BC12.L Regulatory News (BC12)

29 June 2017

Better Capital PCC Limited

(the "Company")

Total Voting Rights

In accordance with 5.6.1 of the Disclosure and Transparency Rules, the Company notifies the market of the following:

Further to the announcement made on 14 June 2017 regarding the return of £222.0 million (equivalent to 107.35p per share) of ordinary shares of £1 each in the 2009 Cell ("2009 Shares") by way of a compulsory pro rata redemption (the "Redemption"), the Company announces that, following the Redemption, its issued share capital consists of 35,262,505 ordinary shares in the 2009 Cell and 318,052,242 ordinary shares in the 2012 Cell ("2012 Shares"). Under the Company's articles of incorporation, at any general meeting of the Company:

· each holder of 2009 Shares who is present in person shall have one vote and on a poll the vote shall be weighted where a vote cast in relation to each 2009 Share shall count as 1.1096 towards the total number of votes cast; and

· each holder of 2012 Shares who is present in person shall have one vote and on a poll the vote shall be weighted where a vote cast in relation to each 2012 Share shall count as 0.9770 towards the total number of votes cast.

The figure which may be used by the Shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, Better Capital PCC Limited under the FCA's Disclosure and Transparency Rules, is the aggregate of the number of votes capable of being cast on a poll, namely 349,864,316. This is calculated as 35,262,505 2009 Shares multiplied by 1.1096 plus 318,052,242 2012 shares multiplied by 0.9770.

Similarly, to calculate the numerator, Shareholders should multiply their holding of the 2009 Shares by 1.1096 and multiply their holding of the 2012 Shares by 0.9770. The aggregate sum of those calculations will result in the relevant number of voting rights for the numerator.

Defined terms used in this announcement shall (unless the context otherwise requires) have the same meanings set out in the Company's prospectus dated 29 July 2013.

The new ISIN number GG00BYXP9G82 in respect of the remaining 2009 Shares which have not been redeemed is available for transactions from and including 29 June 2017.

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