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Calculus VCT is an Investment Trust

To invest primarily in a diverse portfolio of VCT qualifying UK growth companies whether unquoted or traded on AIM.

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Correction: Annual Financial Report

23 May 2013 11:37

INVESTEC STRUCTURED PRODUCTS CALCULUS VCT PLC - Correction: Annual Financial Report

INVESTEC STRUCTURED PRODUCTS CALCULUS VCT PLC - Correction: Annual Financial Report

PR Newswire

London, May 23

The Company announces that the Annual Financial Report announcement releasedat 18:28 on Wednesday 22 May 2013 under reference PRNUK-2205131827-D379contained conflicting dividend record and payment dates. The correct dividendrecord date is 31 May 2013 and the correct dividend payment date is 24 July 2013.

All other information in the announcement was correct. A copy of the full amendedannouncement is below:

INVESTEC STRUCTURED PRODUCTS CALCULUS VCT PLCANNUAL FINANCIAL REPORTFOR THE YEAR ENDED 28 FEBRUARY 2013

INVESTMENT OBJECTIVE

The Company's principal objectives for investors are to:

• invest in a portfolio of Venture Capital Investments and Structured Productsthat will provide investment returns that are sufficient to allow the Companyto maximise annual dividends and pay an interim return either by way of aspecial dividend or cash offer for shares on or before an interim return date; • generate sufficient returns from a portfolio of Venture Capital Investmentsthat will provide attractive long-term returns within a tax efficient vehiclebeyond an interim return date;

• review the appropriate level of dividends annually to take account ofinvestment returns achieved and future prospects; and

• maintain VCT status to enable qualifying investors to retain their income taxrelief of up to 30 per cent. on the initial investment and receive tax-freedividends and capital growth.

Full details of the Company's investment policy can be found below.

FINANCIAL REVIEW Ordinary Share Fund 12 Months to 12 Months to 28 February 29 February 2013 2012Total return Total return £309,000 (£80,000) Total return per ordinary share 6.5p (1.7)p Revenue Net loss after tax (£46,000) (£71,000) Revenue return per ordinary share (1.0)p (1.5)p Dividend Recommended final dividend 5.25p 5.25p As at As at 28 29 February February 2013 2012Assets (investments valued at bid marketprices) Net assets £4,562,000 £4,501,000 Net asset value ("NAV") per ordinary share 96.3p 95.0p Mid market quotation Ordinary shares 92.5p 97.5p (Discount)/premium to NAV (3.9)% 2.6% C Share Fund 12 Months to 11 Months to 28 February 29 February 2013 2012* Total return Total return £104,000 (£33,000) Total return per C share 5.4p (1.7)p Revenue Net loss after tax (£35,000) (£45,000) Revenue return per C share (1.8)p (2.3)p Dividend Recommended final dividend 4.5p 4.5p As at As at 28 29 February February 2013 2012Assets (investments valued at bid marketprices) Net assets £1,805,000 £1,788,000 NAV per C share 93.5p 92.6p Mid market quotation C shares 90.0p 94.0p (Discount)/premium to NAV (3.7)% 1.5%

* The C shares were issued in three tranches, on 1 April 2011, 5 April 2011 and4 May 2011.

CHAIRMAN'S STATEMENT I am delighted to present your Company's results for the year ended 28 February2013. The Investec Structured Products Calculus VCT plc (the "Company") is atax efficient listed company which aims to address shareholder needs for:

• attractive tax-free dividends;

• a clear strategy for returning capital;

• downside protection through the Structured Products portfolio and investmentin lower risk VCT qualifying companies with a high percentage of investments inloan stock and preference shares; and

• low annual management fees.

The Company, which launched in March 2010, is a joint venture between InvestecStructured Products (part of Investec Plc) and Calculus Capital Limited, andbrings together both Managers' award winning expertise in their respectivefields of Structured Products and Venture Capital. During the year, the majority of investments have been in Structured Productswhich do not produce an income but generate a capital return. The remainder ofthe investments are in qualifying growth companies of which only a proportioncan be invested in loan stocks and redeemable preference shares which generatean income. Consequently, the Company has shown a negative revenue return and astrong positive capital return to produce an overall positive return in linewith expectations. The net asset value per ordinary share was 96.3 pence as at 28 February 2013compared to 95.0 pence as at 29 February 2012. This is after paying a dividendto ordinary shareholders in 2012 of 5.25 pence per share.

The net asset value per C share was 93.5 pence as at 28 February 2013 comparedto 92.6 pence as at 29 February 2012. This is after paying a dividend to Cshareholders in 2012 of 4.50 pence per share.

The net asset values have subsequently risen to 99.7 pence per ordinary shareand 93.7 pence per C share as at 30 April 2013.

Your Board and Managers are encouraged by the performance of the Company todate and believe it is well placed to make further progress in the forthcomingyear.

Structured Products Portfolio

Our non-Qualifying Investments are managed by Investec Structured Products. Asat 28 February 2013, the Ordinary Share Fund held a portfolio of fourStructured Products and the C Share Fund held a portfolio of two StructuredProducts based on the FTSE 100 Index. The products differ by duration andcounterparty in order to minimise risk and create a diversified portfolio ofinvestments. Up to 20 per cent. of the Structured Products portfolio of the CShare Fund will be able to be invested in other indices besides the FTSE 100Index. The Structured Products portfolio continues to perform well. As at 28 February2013 the FTSE 100 was trading at 6,360.8. This means that while the level ofthe FTSE 100 will change, if all of the Structured Products in both theOrdinary Share Fund and C Share Fund were to mature at this level, they wouldyield the maximum payoff for investors in each share fund.

