Baronsmead Second Venture Trust plc

Annual Report and Audited Financial Statements

for the year ended 30 September 2023

The Directors of Baronsmead Second Venture Trust plc are pleased to announce the Annual Financial Report for the year ended 30 September 2023. The Annual Report and Financial Statements can be obtained from the following website: www.baronsmeadvcts.co.uk

Financial Highlights

·      Net Asset Value ("NAV") per share decreased 3.1 per cent to 60.1p, before the deduction of dividends, for the financial year ended 30 September 2023.

·      NAV total return of 318.5p to shareholders for every 100.0p invested at launch (January 2001).

·    Annual tax free dividend yield of 7.2 per cent based on 4.5p dividends paid (including proposed final dividend of 2.25p) and opening NAV of 62.1p.

·     £10.9million of investments made into six new investments and eight follow-on opportunities during the year.

Our investment objective

Baronsmead Second Venture Trust plc (the "Company") is a tax efficient listed company which aims to achieve long?term positive investment returns for private investors, including tax free dividends.

Investment policy

·      To invest primarily in a diverse portfolio of UK growth businesses, whether unquoted or traded on AIM.

·      Investments are made selectively across a range of sectors in companies that have the potential to grow and enhance their value.

Dividend policy

·     The Board will, where possible, seek to pay two dividends to shareholders in each calendar year, typically an interim dividend in September and a final dividend following the Annual General Meeting in February/March.

·    The Board will use, as a guide, when setting the dividends for a financial year, a sum representing 7 per cent of the opening net asset value of that financial year.

Key elements of the business model

Access to an attractive, diverse portfolio

The Company gives shareholders access to a diverse portfolio of growth businesses.

The Company will make investments in growth businesses, whether unquoted or traded on AIM, which are substantially based in the UK in accordance with the prevailing VCT legislation. Investments are made selectively across a range of sectors.

The Manager's approach to investing

The Manager endeavours to select the best opportunities and applies a distinctive selection criteria based on:

·      Primarily investing in parts of the economy which are experiencing long term structural growth.

·      Businesses that demonstrate, or have the potential for, market leadership in their niche.

·      Management teams that can develop and deliver profitable and sustainable growth.

·   Companies with the potential to become an attractive asset appealing to a range of buyers at the appropriate time to sell.

In order to ensure a strong pipeline of opportunities, the Manager invests in building deep sector knowledge and networks and undertakes significant proactive marketing to interesting target companies in preferred sectors. This approach generates a network of potentially suitable businesses with which the Manager maintains a relationship ahead of possible investment opportunities.

The Manager as an influential shareholder

The Manager is an engaged and supportive shareholder (on behalf of the Company) in both unquoted and significant quoted investments.

For unquoted investments, representatives of the Manager often join the investee board.

The role of the Manager with investees is to ensure that strategy is clear, the business plan can be implemented and that the management resources are in place to deliver profitable growth. The intention is to build on the business model and grow the company into an attractive target able to be either sold or potentially floated in the medium term.

STRATEGIC REPORT

CHAIR'S STATEMENT

The economic environment over the past year has remained challenging. Consumer and business confidence continued to be affected by high inflation and rising interest rates during the year, weighing on the value of the Company's unquoted and AIM-traded investments. As a result, the Company's NAV per share decreased 2.0p per share (3.1 per cent) before dividend payments for the year ended 30 September 2023.

The Company aims to achieve long?term positive investment returns for its shareholders from a diverse portfolio of investments in UK growth companies. Despite the difficult conditions leading to a drop in the value of the portfolio over the period, the Board continues to believe that, in aggregate, the fundamentals of the large majority of portfolio companies remain robust. The Company continues to be in a position to support those investee companies where the Manager believes there is a strong prospect of providing good investment returns for shareholders over the medium to longer term.

Results

Portfolio review

At 30 September 2023, the Company's investment portfolio was valued at £129 million and comprised 82 direct investments, of which 37 are in unquoted companies and 45 are in quoted companies. TheCompany's investments in the WS Gresham House UK Micro Cap Fund ("Micro Cap"), WS Gresham House UK Multi Cap Income Fund ("Multi Cap Income") and WS Gresham House UK Smaller Companies Fund ("Small Cap") were valued at £63 million at 30 September. These investments provide investment exposure to an additional 76 AIM?traded and fully listed companies, spreading investment risk across a highly diversified portfolio of 158 companies.

