MAVEN INCOME AND GROWTH VCT 3 PLC

Declaration of Voting Results & Voting Rights Announcements • Nov 20, 2014

THE COMPANIES ACT 2006

COMPANY LIMITED BY SHARES

MAVEN INCOME AND GROWTH VCT 2 PLC

(the "Company")

(registered number 04135802)

NOTICE OF RESOLUTIONS PASSED

At a general meeting of the Company duly convened and held at Fifth floor, 1-2 Royal Exchange Buildings, London EC3V 3LF at 10.15 a.m. on 20 November 2014, the following resolutions were duly passed:

Ordinary resolution

That, in addition to existing authorities, the directors of the Company be and hereby are $\mathbf{1}$ . generally and unconditionally authorised pursuant to section 551 of the Companies Act 2006 ("Act") to exercise all the powers of the Company to allot and issue shares in the capital of the Company and to grant rights to subscribe for, or to convert any security into, shares in the capital of the Company ("Rights") up to an aggregate nominal amount of £840,000 provided that the authority conferred by this resolution shall expire on the date falling 18 months from the passing of this resolution (unless 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 offers 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 and grant Rights pursuant to any such offers or agreements as if the authority conferred by this resolution had not expired.

Special resolutions

• That, in addition to existing authorities, the directors of the Company be and hereby are empowered in accordance with sections 570 and 573 of the Act to allot or make offers or $2.$ agreements to allot equity securities (which expression shall have the meaning ascribed to it in section $560(1)$ of the Act) for cash pursuant to the authority given pursuant to resolution 1 set out in this notice, as if section $561(1)$ of the Act did not apply to such allotment and issue, provided that the power conferred by this resolution shall be limited to the allotment and issue of shares up to an aggregate nominal value of £840,000 in connection with offer(s) for subscription and provided further that the proceeds may be used, in whole or in part, to purchase the Company's shares in the market and provided further that the authority conferred by this resolution shall expire on the date falling 18 months from the passing of this resolution (unless 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 offers 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 and grant Rights pursuant to any such offers or agreements as if the authority conferred by this resolution had not expired.
• $3.$ That the amounts standing to the credit of the share premium account and capital redemption reserve of the Company be and are hereby cancelled.

Dated: 20 November 2014

Registered office: Fifth floor 1-2 Royal Exchange Buildings London EC3V 3LF

Director/Secretary

Corporate Notice of Resolution Passed (Maven 2) 245696