Venture Capital Investments

Calculus Capital manages the portfolio of VCT Qualifying Investments made bythe Company. During the year the Company made 11 Qualifying Investments for theOrdinary Share Fund, investing a total of £1,700,000 and the Company has nowmet its requirement for the Ordinary Share Fund portfolio to be at least 70 percent. invested in Qualifying Investments by 28 February 2013. The Company alsomade four Qualifying Investments totalling £280,000 for the C Share Fund. Thecombined portfolio is required to be 70 per cent. invested in qualifyingholdings by 28 February 2014.

A detailed analysis of the new investments and the investment performance canbe found in the Investment Manager's Review that follows this statement.

Dividend

In line with our aim to provide a regular tax-free dividend stream, theDirectors are pleased to propose a final dividend of 5.25 pence per ordinaryshare and 4.5 pence per C share which, subject to shareholder approval, will bepaid on 24 July 2013 to ordinary shareholders and C shareholders on theregister on 31 May 2013. This will take dividends paid to date to 15.75 penceper ordinary share and 9.0 pence per C share.

Developments since the Year End

Since the year end a further £50,000 has been invested for the C Share Fund inBenito's Hat, a Mexican-themed fast casual restaurant business. HorizonDiscovery Limited, a translational genomics company, also received a £50,000investment from the C Share Fund in mid-May.

Outlook

We believe that the Company's strategy is proving effective. The success ofthe Structured Products portfolio thus far provides the basis for dividendreturns to shareholders whilst enabling the construction of a portfolio ofcompanies to generate longer-term returns. Calculus Capital continues to findthat there are a number of attractive investment opportunities available to theCompany. Michael O'Higgins Chairman 22 May 2013 INVESTMENT MANAGER'S REVIEW(Qualifying Investments) Portfolio Developments Calculus Capital Limited manages the portfolio of Qualifying Investments madeby the Company. To maintain its qualifying status as a Venture Capital Trust,each of the Ordinary Share Fund and the C Share Fund needs to be at least 70per cent. invested in qualifying securities by the end of the relevant thirdaccounting period. The relevant date for the ordinary shares was 28 February2013 at which date the qualifying percentage for the ordinary shares was 71.4per cent. The relevant date for the C shares is 28 February 2014.

During the year under review, the Company completed Qualifying Investments innine unquoted companies as shown below:

Amount Invested Amount by Invested Ordinary by Shares C SharesCompany Sector £ £ AnTech Limited Oil services 270,000 - Brigantes Energy Limited Oil & gas exploration & production 125,000 - Corfe Energy Limited Oil & gas exploration & production 75,000 - Dryden Human Capital Group Limited Business services 100,035 - Hampshire Cosmetics Limited Manufacturing 250,000 - Human Race Group Limited Sports and leisure 300,000 150,000 Secure Electrans Limited Information technology 100,000 50,000 Tollan Energy Renewable energy 360,000 - Venn Life Science Holdings plc Healthcare 120,033 80,000 New Holdings AnTech Limited ("AnTech") In late January 2013, £270,000 was invested in AnTech by the Ordinary ShareFund, of which £120,000 was ordinary equity and £150,000 was loan stock.Founded in 1994, Exeter based AnTech is a specialist engineering design andmanufacturing company providing a range of products to the upstream oil and gasindustry. The investment was made to support the roll-out of a new generationof directional drilling tools, primarily for use in wells drilled using coiledtubing. Coiled tubing drilling provides a lower cost approach to drillingshallower wells. The investment has been made in conjunction with an equityinvestment of £2 million by Saudi Aramco Equity Ventures, the ventureinvestment arm of Saudi Aramco, the world's largest oil company measured by oilproduction and reserves. Thus, VCT (and EIS) investment has acted as a catalystto secure significant inward investment by a major non-UK corporate. Ordinary C Share Share 2012 2011 Fund FundLatest Audited Results £'000 £'000 Investment Information

£'000 £'000

Year ended 31 Aug 31 Aug Turnover 1,548 1,188 Total cost 270 - Pre-tax profit 230 223 Income recognised in year/period 1 - Net assets 1,291 967 Equity valuation 120 - Valuation basis: Cost Loan stock valuation 150 - Total valuation 270 - Voting rights* 1.1% - * Other funds managed by Calculus Capital have combined voting rights of 16.8per cent.

Brigantes Energy Limited ("Brigantes") and Corfe Energy Limited ("Corfe")

Brigantes and Corfe (details of which follow) were initially intended to be oneinvestment but were split for structural efficiency reasons.

Brigantes and Corfe were originally each established to hold certain oil andgas exploration assets and spun out from InfraStrata Plc. Brigantes acquired aninterest in InfraStrata's Northern Ireland exploration assets and Corfeacquired an interest in InfraStrata's exploration assets in Southern England.