The ongoing economic and political difficulties noted in my opening remarks resulted in the unquoted portfolio decreasing by 15 per cent in value during the year. Clearly, this is a disappointing result. However, the quoted portfolio proved to be resilient and, in the face of continued outflows of overall investor capital from the UK, increased by 3 per cent in value during the year. To put this in context, the FTSE AIM All Share Index decreased by 9.9 per cent over the same period, highlighting the challenges faced by most UK smaller companies.

Investments and divestments

The Board is once again pleased to report that the Company continues to see attractive opportunities and make new investments. The Company invested a total of £10.9 million in 14 companies over the year. Further details of the new investments made are included in the Manager's review. As we have said to shareholders previously, the requirement to make investments in earlier stage companies may result in greater volatility of returns over time. However, the more mature, established portfolio of existing investments should assist in sustaining returns and dividends for shareholders, as the newer holdings develop and grow. The priority for portfolio companies is to operate in a difficult macroeconomic environment with proactivity and resilience. The Company has the resources to support new and existing portfolio companies and the Manager is focusing on the key challenges and opportunities of each holding.

There was one full realisation in the unquoted portfolio during the year, with proceeds of £0.8 million received from the realisation of Evotix, for a gross multiple of 0.7x cost. In addition to this, the Key Travel Loan Notes matured for £0.4 million and a gross money multiple of 3.2x cost, along with deferred earn-out consideration of £1.4 million from the sale of Pho for a gross money multiple of 3.1x cost. The Manager has also continued its approach of profitable partial realisations of Cerillion during the year, resulting in the receipt of proceeds of £0.7 million at an aggregate of 15.8x original invested cost in this listed company.

Dividends

The Board is pleased to declare a final dividend of 2.25p per share for the year to 30 September 2023, payable on 8 March 2024. This is in addition to the 2.25p interim dividend paid in September and means that the total dividends for the year are 4.5p. This is a 7.2 per cent yield based on the opening NAV of 62.1p and meets the target policy of 7 per cent of the NAV at the start of the year. Including the proposed final dividend of 2.25p per share, tax free dividends paid since launch in 2001 now total 164.8p per share, 86.5p of which has been paid over the past 10 years.

Fees

We are happy to announce that with effect from 1st October 2023, the fee payable to the Investment Manager has been amended so that the Investment Manager is entitled to receive an annual management fee of the aggregate of 2.5 per cent per annum of the net assets of BSVT up to and including £209,658,860 (being the total net assets of BSVT as at 30 September 2023) and 2.0 per cent. per annum of the amount by which the net assets of BSVT exceed £209,658,860, calculated and paid on a quarterly basis.

Unclaimed Dividends

The Company's Registrar was holding £0.8 million in unclaimed dividends as at 30 September 2023. Of this amount, £0.1 million was unclaimed for over 12 years. Any shareholders who have not been able to claim their dividends are requested to contact the Company's Registrar. Their contact details are in the full Annual Report.

Under the terms of the Company's Articles of Association, any dividends unclaimed for a period of 12 years after having become due for payment shall, if the Board so resolves, be forfeited and shall cease to remain owing by the Company. Additionally, under the terms of the Company's Articles of Association, I would like to remind shareholders that it is their responsibility to keep their address and, for those who receive their dividends by bank transfer, their bank account details up to date by informing the Company's Registrar of any changes.

Environmental, Social and Governance ("ESG") matters

Environmental, social and governance analysis is embedded into the Company's investment processes by the Manager in order to build and protect long?term value for investors. A framework based on ten key ESG themes in each portfolio is used to structure analysis, monitor and report on ESG risks and opportunities across their lifecycle. Further information in relation to the Manager's integration of ESG factors in the management of the Company's portfolio is in the Strategic Report section of the full Annual Report.

Loss of tax reliefs Clause

When EU State Aid approval of the UK's VCT and EIS schemes was given in 2015, a "Sunset Clause" was introduced for the schemes whereby, in the absence of new or amended legislation, investors will no longer be able to claim upfront income tax relief on subscriptions for new VCT shares made after 5 April 2025.

In November 2023, the Chancellor announced in the Autumn Statement that legislation will be introduced in the Finance Act 2023 to move the effective date of the Sunset Clause to 6 April 2035.

The Board continues to monitor the situation closely and has taken this into consideration with respect to its planned fundraising.

