Maven Income and Growth VCT 3 PLC

Interim Results for the Six Months Ended 31 May 2023

Highlights

·        NAV total return at 31 May 2023 of 150.69p per share

·        NAV at 31 May 2023 of 53.62p per share, after payment of the 2022 final dividend of 1.90p per share on 26 April 2023

·        Interim dividend of 0.50p per share declared for payment on 25 August 2023

·        Offer for Subscription closed, raising £6.75 million, with a further fund raising to be launched in Autumn 2023

·        Two new private companies added to the portfolio

Overview

During the first half of the financial year, the macroeconomic environment remained challenging and growth prospects continue to be suppressed by ongoing inflationary pressures and rising interest rates. Against this backdrop, it is encouraging to report on the further progress that has been achieved by your Company. Whilst NAV total return has reduced modestly, compared to the position at the previous year end, most companies in the unlisted portfolio have continued to deliver revenue growth and achieve their commercial milestones. Notably, some of the most resilient performances have been from companies in the early stage portfolio, which helps to demonstrate the strength of the investment strategy that your Company has been following for a number of years. The Board and the Manager recognise the importance to Shareholders of regular tax free distributions and the Directors were pleased to declare an interim dividend of 0.50p per share for payment in August 2023.

Whilst the outlook for the UK economy has slightly improved, inflation remains stubbornly high and interest rates continue to rise, meaning that the prevailing economic conditions remain challenging for many businesses and consumers. Notwithstanding the market conditions, your Company has delivered a robust performance and it is worthwhile noting that across the portfolio the level of external debt and direct exposure to consumer facing sectors is low. The Board and the Manager believe that the underlying growth prospects for the majority of companies within the portfolio remain positive and that your Company is well positioned to make further progress in line with its long term investment objective.

Your Company continues to follow a strategy focused on constructing a large and sectorally diversified portfolio of dynamic and entrepreneurial private and AIM quoted companies that operate in defensive markets such as cyber security, data analytics, healthcare and Software-as-a-Service (SaaS), where growth is less dependent on the conditions in the wider economy. Most companies within the unlisted portfolio have continued to make positive progress, with some of the more mature holdings now trading ahead of pre-pandemic levels. In the earlier stage portfolio, the majority of companies are meeting their commercial milestones, increasing annual recurring revenue (ARR) and achieving further scale. In certain cases, where there has been a sustained positive performance, valuations have been uplifted. However, the valuation impact of improved revenues has been curtailed by the well-publicised reduction in valuation multiples across public and private markets, particularly within the technology sector.

In May 2023, your Company closed its most recent Offer for Subscription, raising a total of £6.75 million across the 2022/23 and 2023/24 tax years. This new capital provides additional liquidity to support the further expansion and development of the portfolio through the completion of new investments and the provision of follow-on funding to support those companies that are achieving commercial targets and require additional capital to fully scale before progressing to an exit. During the period, two new private companies were added to the portfolio, both of which provide disruptive software solutions and operate in attractive growth markets. Maven will generally only invest in companies that can demonstrate meaningful commercial traction and have the potential for further strong revenue growth. This is often measured in terms of contracted ARR, which provides a degree of visibility on the growth trajectory for each company. Maven's regional network of investment executives continues to review a healthy pipeline of opportunities across a wide range of sectors and, at the time of writing, there are a number of potential investments at various stages of due diligence and legal contract. Based on this pipeline, it is anticipated that there will be a good rate of new investment during the second half of the financial year.

Within the AIM quoted portfolio, performance has continued to be soft and, despite the generally encouraging underlying performance by most investee companies, certain share prices have declined further. Although some listed markets have experienced a recovery, investor sentiment towards AIM continues to be subdued and there has been very limited IPO and new share issuance activity to help stimulate demand. As a result of these market conditions, the value of your Company's AIM quoted portfolio has reduced. For the majority of holdings, the share price weakness reflects the general market volatility that has persisted throughout the period and the reduced investor appetite for smaller, earlier stage growth businesses. The Board and the Manager nevertheless believe that selective exposure to AIM offers scope to broaden the portfolio, as well as providing the ability to generate early liquidity if companies perform well. The Manager will, however, remain cautious towards any new AIM investments until there is clear evidence of a recovery, and an improvement in the quality and quantity of companies seeking VCT funding.