Brigantes

In September 2011, Brigantes completed the purchase of a 5 per cent. workinginterest in UK onshore licence PEDL 070 which contains the producing Avingtonoil field. The field produces at an average rate of 60-70 bpd (barrels per day)and Brigantes' share in this field has entitled it to a total of 1,068.6barrels since 1 June 2011. Brigantes' main prospect is a 40 per cent. workinginterest in the Northern Ireland onshore licence PL1/10 at Larne. SignificantP50 prospective resources of 450 million barrels have been identified shouldall structures prove to be successful. An exploration well is planned for early2014. The company has also participated at a 10 per cent. interest level in aCairn Energy led licence application under the 27th Offshore Licensing Round inMay. The results of this should be known within the next few months. Ordinary C Share Share 2012 2011 Fund FundLatest Audited Results £'000 £'000 Investment Information £'000 £'000 Year ended 31 Jul 31 Jul Turnover 70 15 Total cost 125 - Pre-tax loss (920) (126) Income recognised in year/period - - Net assets 1,131 1,310 Equity valuation 140 - Valuation basis: Prospective resources Loan stock valuation - - Total valuation 140 - Voting rights* 3.3% - * Other funds managed by Calculus Capital have combined voting rights of 26.6per cent. Corfe In September 2011, Corfe also completed the purchase of a 5 per cent. workinginterest in the UK onshore licence PEDL 070 which contains the Avington oilfield, with its interest commencing from 1 June 2011. The field produces at anaverage 60-70 bpd and Corfe's share in this field has entitled it to a total of1,068.6 barrels since 1 June 2011. In February, Corfe entered into an agreement with Egdon Resources plc andCeltique Energie Limited in relation to UK onshore licence PEDL 201. Under theterms of this agreement, Corfe will earn a 12.5 per cent. interest and testdrilling is planned to commence in early 2013. Initially a relatively shallowoil prospect will be drilled, but the hope is that there will be reserves of upto 3.2 million barrels. The InfraStrata bidding group, in which Corfe isinvolved, has recently been awarded the P1918 licence over blocks 97/14, 97/15and 98/11 under the 26th Offshore Licensing Round. Under the terms of theagreement, Corfe is entitled to be assigned a 12 per cent. interest in theseblocks. Ordinary C Share Share 2012 2011 Fund FundLatest Audited Results £'000 £'000 Investment Information £'000 £'000 Year ended 31 Jul 31 Jul Turnover 40 15 Total cost 75 - Pre-tax profit 64 107 Income recognised in year/period - - Net assets 2,006 1,329 Equity valuation 96 - Valuation basis: Prospective resources Loan stock valuation - - Total valuation 96 - Voting rights* 2.0% - * Other funds managed by Calculus Capital have combined voting rights of 27.3per cent.

Dryden Human Capital Group Limited ("Dryden")

Dryden is a global professional services recruitment and executive searchgroup. Dryden's first business commenced operations in 1996 and it is now oneof the leading international groups within the professional servicesrecruitment market. Headquartered in the UK, it specialises in the actuarial,insurance and compliance recruitment sector and operates out of London, Zurich,Mumbai, Shanghai, Hong Kong, Sydney and New York. The group comprises of fivebusinesses: Darwin Rhodes, a specialist recruiter operating globally withinniche areas of the insurance and finance sectors; Drake Fleming, an executivesearch and recruitment consultancy specialising in HR, change and businesstransformation; Edison Morgan, a retained, executive search firm operating inthe insurance and asset management sectors; Baker Noble, a search and selectionconsultancy specialising in senior appointments within private andinstitutional investment management; and MGM Search, an international searchand selection consultancy specialising in recruitment and resourcing solutionsfor the professional staffing sector. In April 2012, the group appointed a new CEO with extensive experience in therecruitment industry and the Asia Pacific markets. In addition, the group hasinvested in its team, with several new senior employees  principally tocontinue the growth of the business in Asia Pacific. The group's recent focushas been to develop existing businesses and potentially add complementaryprofessional service business lines. It has done this through the newlylaunched Drake Fleming human resources, change management and businesstransformation business. Dryden has also invested in improved technicalequipment across the business, providing a good platform for growth. As part of a larger fund-raising in February 2013, the Ordinary Share Fund madean investment of £100,000 in the equity to help finance this development.Calculus Capital knows the business well, with our EIS funds having invested inthe group in 2011. Ordinary C Share Share 2012 2011 Fund Fund Latest Audited Results (group) £'000 £'000 Investment Information £'000 £'000 (11 month) year ended 31 Mar 31 Mar Turnover 9,822 9,367 Total cost 100 - Pre-tax profit 291 1,224 Income recognised in year/period - - Net assets 5,143 4,313 Equity valuation 100 - Valuation basis: Cost Loan stock valuation - - Total valuation 100 - Voting rights* 2.9% - * Other funds managed by Calculus Capital have combined voting rights of 17.1per cent.

Hampshire Cosmetics Limited ("Hampshire")

In December 2012, £250,000 was invested in Hampshire by the Ordinary ShareFund, of which £100,000 was ordinary equity and £150,000 was loan stock.Founded in the 1970s, Hampshire is an established company which develops andmanufactures a comprehensive range of products covering fragrances, bodytreatments, skincare and shampoos. The business, trade and assets have beenacquired by a management team that has previously been backed by CalculusCapital in a successful investment.

Ordinary C Share Share 2012 2011 Fund FundLatest Audited Results £'000 £'000 Investment Information £'000 £'000 Year ended 31 Mar 31 Mar Turnover 16,535 18,599 Total cost 250 -

Pre-tax (loss)/profit (668) 428 Income recognised in year/period

2 - Net assets 1,357 4,000 Equity valuation 100 - Valuation basis: Cost Loan stock valuation 150 - Total valuation 250 - Voting rights* 4.6% - * Other funds managed by Calculus Capital have combined voting rights of 80.4per cent.