Acquisition of the Investment Manager, Gresham House

Further to the announcement on 17 July 2023 of the acquisition of the Investment Manager by Searchlight Capital Partners L.P., the acquisition has now completed, and Gresham House plc delisted from the London Stock Exchange on 20 December 2023, to become a privately owned company.

The acquisition is expected to have minimal impact on the Company and business is continuing as usual.

For further information please visit the website link: https://greshamhouse.com/about/.

Consumer Duty

The Financial Conduct Authority's (FCA) new Consumer Duty regulation came into effect on 31 July 2023. The Consumer Duty which sets higher and clearer standards of consumer protection across financial services and requires all firms to put their customers' needs first, is an advance on the previous concept of 'treating customers fairly'.

As previously notified, the Company is not regulated by the FCA and therefore it does not directly fall into the scope of Consumer Duty. However, Gresham House as the Investment Manager, and any IFAs or financial platforms used to distribute future fundraising offers, are subject to Consumer Duty.

The Board will ensure that the principles behind Consumer Duty are upheld and have worked closely with the Investment Manager on the information now available to assist consumers and their advisers to be able to discharge their obligations under Consumer Duty.

Fundraising

In September 2023, the Board announced its intention to raise new funds to increase the Company's resources available for new and follow-on investments over the next two to three years. On 4 December 2023, the Company launched an offer for subscription to raise £15 million (before costs) with an additional £10 million over?allotment facility available if required. Investing throughout an economic cycle is a key part of the Company's investment strategy. The additional funds raised will be deployed in smaller UK companies, at what the Manager believes to be an advantageous time.

Annual General Meeting ("AGM")

I look forward to meeting as many shareholders as possible at the next AGM, to be held at 11.00 am on 5 March 2024. The Company intends to hold this AGM in person again, however, we will also live stream the event for any shareholders who do not wish, or are unable, to attend in person. Registration details for the live stream will be included in the Notice of AGM and on the Baronsmead Second Venture Trust website.

Outlook

The geopolitical and economic outlook is expected to remain challenging, with the impact of higher inflation and interest rates likely to continue to affect business and consumer confidence for some time.

We anticipate that these forces will drive periods of sentiment driven volatility in equity markets well into next year. While we view this outlook with suitable caution, we also expect heightened volatility to create attractive long?term investment opportunities and we remain vigilant for evidence of mispricing which can be used to the Company's advantage. We recognise, and are encouraged by, the additional investment and operational resources which Gresham House is deploying in the management of your Company and expect these efforts to provide attractive longer?term returns.

Despite these economic headwinds, the portfolio remains highly diversified and the Board continues to believe it is a good time to be investing in earlier stage, innovative and high growth potential businesses. The Manager will be looking to take advantage of changes in consumer behaviour and the disruption of traditional supply chains being driven by technology. We remain confident that the Manager is suitably positioned to provide the necessary levels of support to the portfolio companies and remains focused on retaining, recovering and helping to grow value in existing and future investee companies.

Sarah Fromson

Chair

21 December 2023

MANAGER'S REVIEW

Equity markets continued to experience high levels of volatility during the year brought about by geopolitical and macroeconomic uncertainty with downward pressure on growth company multiples. Against this backdrop, the portfolio, whilst well diversified, with exposure to 158 quoted and unquoted companies, has delivered a decrease in net asset value per share of 3.1 per cent over the year.

PORTFOLIO REVIEW

Overview

The closing net assets of £210 million were invested as follows:

* By value as at 30 September 2023.

** Includes investee companies held in more than one fund. Total number of individual companies held is 158.

*** Return includes interest received on unquoted realisations during the year.

# Represents cash, OEICs and net current assets. % return in the period relates only to the OEICs.

The tables b show the breakdown of new investments and realisations over the course of the year and below is a commentary on some of the key highlights in both the unquoted and quoted portfolios.

Investment activity - Unquoted and Quoted

The Company's investment strategy is primarily focused on companies operating in parts of the economy that we believe are benefiting from long-term structural growth trends and in sectors where we have deep expertise and networks.

During the year, £10.9 million was invested into 14 companies including six new additions to the portfolio and eight follow-on investments.

Five new unquoted investments totalling £3.3 million were completed during the year into Branchspace, Cognassist, Connect Earth, Dayrize B.V. and Mable Therapy.

Below are descriptions of the new investments made;

·      Branchspace is a provider of software and consulting services to airlines/carriers to enhance their digital and ecommerce offerings.

·      Cognassist is a provider of neurodiversity assessment and support software.