The Manager maintains an active approach to portfolio management, with a view to supporting investee companies throughout the period of ownership. The Maven appointed board representative works closely with each unlisted portfolio company that is considering, or is engaged in, a sale process, helping to identify the most suitable corporate finance advisor and potential acquirers that may be willing to pay a premium or strategic price for the business. Whilst there have been no material realisations during the period, there remains a good level of external interest in a number of portfolio companies and, based on historic trends, the Manager is optimistic that M&A activity will resume when economic conditions stabilise.

Liquidity Management

As Shareholders will be aware from recent Annual and Interim Reports, your Company maintains a proactive approach to liquidity management, with the objective of generating income from cash resources held prior to investment in VCT qualifying companies. This strategy also helps to satisfy the criteria of the Nature of Income condition, which is a mandatory requirement of the VCT legislation where not less than 70% of a VCT's income must be derived from shares or securities. To meet this requirement, the Board had previously approved the construction of a focused portfolio of permitted, non-qualifying holdings in carefully selected investment trusts with strong fundamentals and attractive income characteristics. The recent upward trend in interest rates has, however, required the Board and the Manager to revise the approach to funds held prior to investment. Following a whole of market review, the Manager has selected a number of leading money market funds and a portfolio of investment trusts that will allow your Company to maximise the income receivable on residual cash held prior to investment, whilst also ensuring compliance with the Nature of Income condition. During the reporting period, several new investments were completed in support of the revised liquidity management strategy, and details can be found in the Investments table in the Interim Report.

Interim Dividend

In respect of the year ending 30 November 2023, an interim dividend of 0.50p per share will be paid on 25 August 2023 to Shareholders who are on the register at 28 July 2023. Since the Company's launch, and after receipt of this interim dividend, a total of 97.57p per share will have been paid in tax free Shareholder distributions. It should be noted that payment of a dividend reduces the NAV of the Company by the total cost of the distribution.

Dividend Policy

Decisions on distributions take into consideration a number of factors, including the realisation of capital gains, the adequacy of distributable reserves, the availability of surplus revenue and the VCT qualifying level, all of which are kept under close and regular review.

The Board and the Manager recognise the importance of tax free distributions to Shareholders and, subject to the considerations outlined above, will seek, as a guide, to pay an annual dividend that represents 5% of the NAV per share at the immediately preceding year end.

As the portfolio continues to expand, and a greater proportion of holdings are in younger companies with growth potential, the timing of distributions will be more closely linked to realisation activity, whilst also reflecting the Company's requirement to maintain its VCT qualifying level. If larger distributions are required as a consequence of significant exits, this will result in a corresponding reduction in NAV per share. However, the Board and the Manager consider this to be a tax efficient means of returning value to Shareholders, whilst ensuring ongoing compliance with the VCT legislation.

Dividend Investment Scheme

Your Company operates a DIS, through which Shareholders can, at any time, elect to have their future dividend payments utilised to subscribe for new Ordinary Shares issued by the Company under the standing authority requested from Shareholders at Annual General Meetings. Shares issued under the DIS should qualify for VCT tax relief applicable for the tax year in which they are allotted, subject to an individual Shareholder's particular circumstances.

In order for the DIS to apply to the interim dividend that is due to be paid on 25 August 2023, a mandate form must be received by the Registrar (The City Partnership) before 11 August 2023, this being the relevant dividend election date, and that election will apply to all future dividends until the Registrar is instructed to the contrary. The mandate form, terms & conditions and full details of the scheme (including tax considerations) are available from the Company's webpage at: mavencp.com/migvct3. Election to participate in the DIS can also be made through the Registrar's online investor hub at: maven-cp.cityhub.uk.com/login.