Human Race Group Limited ("Human Race") (formerly Participate Sport)

In April 2012, £175,000 was invested in Human Race by the Ordinary Share Fund,of which £100,000 was ordinary equity and £75,000 was 8 per cent. five yearloan stock. The C Share Fund made an investment of £75,000, of which £50,000was ordinary equity and £25,000 was loan stock. Following the increases inallowable investment limits, a follow on investment of £125,000 in 8 per cent.five year loan stock was made by the Ordinary Share Fund in July 2012. The CShare Fund also made a £75,000 follow on investment of 8 per cent. five yearloan stock at this time. Human Race is the UK's largest and most diverse massparticipation sports events company. Human Race owns and delivers over 58 events in triathlon, cycling, running,duathlon, aquathlon and open water swimming for over 100,000 participants ofall abilities and ages. Ordinary C Share Share 2012 Fund Fund Latest Audited Results (group) £'000 Investment Information £'000 £'000 Year ended 31 Dec Turnover 3,196 Total cost 300 150 Pre-tax profit 22 Income recognised in year/period 11 5 Net assets 2,032 Equity valuation 100 50 Valuation basis: Discounted cash flow and Loan stock valuation 200 100earnings multiple using comparablecompanies analysis Total valuation 300 150 Voting rights 1.86% 0.91%

Secure Electrans Limited ("Secure")

Secure, founded in 2000, develops internationally patented systems that providesolutions to card payment fraud for 'card not present' ("CNP") transactions.The adoption of chip and pin technology in retail environments has specificallyreduced instore card fraud which has migrated to CNP transactions. Secure'ssolution takes chip and pin technology from the retail sector and applies it tointernet-based CNP transactions. The company has developed an end-to-endpayment and security infrastructure which incorporates chip and pin and hasreceived certification from leading industry bodies and participants. In April2012, the Ordinary Share Fund made an equity investment of £100,000 and the CShare Fund invested £50,000 in equity. Ordinary C Share Share 2012 2011 Fund FundLatest Audited Results £'000 £'000 Investment Information £'000 £'000 Year ended 31 Dec 31 Dec Turnover 61 111 Total cost 100 50 Pre-tax loss (1,953) (2,146) Income recognised in year/period - - Net assets (34) 259 Equity valuation 100 50 Valuation basis: Cost Loan stock valuation - - Total valuation 100 50 Voting rights* 0.46% 0.23 * Other funds managed by Calculus Capital have combined voting rights of 14.5per cent.

Tollan Energy Limited ("Tollan")

In late January 2013, £300,000 was invested in Tollan by the Ordinary ShareFund, of which £150,000 was ordinary equity and £150,000 was loan stock. A£60,000 follow on investment was made by the Ordinary Share Fund in February2013, all of which was loan stock. Tollan has been set up to generateelectricity from renewable micro-generation facilities. In February 2013,Tollan entered into an agreement to acquire a portfolio of installed solar PVpanels on residential and commercial roofs in Northern Ireland and will benefitfrom Northern Ireland Renewable Obligation Certificates ("NIROCs"). Ordinary Share C Share Fund FundLatest Audited Results Investment Information £'000 £'000 No results available Total cost 360 - Income recognised in year/period 1 - Equity valuation 150 - Valuation basis: Cost Loan stock valuation 210 - Total valuation 360 - Voting rights* 6.38% -

Venn Life Science Holdings plc (formerly Armscote Investment Company Plc)("Venn")

In December 2012, £120,000 was invested as ordinary equity in Venn by theOrdinary Share Fund, and £80,000 by the C Share Fund. Venn is a ClinicalResearch Organisation ("CRO") with operations in France, the Netherlands andIreland and a branch office in Switzerland. The Company's near-term objectiveis the consolidation of a number of small European CROs to build a mid-sizedCRO focused on the European market, offering clients a full service,multi-centred capability in Phase II-IV trials across a range of principal disease areas. Ordinary C Share Share Fund FundLatest Audited Results Investment Information £'000 £'000 No results available Total cost 120 80 Income recognised in year/period - - Equity valuation 120 80 Valuation basis: Bid Loan stock valuation - - Total valuation 120 80 Voting rights* 1.99% 1.33% * Other funds managed by Calculus Capital have combined voting rights of 9.1per cent. Existing Holdings

Terrain Energy Limited ("Terrain")

Terrain was established in October 2009 to develop a portfolio of onshore oiland gas production and development assets, predominantly in the UK. Terrain hasinterests in six petroleum licences: Keddington, Kirklington, Dukes Wood,Kelham Hills and Burton on the Wolds in the East Midlands and Larne in NorthernIreland. Terrain is currently producing from wells at Keddington, Dukes Woodand Kirklington. On average 60 barrels of oil and 300,000 standard cubic feetof gas per day are being produced (gross). The company is currently innegotiations with several parties to acquire interests in additional onshore UKproducing licences. In January, the company appointed Steve Jenkins asnon-executive chairman. Steve was previously Chief Executive of NauticalPetroleum which was acquired by Cairn Energy in 2012. The company's mostexciting prospect is the PL1/10 licence located in the Larne-Lough Neagh Basin,onshore Northern Ireland. It is estimated that the licence contains a totalunrisked P50 prospective resource of 450 million barrels of oil should allstructures prove to be successful (45 million barrels net to Terrain). Anappraisal well is planned for early 2014. Ordinary C Share Share 2011 2010 Fund FundLatest Audited Results £'000 £'000 Investment Information £'000 £'000 Year ended 31 Dec 31 Dec Turnover 308 271 Total cost 300 90 Pre-tax loss (72) (158) Income recognised in year/period 14 3 Net assets 3,435 1,953 Equity valuation 113 47 Loan stock valuation 200 45 Valuation basis: Discounted cash flow and Total valuation 312 93

comparable companies analysis

Voting rights* 2.5% 1.1% * Other funds managed by Calculus Capital have combined voting rights of 19.3per cent.

MicroEnergy Generation Services Limited ("MicroEnergy")

MicroEnergy owns a portfolio of small onshore wind turbines.

