSL Marlborough Special Situations Fund and/or the IFSL Marlborough UK Micro-Cap Growth Fund so the Company is not charged twice for these services. This amounted to £63,774 for the year to 30September 2025 (2024: £75,184). The Investment Manager has agreed to indemnify the Company against annual running costs exceeding 3.5% of its net assets. No fees were waived between 1October 2024 and 30September 2025 and no fees were waived between 1October 2023 and 30September 2024 under theindemnity. 83 4. Other expenses 2025 £000 2024 £000 Other revenue expenses: Administration fee 250 250 Directors’ fees 186 216 Legal& professional 22 27 London Stock Exchange fees 57 83 Registrar’s fee 64 46 Website and marketing 42 36 Printing, postage and stationary 35 42 Auditors’ remuneration – for audit services 65 63 VCT monitoring fees 15 14 Company secretarial fees 75 73 Custody fee 30 30 Directors’ and ocers’ liability insurance 20 27 Broker’s fee 5 5 VAT 127 128 Other expenses (1) 75 76 Provision against income receivable – 368 (2) Total other revenue expenses 1,068 1,485 Other capital expenses: Due diligence costs 6 9 VAT on due diligence costs 1 1 Transaction costs on investment transactions charged to capital (3) 49 33 Total other capital expenses 56 43 Total other expenses 1,124 1,528 (1) Other expenses include FCA fees, AIC membership fees, VCT Association fees, recruitment costs, professional subscriptions, licence costs, Shareholder event costs and other nominalexpenses. (2) Kidly loan stock interest impairment of £362,795 and XP Powerplc cancelled dividend of£5,700. (3) During the year the Company incurred transaction costs of £37,012 (2024: £23,907) and £12,053 (2024: £9,439) on purchases and salesrespectively. The Directors’ remuneration above includes national insurance contributions. Directors’ remuneration excluding employer’s national insurance contributions is detailed in the Directors’ Remuneration Report on page 51. The maximum aggregate Directors’ emoluments authorised by the Articles are detailed in the Directors’ Remuneration Report on page49. 5. Tax on ordinary activities The tax charge for the year is based on the standard rate of UK Corporation Tax of 25% (2024:25%). 2025 Total £000 2024 Total £000 Loss on ordinary activities before taxation (517) (6,585) UK Corporation Tax: 25% (2024: 25%) (129) (1,646) Eect of non taxable (gains)/losse s on investments (90) 1,335 Eect of non taxable UK dividend income (240) (242) Eect of disallowed costs 12 8 Deferred tax not recognised 447 545 Current tax charge – – At the 30September 2025 the Company had tax losses carried forward of £28,489,053 (2024: £26,556,949). It is unlikely that the Company will generate enough taxable income in the future to use these expenses to reduce future tax charges and therefore no deferred tax asset has beenrecognised. There is no taxation charge in relation to capital gains or losses. No asset or liability has been recognised in relation to capital gains or losses on revaluing investments. The Company is exempt from such tax as a result of its intention to maintain its status as a Venture CapitalTrust. 84 6. Basic and diluted earnings/(loss) per share 2025 Revenue £000 2025 Capital £000 2025 Total £000 2024 Revenue £000 2024 Capital £000 2024 Total £000 Return (£) 819 (1,336) (517) 723 (7,308) (6,585) Earnings/(loss) per ordinary share 0.22p (0.36)p (0.14)p 0.20p (2.06)p (1.86)p The earnings per share is based on 369,065,613 ordinary shares (2024: 353,964,930), being the weighted average number of shares in issue during theyear. 7. Investments Quoted investments (1) 2025 £000 Unquoted investments 2025 £000 Total investments 2025 £000 Quoted investments (1) 2024 £000 Unquoted investments 2024 £000 Total investments 2024 £000 Opening valuation 120,496 13,781 134,277 122,567 9,553 132,120 Purchases at cost 14,091 400 14,491 23,082 4,500 27,582 Non-cash distribution 166 – 166 143 – 143 Sale proceeds (30,788) – (30,788) (19,554) (802) (20,356) Realised gains/(losses) 1,927 (5,208) (3,281) (2) (471) (3,099) (3,570) (2) Unrealised (losses)/gains (1,719) 5,361 3,642 (2) (2,106) 335 (1,771) (2) Amortisation for discount/ premium on bonds 33 – 33 129 – 129 Re-classication adjustment 18 (3) (18) (3) – (3,294) 3,294 – Closing valuation 104,224 14,316 118,540 120,496 13,781 134,277 Cost at 30September 111,586 24,805 136,391 129,295 26,474 155,769 Unrealised gains/(losses) 21,020 1,372 22,392 16,845 (799) 16,046 Diminution in value (4) (28,382) (11,861) (40,243) (25,644) (11,894) (37,538) Closing valuation 104,224 14,316 118,540 120,496 13,781 134,277 (1) Includes the IFSL Marlborough Special Situations Fund and the IFSL Marlborough UK Micro-Cap Fund with valuations of £7.1m (2024: £9.4m) and £7.6m (2024: £10.4m) respectively as at 30September 2025. Whilst unlisted, the two investments are UCITS funds with daily dealing and daily publishedpricing. (2) The net gain on investments held at fair value through prot or loss in the income statement of £361k (2024: loss £5,341k) is the sum of the realised and unrealised gains/losses for the year as detailed in the tableabove. (3) Crosswords Cybersecurityplc (£133k) and Eneraquaplc (£207k) delisted on 18November 2024 and 22August 2025 respectively, Rosslyn convertible loan noteand accrued interest (£358k) converted to listed equityshares. (4) Diminishments of £12,938,528 (2024: £11,899,074) were made in the year. Once adjusted for disposals/dissolutions (£10,233,268) (2024: (£7,373,105)) the net movement for the year is £2,705,260 (2024: £4,176,721). Diminishments carried forward are £40,243,423 (2024:£37,538,163). Transaction Costs During the year the Company incurred transaction costs of £37,012 (2024: £23,907) and £12,053 (2024: £9,439) on purchases and sales respectively. These amounts are included in capitalexpenses. Fair Value Measurement Hierarchy The table below sets out fair value measurements using FRS102 (appendix to section 2 fair value measurement) fair value hierarchy. The Company has one class of assets, being at fair value through prot orloss. ● Level 1: Quoted prices (unadjusted) in active markets for identical assets orliabilities. ● Level 2: Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (i.e.as prices) or indirectly (i.e.derived fromprices). ● Level 3: Valued by reference to valuation techniques using inputs that are not based on observable marketdata. 2025 Level 1 £’000 2025 Level 2 £’000 2025 Level 3 £’000 2025 Total £’000 2024 Level 1 £’000 2024 Level 2 £’000 2024 Level 3 £’000 2024 Total £’000 Investments 69,620 34,604 14,316 118,540 91,496 29,000 13,781 134,277 Transfers between level 3 and level 1 occur when a previously unquoted investment undertakes an initial public oering, resulting in its equity becoming quoted on an active market. There have been no instances in the current period (2024: none). Transfers between level 1 and/or 2 and 3 would occur when a quoted investment’s 85 market becomes inactive, or the portfolio company elects to delist. There have been no transfers from level 1 to level 3 in the current year (2024: one) and no transfers from level 2 to level 3 (2024: one). Transfer values at 30September2025. There were transfers of £4.7m between level 1 and level 2 in the current period where the investments market is not suciently active (2024: £53.6k ). There were transfers between level 2 and level 1 of £0.8m (2024: £3.8m). Transfer values at 30September2025. Level 3 nancial assets 2025 Equity shares £’000 2025 Preference shares £’000 (1) 2025 Loan notes £’000 2025 Total £’000 2024 Equity shares £’000 2024 Preference shares £’000 (1) 2024 Loan notes £’000 2024 Total £’000 Opening balance 4,396 5,607 3,778 13,781 2,984 3,069 3,500 9,553 Transfer from Level 1 and 2 341 (2) – – 341 3,294 – – 3,294 Transfer to Level 2 – – (358) (3) (358) – – – – Purchases at cost – – 400 400 – 2,500 2,000 4,500 Sale proceeds – – – – (2) – (800) (802) Realised (losses) (4) (4,996) (213) – (5,209) (2,199) (600) (300) (3,099) Unrealised (losses)/gains 3,917 2,773 (1,329) 5,361 319 638 (622) 335 Closing valuation 3,658 8,167 2,491 14,316 4,396 5,607 3,778 13,781 (1) The preference shares held are in the nature ofequity. (2) Crosswords Cybersecurityplc and Eneraquaplc delisted on 18November 2024 and 22August 2025respectively. (3) Rosslyn convertible loan noteand accrued interest converted to listed equityshares. (4) Flowgroup, Bidstack and Laundrapp all dissolved in theyear. The following table sets out the basis of valuation for the material Level 3 investments and those where the value has materially changed during the year, held within the portfolio at 30September2025. In assessing fair value, the Investment Manager considered a range of valuation methodologies including EV/Sales, and EV/EBITDA multiples for the current and next nancial year. Where appropriate, the Investment Manager also assessed value using discounted cash ow analysis. Where observable market multiples were available, these were used as part of peer group analysis. Market based multiples were taken as reference points with discounts applied (where appropriate) to reect liquidity and forecastrisk. The Investment Manager also undertook sensitivity analysis to consider the impact of a 30% movement in the peer group multiples, both higher and lower. The use of alternative investment structures such as convertible loan stock by the Company or other investors can lead to asymmetric movements in value in response to dierent upside and downside scenarios. For further information on sensitivities, please seenote15. Level 3 Unquoted Investments BiVictriXplc BiVictrix raised equity in June2025 to fund the continuation of pre-clinical development work for its bispecic antibody drug conjugate programme focused on ovarian cancer. The company continues to actively explore its funding options to enable its programmes to commence clinical trials. The valuation of the investment is a composite valuation which includes the price of the most recent fundraise and a wind-up scenario which may emerge if funding cannot be secured. The valuation of the holding was reduced during the period to reect the building fundingrisk. C4X Discoveryplc C4X Discovery has undergone a period of management change following its transition to a private company. The former Executive Chairman Clive Dix retired from the company, and David Lawrence joined the company as Non-Executive Chairman. There were also other senior leadership changes, including the appointment of the Interim CEO and Chief Scientic Ocer to the board. The company continues to progress its portfolio of proprietary pre-clinical therapeutic assets focused on immunology and inammation. In May2025 the company received a €8m milestone payment from Sano for the IL-17A inhibitor program. The valuation of the investment is a composite valuation that includes a risked net present value analysis of the company’s balance sheet cash and partnered drug development assets, and a sum of the parts analysis which considers milestones which are due to be received by the company in the nearterm. Innity RelianceLtd (My 1st Years) Trading continues to be positive in calendar year 2025 with the company reporting double digit revenue growth despite the continued weak consumer environment. EBITDA growth in 2025 will be limited by investments designed to increase the addressable market in the medium term. The fair value of the investment was unchanged as the valuation rolled forward into the nancial year ending March2026. The valuation was reviewed against EV/Sales multiples across a peer group of listed companies which was broadlystatic. 