If a Shareholder is in any doubt about the merits of participating in the DIS, or their own tax status, they should seek advice from a suitably qualified adviser.

Offers for Subscription

On 7 October 2022, your Company, alongside Maven Income and Growth VCT PLC, Maven Income and Growth VCT 4 PLC and Maven Income and Growth VCT 5 PLC, launched Offers for Subscription for up to £30 million in aggregate, with over-allotment facilities for up to £10 million in aggregate. On 26 May 2023, the Offers closed with your Company having raised a total of £6.75 million across the 2022/23 and 2023/24 tax years.

With respect to the 2022/23 tax year, an allotment of 6,389,151 new Ordinary Shares completed on 8 February 2023, with a further allotment of 982,796 new Ordinary Shares on 3 March 2023 and a final allotment of 2,870,790 new Ordinary Shares on 5 April 2023. An allotment of 1,441,593 new Ordinary Shares for the 2023/24 tax year took place on 2 June 2023.

The Directors are confident that Maven's regional office network will continue to source and complete attractive investments in VCT qualifying companies across a range of sectors, and the additional liquidity provided by the fundraising will facilitate further expansion and development of the portfolio in line with the investment strategy. Furthermore, the funds raised will allow your Company to maintain its share buy-back policy, whilst also spreading costs over a wider asset base in line with the objective of maintaining a competitive total expense ratio for the benefit of all Shareholders.

Further to the announcement of 6 July 2023, the Directors have elected to launch a new Offer in Autumn 2023, which will run alongside Offers by the other Maven managed VCTs. Full details of the Offers will be included in the Prospectus, which is expected to be published in Autumn 2023.

Portfolio Developments

Integrated drug discovery services provider BioAscent Discovery continues to make strong progress and has consistently achieved double digit annual revenue growth in each of the four years since your Company first invested. To maintain this momentum, BioAscent is focused on expanding its range of services and the near term objective is to move into complementary areas such as custom protein production, immune-oncology and further translational assays. As part of the long term growth strategy, and to ensure that the business is able to meet the requirements of its global customer base, BioAscent is in advanced discussions to achieve a significant increase in laboratory and office space, whilst remaining at a single location in Scotland. This additional space will enable the company to increase its market presence by making the drug discovery process more efficient, which should help it to attract more clients and achieve further scale.

Graduate recruitment specialist Bright Network continues to make positive progress, with revenues now in excess of £11 million and over 900,000 active members. Its digital solution enables leading employers to identify, reach and recruit high quality graduates and young professionals and has established a leading market position. Working with over 300 partner firms such as Amazon, Bloomberg, Google and Vodafone, it offers a comprehensive range of services, including advice and support to assist its members in securing their first job or internship, as well as providing access to a range of in-person networking events. The business is committed to serving a diverse range of applicants and it is encouraging to note that 79% of the membership base are state educated, 55% are female and 40% are from first generation university households. During 2021, the business launched its Technology Academy, which seeks to address the digital skills shortage by providing high performing graduates with an intensive software development training programme, and then deploying them in client organisations. The Technology Academy has gained good commercial traction and already has consultants deployed with Lloyds Bank and Marks and Spencer. It was also named the Learning Solution of the Year at the 2022 Tiara Talent Tech Star Awards, which recognise excellence in the recruitment and talent acquisition industry.

Following a challenging period during the pandemic, when global electronic component shortages and supply chain disruption impacted order fulfilment capabilities, specialist manufacturer CB Technology has experienced a good recovery, with sales now back to pre-pandemic levels. Over recent years, the strategy to diversify the customer base away from a reliance on the oil & gas sector has been successful, with new clients secured in sectors such as communication, instrumentation and medical technology, where demand has remained resilient. To support future growth, the business continues to make strategic investments to ensure that it has the necessary infrastructure in place to best serve its clients. As part of this initiative, it is currently implementing a new enterprise resource planning (ERP) system, which will help to improve operational efficiencies. With a strong orderbook, the prospects for the year ahead are positive.