·      Connect Earth is a provider of a proprietary environmental database that estimates carbon emissions.

·      Dayrize is a provider of a rapid product?level sustainability impact assessment software tool for

retailers and Consumer Packaged Goods companies.

·    Mable Therapy is a digital platform offering mental health counselling and speech and language therapy to children.

·      One new AIM quoted investment of £1.0 million was made during the year:

·   Tan Delta Systems is a manufacturer of oil condition analysis sensors that detect and measure wear and contamination in industrial applications.

·      The Company made additional investments totalling £6.6 million into eight existing portfolio companies,

three quoted and five unquoted, across the year. This is consistent with the investment strategy of continuing to back the Company's high potential assets with further capital to support future growth. We anticipate the level of follow?on investment will continue to grow as the capital hungry earlier stage portfolio continues to mature.

Unquoted Portfolio

Performance

The unquoted portfolio decreased in value by 15 per cent during the year. The macroeconomic environment remained challenging for the Company's portfolio companies although some stability has been seen in market multiples in more recent months. UK businesses have seen both demand and operating margins come under pressure due to marked increases in inflation and interest rates. Such macroeconomic conditions have not been faced by management teams in a generation, however Gresham House's experienced non?executive directors and portfolio consultants continue to support the portfolio's companies during these turbulent times.

Orri and SecureCloud+ were the two investments that made the biggest positive contribution in the year. Orri, a provider of intensive out?patient care for adults with eating disorders, delivered year on year revenue growth, in excess of 20 per cent. The company opened a new site and drew down a further VCT loan in the period which is expected to support continuing growth in the coming year.SecureCloud+ is a specialist IT managed services company specifically serving the Ministry of Defence and related contractors. The company delivered both revenue and profit growth in the period, growing EBITDA, in particular by over 40 per cent. A focus on maintaining margins for new contract wins in a growing market helped SecureCloud+ deliver a very encouraging performance. It is now well set to continue on its positive trajectory. Overall performance was also positively impacted by the receipt of the maximum deferred consideration relating to the earnout arrangements on Pho, a divestment completed in a previous period. In line with our valuation policy, this was only recognised on receipt.

The largest detractors from performance were in the healthcare and B2C ecommerce sectors. Panthera Biopartners, an independent site management organisation which provides patient recruitment services to clinical research organisations, pharma and biotech companies, struggled to scale its operations and deliver a growing number of contracts as profitably as it had previously. This resulted in a significantly loss?making year and the requirement for further funding. Since then the company has started to deliver profitable revenue growth. Yappy is an e?commerce business that provides personalised products to companion pet owners. It struggled to acquire customers at a cost that would deliver sufficient lifetime value to support a profitable business once significant scale was achieved. As a result, the company has pivoted its strategy to exploit its proprietary personalisation software, but this new strategy remains in its early stages of development.

As Investment Manager we remain highly engaged with the management teams within the portfolio, sharing insight and best practice to help them both manage risk and spot opportunities in a quickly changing environment. We have continued to invest in our portfolio and in?house talent teams, which alongside our extensive network of earlier stage, high growth company experts. This will ensure we are well positioned to help the companies that the Company invests in to navigate the challenges they face whilst also continuing to develop and scale.

Divestments

There was one full realisation in the unquoted portfolio during the year with proceeds of £0.8 million received from the realisation of Evotix, for a gross money multiple of 0.7x cost. In addition to this, the Key Travel Loan Notes matured for £0.4 million taking the gross money multiple to 3.2x cost along with deferred earn?out consideration of £1.4 million from the sale of Pho for a gross money multiple of 3.1x cost.

Quoted Portfolio (AIM-traded investments)

Performance

The quoted portfolio delivered positive absolute performance of 3 per cent during the year, despite the significant geopolitical and macroeconomic uncertainty in the markets. For reference the AIM market in the UK fell 10 per cent over the same period. Despite the adverse share price performances from many of the portfolio companies the majority of the AIM portfolio remains in good financial health and is exposed to structural growth areas providing some insulation from the deteriorating economic conditions.

The best performing investments sit within the software sector with Cerillion, a provider of billing and charging software to the telecoms industry continuing to deliver strong revenue and profit growth with the release of their interim results indicating 20 per cent organic growth with record margins and strong Free Cash Flow generation. In addition, Netcall, a provider of cloud contact centre and business process automation software demonstrated ongoing strong trading driven by demand for cloud services and robust new customer acquisition.