86 Level 3 Unquoted Investments KidlyLtd The online children’s lifestyle store Kidly was acquired by the baby and childrenswear brand MORI in April2025. The company had entered administration prior to the acquisition. MORI purchased Kidly’s intellectual property and tangible assets. Following a review of the company’s nancial position, the fair value of the investment in Kidly was marked down to nil inJanuary2025. QureightLtd The valuation was reviewed with reference to FY26 forecast revenues and assessed against listed peers using EV/Sales multiples adjusted for liquidity and forecast risk. Commercial momentum strengthened considerably over the period, with signicant contract wins year-to-date and improved revenue visibility from signed and late-stage opportunities. While the peer group re-rated over the period, the company’s strong commercial traction, improved revenue visibility from signed and late- stage opportunities, and de-risking of the revenue forecast as the business scales operational delivery across an expanded pharma partner base led to an increase in the fair value of theinvestment. Rosslyn Data Technologiesplc – convertible loan note In October2024 Rosslyn Data Technologies secured £3.3m in additional equity and convertible loan notefunding. As part of this fundraise, the Company committed to converting the 2023 convertible loan noteinto equity and investing into a new 2024 convertible loan note. Rosslyn Data Technologies continued to make commercial progress over the period with the deployment of its initial contract with a major new client and leading global technology company. However, progress has not been as fast as planned and so there was a decrease to the fair value of the convertible loan notes, with the value of the conversion option calculated using the Black-Scholes option pricing model declining, as well as the bondprincipal. SCA InvestmentsLtd (Gousto) The company closed 2024 strongly with EBITDA and cash ahead of budget and signicantly improved year on year. 2025 is expected to deliver further growth in revenues and EBITDA. The fair value of the investment was unchanged within the period with the valuation set with reference to FY25 EV/EBITDA multiples and assessed against listedpeers. Strip Tinningplc – convertible loan note Whilst there have been short-term trading challenges in the automotive sector which impacted near term revenues, Strip Tinning has achieved strong sales success with lifetime value of contract nominations increasing to £106m, including an extension to its contract to supply the autonomous taxi operator Zoox. Cost reduction initiatives have limited losses, and the company expects to reach breakeven in the next nancial year. The fair value of the convertible loan noteshave reduced modestly over the period with the value of the conversion option calculated using the Black-Scholes option pricingmodel. ZapparLtd Ongoing weakness in the demand for extended reality projects led to a recalibration in revenue expectations for the company accompanied by the completion of a cost rationalisation programme during the period. The valuation of the investment was reviewed against listed peers using EV/Sales multiples and was reduced to reect the weaker outlook combined with lower comparable peer group multiples. The non completion of the previously anticipated sale of the company to Innite Reality during the period meant the valuation was also reduced to reect continuation as an independentcompany. 8. Signicant interests At the year end the Company held 3% or more of the issued share capital of the following investments: Investment Holding% Investment Holding% Engage XR Holdingsplc 16.45% XP Factoryplc 7.37% Rosslyn Dataplc 13.85% Hardideplc 7.36% PCI-PALplc 10.57% One Media iP Groupplc 7.33% Verici DXplc 10.38% Tortilla Mexican Grillplc 7.17% Abingdon Healthplc 9.66% Fusion Antibodiesplc 7.10% Itaconixplc 8.80% Crimson Tideplc 6.39% Oberon Investmentsplc 8.61% Eden Researchplc 5.68% Feedbackplc 8.56% Skillcast Groupplc 4.74% Equipmake Holdingsplc 8.31% Zoo Digital Groupplc 4.48% Ixicoplc 8.06% Strip Tinning Holdingsplc 3.13% Fadel Partners Inc 7.89% RC Fornaxplc 3.02% 87 9. Debtors 2025 £000 2024 £000 Prepayments 27 29 Accrued income 1,237 949 Other debtors 49 69 1,313 1,047 10. Creditors: amounts falling due within one year 2025 £000 2024 £000 Trade Creditors – 12 Accruals 820 915 820 927 11. Called up share capital 2025 £000 2024 £000 Allotted, called-up and fully paid: 370,378,427 (2024: 364,977,848) ordinary shares of 1p each. 3,704 3,650 During the year 13,839,406 (2024: 10,657,350) ordinary shares were purchased through the buyback facility at a cost of £4,897,644 (2024: £4,472,418). The repurchased shares represent 3.79% (2024: 3.25%) of ordinary shares in issue on 1October 2024. The acquired shares have beencancelled. During the year, the Company issued 14,859,377 ordinary shares of 1 penny (nominal value £148,594) in an oer for subscription, representing 4.07% of the opening share capital at prices ranging from 34.82p to 41.75p per share. Gross funds of £5,684,983 were received. The 3.5% premium of £198,974 payable to CGAM under the terms of the oer was reduced by £87,588, being the discount awarded to investors in the form of additional shares, reducing the net fees payable to CGAM to£111,386. On 14February 2025, 2,905,659, ordinary shares were allotted at a price of 37.54pence per share, which was calculated in accordance with the terms and conditions of the DRIS, on the basis of the last published ex-dividend NAV per share as at close of business on 31January 2025, to shareholders who elected to receive shares as an alternative to the nal dividend for the year ended 30September 2024 and special dividend announced on 18December2024. On 25July 2025, 1,474,949, ordinary shares were allotted at a price of 35.06pence per share, which was calculated in accordance with the terms and conditions of the DRIS, on the basis of the last published ex-dividend NAV per share as at close of business on 11July 2025, to Shareholders who elected to receive shares as an alternative to the interim and special dividend for the year ended 30September2025. Further details of the Company’s capital structure can be seen innote1. Income entitlement The revenue earnings of the Company are available for distribution to holders of ordinary shares by way of interim, nal and special dividends (if any) as may from time to time be declared by theDirectors. Capital entitlement The capital reserve realised and special reserve of the Company are available for distribution to holders of ordinary shares by way of interim, nal and special dividends (if any) as may from time to time be declared by theDirectors. Voting entitlement Each ordinary Shareholder is entitled to one vote on a show of hands and on a poll to one vote for each ordinary share held. Notices of meetings and proxy forms set out the deadlines for valid exercise of voting rights and other than with regard to Directors not being permitted to vote on matters upon which they have an interest, there are no restrictions on the voting rights of ordinaryShareholders. 88 Transfers There are no restrictions on transfers except dealings by Directors, persons discharging managerial responsibilities and their persons closely associated which may constitute insider dealing or is prohibited by the rules of theFCA. The Company is not aware of any agreements with or between Shareholders which restrict the transfer of ordinary shares, or which would take eect or alter or terminate in the event of a change of control of theCompany. 12. Net asset value per ordinary share 30September 2025 30September 2024 Net assets (£’000) 135,037 148,009 Shares in issue 370,378,427 364,977,848 NAV per share (p) 36.46 40.55 There are no potentially dilutive capital instruments in issue and as such, the basic and diluted NAV per share areidentical. 13. Contingencies, guarantees and nancial commitments There were no contingencies, guarantees or nancial commitments of the Company at the year end (2024:nil). 14. Related party transactions and conicts of interest The remuneration of the Directors, who are key management personnel of the Company, is disclosed in the Directors’ Remuneration Report on page 51 and in note4 on page 83. Transactions with the Investment Manager As the Company’s Investment Manager, CGAM is a related party to the Company for the purposes of the UKListing Rules. As CGAM and CGWL are part of the same CGWL group, CGWL also falls into the denition of relatedparty. Oliver Bedford, who was a Director of the Company until 21May 2025 is also an employee of the Investment Manager which received fees of £19,470 in the year ended 30September 2025 in respect of his position on the Board (2024: £29,500). None of these fees were still owed at theyear-end. With eect from 1October 2024, the administration agreement between the Company and CGWL was novated to CGAM. Under the terms of the novation agreement, the administration fees paid by the Company were unchanged at £250,000 (plus VAT) and CGWL continues to receive a fee of £30,000 per annum in relation to its appointment as the Custodian. Any initial or trail commissions paid to Financial Intermediaries are paid byCGAM. On 1August 2025, CGAM took over the position of Company Secretary for the Company, replacing JTC (UK) Limited. A formal agreement detailing the responsibilities of CGAM, as the Company Secretary to the Company, is in place. Under the terms of the agreement, the annual fees for company secretarial work are £50,000 perannum. CGAM and CGWL acted as Administrator and Custodian respectively for the year ended 30September 2025, and CGAM acted as Company Secretary from 1August 2025 to 30September 2025. The fees received for these support functions were as follows: 30September 2025 30September 2024 Custody 30,000 30,000 Administration 250,000 250,000 Company Secretary 8,333 Nil Total 288,333 280,000 Still owed at the year end 77,960 69,585 Under an oer agreement dated 9October 2024, CGAM was appointed by the Company to administer an oer for subscription in the 2024/25 tax year and acted as receiving agent in relation to the oer. Under the terms of the agreement CGAM received a fee of 3.5per cent. of the gross proceeds of the oer for providing these services. The Administrator agreed to discharge commissions payable to nancial advisers in respect of accepted applications for oer shares submitted by them, including any trailcommission. 