Over recent years, cybercrime has become an increasing threat to everyday business activities, with most companies and organisations recognising the need to implement robust defences. Against this backdrop, cyber security specialist CYSIAM has made good progress. The business, which provides a 24/7 managed detection and response service, aims to reduce system security breaches and stop ransomware attacks and is a preferred partner to public sector organisations in the UK. The team at CYSIAM are experts in their field, with a background in military intelligence, law enforcement and national security, which has also enabled the business to launch a consultancy arm that is gaining commercial traction. The consultants work with clients to help them understand their security position and build appropriate cyber resilience. CYSIAM has achieved good growth in the year to date and, with a good pipeline of opportunities, the outlook is encouraging.

Following changes to the senior leadership team and the appointment of a new CEO, data transfer specialist DiffusionData has delivered strong growth, with ARR nearly doubling since your Company first invested in 2020. The business, which provides a market leading platform to improve the speed, security and efficiency of critical data transfer, is focused on the financial services, gaming and internet of things (IoT) markets, where accurate and timely data transfer is vital. DiffusionData has established a blue chip client base that includes 188 Bet, Baker Technology, Betfair, Caesars, Lloyds Bank and William Hill, with an objective for the year ahead of growing its market position. To support this strategy, a new engineering and testing hub is being established in Newcastle, which will create a number of local jobs and serve as a quality and assurance centre to ensure that DiffusionData can maintain its high standard of service delivery as it scales. In 2022, the business achieved notable industry recognition for its innovative data platform, winning four awards and being shortlisted for a further 12.

During the period under review, sustainable packaging manufacturer iPac has continued to deliver a good rate of sales growth and has a strong pipeline of new opportunities. The business, which manufactures and supplies thermoformed sustainable packaging solutions to the food and pharmaceutical sectors, recently opened its sixth production line to accommodate increased demand. In February 2023, it opened a new production and warehousing facility in County Durham, which has created a number of local jobs and has capacity to house up to eight new production lines that will be phased in over time to meet client demand. iPac continues to develop new products and its strategic objective is to move into adjacent markets where there is demand for sustainable packaging solutions. Given its strong and expanding product portfolio, coupled with attractive ESG credentials, the business is well placed to continue to deliver good growth in the year ahead.

Crematorium developer and operator Horizon Ceremonies continues to make good operational and strategic progress. Since your Company first invested in 2017, Horizon has established a portfolio of three crematoria, all of which are trading ahead of plan and the business continues to build a strong market position. Whilst the planning process for a new crematorium can be lengthy, there is a good pipeline of opportunities at varying stages of the approval process. The medium term strategic objective remains to build a portfolio of modern, technologically advanced crematoria that offer a professional and compassionate service, whilst also meeting the highest environmental standards, including the objective of achieving net zero status by 2025, and to sell the business to a trade, private equity or infrastructure acquirer when all sites are fully developed.

Since your Company first invested in December 2021, Liftango, a provider of environmentally friendly transport planning solutions, has achieved significant commercial traction. The business, which enables clients such as corporates, universities and public transport providers, to plan, launch and scale sustainable transport solutions, including climate-positive carpooling, fixed-route shuttles and on-demand buses, recently signed a five year contract with National Express to digitalise its existing dial-a-ride service, adding to an impressive blue chip list that includes Amazon, IKEA, Tesla, Qantas and Volvo. During the period, Liftango received additional funding from the Maven VCTs as part of a larger funding round supported by existing investors. This further investment will help the business to increase ARR by accelerating its international growth plan and capitalising on emerging opportunities in Europe and North America, whilst also broadening its product offering to existing regions and clients.

Digital archiving specialist MirrorWeb continues to deliver impressive revenue growth and has increased ARR by over 80% compared to the prior year. During the period, the business received additional funding from the Maven VCTs to support its expansion into the US, which is regarded as a pivotal market for future growth. The international expansion is being led by the CEO, who relocated to Austin, Texas in early 2023. The strategy for growth in the US will focus on increasing sales by targeting large financial institutions and compliance consultancies, where the need to archive digital communications is either a regulatory or best practice requirement, and where MirrorWeb's comprehensive and secure product offering provides a compelling solution. The business will also continue to build its presence in the UK, where its blue chip customer base includes Aegon, Baillie Gifford, the BBC, HM Treasury, Tesco Bank and The National Archives.