The largest detractors from performance were both in the healthcare and education sector with Aptamer, a developer of a platform technology with applications in the therapeutic and diagnostic areas of healthcare, experiencing share price weakness after the release of a trading update indicating a significant downgrade to full year revenue expectations. The company consequently considered funding options and the CEO resigned. Anpario, an international manufacturer and distributor of natural animal feed additives for animal health, nutrition and biosecurity, also suffered share price weakness following a profit warning indicating a significant reduction in full year EBITDA due to raw material costs, Covid in China and delays in shipment.

We closely monitor the AIM portfolio with a rolling programme of independent reviews of top AIM holdings and broadly continue to be positive on the long-term investment prospects of these companies. Many of the larger quoted investments have been long-term holdings. These companies are typically profitable, cash generative businesses with low levels of financial gearing and continue to have attractive long-term growth prospects.

Divestments

The opportunity to crystallise further gains was taken for Cerillion plc; over the course of the year proceeds of £0.7 million were realised at 15.8x cost.

Seven companies which were impacted by difficult trading conditions entered into administration during the year and have subsequently been moved to realised values. The impact on NAV per share for the year was ?0.7 per cent in aggregate with the majority of the impact taken in prior years.

Collective Investment Vehicles

The Manager believes that the Company's investments in Micro Cap, Multi Cap Income and Small Cap are a core component of the Company's portfolio construction. These investments provide shareholders with additional diversification through exposure to an additional 76 underlying companies, as well as access to the potential returns available from a larger and more established group of companies that fall within the Manager's core area of expertise.

Over the year Micro Cap delivered a return of 5 per cent return, Multi Cap delivered a return of 10 per cent and the Small Cap fund delivered 0.4 per cent.

Micro Cap and Multi Cap Income continue to be both highly rated by independent ratings agencies. Micro Cap's cumulative performance is currently top quartile within the IA UK Smaller Companies sector and is the fifth best performing fund over the past 10 years. Multi Cap Income's cumulative performance has remained the best performer within the IA UK Equity Income sector since launch in June 2017 and is the second best performer over five years. Small Cap has also achieved top quartile cumulative performance since launch in 2019 and is the fifth best performing fund over the past three years.

Liquid assets (cash and near cash)

The Company held cash and liquidity OEICs of approximately £18 million at the year?end. This asset class is conservatively managed to take minimal or no capital risk. The average 7 day yield on the liquidity OEICs was 5.17 per cent at the end of the year.

ESG Highlights

During the year we have conducted our second ESG survey of our unquoted portfolio companies, to identify how these companies think about ESG and which ESG data is already being reported and monitored. Further details on our ESG approach and policies can be found in the strategic report section of the full Annual Report.

Third party independent valuations

During the year, the Company engaged the services of Lincoln International and Kroll to conduct independent third party valuations as a means of managing the Board's risk in respect of a systematic error regarding the valuation of one or more of the material VCT portfolio assets. It was agreed that valuation responsibility is, and will remain, with the Investment Manager and that this does not constitute outsourcing of any part of the valuation. The Investment Manager uses these independent valuations in conjunction with their own valuations to provide independent assurance and risk mitigation to the Board and the Board continues to support this.

Levelling up

On 18 July 2023, the House of Commons Treasury Committee published its report (the "Report") on Venture Capital, which includes growth capital funding provided by Venture Capital Trusts, which was broadly positive. MPs recommended that venture capital firms and their investment companies should collect and publish their diversity statistics. The Report also considered the allocation of investment capital to the various regions of the UK.

The Company and the Investment Manager have long supported the creation of opportunities for everyone across the UK through its investment portfolio.

The investment due diligence process for any proposed new investment includes a consideration of the board structure and composition as part of the Manager's governance considerations within the ESG Decision Tool.

We have considered the findings of the Report and set out for the first time the relevant metrics pertaining to the Company's portfolio of unquoted investments as at 30 September 2023, Gresham House plc and the Gresham House Strategic Equity division, responsible for managing the public and private equity portfolios managed or advised by the Manager.

Table 1 below shows that the portfolio companies were predominantly founded by males, or groups of male founders, with 14 per cent being founded by all females or groups of mixed male and female founders.

Table 1 - Portfolio company founders

Table 2 - Portfolio company board composition1

Table 2 above shows that board composition within the portfolio was similarly predominantly male, with 15 per cent of board members being female, after excluding representatives of Gresham House.