89 The Administrator also agreed to discharge and/or reimburse all costs and expenses of and incidental to the oer and the preparation of the prospectus, including without limitation to the generality of the foregoing, FCA vetting fees in relation to the prospectus, sponsor and legal fees, expenses of the Company and CGAM, the Company’s tax adviser’s fees and expenses, registrar’s fees, costs of printing, postage, advertising, publishing and circulating the prospectus and marketing the oer, including any introductory commission and discounts to potential investors. However, the Administrator was not responsible for the payment of listing fees associated with the admission of the ordinary shares to the Ocial List and to trading on the main market of the London StockExchange. During the year, the Company issued 14,859,377 ordinary shares of 1 penny (nominal value £148,594) in an oer for subscription, representing 4.07% of the opening share capital at prices ranging from 34.82p to 41.75p per share. Gross funds of £5,684,983 were received. The 3.5% premium of £198,974 payable to CGAM under the terms of the oer was reduced by £87,588, being the discount awarded to investors in the form of additional shares, reducing the net fees payable to CGAM to£111,386. CGAM is appointed as Investment Manager to the Company and receives an investment management fee of 1.7% perannum. Investment management fees for the year are £2,256,176 (2024: £2,565,844) as detailed in note3. Of these fees £567,978 (2024: £615,231) were still owed at the year end. As the Investment Manager to the Company and the investment adviser to the IFSL Marlborough Special Situations Fund and the IFSL Marlborough UK Micro-Cap Fund (in which the Company may and does invest), the Investment Manager makes an adjustment as necessary to its investment management fee to ensure the Company is not charged twice for theirservices. Upon completion of an investment, the Investment Manager is permitted under the IMA to charge private investee companies a fee equal to 1.5per cent. of the investment amount. This fee is subject to a cap of £40,000 per investment and is payable directly from the investee company to the Investment Manager. The Investment Manager may also recover external due diligence and transaction services costs directly from private investee companies. No fees (2024: £37,502) were charged to investee companies in the year under thisagreement. Total commission of £20,169 was paid to CGWL in the year for broker services (2024:£31,925). The Investment Manager has agreed to indemnify the Company and keep indemnied the Company in respect of the amount by which the annual running costs of the Company exceed 3.5per cent. of the net assets of the Company. Such costs shall exclude any VAT payable thereon and any payments to nancial intermediaries, the payment of which is the responsibility of the Company. No fees were waived by the Investment Manager in the nancial year under theindemnity. The Company also held £10,626,055 in the client account held at CGWL at 30September 2025 (2024:£8,845,455). 15. Financial instruments Risk management policies and procedures The investment objectives of the Company are to generate capital gains and income from its portfolio and to make distributions from capital or income to Shareholders whilst maintaining its status as a Venture CapitalTrust. The Company intends to achieve its investment objectives by making Qualifying Investments in companies listed on AIM, private companies and companies listed on the AQSE Growth Market, as well as Non-Qualifying Investments as allowed by the VCTRules. At least 80% of the Company’s funds have been invested in qualifying holdings during the year under the HMRC investment test denition. The balance of the Company’s funds were invested in liquid assets (such as non- qualifying equities, xed income securities and bank deposits). The Company is managed as a VCT in order that Shareholders may benet from the tax reliefavailable. This strategy exposes the Company to certain risks, which are summarisedbelow. The structure in place to manage these risks is set out in the Corporate Governance Report on pages 54 to 59 of the AnnualReport. A detailed review of the investment portfolio is contained in the Investment Manager’s Report on pages 29 to33. 90 Classication of nancial instruments The investments at year end comprise two types of nancial instruments. The basis of valuation is set out below: ● Equities – fair value through the prot and lossaccount. ● Fixed income securities – fair value through the prot and loss account Other nancial assets comprise cash at bank and in hand of £5,377,835 (2024: £4,766,381), funds held with Custodian of £10,626,055 (2024: £8,845,455), accrued income and debtors of £1,285,752 (2024: £1,017,944), which is classied as ‘loans and receivables measured at amortised cost’. Financial liabilities consist of trade creditors and accruals of £820,058 (2024: £926,784) which are classied as ‘nancial liabilities measured at amortisedcost’. Market risk Market price risk arises from any uctuations in the value of investments held by the Company. Adherence to investment policies mitigates the risk of excessive exposure to any particular type of security or issuer. In particular, other than bank deposits, no individual investment shall exceed 10per cent. of the Company’s net assets at the time of investment. However, many of the investments are in small companies traded on AIM which by virtue of their size carry more risk than investments in larger companies listed on the main market of the London StockExchange. Market risk is monitored by the Board on a quarterly basis and on an ongoing basis, through the InvestmentManager. The following table summarises exposure to market risk by valuation technique at the year end date: As at 30 Sep 25 Valuation technique Fair value of investments (£000) Key inputs Observable Input? Range Weighted average range Sensitivity % Sensitivity to changes in signicant inputs Quoted Equities Closing bid prices 83,114,498 London Stock Exchange, Bloomberg Yes n/a n/a 30% £17,507,036 -£17,507,036 Quoted Fixed Income Closing bid prices (xed income) 21,109,060 London Stock Exchange, Bloomberg Yes n/a n/a 30% £588,943 -£588,943 Unquoted Equities Recent transaction price 192,885 n/a No n/a n/a 30% £102,115 -£34,038 Sum of the parts 1,106,841 Composite valuation using more than one valuation technique No n/a n/a 30% -£45,044 -£286,095 Market approach using comparable trading multiples 10,525,858 EV/NTM EBITDA multiple No Not disclosed Not disclosed 30% £1,658,708 -£1,220,492 EV/NTM revenue multiple No 0.8x-5.1x 0.1x-3.0x 30% £1,976,941 -£1,896,081 Illiquidity discount No 15% 15% 10% £1,790,944 -£1,604,507 Convertible Loan Notes Black Scholes Option Pricing Model 2,490,599 Stock price, Risk free rate, Volatility No n/a n/a 30% £236,138 -£101,268 * Fair Value of Investments: total value of companies using both EBITDA and Revenue multiples Total Sensitivity £23,815,781 -£23,238,460 If market prices had been 30% higher or lower while all other variables remained unchanged, the return attributable to ordinary Shareholders for the year ended 30September 2025 would have increased by £23,815,781 (2024: £20,988,954) or decreased by £23,238,460 (2024: £21,686,392)respectively. The assessment of market risk is based on the Company’s equity and xed income portfolio including private company investments, as held at the year end. The assessment uses the AIM All-Share Index and the FTSE250 Index as proxies for the AIM Qualifying Investments and quoted Non-Qualifying Investments and illustrates, based on historical price movements and their relationship to movements in the FTSE100 index, their potential change in value in relation to change in value of the referenceindex. The review has also examined the potential impact of a 30% move in the market on the convertible loan noteinvestments held by the Company, whose values will vary according to the price of the underlying security into which the loan noteinstrument has the option toconvert. 91 Currency risk The Company is not directly exposed to currency risk and does not invest in currencies other than sterling. There are indirect exposures through movements in the foreign exchange market as a consequence of investments held in companies who report in foreign currencies, the impact of such exposure would beinsignicant. Interest rate risk The Company is fully funded through equity and has no debt and further all signicant interest income is at a xed rate; therefore, interest rate risk is not considered a materialrisk. The Company’s nancial assets and liabilities are denominated in sterling as follows: 30September 2025 Fixed Rate £000 Variable Rate £000 Non-Interest Bearing £000 Total £000 Investments 23,600 – 94,940 118,540 Cash at bank and in hand – 5,378 – 5,378 Funds held with Custodian – 10,626 – 10,626 Other current assets (net) 1,136 – 177 (1) 1,313 Other current liabilities (net) – – (820) (820) Net assets 24,736 16,004 94,297 135,037 30September 2024 Fixed Rate £000 Variable Rate £000 Non-Interest Bearing £000 Total £000 Investments 22,866 – 111,411 134,277 Cash at bank and in hand – 4,766 – 4,766 Funds held with Custodian – 8,846 – 8,846 Other current assets (net) 823 – 224 (2) 1,047 Other current liabilities (net) – – (927) (927) Net assets 23,689 13,612 110,708 148,009 (1) Includes prepayments of £27k which is not considered a nancialasset. (2) Includes prepayments of £29k which is not considered a nancialasset. Interest rate risk exposure relates to cash and cash equivalents (bank deposits) where interest income is primarily linked to bank base rates. Interest rate risk exposure on debt instruments is reected in the market risk and since these securities are valued at fair value, no additional disclosure is made in this respect. Movements in interest rates on cash and cash equivalents are not considered a materialrisk. Liquidity risk Liquidity risk is the risk that the Company is unable to meet obligations as they fall due. The Company has no debt and maintains sucient investments in cash or cash equivalents, or readily realisable securities to pay trade creditors and accrued expenses (£820,058 as at 30September 2025). Liquidity risk is not considered material. As at 30September 2025 the Company held £16,003,890 in cash or cashequivalents. Credit risk Credit risk relates to the risk of default by a counterparty. The Company may have credit risk through investments made in unsecured loan stock issued by Qualifying Companies or through Non-Qualifying Investments in xed income securities and exchange traded funds. No assets are past the due date forpayment. An investment will be impaired if the investee company is loss making and does not have sucient funds available to transition into prot and in the opinion of the Investment Manager may fail to secure sucient equity or debt funding to transition into prot, or if the borrower defaults or is expected to default on payment of accrued interest or repayment of the principalsum. The maximum credit risk exposure equates to the carrying value of assets at the balance sheet date: 92 2025 £000 2024 £000 Fixed income securities; Qualifying Investments (convertible loan notes) 2,491 3,778 Non-qualifying investments (investment grade corporate bonds) 21,109 19,088 Total xed income securities 23,600 22,866 Cash at bank and in hand 5,378 4,766 Funds held at Custodian 10,626 8,846 Other assets 1,313 1,047 40,917 37,525 Cash held with Custodian comprises bank deposits held through CGWL (trading as Canaccord Wealth) of £10.6million (2024: £8.8million) . Funds are held with banks that are authorised and regulated to carry on banking or deposit-taking business. All these meet the requirements of the