As at 31 March 2013, 154 turbines had been installed in East Anglia andYorkshire (out of the entire fleet of 160 turbines). The portfolio will provideMicroEnergy with sufficient scale to mitigate against concerns of poorshort-term performance at any particular site. The revenues from the fleet ofinstalled turbines come from two sources, both of which are inflationprotected, being directly linked to RPI. Firstly there is the Government backedfeed-in tariff ("FIT") paid by the electricity suppliers for every kilowatt ofelectricity generated for twenty years. Secondly there is the export tariff forany surplus electricity not used by the site owner that is exported to the grid. Ordinary C Share Share 2011 Fund FundLatest Audited Results £'000 Investment Information £'000 £'000 Year ended 31 Mar Turnover 7 Total cost 300 - Pre-tax loss (107) Income recognised in year/period 10 - Net assets 1,623 Equity valuation 150 - Valuation basis: Last price paid Loan stock valuation 150 - Total valuation 300 - Voting rights* 5.1% - * Other funds managed by Calculus Capital have combined voting rights of 5.8per cent.

Lime Technology Limited ("Lime Technology")

The group comprises three main activities. 'Projects' which supplies panels forexternal wall construction. The main product is Hembuild which is sustainableand thermally efficient and is constructed of lime, hemp and linseed. Hembuildwas recently used in the construction of the Science Museum's archives in theWest of England. Lime Technology supplies proprietary lime mortars and rendersand has an External Wall Insulation ("EWI") business which addresses theinsulation needs of the older existing housing stock. Hemp Technology operatesa fibre processing plant for hemp and linseed, thus giving Lime Technologyvisibility over its supply chain from field to construction site. Morerecently, new markets, including the paper and automotive sectors have beendeveloped. The group is going through a turnaround phase with a new managementteam, product lines and direction. Whilst the building products industryremains depressed, the 'green' sector shows a modest upward trend. Ordinary C Share Share 2012 2011 Fund Fund Latest Audited Results (group) £'000 £'000 Investment information £'000 £'000 Year ended 31 Oct 31 Oct Turnover 5,997 4,507 Total cost 307 - Pre-tax loss (2,055) (2,020) Income recognised in year/period 20 - Net assets (499) (157) Equity valuation 8 - Valuation basis: Last price paid Loan stock valuation 250 - Total valuation 258 - Voting rights* 0.2% - * Other funds managed by Calculus Capital have combined voting rights of 3.9per cent.

Metropolitan Safe Custody Limited ("Metropolitan") (formerly Viscount SafeCustody Services Limited)

Metropolitan provides safe custody services in central London. In February2012, Calculus Capital invested £1.85m in Metropolitan. Metropolitan currentlyruns two safe custody sites, one in Knightsbridge, the other in St. JohnsWood. These profitable, stable businesses serve around 4,500 customersproviding access to the vaults seven days a week. In June this year,Metropolitan purchased the trade and certain assets of London Safe Deposit("LSD"), one of the oldest providers in Central London, which had closed due tothe redevelopment of its site. Ordinary C Share Share 2012 2011 Fund FundLatest Audited Results £'000 £'000 Investment Information £'000 £'000 Year ended 30 Jun 30 Jun Turnover 1,447 1,330 Total cost 190 90 Pre-tax profit 270 240 Income recognised in year/period 8 4 Net assets 4,118 800 Equity valuation 103 46 Loan stock valuation 100 50 Valuation basis: Discounted cash flow and Total valuation 203 96earnings multiple Voting rights* 2.0% 0.9% *Other funds managed by Calculus Capital have combined voting rights of 35.3per cent. Qualifying Investments At the beginning of May 2013, £50,000 was invested in Benito's Hat, aMexican-themed fast casual restaurant. This investment will fund the roll-outof restaurant openings to reach new customers across London and the UK. Inmid-May, a further £50,000 was invested in Horizon Discovery Limited, atranslational genomics company. Both of these investments were for the C ShareFund.

Developments since the Year End

There have been no significant developments since the year end other than thosedisclosed above.

Outlook Although the UK remains in a low growth environment and many high profilecompanies have found conditions challenging, we believe that the investments inthe portfolio are well placed and can show good returns in the medium to longerterm. Calculus Capital Limited22 May 2013 Investment Manager's Review(Structured Products) Our non-Qualifying Investments are managed by Investec Structured Products. Asat the date of this report, the Company held a portfolio of Structured Productsbased on the FTSE 100 Index. The products differ by duration and counterparty. In line with the Company's strategy set out in the original offer documents,part of the initial cash raised has been used to build a portfolio ofStructured Products. The portfolio of Structured Products was constructed withdifferent issuers and differing maturity periods to minimise risk and create adiversified portfolio. Part of this portfolio has now reached full term; allproducts purchased which have reached maturity have returned their maximumpayoff. The recent changes are listed below. Over the last year, two of the investments reached full term within theOrdinary Share Fund: the HSBC investment matured on 6 July 2012 paying a 25.1per cent. return, and the RBS Autocallable matured on 19 March 2012, paying10.5 per cent. The Morgan Stanley product was sold on 31 October 2012 at aprice of 132.2 per cent., resulting in a positive return of £161,200 on theoriginal £500,000 investment. The product was sold to release cash flow forfurther Qualifying Investments. Within the C Share Fund, the RBS Autocallable, paying 10.5 per cent., maturedon 19 March 2012, paying out fully. The Nomura product, which was bought fromthe Ordinary Share Fund, matured on 20 February 2013, paying a return of 8.5per cent. over the 11 months that the product was held. The strong performance of the FTSE 100 has supported valuations in theStructured Products portfolio. The FTSE 100 has rallied since the New Year andis far above all of the products' strike levels. The highest strike levelremaining in both the Ordinary and C Share Funds is 5,584.5 and as at 28February the FTSE 100 was 6,360.8. Over the past three months, swap rates haveremained low and market volatility has declined.

No new investments were made in Structured Products during the period.