During the period under review, Rockar, a developer of a disruptive digital platform for buying new and used cars, has made positive progress and further enhanced its position in the evolving automotive ecommerce market. The business, which provides a white label cloud-based solution to help manufacturers and retailers develop digital alternatives to replace or complement existing showroom models, has achieved good commercial traction and recently added Volvo to its existing client base which includes BMW, Jaguar Land Rover, Porsche and Toyota. The strategy for the year ahead remains focused on building relationships with global automotive manufacturers to enable the business to scale further.

Whilst the majority of companies in the unlisted portfolio have continued to make positive progress, there are a small number that have not achieved their commercial targets, largely as a result of conditions within the wider economy. Martel Instruments, a manufacturer and supplier of custom-built compact printers and data loggers, traded very well during the pandemic, buoyed by high demand from customers within the medical devices market. More recently, however, trading has been affected by the well-publicised global shortage of micro processing chips, which are used in printers. The disruption to the supply chain has had an impact on performance during the reporting period and, consequently, the valuation has been reduced. Specialist IT integrator Flow has experienced challenging trading conditions resulting from hardware and component shortages, and a provision against cost has been taken to reflect the lower than expected trading performance.

New Investments

During the reporting period, two new private companies were added to the portfolio:

•        iAM Compliant is a software company that has established a strong position in the eLearning market and operates through two core divisions. The first, iAM Compliant, is a cloud-based estates and compliance management platform, covering areas such as estates management, health and safety, status reporting and premises checks. The division has achieved a good rate of recurring revenue and maintains a high client retention rate. The second division, iAM Learning, has developed a digital learning library that contains over 275 continuing professional development (CPD) and Institute of Occupational Safety and Health (IOSH) approved courses covering a wide range of topics such as cyber security, leadership, mental health and safeguarding. The courses are designed to be accessible and engaging, and existing clients include Countrywide, DPD, Dunelm, Lotus Cars and Moonpig. The funding from the Maven VCTs will enable the business to enhance product development, support sales and marketing initiatives, and provide general working capital headroom.

•        Manufacture 2030 (M2030) has developed a software solution to assist large corporates with complex manufacturing supply chains to work with their suppliers to measure and actively reduce carbon emissions. The platform enables companies to collate environmental impact data and formulate reduction strategies, whilst tracking progress and reporting this to their customers. The business has developed a strong client base, including multi-nationals such as Asda, Bayer, Ford, General Motors, Morrisons and SC Johnson. The funding from the Maven VCTs is being used to expand M2030's market position in key sectors such as automotive, chemical, pharmaceuticals and retail, and to support further product development to enhance the platform functionality.

The following investments were completed during the reporting period:

¹ Investments completed as part of the liquidity management strategy, details of which can be found in the investments table on pages 12 and 13 of this Interim Report

At the period end, the portfolio stood at 114 unlisted and quoted investments, at a total cost of £48.06 million.

Realisations

The table below gives details of all realisations completed during the reporting period:

¹ Deferred consideration following the sale in March 2021.

² Proceeds from loan note repayment, which excludes yield received and is disclosed as revenue for financial reporting purposes.

³ Release of monies following the sale of the underlying company in June 2022.

⁴ Deferred consideration following the sale in January 2022.

Principal and Emerging Risks and Uncertainties

The principal and emerging risks and uncertainties facing the Company were set out in full in the Strategic Report contained within the 2022 Annual Report, and are the risks associated with investment in small and medium sized unlisted and AIM/AQSE quoted companies which, by their nature, carry a higher level of risk and are subject to lower liquidity than investments in larger quoted companies. The valuation of investee companies may be affected by economic conditions, the credit environment and other risks including legislation, regulation, adherence to VCT qualifying rules and the effectiveness of the internal controls operated by the Company and the Manager. These risks and procedures are reviewed regularly by the Audit & Risk Committee and reported to your Board. The Board has confirmed that all tests, including the criteria for VCT qualifying status, continue to be monitored and met.