UK’s FCA CASS rules. In addition, only banks holding a S&P Global A1 or A2 credit ratings 1 will be included in the selection process. Through its treasury function, Canaccord Wealth uses a tiered level approach to counterparty selection to reect dierent maturities of cash held ondeposit. Funds held on deposit through CGWL, are pooled with cash deposits from other clients of CGWL and diversied across a specied panel of banks. Canaccord Wealth’s treasury function reviews panel members ahead of selection and prioritises the safety of client assets with the panel selection process placing an emphasis on quality and security. Participating banks must be rated as investment grade by at least two international credit rating agencies. Canaccord Wealth will also consider the expertise and market reputation of the bank; review a bank’s nancial statements and consider its capital and deposit base; consider the geographical location of the parent; monitor a bank’s credit default swaps; and ask the bank to complete a due diligence questionnaire. The Canaccord Wealth treasury function maintains regular contact with panel banks, typically meeting them every sixmonths or so. There are no withdrawal restrictions on the Company’s cash held withCGWL. Fair value of nancial assets and nancial liabilities Equity investments are held at fair value. No investments are held for trading purposesonly. Capital management policies and procedures The current policy is to fund investments through equity. No future change to this policy is envisaged. As a public limited company, the Company is required to hold a minimum £50,000 sharecapital. The Company’s capital is summarised in notes1 and 11 to these accounts. The Company has no debt and is fully funded byequity. (1) Or equivalent credit rating at other rating agencies, including Fitch and Moody’s. 93 16. Dividends 2025 Ord £000 2024 Ord £000 Paid per share: Special capital dividend of 1.50pence for the year ended 30September 2024 – 5,474 Paid per share: Final capital dividend of 1.50pence for the year ended 30September 2023 – 5,149 Paid per share: Interim capital dividend of 1 penny for year ended 30September 2024 – 3,649 Paid per share: Final capital dividend of 1.25pence for the year ended 30September 2024 4,588 – Paid per share: Special capital dividend of 1.50pence for the year ended 30September 2025 5,505 – Paid per share: Interim capital dividend of 0.75pence for year ended 30September 2025 2,787 – Paid per share: Special capital dividend of 0.50pence for year ended 30September 2025 1,859 – Dividends unclaimed – (4) (2) 14,739 (1) 14,268 (3) Proposed per share: Final capital dividend of 1 penny for the year ended 30September 2025 3,678 – Proposed per share: Special capital dividend of 2 pence for the year ended 30September 2026 7,356 – Paid per share: Final capital dividend of 1.25pence for the year ended 30September 2024 – 4,591 Paid per share: Special capital dividend of 1.50pence for the year ended 30September 2025 – 5,510 (1) The dierence between total dividends paid for the period ending 30September 2025 and the cash ow statement is £1,612,000 which reects the amount of dividends reinvested under the DRIS of £1,608,000 and the receipt of £4,000 cash for unclaimed dividends for a period of12years. (2) Unclaimed dividends for a period of 12years due/reverted to theCompany. (3) The dierence between total dividends paid for the period ending 30September 2024 and the cash ow statement is £1,436,000 which reects the amount of dividends reinvested under the DRIS of £1,440,000 less the £4,000 due to the Company for unclaimed dividends for a period over12years. 17. Post balance sheet events Share buybacks As at 16 December2025, 2,585,633 ordinary shares have been purchased at an average price of 34.14pence per share and a total cost of£882,856. New investments The Company has made the following investments since the period end: Amount invested £000 Investment into existing company Qualifying Investments Abingdon Healthplc 1,500 Ye s KRM 22 plc 1,340 No Non-Qualifying Investments London Stock Exchange Groupplc 795 No Disposals The Company has made the following full disposals since the period end: Proceeds £000 Qualifying Investments Polarean Imaging plc 7 Non-Qualifying Investments Chemring Groupplc 1,327 Vaneck Vectors Gold Miners ETF 1,246 94 Corporate Actions On 25 November 2025, Idox plc announced a recommended cash aquisition by Frankel UK Bidco Limited, to be eected via a Scheme of Arrangement under Part 26 of the Companies Act. The proposed acquisition price is 71.5 pence for each ordinary share held and is expected to become eective before the end of the rst quarter of 2026. Proposed Fundraise On 10 December 2025, the Board announced that the Company expects to open an oer for subscription on or around 27 January 2026 (the “Oer”). It is expected that the Company will seek to raise no less than £20 million under the Oer, together with the discretion to utilise an over-allotment facility to raise up to a further £10 million. In line with previous oers, CGAM expects to oer an “early bird discount”. Full details of the Oer will be set out in a document to be published by the Company in the new year. Retention Scheme The Company is proposing to introduce a Retention Scheme for certain employees of the Investment Manager that provide services to the Company. Final details of the Retention Scheme are expected to be made available in due course, via a separate Shareholder circular. Once nalised, Shareholders will be asked to vote on the Retention Scheme at a separate general meeting of the Company, currently anticipated to be held immediately following the AGM on 5 February 2026. 95 Alternative Performance Measures Alternative performance measures An APM is a nancial measure of the Company’s historic or future nancial performance, nancial position or cash ows which is not dened or specied in the applicable nancial reportingframework. The Directors assess the Company’s performance against a range of criteria which are viewed as particularly relevant for aVCT. The denition of each APM is in the Alternative Performance Measures (Denitions) section on page 97. Where the calculation of the APM is not detailed within the Financial Statements, an explanation of the methodology employed is below: NAV total return 30September 2025 30September 2024 Opening NAV per share A 40.55p 46.34p Special dividend paid B 1.50p 1.50p Final dividend paid C 1.25p 1.50p Interim dividend paid D 0.75p 1.00p Special dividend paid E 0.50p – Closing NAV per share F 36.46p 40.55p NAV total return ((B+C+D+E+F-A)/A)100 -0.22% -3.86% NAV total return (dividends reinvested) 30September 2025 % Return Opening NAV per share (30September 2024) A 40.55p Closing NAV per share (30September 2025) 36.46p Final dividend for year paid February2025 1.25p Special dividend February2025 1.50p Interim dividend July2025 0.75p Special dividend July2025 0.50p Total dividend payments 4.00p Closing NAV per share plus dividends paid 40.46p -0.22% (-3.86% 30September 2024) In year performance of reinvested dividends 0.08p NAV total return (dividends reinvested) ((B-A)/A)100 B 40.54p -0.02% (-4.21% 30September 2024) Share price total return 30September 2025 30September 2024 Opening share price A 39.00p 43.00p Special dividend paid B 1.50p 1.50p Final dividend paid C 1.25p 1.50p Interim dividend paid D 0.75p 1.00p Special dividend paid E 0.50p – Closing share price F 34.40p 39.00p Share price total returns ((B+C+D+E+F-A)/A)100 -1.54% 0.00% 96 Share price total return (dividends reinvested) 30September 2025 % Return Opening share price (30September 2024) A 39.00p Closing share price (30September 2025) 34.40p Final dividend for year paid February2025 1.25p Special dividend February2025 1.50p Interim dividend July2025 0.75p Special dividend July2025 0.50p Total dividend payments 4.00p Closing share price plus dividends paid 38.40p -1.54% (0.00% 30September 2024) In year performance of reinvested dividends -0.07p Share price total return (dividends reinvested) ((B-A)/A)100 B 38.33p -1.72% (-0.18% 30September 2024) Ongoing charges ratio The OCR has been calculated using the AIC’s “Ongoing Charges”methodology. 30September 2025 £000 30September 2024 £000 Investment management fee 2,256 2,565 Other expenses 1,059 (1) 1,078 VCT proportion of IFSL Marlborough funds expenses 115 153 Ongoing charges A 3,430 3,796 Average net assets B 136,532 156,509 Ongoing charges ratio (A/B)100 2.51% 2.43% (1) Other expenses exclude London Stock Exchange fees of £15,461 for admission of shares under the oer for subscription as the Board do not consider these costs to be ongoing costs to the fund. As per the AIC’s “Ongoing Charges” methodology, transaction costs are alsoexcluded. Share price discount 30September 2025 30September 2024 Share price A 34.40p 39.00p Net asset value per share B 36.46p 40.55p Discount ((A/B)-1)*100 -5.65% -3.82% The 1-year average discount of -4.59% is calculated by taking the average of the share price discount at each month end between 1October 2024 and 30September2025. The 5-year average discount of -4.99% is calculated by taking the average of the share price discount at each month end between 1October 2020 and 30September2025. 97 Alternative Performance Measures (Deinitions) Alternative Performance Measure (or “APM”) An alternative performance measure is a nancial measure of the Company’s historic or future nancial performance, nancial position or cash ows which is not dened or specied in the applicable nancial reportingframework. The Company uses the following alternative performance measures: Net asset value (or “NAV”) The value of the Company’s assets, less itsliabilities. NAV per share The net asset value divided by the total number of shares in issue at the yearend. NAV total return The NAV total return shows how the NAV per share has performed over a period of time in percentage terms taking into account both capital returns and dividends paid. We calculate this by adding the dividends paid in the period to the closing NAV per share and measuring the percentage change relative to the opening NAV pershare. NAV total return (dividends reinvested) The NAV total return (dividends reinvested) shows the percentage movement in the NAV Total Return per share over time taking into account both capital returns and dividends paid assuming dividends are re-invested into new shares. To be consistent with industry standard practice, the allotment price of the new shares issued in place of the cash dividend is assumed to be the prevailing ex-dividend NAV per share on the day the shares go ex-dividend. This diers from the methodology followed by the registrar when issuing shares under the Company’s dividend re-investmentsscheme. Ongoing charges ratio (or “OCR”) The ongoing costs of managing and operating the Company divided by its average net assets. Calculated in accordance with AIC guidance, this gure excludes ‘non-recurringcosts’. Share price discount As stock markets and share prices vary, a VCT’s share price is rarely the same as its NAV. When the share price is lower than the NAV per share it is said to be trading at a discount. The size of the discount is calculated by subtracting the share price from the NAV per share and is usually expressed as a percentage of the NAV per share. If the share price is higher than the NAV per share, this situation is called apremium. Share price total return The share price total return shows performance over a period of time in percentage terms by reference to the mid-price of the Company’s shares taking into account dividends paid and payable having past the ex-dividend date in the period and any return of capital ifapplicable. We calculate this by adding the dividends paid and payable having past the ex-dividend date in the period to the closing mid-price and measuring the percentage change relative to the openingmid-price. Share price total return (dividends reinvested) The performance of the Company’s share price on a total return basis assuming dividends are reinvested in new shares at the mid-price of the shares on the ex-dividenddate. 