The Structured Products will achieve their target return subject to the FinalIndex Level of the FTSE 100 being higher than the Initial Index Level. Thecapital is at risk on a one-for-one basis ("CAR") if the FTSE 100 Index fallsmore than 50 per cent at any time during the investment term and fails to fullyrecover at maturity such that the Final Index Level is below the Initial IndexLevel. As at 28 February 2013, the following investments had been made inStructured Products: Ordinary Share Fund: FTSE 100 Strike Initial Notional Purchase Price as at Maturity Return/Capital at RiskIssuer Date Index Level Investment Price 28 February Date (CAR) 2013 The Royal 05/05/ 5,341.93 £275,000 £0.96 £1.3977 12/05/ 162.5% if FTSE 100*Bank of 2010 2015 higher; CAR if FTSE 100Scotland plc

falls more than 50%

Investec Bank 14/05/ 5,262.85 £500,000 £0.98 £1.4740 19/11/ 185% if FTSE 100* higher;plc 2010 2015 CAR if FTSE 100 falls more than 50% Abbey 25/05/ 4,940.68 £350,000 £0.99 £1.5789 18/11/ 185% if FTSE 100* higher;National 2010 2015 CAR if FTSE 100 falls moreTreasury than 50%Services Abbey 03/08/ 5,584.51 £50,000 £1.00 £1.1954 05/02/ 126% if FTSE 100* higher;National 2011 2014 CAR if FTSE 100 falls moreTreasury than 50%Services Matured/sold FTSE 100 Initial Index Price at Maturity Strike Level at Notional Purchase Maturity/ Date/Date Return/Capital at RiskIssuer Date Maturity Investment Price Sale Sold (CAR)

HSBC Bank plc 01/07/ 4,805.75 £500,000 £1.00 £1.2510 06/07/ 125.1% if FTSE 100*

2010 2012 higher; CAR if FTSE 100 falls more than 50% The Royal 18/03/ 5,718.13 £50,000 £1.00 £1.1050 19/03/ Autocallable 10.5% p.a.;Bank of 2011 2012 CAR if FTSE 100 fallsScotland plc more than 50% Nomura Bank 28/05/ 5,188.43 £350,000 £0.98 £1.2625 30/03/ 137% if FTSE 100* higher;International 2010 2012 CAR if FTSE 100 falls** more than 50% Morgan 10/06/ 5,132.50 £500,000 £1.00 £1.3224 31/10/ 134% if FTSE 100* higher;Stanley 2010 2012 CAR if FTSE 100 fallsInternational more than 50%

The total valuation of the amount invested in Structured Products in theOrdinary Share Fund as at 28 February 2013 was £1,733,752.

C Share Fund: FTSE 100 Strike Initial Notional Purchase Price as at Maturity Return/Capital at RiskIssuer Date Index Level Investment Price 28 February Date (CAR) 2013 Investec Bank 05/08/ 5,246.99 £328,000 £1.00 £1.3661 10/03/ 182% if FTSE 100* higher;plc 2011 2017 CAR if FTSE 100 falls more than 50% Abbey 03/08/ 5,584.51 £200,000 £1.00 £1.1954 05/02/ 126% if FTSE 100* higher;National 2011 2014 CAR if falls more than 50%TreasuryServices Matured/sold FTSE 100 Initial Maturity Strike Index Level at Notional Purchase Price at Date/Date Return/Capital at RiskIssuer Date Maturity Investment Price Maturity/ Sold (CAR) Sale The Royal 18/03/ 5,718.13 £200,000 £1.00 £1.1050 19/03/ Autocallable 10.5% p.a.;Bank of 2011 2012 CAR if FTSE 100 fallsScotland plc more than 50% Nomura Bank 28/05/ 5,188.43 £350,000 £1.2625 £1.3700 20/02/ 137% if FTSE 100*International 2010 2013 higher; CAR if FTSE 100 falls more than 50%

The total valuation of the amount invested in Structured Products in the CShare Fund as at 28 February 2013 was £687,147.

\* The Final Index Level is calculated using 'averaging', meaning that theaverage of the closing levels of the FTSE 100 is taken on each Business Dayover the last 2-6 months of the Structured Product plan term (the length of theaveraging period differs for each plan). The use of averaging to calculate thereturn can reduce adverse effects of a falling market or sudden market fallsshortly before maturity. Equally, it can reduce the benefits of an increasingmarket or sudden market rises shortly before maturity.

** The Nomura Structured Product was sold prior to maturity with a return oninitial investment of 28.8 per cent. This was sold to the C Share Fund.

Investec Structured Products22 May 2013 INVESTMENT PORTFOLIOAS AT 28 FEBRUARY 2013 Ordinary Share Fund Net assets % of Net Assets Structured Products 38% Unquoted - loan stock 31% Unquoted - ordinary and preference shares 31% Unquoted - liquidity funds 0% Net current assets 0% 100% Sector % of Portfolio Structured Products 38% Unquoted - Qualifying Investments 62% Unquoted - other non-Qualifying Investments 0% 100% Book % of Nature of Cost Valuation Net % ofCompany Business £'000 £'000 Assets Portfolio Structured Products Investec Bank plc Banking 490 738 16% 16% Abbey NationalTreasury Services Banking 396 612 14% 14% The Royal Bank ofScotland plc Banking 264 384 8% 8% Total StructuredProducts 1,150 1,734 38% 38% Qualifying Investments Tollan Energy Limited Energy 360 360 8% 8% Terrain Energy Limited Onshore oil and gas production 300 312 8% 8% Human Race GroupLimited Leisure 300 300 7% 7% MicroEnergy ServicesLimited Energy 300 300 7% 7% AnTech Limited Oil services 270 270 7% 7% Lime TechnologyLimited Construction 307 258 6% 6% Hampshire CosmeticsLimited Cosmetics 250 250 5% 5% Safe depositoryMetropolitan Limited services 190 203 4% 4% Oil and gasBrigantes Energy exploration andLimited production 125 140 2% 2% Venn Life Sciences ClinicalHoldings plc research 120 120 2% 2% Dryden Human CapitalGroup Limited Human resources 100 100 2% 2% Secure Electrans E-commerceLimited security 100 100 2% 2% Oil and gas exploration andCorfe Energy Limited production 75 96 2% 2% Publishing and