The invasion of Ukraine by Russia was added to the Risk Register as an emerging risk during a previous period, as the Directors were not only aware of the heightened cyber security risk but were mindful of the impact that any change in the underlying economic conditions could have on the valuation of investment companies. These included fluctuating interest rates, increased fuel and energy costs, and the availability of bank finance, all of which could be impacted during times of geopolitical uncertainty and volatile markets. The Board and the Manager continue to monitor the impact of the conflict, and wider market conditions, on portfolio companies.

Share Buy-backs

Shareholders will be aware that a primary objective for the Board is to ensure that the Company retains sufficient liquidity for making investments in line with its stated policy, and for the continued payment of dividends. However, the Directors also acknowledge the need to maintain an orderly market in the Company's shares and have, therefore, delegated authority to the Manager for the Company to buy back shares in the market, for cancellation or to be held in treasury, subject always to such transactions being in the best interests of Shareholders.

It is intended that the Company should seek to maintain a share price at a discount that is approximately 5% below the latest published NAV per share, subject to market conditions, availability liquidity and the maintenance of the Company's VCT qualifying status.

Shareholders should be aware that neither the Company nor the Manager can execute a direct transaction in the Company's shares. Any instruction to buy or sell shares on the secondary market must be directed through a stockbroker, in which case a Shareholder or their broker can contact the Company's Broker, Shore Capital Stockbrokers on 020 7647 8132, to discuss a transaction. It should, however, be noted that such transactions cannot take place whilst the Company is in a closed period, which is the time from the end of a reporting period until the announcement of the relevant results or an unaudited NAV. A closed period may also be introduced if the Directors and Manager are in possession of price sensitive information.

During the period under review, 1,317,000 shares were bought back at a total cost of £708,000.

VCT Regulatory Update

During the period under review, there were no further amendments to the rules governing VCTs. However, Shareholders may be aware that, as approved by the European Commission in 2015, the VCT scheme included a "sunset" clause, which provided that, unless the legislation was renewed by an HM Treasury order, income tax relief would no longer be available on subscriptions for new shares in VCTs made on or after 6 April 2025. There has been a considerable level of activity by industry representatives such as the Venture Capital Trust Association (VCTA), of which the Manager is an active member, and The Association of Investment Companies (AIC), of which the Company is a member, to demonstrate the important role of VCT investment in supporting SMEs across the country and stimulating economic growth and regional employment. The Board and the Manager welcomed the announcement by the UK Government in the Autumn 2022 budget statement, of an intention to extend the income tax relief available on new VCT shares beyond 2025. This commitment was reaffirmed in the Spring 2023 budget, and the Manager will remain involved in discussions regarding the process for implementing this extension.

Consistent with industry best practice, the Board and the Manager continue to apply the International Private Equity and Venture Capital Valuation (IPEV) Guidelines (Valuation Guidelines) as the central methodology for all private company valuations. The Valuation Guidelines are the prevailing framework for fair value information in the private equity and venture capital industry and the Directors and the Manager continue to adhere to the Valuation Guidelines when assessing all private company investments.

Environmental, Social and Governance (ESG)

Whilst your Company's investment policy does not incorporate specific ESG objectives, and investee companies are not required to meet any particular targets, Maven continues to develop its ESG framework and oversight capabilities, recognising the benefits and importance of incorporating these core principles into its investment approach. Early stage ESG due diligence is now a standard part of the pre-investment decision making process and is a core component within the selection criteria, thereby ensuring that all ESG risks and opportunities are fully discussed prior to an investment completing. During the period under review, the Manager has invested additional resource into its ESG capabilities in recognition of the growing importance of this area, and the requirement to record and monitor ESG information across the portfolio.