98 Glossary of Terms Administrator Canaccord Genuity Asset Management Limited (or “CGAM”). CGAM is a subsidiary of Canaccord Genuity Group Inc. AGM The Company’s Annual General Meeting to be held at 12.30 pm on 5February2026 at 88 Wood Street, London,EC2V7QR. AIC The Association of InvestmentCompanies. AIC Code The 2019 AIC Code of CorporateGovernance. AIFM Alternative Investment FundManager. AIM The Alternative Investment Market operated by the London StockExchange. Annual Report This annual report of the Company for the nancial year 1October 2024 to 30September2025. Articles The articles of association of the Company, from time totime. AQSE Growth Market The Growth Market of the Aquis Stock Exchange, a recognised investment exchange for growth companies operated by AquisExchangeLimited. Auditor The independent auditor of the Company,BDOLLP. Board The board of directors of the Company, from time totime. Canaccord Wealth In the UK& Europe, Canaccord Wealth is a trading name of Canaccord Genuity Wealth Limited (“CGWL”), CG Wealth Planning Limited (“CGWPL”), Canaccord Genuity Wealth (International) Limited (“CGWIL”) and Canaccord Asset Management (International) Ltd (“CAMIL”). They are all subsidiaries of Canaccord GenuityGroupInc. Company Hargreave Hale AIMVCTplc. Company Secretary Canaccord Genuity Asset Management Limited (or “CGAM”). Court The High Court of Justice in London. Custodian Canaccord Genuity Wealth Limited (or “CGWL”). Deutsche Numis Alternative Market ex IC Index Total Return Measures the total return of the underlying Deutsche Numis Alternative Market ex IC index combining both capital performance and income. Calculated on a dividends re-investedbasis. 99 Director A director of theCompany. DRIS The dividend reinvestment scheme operated by theCompany. Earnings per share total return Total prot/(loss) for the reporting period divided by the weighted average number of shares inissue. Eligible Shares Shares in Qualifying Companies which do not carry preferential rights to dividends and/or assets on a winding-up orredemption. FCA The Financial ConductAuthority. Financial Statements The nancial statements of the Company as set out in this Annual Report. FSMA The Financial Services and Markets Act2000, as amended from time totime. HMRC HM Revenue&Customs. IMA Investment management agreement between the Company and CGAM dated 7September 2023 (asamended). Investment Manager Canaccord Genuity Asset Management Limited (or “CGAM”). IPEV Guidelines International Private Equity and Venture Capital Valuationguidelines. IPO The process by which a company obtains a rst listing or quotation for securities on an investment exchange and oers securities to the public for the rsttime. ISAs (UK) International Standards on Auditing(UK). ITA Income Tax Act2007, asamended. KID The Company’s Key InformationDocument. Knowledge Intensive Companies A company satisfying the conditions in section 331(A) of Part6,ITA. KPIs Key performanceindicators. MSPEC The Management and Service Provider Engagement Committee of theBoard. 100 Non-Qualifying Company or Non-Qualifying Investment An investment made by the Company which is not a Qualifying Investment and is permitted under the VCTRules. PRIIPs (Retained EU legislation) Regulation (EU) No1286/2014 on key information documents for packaged retail and insurance-based investment products(PRIIPs). Prospectus Rules The prospectus regulation rules made by the FCA under PartVI of FSMA (including the Prospectus Rules: Admission to Trading on a Regulated Market sourcebook), as amended from time totime. Qualifying Company or Qualifying Investment An investment made by a venture capital trust in a trading company which comprises a qualifying holding under Chapter4 of Part6,ITA. Qualifying Trade A trade complying with the requirements of section 300,ITA. Receiving Agent Canaccord Genuity Asset Management Limited (or “CGAM”). Registrar EquinitiLimited. SaaS Software-as-a-Service. Section172 Section172 of the Companies Act2006, asamended. Shareholders Holders of ordinary shares of 1 penny each in the capital of the Company, from time totime. SORP Statement of Recommended Practice: Financial Statements of Investment Trust Companies and Venture Capital Trusts(2022). State aid State aid received by a company as dened in section280B (4),ITA. UKGAAP United Kingdom Generally Accepted Accounting Practice and applicablelaw. UKListing Rules The listing rules made by the FCA under PartVI of FSMA, as amended from time totime. VCT or Venture Capital Trust Venture capital trust as dened in section 259,ITA. VC TA The VCTAssociation. VCT Rules All legislation, rules and regulations that apply to VCTs from time to time, including theITA. 101 Shareholder Information The Company’s ordinary shares are listed on the London Stock Exchange (Code: HHV). Shareholders can visit the London Stock Exchange website, www.londonstockexchange.com, for the latest news and share prices of the Company. Further information for the Company can be found on its website at www.hargreaveaimvcts.co.uk. Net asset value per share The Company’s NAV per share as at 12 December2025 was 35.56pence per share. The Company publishes its unaudited NAV per share on a weeklybasis. Dividends Subject to approval at the forthcoming AGM on 5 February2026, the Board has proposed the payment of a nal dividend of 1 penny in respect of the nancial year ending 30September 2025. A special dividend of 2 pence per share has also been approved by theBoard. The Company no longer issues dividend payments by cheque. To receive future dividends via direct bank transfer, Shareholders should complete a payment mandate, available from the Registrar. Alternatively, bank details can be updated through the Registrar’s Shareviewsystem. Dividend reinvestment scheme The Company oers a DRIS scheme allowing Shareholders to elect to receive all of their dividends from the Company in the form of new ordinary shares. Shareholders may elect to join the DRIS at any time by completing a DRIS mandate form. Mandates can be obtained by contacting the Registrar or by visiting the Company’s website at www.hargreaveaimvcts.co.uk. As new ordinary shares will be issued, Shareholders are also able to claim tax relief on the shares, including 30per cent. income tax relief on their investment (subject to the terms of the VCT Rulesand the personal circumstances of the Shareholder). To exit the DRIS, a revoke form must be completed and returned to the Registrar. Revoke forms can be obtained by contacting the Registrar or by visiting the Company’s website at www.hargreaveaimvcts.co.uk. Please notethat completing a bank mandate form or adding bank details to your account through Shareview in isolation will not remove you from the DRISscheme. Selling your shares The Company aims to improve the liquidity in its ordinary shares and to maintain a discount of approximately 5% to the last published NAV per share (as measured against the mid-price of the shares) by making secondary market purchases. This policy is non-binding and at the discretion of the Board. The eective operation of the policy is dependent on a range of factors which may prevent the Company from achieving its objectives. As a result, there is no guarantee that Shareholders will be able to sell their shares or of the discount to NAV per share at which they will besold. VCT share disposals are exempt from capital gains tax when the disposal is made at arms’ length, which means a Shareholder should sell their shares to a market maker through a stockbroker or another share dealing service. In practice, this means that the price achieved in a sale is likely to be below the mid-price of the Company’s shares and, therefore, the discount is likely to be more than 5% to the last published NAV pershare. VCT share disposals settle two business days post trade if the shares are already dematerialised or placed into CREST ahead of the trade, or 10 days post trade if the stock is held in certicatedform. Investors who sell their VCT shares before the fth anniversary of the share issue are likely to have to repay their income taxrelief. Canaccord Wealth can facilitate the sale of the Company’s shares and is able to act for Shareholders who wish to sell their shares. However, Shareholders are free to nominate any stockbroker or share dealing service to act for Shareholders. Shareholders can obtain further information from Canaccord Wealth by contacting the VCT administration team at aimvct@canaccord.com or by calling 01253376622. Please notethat Canaccord Wealth will need to be in possession of the share certicate and a completed CREST transfer form before executing the sale. If any Shareholder has lost their share certicate, then they can request a replacement certicate from the Registrar. The Registrar will send out an indemnity form, which the Shareholder will need to sign. The indemnity form will also need to be countersigned by a UK insurance company or bank that is a member of the Association of British Insurers. Since indemnication is a form of insurance, the indemnifying body will ask for a payment to reect their risk. Fees will reect the value of the potentialliability. 102 Shareholder enquiries: For general Shareholder enquiries, please contact the Administrator on 01253 376622 or by e-mail to aimvct@canaccord.com. For enquiries concerning the performance of the Company, please contact the Investment Manager on02075234837 or by email to aimvct@canaccord.com. Electronic copies of this report and other published information can be found on the Company’s website at www.hargreaveaimvcts.co.uk. Change of address To notify the Company of a change of address please contact the Registrar at the address on page 103. Alternatively, address details can be updated through the Registrar’s Shareviewsystem. 