Heritage House Limited media services 127 - - -

Total QualifyingInvestments 2,924 2,809 62% 62% Other non-QualifyingInvestments Fidelity LiquidityFund Liquidity fund 1 1 - - Scottish WidowsLiquidity Fund Liquidity fund 1 1 - - Total Othernon-QualifyingInvestments 2 2 - - Total Investments 4,076 4,545 100% 100% Net Current Assetsless Creditors dueafter one year 17 - Net Assets 4,562 100% C Share Fund Net assets % of Net Assets Structured Products 38% Unquoted - loan stock 11% Unquoted - ordinary and preference shares 15% Unquoted - liquidity funds 6% Net current assets 30% 100% Sector % of Portfolio Structured Products 55% Unquoted - Qualifying Investments 37% Unquoted - other non-Qualifying Investments 8% 100% Book % of Nature of Cost Valuation Net % ofCompany Business £'000 £'000 Assets Portfolio Structured Products Investec Bank plc Banking 328 448 25% 36% Abbey National TreasuryServices Banking 200 239 13% 19% Total StructuredProducts 528 687 38% 55% Qualifying Investments Human Race Group Limited Leisure 150 150 9% 12% Safe depositoryMetropolitan Limited services 90 96 5% 8% Terrain Energy Limited Onshore oil and gas production 90 93 5% 7% Venn Life Sciences ClinicalHoldings plc research 80 80 4% 6% E-commerce Secure Electrans Limited security 50 50 3% 4% Publishing andHeritage House Limited media services 64 - - - 524 469 26% 37% Other non-QualifyingInvestments Fidelity Liquidity Fund Liquidity fund 101 101 6% 8% Scottish WidowsLiquidity Fund Liquidity fund 1 1 - - Total Othernon-QualifyingInvestments 102 102 6% 8% Total Investments 1,154 1,258 70% 100% Net Current Assets lessCreditors due after oneyear 547 30% Net Assets 1,805 100% Board of Directors The Board comprises four non-executive Directors, three of whom are independentof the Investment Managers. John Glencross is Chief Executive and a director ofCalculus Capital, and is accordingly not independent. The Board has substantialexperience of venture capital businesses and overall responsibility for theCompany's affairs, including determining the investment policy of the Company. Michael O'Higgins - Chairman* Kate Cornish-Bowden* John Glencross Steve Meeks *

* independent of the Investment Managers

Investment Managers Calculus Capital

Calculus Capital Limited is the Venture Capital Investments portfolio manager(VCT Qualifying Investments).

Investec Structured Products

Investec Structured Products (a trading name of Investec Bank plc) is theStructured Products portfolio manager (non VCT Qualifying Investments).

EXTRACTS FROM THE DIRECTORS' REPORT

Business Review Activities and status

The Company is registered as a public limited company and incorporated inEngland and Wales with registration number 07142153. Its shares have a premiumlisting and are traded on the London Stock Exchange.

The Company carries on business as a venture capital trust ("VCT") and itsaffairs are conducted in a manner to satisfy the conditions to enable it toobtain approval as a VCT under sections 258-332 of the Income Tax Act 2007("ITA 2007"). Details of the Company's investment policy are set out below.

On incorporation, the Company was an investment company under section 833 ofthe Companies Act 2006. On 18 May 2011 investment company status was revoked bythe Company. This was done in order to allow the Company to pay dividends toshareholders using the special reserve (a distributable capital reserve), whichhad been created on the cancellation of the share premium account on 20 October2010.

This Business Review should be read in conjunction with the Chairman'sStatement, the Investment Managers' Reviews and the portfolio analysis above.

Performance

The Board reviews performance by reference to a number of key performanceindicators ("KPIs") and considers that the most relevant KPIs are those thatcommunicate the financial performance and strength of the Company as a whole:

- total return per share - net asset value per share

- share price and discount/premium to net asset value

Further KPIs are those which show the Company's position in relation to the VCTtests which it is required to meet in order to maintain its VCT status. Thesetests are set out in the full Annual Report. The Company has receivedprovisional approval as a VCT from HM Revenue & Customs.

The financial performance of the Company is set out below:

28 February 29 February 2013 2012 Ordinary Share Fund Fair value portfolio valuation £4.5m £4.4m

Total return/(loss) (after tax) £309,000 (£80,000)

Total return/(loss) per ordinaryshare 6.5p (1.7)p NAV per ordinary share 96.3p 95.0p Ordinary share price 92.5p 97.5p Ordinary share price (discount)/premium to NAV (3.9)% 2.6% C Share Fund Fair value portfolio valuation £1.3m £1.7m

Total return/(loss) (after tax) £104,000 (£33,000)

Total return/loss per C share 5.4p (1.7)p NAV per C share 93.5p 92.6p C share price 90.0p 94.0p C share price (discount)/premium toNAV (3.7)% 1.5% To maintain its qualifying status as a VCT, each of the Ordinary Share Fund andthe C Share Fund needs to be at least 70 per cent. invested in QualifyingInvestments by the end of the relevant third accounting period. The relevantdate for the ordinary shares was 28 February 2013, at which date the qualifyingpercentage was 71.4 per cent. The relevant date for the C shares is 28 February2014; the qualifying percentage for the C shares as at 28 February 2013 was30.8 per cent.