Table 3 - Allocation of capital by region2

Table 3 above shows the regions of the UK where the Company's capital has been invested, with the majority of capital being invested in London and/or the South East.

As of the end of 2023, the Company is in the process of signing up to the Investing in Women Code. This is a commitment to support the advancement of female entrepreneurship in the United Kingdom by improving female entrepreneurs' access to tools, resources and finance from the financial services sector.

1. Excluding Gresham House representatives.

2. Based on cost of investment.

In September 2023, the Manager hosted its first female? led event bringing together innovators, investors, and advisers to foster relationships and share learnings.

Table 4 below shows the gender diversity within Gresham House as at 30 September 2023.

Table 4 - Gresham House gender diversity¹

Table 5 - Gresham House strategic equity division gender diversity2

1. As at 30 September 2023.

2. As at 30 September 2023

Table 5 above shows the gender diversity within the Strategic Equity division of Gresham House, responsible for managing the Company's portfolio.

Gresham House released their Diversity, Equity & Inclusion ("DEI") strategy at the start of 2022 to help understand the changing landscape of DEI. Included within the strategy are initiatives to improve DEI such as carrying out unconscious bias training for all employees; evolving Human Resources systems to include DEI data which is now shared quarterly with our Group Management Committee and divisional heads and developing clear DEI guidelines for recruiters.

During the year Gresham House have promoted or actively attended a number of events targeted at women entrepreneurs and the senior women from across Gresham House have all attended a 12?week external Resilient Women's Leadership Programme to develop their capability to lead.

Gresham House is committed to improving the diversity of its investment teams, the management teams of the investee companies that they support and increasing the amount and number of investments across the UK.

Outlook

The UK economic outlook remains uncertain but the investment portfolio is well diversified and the opportunity to invest and support growth in entrepreneurial earlier?stage businesses remains strong. Our focus on investing in parts of the economy which are experiencing structural growth and in sectors where we have extensive talent networks and domain expertise. We have an experienced team working closely with the portfolio companies to help them navigate the challenges that lie ahead.

The exit environment is likely to remain subdued, resulting in longer average investment hold times, but also providing further portfolio re?investment opportunities. Previous evidence has shown that investing throughout the economic cycle has the potential to yield strong returns and we are seeing a number of opportunities, both new deals and further investment into the existing portfolio, which have the potential to drive shareholder value over the medium term.

Gresham House Asset Management Ltd

Investment Manager

21 December 2023

Investments in the year

*Investment in to unquoted convertible loan note

# includes Unquoted and AIM investments only.

Realisations in the year

Earn out proceeds of £1.4mn were received during the year from Pho, which was realised in July 2021, making a total return of 3.1x cost.

# Residual book cost at realisation date.

? Proceeds at time of realisation including interest.

* Original investment was £1.1 million and following a restructuring in July 2021, the residual book cost was £0.4 million.

** Includes interest/dividends received, loan note redemptions and partial realisations accounted for in prior periods

Final Dividend

Subject to shareholder approval at the AGM, a final dividend of 2.25p per share will be paid on 8 March 2024 to shareholders on the register at 9 February 2024. The ex-dividend date will be 8 February 2024.

Annual General Meeting

The AGM will be held on 5 March 2024 at Butchers' Hall, 87 Bartholomew Close, London, EC1A 7EB.

Shareholders are invited to attend the AGM from 10.30am with an introductory presentation to shareholders by the Company Chair, Ms Sarah Fromson, followed by a Q&A session with the Board and the Manager. The formal business of the AGM will commence at 11.00am.The Manager will deliver a presentation at 11.30am, followed by some light refreshments at 12.30pm. The Company intends to hold this AGM in person, however, we will also live stream the event for any shareholders who do not wish, or are unable, to attend in person. A separate Notice convening the AGM will be posted to shareholders and will be separate to the Annual Report. The Notice will include an explanation of the items to be considered at the AGM and will be uploaded to the Company's website in due course.

Further Information

The Annual Report and Accounts for the year ended 30 September 2023 will be available today on www.baronsmeadvcts.co.uk.

Each of the above documents will be submitted shortly in full unedited text to the Financial Conduct Authority's National Storage Mechanism and will be available for inspection at data.fca.org.uk/#/nsm/nationalstoragemechanism in accordance with DTR 6.3.5(1A) of the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.

LEI: 2138008D3WUMF6TW8C28

END

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