103 Company Information Directors David Brock, Chair Megan McCracken Justin Ward Investment Manager, Administrator and Company Secretary Canaccord Genuity Asset Management Limited 88 Wood Street London EC2V 7QR Custodian Canaccord Genuity Wealth Limited Talisman House Boardmans Way Blackpool FY4 5FY Registrars Equiniti Limited Aspect House Spencer Road Lancing West Sussex BN99 6DA VCT Status Adviser Philip Hare& AssociatesLLP Bridge House 181 Queen Victoria Street London EC4V 4EG Brokers Singer Capital Markets Advisory LLP One Bartholomew Lane London EC2N 2AX Auditors BDOLLP 55 Baker Street London W1U 7EU Solicitors Howard KennedyLLP 1 London Bridge London SE1 9BG Registered oce Talisman House Boardmans Way Blackpool FY4 5FY Company Registration Number 05206425 in England and Wales Company Information 104 Notice of Annual General Meeting Notice of Annual General Meeting NOTICE IS HEREBY GIVEN that the ANNUAL GENERAL MEETING of Hargreave Hale AIM VCTplc (the “Company”) (the “AGM”) will be held at 88 Wood Street, LondonEC2V7QR on 5 February2026 at 12.30 pm for the purposes of considering and if thought t, passing the following resolutions, of which resolutions 1 to 11 (inclusive) will be proposed as ordinary resolutions and resolutions 12 to 17 as special resolutions: Ordinary Resolutions 1. To receive and adopt the reports of the directors and auditor and the audited nancial statements for the year ended 30September2025. 2. To receive and approve the directors’ remuneration report for the year ended 30September2025. 3. To approve the directors’ remuneration policy, the full text of which is contained in the directors’ remuneration report for the year ended 30September2025. 4. To reappoint BDOLLP as auditors to the Company and to authorise the directors of the Company to determine theirremuneration. 5. To re-elect David Brock as a director of theCompany. 6. To re-elect Justin Ward as a director of theCompany. 7. To re-elect Megan McCracken as a director of theCompany. 8. To approve a nal dividend of 1 penny per ordinary share in respect of the year ended 30September2025. 9. To authorise the directors of the Company (the “Directors”), in addition to any existing power and authority granted to the Company pursuant to Article29 of the Company’s articles of association (the “Articles”), to exercise the power conferred on them by Article29 of the Articles to oer holders of ordinary shares in the capital of the Company the right to elect to receive ordinary shares of 1penny each in the capital of the Company (“Ordinary Shares”) credited as fully paid, instead of cash, in respect of the whole (or some part to be determined by the Directors) of dividends declared, made or paid during the period starting with the date of this resolution and ending at the conclusion of the next annual general meeting of the Company following the date of this resolution and to authorise the Directors to do all acts and things required or permitted to be done in accordance with the Articles in connectiontherewith. 10. THAT, in addition to all existing authorities, the Directors be and are hereby generally and unconditionally authorised in accordance with section 551 of the Companies Act2006 (the “Act”) to exercise all the powers of the Company to allot Ordinary Shares and to grant rights to subscribe for, or to convert any security into, Ordinary Shares (“Rights”), up to an aggregate nominal value of £367,792 (being equal to approximately 10per cent. of the Company’s issued share capital (excluding treasury shares) as at 16December2025 generally from time to time or pursuant to Shareholders’ right to elect to participate in the dividend reinvestment scheme operated by the Company in accordance with Article29 of the Articles on such terms as the Directors may determine, such authority to expire on the earlier of the conclusion of the Annual General Meeting of the Company to be held in 2027 and the expiry of 15months from the passing of this resolution (unless previously renewed, varied or revoked by the Company in a general meeting), but so that this authority shall allow the Company to make, before the expiry of this authority oers or agreements which would or might require Shares to be allotted or Rights to be granted after such expiry and the Directors shall be entitled to allot Shares or grant Rights pursuant to any such oers or agreements as if the power conferred by this resolution had notexpired. 11. THAT, in addition to all existing authorities, the Directors be and are hereby generally and unconditionally authorised in accordance with section 551 of the Act to exercise all the powers of the Company to allot ordinary shares of 1 penny each in the capital of the Company (“Oer Shares”) and to grant rights to subscribe for, or to convert any security into, Shares (“Oer Rights”), up to an aggregate nominal value of £1,085,384 (being equal to approximately 30per cent. of the Company’s issued share capital (excluding treasury shares) as at 16 December 2025) pursuant to one or more oers for subscription to such persons and on such terms as the Directors may determine, such authority to expire (unless renewed, varied or revoked by the Company in a general meeting) on the earlier of the conclusion of 105 the Annual General Meeting of the Company to be held in 2027 and the expiry of 15 months from the passing of this resolution but so that this authority shall allow the Company to make, before the expiry of this authority, oers or agreements which would or might require Oer Shares to be allotted or Oer Rights to be granted after such expiry and the Directors shall be entitled to allot Oer Shares or grant Oer Rights pursuant to any such oers or agreements as if the power conferred by this resolution had notexpired. Special Resolutions 12. THAT, in addition to all existing authorities and subject to the passing of Resolution10 set out in this notice of meeting, the Directors be and are hereby empowered, pursuant to sections 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 given pursuant to Resolution10 set out in the notice of this meeting, or by way of a sale of treasury shares, as if section 561(1)of the Act did not apply to any such allotment or sale, provided that this power: (a) shall be limited to the allotment of equity securities and the sale of treasury shares for cash up to an aggregate nominal amount of £183,896 (representing approximately 5per cent. of the issued share capital of the Company (excluding treasury shares) as at 16 December2025) pursuant to the dividend reinvestment scheme operated by the Company and subject to the passing of Resolution 9; (b) shall be limited to the allotment of equity securities and the sale of treasury shares for cash (otherwise than pursuant to sub-paragraph(i)above), up to an aggregate nominal amount of £183,896 (representing approximately 5per cent. of the issued share capital of the Company (excluding treasury shares) as at 16 December2025); and (c) expires on the earlier of the conclusion of the Annual General Meeting of the Company to be held in 2027 and the expiry of 15months from the passing of this resolution (unless previously renewed, varied or revoked by the Company in a general meeting), save that the Company may before such expiry make an oer 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 such an oer or agreement as if the power conferred by this resolution had notexpired. 13. THAT, in addition to all existing authorities and subject to the passing of Resolution11 set out above, the Directors be and are hereby empowered, pursuant to sections 570 and 573 of the Act to allot equity securities (within the meaning of section 560 of the Act) as Oer Shares for cash pursuant to the authority given pursuant to Resolution11 set out above, or by way of a sale of treasury shares, as if section 561(1)of the Act did not apply to any such allotment or sale, provided that this power: (a) shall be limited to the allotment of equity securities and the sale of treasury shares for cash, up to an aggregate nominal amount of £1,085,384 (representing approximately 30per cent. of the issued share capital of the Company as at 16 December 2025)pursuant to one or more oers for subscription; and (b) expires on the earlier of the conclusion of the Annual General Meeting of the Company to be held in 2027 and the expiry of 15months from the passing of this resolution, unless previously renewed, varied or revoked by the Company in general meeting, save that the Company may before such expiry make an oer 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 such an oer or agreement as if the power conferred by this resolution had notexpired. 14. THAT, in substitution for any existing authority but without prejudice to the exercise of any such authority prior to the date hereof, the Company be generally and unconditionally authorised, in accordance with section 701 of the Act, to make one or more market purchases (within the meaning of section 693(4)of the Act) of its Ordinary Shares on such terms and in such manner as the Directors may determine (either for cancellation or for retention as treasury shares for future re-issue, resale, transfer or cancellation) provided that: (a) the maximum aggregate number of Ordinary Shares hereby authorised to be purchased is 55,132,139Ordinary Shares or, if less, the number representing approximately 14.99per cent. of the issued share capital of the Company as at the date of the passing of this resolution; (b) the maximum price (excluding expenses) which may be paid for any Ordinary Share purchased pursuant to this authority shall not be more than the higher of: 106 (i) 105per cent. of the average of the middle market quotations of an Ordinary Share in the Company, as derived from the London Stock Exchange Daily Ocial List, for the ve business days immediately preceding the date of purchase; and (ii) the higher price of the last independent trade of an Ordinary Share and the highest current independent bid for such a share on the London Stock Exchangeplc; (c) the minimum price (excluding expenses) which may be paid for an Ordinary Share shall be 1 penny (the nominal value thereof); and (d) unless previously varied, revoked or renewed by the Company in general meeting, the authority hereby conferred shall expire at the conclusion of the Annual General Meeting of the Company to be held in 2027 or on the expiry of 15months following the passing of this resolution, whichever is the earlier, save that the Company may, prior to the expiry of such authority, enter into a contract or contracts to purchase ordinary shares under such authority which will or might be completed or executed wholly or partly after the expiration of such authority and may make a purchase of Ordinary Shares pursuant to any such contract or contracts as if the power conferred by this resolution had notexpired. 15. THAT the articles of association produced to the AGM, and for the purpose of identication initialled by the chair of the AGM, be approved and adopted as the articles of association of the Company in substitution for, and to the exclusion of, the existing articles of association with eect from the conclusion of theAGM. 16. THAT subject to the approval of the High Court of Justice, the amount standing to the credit of the share premium account of the Company, at the date the court order is made conrming such cancellation, be and is hereby cancelled and the amount by which the account is so reduced be credited to a reserve of the Company. 17. THAT subject to the approval of the High Court of Justice, the amount standing to the credit of the capital redemption reserve of the Company, at the date the court order is made conrming such cancellation, be and is hereby cancelled and the amount by which the account is so reduced be credited to a reserve of the Company. By order of the Board ofDirectors. Canaccord Genuity Asset Management Limited Company Secretary Registered Oce: 88 Wood Street London EC2V 7QR 18 December2025 Notes: 1. As a member, you are entitled to appoint a proxy or proxies to exercise all or any of your rights to attend, speak and vote at the AGM. A proxy need not be a member of the Company but must attend the AGM to represent you. You can only appoint a proxy using the procedure set out in these Notesand the notesto the form of proxy. 