A number of investee companies are already highly focused on the environment or making improvements to society and local communities and have set themselves specific ESG related goals. Where this is not the case, the Manager is able to support and advise on the value of improving these metrics and can help portfolio companies by sharing best practice.

The ESG regulatory landscape is evolving, and the Manager provides the Board with regular updates on the latest developments. A relevant regulation is the Task Force on Climate-related Financial Disclosures (TCFD) on which neither the Company nor the Manager are required to report. However, the Board and the Manager acknowledge the aims and importance of the TCFD, and, therefore, reporting in line with TCFD is an objective of the Manager as part of its approach to ESG.

The Manager continues to be an active signatory to the UN Principles for Responsible Investment (UNPRI) and is preparing to complete its first UNPRI report to demonstrate its ESG capabilities and commitment to the Principles. Your Company has multiple investments in companies with strong ESG credentials that are achieving growth in expanding markets and the Manager is committed to maintaining a responsible approach to new and existing investments. Additionally, the Manager is a signatory to the Investing in Women Code, which aims to reduce barriers to tools, resources and finance for UK based female entrepreneurs.

Constitution of the Board

As announced in December 2022, and in the Annual Report, Chairman Atul Devani will stand down from the Board and will not seek re-election at the 2024 AGM. Through its Nomination Committee, the Board will consider its constitution and Shareholders will be notified of the appointment of a new non-executive Director in due course, as well as the Board member that will succeed Atul as Chairman.

Outlook

With good levels of liquidity, your Company's strategy remains focused on further growing and developing the investee company portfolio. The pipeline of potential new investments across Maven's regional network of offices remains strong and it is anticipated that there will be a good rate of new investment through the second half of the year. The Manager will also continue to work closely with existing portfolio companies, particularly those that are growing rapidly and demonstrating the potential to create significant Shareholder value, to ensure that their value is maximised at the point of exit. This dual focus on portfolio expansion and value maximisation is aimed at ensuring that a steady flow of profitable exits occur in support of the objective of providing Shareholders with regular tax free dividends.

On behalf of the Board

Maven Capital Partners UK LLP

Secretary

21 July 2023

Summary of Investment Changes

For the Six Months Ended 31 May 2023

¹ Shares traded on the Alternative Investment Market (AIM) and the Aquis Stock Exchange (AQSE).

² These holdings represent the liquidity management portfolio, which has been constructed from a range of carefully selected, permitted non-qualifying holdings in open-ended investment companies (OEICs), investment trusts and money market funds.

Investment Portfolio Summary

As at 31 May 2023

As at 31 May 2023

As at 31 May 2023

As at 31 May 2023

¹ Other clients of Maven Capital Partners UK LLP.

² The holding reflects the retained minority interest following the sale of e.fundamentals (Group) Limited to CommerceIQ in July 2022.

³ Retained minority interest following the sale of Quorum Cyber Security Limited in December 2021.

⁴ The holding in this investment resulted from the sale of The GP Service (UK) Limited to Kanabo GP Limited in a share for share exchange, which completed in February 2022.

⁵ Liquidity management portfolio.

Shaded line indicates that the investment was completed pre November 2015.

Income Statement

For the six months ended 31 May 2023

All gains and losses are recognised in the Income Statement.

The total column of this statement is the Profit & Loss Account of the Company. The revenue and capital columns are supplementary to this and are prepared under guidance published by the AIC. All items in the above statement are derived from continuing operations. The Company has only one class of business and one reportable segment, the results of which are set out in the Income Statement and Balance Sheet. The Company derives its income from investments made in shares, securities and bank deposits.

There are no potentially dilutive capital instruments in issue and, therefore, no diluted earnings per share figures are relevant. The basic and diluted earnings per share are, therefore, identical.

The accompanying Notes are an integral part of the Financial Statements.

Statement of Changes in Equity

Six Months Ended 31 May 2023

Six months ended 31 May 2023 (unaudited)

Six months ended 31 May 2022 (unaudited)

Year ended 30 November 2022 (audited)

The capital reserve unrealised is generally non-distributable other than the part of the reserve relating to gains/(losses) attributable to readily realisable quoted investments which are distributable.