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 resolution. If you select the “Discretionary” option or if no voting indication is given, your proxy will vote or abstain from voting at their discretion. Your proxy will vote (or abstain from voting) as they think t in relation to any other matter which is put before themeeting. 2. To be valid, any form of proxy or other instrument appointing a proxy, together with any power of attorney or other authority under which it is signed or a certied copy thereof, must be received by the Registrar, by post, at the following address: Equiniti Limited, Aspect House, Spencer Road, Lancing, West SussexBN996DA. To be valid, your proxy appointment(s) and instructions should reach the Registrar no later than 48hours (excluding non-working days) before the time of the AGM or any adjournment of the AGM. It is also possible for you to submit your proxy votes online by going to the Registrar’s Shareview website, www.shareview.co.uk, and logging in to your Shareview Portfolio. Once 107 you have logged in, simply click ‘View’ on the ‘My Investments’ page and then click on the link to vote and follow the on-screen instructions. If you have not yet registered for a Shareview Portfolio, go to www.shareview.co.uk and enter the requested information. It is important that you register for a Shareview Portfolio with enough time to complete the registration and authenticationprocesses. 3. CREST members who wish to appoint a proxy or proxies through the CREST electronic proxy appointment service may do so for the AGM and any adjournment thereof by using the procedures described in the CREST Manual (available at www.euroclear.com/). 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. 4. 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& International Limited’s specications, 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 Registrar (ID: RA19) no later than 48hours (excluding non-working days) before the time of the AGM or any adjournment. 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 Registrar 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. 5. 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(s), 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 regard, 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. 6. The Company may treat as invalid a CREST Proxy Instruction in the circumstances set out in regulation 35(5)(a)of the Uncerticated Securities Regulations2001. 7. If you are an institutional investor you may 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. For further information regarding Proxymity, please go to www.proxymity.io. Your proxy must be lodged by 12.30 pm on 3February2026 in order to be considered valid. 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. 8. The return of a completed form of proxy or other instrument of proxy does not prevent you attending the AGM and voting in person if youwish. 9. Any corporation which is a member can appoint one or more corporate representatives. Members can only appoint more than one corporate representative where each corporate representative is appointed to exercise rights attached to dierent Ordinary Shares. Members cannot appoint more than one corporate representative to exercise the rights attached to the same OrdinaryShare(s). 10. Voting on all resolutions will be conducted by way of a poll. This is a more transparent method of voting as shareholders’ votes are counted according to the number of shares registered in their names. On a vote by poll, every ordinary shareholder has one vote for every ordinary share held. As soon as practicable following the meeting, the results of the voting will be announced via a regulatory information service and posted on the Company’swebsite. 11. To have the right to attend, speak and vote at the AGM (and also for the purposes of calculating how many votes a member may cast on a poll), shareholders must be registered in the register of members 108 of the Company no later than 6.30pm on 3February2026 or, if the AGM is adjourned, 6.30pm on the day which is two days (excluding non-working days) prior to the date of the adjourned AGM. 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AGM. 12. Any person to whom this Notice of AGM 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 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/she may, under any such agreement, have a right to give instructions to the shareholders as to the exercise of voting rights. The statement of the rights of shareholders in relation to the appointment of proxies in Notes1 and 2 above do not apply to Nominated Persons. The rights described in those Notescan only be exercised by shareholders of theCompany. 13. As at 16December2025 (being the latest practicable date prior to the publication of this Notice of AGM) the Company’s issued share capital consisted of 367,792,794 Ordinary Shares, carrying one vote each. Therefore, the total voting rights in the Company as at 16December2025 were 367,792,794 votes. The Company does not hold any Ordinary Shares intreasury. 14. Any person holding threeper cent. or more of the total voting rights of the Company who appoints a person other than the chair of the AGM as his/her proxy will need to ensure that both he/she and his/her proxy comply with their respective disclosure obligations under the Disclosure Guidance and TransparencyRules. 15. Members have the right to ask questions at the AGM in accordance with section 319A of the Act. 16. Members satisfying the requirements in section 527 of the Companies Act2006 can require the Company to publish a statement on its website setting out any matter relating to 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 that the members propose to raise at the meeting. The Company cannot require the members requesting the publication to pay its expenses. Any statement required to be placed on the website must also be sent to the Company’s auditor no later than the time it makes its statement available on the website. The business which may be dealt with at the meeting includes any statement that the Company has been required to publish on itswebsite. 17. Members representing 5per cent. or more of the total voting rights of all members or at least 100 persons (being either members who have a right to vote at the AGM and hold shares on which there has been paid up an average sum, per member, of £100, or persons satisfying the requirements set out in section 153(2)of the Companies Act2006) may: (a) require the Company, under section 338 of the Companies Act2006, to give notice of a resolution which may properly be moved at the AGM. Any such request, which must comply with section 338(4)of the Companies Act2006, must be received by the Company no later than 6 weeks before the date xed for the AGM; and (b) require the Company, under section 338A of the Companies Act2006 to include any matter (other than a proposed resolution) in the business to be dealt with at the AGM. Any such request, which must comply with section 338A of the Companies Act2006, must be received by the Company no later than 6 weeks before the date xed for theAGM. 18. Information regarding the AGM, including information required by section 311A of the Companies Act2006, is available from the Company’s website: www.hargreaveaimvcts.co.uk/. 19. No Director has a contract of service with theCompany. 20. A copy of the following documents: (a) current articles of association of the Company and the proposed new articles of association of the Company; (b) copies of the Directors’ letters of appointment; and (c) the register of Directors’ interests in shares of the Company, will be available for inspection during normal business hours (Saturdays, Sundays and public holidays 109 excepted) and for at least 15 minutes before and during the AGM at the oces of Canaccord Genuity Asset Management Limited, 88 Wood Street, LondonEC2V7QR, being the place of the AGM. The proposed new articles of association will also be available for inspection on the Company’s website and at https://www.fca.org.uk/markets/primary-markets/regulatory-disclosures/national-storage- mechanism, from the date of this Notice ofAGM. 21. Shareholders (and any proxy or representatives they appoint) agree, by attending the meeting, that they are expressly requesting that they are willing to receive any communications (including communications relating to the Company’s securities) made at themeeting. 22. The Company may process personal data of attendees at the meeting. This may include webcasts, photos, recordings and audio and video links, as well as other forms of personal data, including your name, contact details and the votes you cast. The Company shall process such personal data in accordance with its privacy policy, which can be found at www.hargreaveaimvcts.co.uk/. 23. Members who have general queries about the meeting should contact the Registrar on 03713842714 (if calling from outside the UK, please ensure the country code is used) or contact them via their website www.shareview.co.uk. Lines are open 8.30am to 5.30pm Monday to Friday (excluding public holidays in England and Wales). No other methods of communication will be accepted. You may not use any electronic address provided either in this notice of meeting or any related documents (including the form of proxy) to communicate with the Company for any purpose other than those expresslystated. 