Where all, or an element of the proceeds of sales have not been received in cash or cash equivalent, and are not readily convertible to cash, they do not qualify as realised gains for the purposes of distributable reserves calculations and, therefore, do not form part of distributable reserves.

*DIS represents the Dividend Investment Scheme, as detailed in the Investment Manager's Review in the Interim Report.

The accompanying Notes are an integral part of the Financial Statements.

Balance Sheet

As at 31 May 2023

The Financial Statements of Maven Income and Growth VCT 3 PLC, registered number 04283350, were approved by the Board and were signed on its behalf by:

Atul Devani

Director

21 July 2023

The accompanying Notes are an integral part of the Financial Statements.

Cash Flow Statement

For the six months ended 31 May 2023

The accompanying Notes are an integral part of the Financial Statements.

Notes to the Financial Statements

1.    Accounting Policies

The financial information for the six months ended 31 May 2023 and the six months ended 31 May 2022 comprises non-statutory accounts within the meaning of S435 of the Companies Act 2006. The financial information contained in this report has been prepared on the basis of the accounting policies set out in the Annual Report and Financial Statements for the year ended 30 November 2022, which have been filed at Companies House and contained an Auditor's Report that was not qualified and did not contain a statement under S498(2) or S498(3) of the Companies Act 2006.

2.    Reserves

Share premium account

The share premium account represents the premium above nominal value received by the Company on issuing shares net of issue costs. This reserve is non-distributable.

Capital redemption reserve

The nominal value of shares repurchased and cancelled is represented in the capital redemption reserve. This reserve is non-distributable.

Capital reserve - unrealised

Increases and decreases in the fair value of investments are recognised in the Income Statement and are then transferred to the capital reserve unrealised account. This reserve is generally non-distributable other than the part of the reserve relating to gains/(losses) attributable to readily realisable quoted investments which are distributable.

Capital reserve - realised

Gains or losses on investments realised in the year that have been recognised in the Income Statement are transferred to the capital reserve realised account on disposal. Furthermore, any prior unrealised gains or losses on such investments are transferred from the capital reserve unrealised account to the capital reserve realised account on disposal. This reserve is distributable.

Special distributable reserve

The total cost to the Company of the repurchase and cancellation of shares is represented in the special distributable reserve account. The special distributable reserve also represents capital dividends, capital investment management fees and the tax effect of capital items. This reserve is distributable.

Revenue reserve

The revenue reserve represents accumulated profits retained by the Company that have not been distributed to Shareholders as a dividend. This reserve is distributable.

3.    Return per Ordinary Share

Directors' Responsibility Statement

Each Director believes that, to the best of their knowledge:

•      the Financial Statements for the six months ended 31 May 2023 have been prepared in accordance with FRS 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland;

•      the Interim Management Report includes a fair review of the information required by DTR 4.2.7R in relation to the indication of important events during the first six months, and of the principal and emerging risks and uncertainties facing the Company during the second six months, of the year ending 30 November 2023; and

•      the Interim Management Report includes adequate disclosure of the information required by DTR 4.2.8R in relation to material related party transactions and any changes therein.

Other information

The NAV per Ordinary Share has been calculated using the number of Ordinary Shares in issue at 31 May 2023, which was 113,917,040.  A summary of investment changes for the six months under review and an investment portfolio summary as at 31 May 2023 are included above. A full copy of the Interim Report and Financial Statements will be printed and issued to Shareholders in due course. Copies of this announcement will be available to the public at the office of Maven Capital Partners UK LLP, Kintyre House, 205 West George Street, Glasgow, G2 2LW; at the Registered office of the Company at 6th Floor, Saddlers House, 44 Gutter Lane, London EC2V 6BR; and on the Company's website at: mavencp.com/migvct3.

Neither the content of the Company's website nor the contents of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this announcement.

On behalf of the Board

Maven Capital Partners UK LLP

Secretary

21 July 2023