110 Appendix - Scrip Dividend Scheme SUMMARY TERMS AND CONDITIONS General The Company operates, through the Registrar, a DRIS whereby Shareholders can elect to have relevant dividends reinvested in new ordinaryshares. The Company seeks to renew its DRIS by virtue of Resolution 9 set out in the Notice of AGM. If Resolution 9 is passed, the DRIS will apply to any subsequent interim or nal dividend of the Company in respect of which a scrip dividend alternative is oered and this Shareholder authority will expire at the Annual General Meeting to be held in2027. When a future dividend is announced, the Company will advise if the DRIS applies to that dividend, together with the relevant details for thatdividend. The details (including the timetable, price etc.) for each relevant dividend to which the DRIS will apply along with the full terms and conditions of the DRIS, will be/are available on the Company’s website at https://www.hargreaveaimvcts.co.uk. Information regarding future scrip dividend alternatives will also be provided via a Regulatory Information Service. Shareholders can also contact the Registrar on their helpline at03713842714 (if calling from outside the UK, please ensure the country code is used) if they have any questions about the operation of the DRIS in respect of any relevantdividend. Whether or not you should elect to receive new ordinary shares instead of cash in respect of any future relevant dividends may depend on your own personal tax circumstances. Please note, the tax treatment may change during the period for which the Scrip Dividend Scheme isavailable. For the avoidance of doubt, if you currently participate in the Company’s DRIS and do not wish to cancel your standing mandate, there is no need to complete a new Mandate Form as your existing mandate willstand. For general enquiries about the DRIS please contact the Registrar on03713842714 (if calling from outside the UK, please ensure the country code is used) or contact them via their website www.shareview.co.uk. Lines are open from 8:30am to 5:30pm Monday to Friday (except UK public holidays). Calls to the helpline from outside the UK will be charged at applicable international rates. Calls may be recorded and randomly monitored for security and training purposes. The helpline cannot provide advice on the merits of the DRIS nor give any personal nancial, legal or taxadvice. Summary terms and conditions of the DRIS For the avoidance of doubt, unless the context otherwise requires, all dened terms used in this Appendixhave the same meanings as set out in the ‘DRIS Terms and Conditions’ available on the Company’s website at https://www.hargreaveaimvcts.co.uk. 1. Participation in the DRIS (a) Applicants may join the DRIS by giving notice in writing to the DRIS Manager. The Company, acting through the DRIS Manager, shall have absolute discretion to accept or reject applications to participate in the DRIS. An Applicant shall become a member of the DRIS upon acceptance of his or her application by the DRIS Manager on the Company’s behalf. The DRIS Manager will provide written notication if an application is rejected. Only Shareholders or their applicable Nominee Shareholder may join theDRIS. (b) In order to participate in the DRIS in relation to a certain Investment Date an Applicant must have notied the DRIS Manager of their intention to participate in the DRIS at least ten Business Days prior to the relevant InvestmentDay. (c) The Company shall not be obliged to accept any application or issue Ordinary Shares hereunder if the Directors so decide in their absolute discretion. The Company may do or refrain from doing anything which, in the reasonable opinion of the Directors, is necessary to comply with the law of any jurisdiction or any rules, regulations or requirement of any regulatory authority or other body which is binding upon the Company or the DRISManager. (d) The Company and the DRIS Manager shall be entitled, at their absolute discretion at any time and from time to time, to suspend the operation of the DRIS and/or to terminate the DRIS without notice to the Applicants and/or to resolve to pay dividends to Applicants partly by way of cash and partly by way of new Ordinary Shares and/or to refuse to invest dividends due on Ordinary Shares held by a Nominee Shareholder where 111 the DRIS Manager is unable to obtain conrmation of the identity and shareholdings of the relevant Benecial Shareholder. In the event of termination, the Company shall, subject to the terms and conditions, pay to each Applicant all of the monies held by the Company on his or her behalf under theDRIS. (e) Applicants who are not Shareholders may join the DRIS in respect of the number of Ordinary Shares of the Company specied as Nominee Shareholdings and notied to the DRIS Manager by the Applicant and the Shareholder in whose name the Ordinary Shares areheld. (f) The number of Ordinary Shares held by any such Applicant which are mandated to the DRIS shall be altered immediately following any change to the number of Ordinary Shares in respect of which such Shareholder is the registered holder as entered onto the share register of the Company from time totime. (g) Applicants who hold their Ordinary Shares through a Nominee may join the DRIS in respect of the number of Ordinary Shares of the Company specied as Nominee Shareholdings and notied to the DRIS Manager by the Applicant and the Shareholder in whose name the Ordinary Shares areheld. 2. Issue of Ordinary Shares under the DRIS (a) On an Investment Day, dividends paid, or to be paid, on Ordinary Shares held by, or on behalf of, Applicants who have elected to participate in the DRIS in relation to those Ordinary Shares shall be transferred by the Company to theDRIS. (b) On or as soon as practicable after an Investment Day, the funds held within the DRIS on behalf of an Applicant shall be applied on behalf of that Applicant in the subscription for the maximum number of whole new Ordinary Shares as can be acquired with thosefunds. (c) The number of new Ordinary Shares to be allotted to an Applicant shall be calculated by dividing the funds held within the DRIS on behalf of the Applicant by the greater of: (i) the latest published net asset value per Ordinary Share (net of all unpaid dividends declared on or before an Investment Day); (ii) the nominal value per Ordinary Share; and (iii) the mid-market price per Ordinary Share as quoted on the London Stock Exchange, each at the close of business on the tenth Business Day preceding the date of issue of such OrdinaryShares. Fractions of new Ordinary Shares will not be allotted to Applicants and their entitlement will be rounded down to the nearest whole number of new OrdinaryShares. (d) Any balance of cash remaining within the DRIS for the account of an Applicant after an issue of Ordinary Shares is made shall be held by the Company on behalf of the relevant Applicant and added to the cash available in respect of that Applicant for the subscription of Ordinary Shares on the next Investment Day. No interest shall accrue or be payable in favour of any Applicant on any such cash balances carried forward. All cash balances held by the Company will be held as banker and not trustee and as a result will not be held in accordance with any client money rules made by the Financial Conduct Authority from time totime. (e) The new Ordinary Shares will rank equally with all existing OrdinaryShares. (f) The issue of Ordinary Shares under the DRIS shall be conditional on the following: (i) the Company having the requisite Shareholder authorities to allot Ordinary Shares under the DRIS; and (ii) the Company having not issued Ordinary Shares representing more than 10per cent. of its issued share capital under the DRIS in the 12months immediately preceding the Investment Date, and if this limit is reached in relation to Ordinary Shares to be issued on an Investment Date, the entitlements of each Applicant in relation to that Investment Date will be scaled back on a pro-ratabasis. (g) The Company shall immediately after the issue of Ordinary Shares under the DRIS take all necessary steps to ensure that those Ordinary Shares shall be admitted to the Ocial List and to trading on the premium segment of the main market of the London Stock Exchange, provided that at the time of such issue the existing Ordinary Shares in issue are so admitted to the Ocial List and to trading on the premium segment of the main market of the London StockExchange. (h) The DRIS Manager shall as soon as practicable after the issue of Ordinary Shares take all necessary steps to ensure that the Applicants (or, where an Applicant is not a Shareholder, the Shareholder on whose behalf the Ordinary Shares mandated to the DRIS are held) are entered onto the share register of the Company as the registered holders of the Ordinary Shares issued to them in accordance with the DRIS, and that share 112 certicates (unless such Ordinary Shares are to be uncerticated in which case the new Ordinary Shares will be credited to the Applicant’s CREST account) in respect of such Ordinary Shares are issued and delivered to Applicants at their own risk Applicants (or such other person as aforesaid) will receive with their share certicates (if any) a statement detailing: (i) the total number of Ordinary Shares held at the Investment Day in respect of which a valid election to participate in the DRIS was made; (ii) the amount of the dividend available for investment and participation in the DRIS; (iii) the price at which each Ordinary Share was issued under the DRIS; (iv) the number of Ordinary Shares issued and the date of issue; and the amount of cash to be carried forward for investment on the next InvestmentDay. 3. Terminating and amending participation in the DRIS (a) An Applicant may at any time by completing a Mandate Form and sending it to the DRIS Manager, terminate his or her participation in the DRIS and withdraw any monies held by the Company on his or her behalf in relationthereto. (b) If an Applicant who is a Shareholder shall at any time cease to hold Ordinary Shares, he or she shall be deemed to have submitted a Revoke Form under paragraph3(a)above in respect of his or her participation in the DRIS. Whenever a Nominee Shareholder sells Ordinary Shares on behalf of the Benecial Shareholder, the Nominee Shareholder agrees to notify the DRIS Manager of the full details of the sale as soon as practicable. Neither the Company nor the DRIS Manager shall be responsible for any loss or damage as a result directly or indirectly of a failure by a Nominee Shareholder to comply with such obligation. If a Shareholder in whose name Ordinary Shares are held on behalf of an Applicant shall at any time cease to hold any Ordinary Shares on behalf of that Applicant, he or she shall be deemed to have submitted a Mandate Form under paragraph3(a)above in respect of his or her participation in the DRIS. If notice of termination is served or deemed to have been served, all of the monies held by the Company on the Applicant’s behalf shall be delivered to the Applicant as soon as reasonably practicable at the address set out in the Mandate Form, subject to any deductions which the Company may be entitled or bound to make. Any Mandate Form submitted or deemed to have been submitted as set out above shall not be eective in respect of the next forthcoming Investment Day unless it is received by the DRIS Manager at least ten Business Days prior to such InvestmentDay. (c) Cash balances of less than £1 held on behalf of Applicants who have withdrawn from, or otherwise cease to participate in, the DRIS will not be repaid, but will be donated to a recognised registered charity at the discretion of theCompany. 4. Notices All Mandate Forms and any other notices and instructions to be given to the DRIS Manager shall be in writing and delivered or posted to Equiniti Limited, Aspect House, Spencer Road,LancingBN996DA. Produced by london@blackandcallow.com www.blackandcallow.com 020 3794 1720 Printed on FSC ® certified paper. The print factory works to the EMAS standard and its Environmental Management System is certified to ISO 14001. This publication has been manufactured using 100% offshore wind electricity sourced from UK wind. 100% of the inks used are vegetable oil based, 95% of press chemicals are recycled for further use and, on average 99% of any waste associated with this production will be recycled and the remaining 1% used to generate energy. This document is printed on Revive 100 Silk paper containing 100% recycled fibre. The FSC ® label on this product ensures responsible use of the world’s forest resources. Hargreave Hale AIM VCT plc (Incorporated in England and Wales under the companies act 1985 with registered number 05206425)