Dividend

The Directors are recommending final dividends of 5.25p per ordinary share and4.5p per C share. Subject to approval by shareholders at the Annual GeneralMeeting, these dividends will be paid on 24 July 2013 to shareholders on theregister on 31 May 2013. Share capital

At the year end and at the date of this report, the issued share capitalcomprised 4,738,463 ordinary shares (representing 71.05 per cent. of totalvoting rights) and 1,931,095 C shares (representing 28.95 per cent. of totalvoting rights). No shares were held in Treasury.

The ordinary shares and C shares have equal voting rights, and at generalmeetings of the Company, holders are entitled to one vote on a show of handsand on a poll to one vote for every share held.

There are no restrictions concerning the transfer of securities in the Company;no restrictions on voting rights; no special rights with regard to controlattached to securities; no agreements between holders of securities regardingtheir transfer known to the Company; and no agreements to which the Company isparty that might affect its control following a successful takeover bid. The authority to issue or buy back the Company's shares and amendment of theCompany's Articles of Association require a relevant resolution to be passed byshareholders. At the Annual General Meeting held on 17 July 2012, the Directors were grantedauthority to allot shares up to an aggregate nominal amount of £206,700, andthis authority will expire at the Annual General Meeting to be held in 2017. The Directors were also authorised to issue shares for cash (without rights ofpre-emption applying) (i) up to £100,000 of each class of share by way of offerfor subscription and (ii) up to 10 per cent. of each class of share for generalpurposes, and to buy back up to 14.99 per cent. of each of the ordinary and Cshares in issue. The Board's proposals for the renewal of these authorities aredetailed in the full Annual Report.

Investment policy

At launch, it was intended that approximately 75 per cent. of the monies raisedby the Company would be invested within 60 days in a portfolio of StructuredProducts, the balance being used to meet initial costs and invested in cash ornear cash assets (as directed by the Board) and will be available to invest inVenture Capital Investments and to fund ongoing expenses.

In order to qualify as a VCT, at least 70 per cent. of the Company's assetsmust be invested in Venture Capital Investments within approximately threeyears. Thus there will be a phased reduction in the Structured Productsportfolio and corresponding build up in the portfolio of Venture CapitalInvestments to achieve and maintain this 70 per cent. threshold along thefollowing lines:

Average Exposure per Year Year 1 Year 2 Year 3 Year 4 Year 5 Year 6+ Structured Products and cash/near cash 85% 75% 35% 25% 25% 0% Venture Capital Investments 15% 25% 65% 75% 75% 100% Note: the investment allocation set out above is only an estimate and theactual allocation will depend on market conditions, the level of opportunitiesand the comparative rates of returns available from Venture Capital Investmentsand Structured Products. The combination of Venture Capital Investments and the Structured Products willbe designed to produce ongoing capital gains and income that will be sufficientto maximise both annual dividends for the first five years from funds beingraised and an interim return by an interim return date by way of a specialdividend or cash tender offer for shares. After the interim return date, unlessInvestec Structured Products is requested to make further investments inStructured Products, the relevant fund will be left with a portfolio of VentureCapital Investments managed by Calculus Capital with a view to maximisinglong-term returns. Such returns will then be dependent, both in terms of amountand timing, on the performance of the Venture Capital Investments, but with theintention to source exits as soon as possible. The portfolio of Structured Products will be constructed with different issuersand differing maturity periods to minimise risk and create a diversifiedportfolio. The Structured Products may also be collateralised whereby notes areissued by one issuer (such as Investec Bank plc) but with the underlyinginvestment risk being linked to more than one issuer (as approved by the Board)reducing insolvency risks, creating diversity and potentially increasingreturns for shareholders. If the Company invests in a collateralised StructuredProduct, the amount of the exposure to an underlying issuer will be taken intoaccount when reviewing investments for diversification. The maximum exposure toany one issuer (or underlying issuer) will be limited, in aggregate, to 15 percent. of the assets of the Company at the time of investment. StructuredProducts can and may be sold before their maturity date if required for thepurposes of making Venture Capital Investments and Investec Structured Productshas agreed to make a market in the Structured Products, should this be requiredby the Company. The intention for the portfolio of Venture Capital Investments is to build adiverse portfolio of primarily established unquoted companies across differentindustries. In order to generate income and where it is felt it would enhanceshareholder return, investments may be structured to include loan stock and/orredeemable preference shares as well as ordinary equity. It is intended thatthe amount invested in any one sector and any one company will be no more thanapproximately 20 per cent. and 10 per cent. respectively of the Venture CapitalInvestments portfolio (in both cases at the date of the investment). The Board and its Managers review the portfolio of investments on a regularbasis to assess asset allocation and the need to realise investments to meetthe Company's objectives or maintain VCT status. Where investment opportunitiesarise in one asset class which conflicts with assets held or opportunities inanother asset class, the Board will make the investment/divestment decision.

Under its Articles, the Company has the ability to borrow a maximum amountequal to 25 per cent. of the gross assets of the Company. The Board willconsider borrowing if it is in the shareholders' interests to do so. Inparticular, because the Board intends to minimise cash balances, the Companymay borrow on a short-term to medium-term basis (in particular, againstStructured Products) for cashflow purposes and to facilitate the payment ofdividends and expenses in the early years.

The Company will not vary the investment objective or the investment policy, toany material extent, without the approval of shareholders. The Company intendsto be a generalist VCT investing in a wide range of sectors.

Risk diversification

The Board controls the overall risk of the Company. Calculus Capital willensure the Company has exposure to a diversified range of Venture CapitalInvestments from different sectors. Investec Structured Products will ensurethe Company has exposure to a diversified range of Structured Products. TheBoard believes that investment in these two asset classes provides furtherdiversification.

Co-investment policy

Calculus Capital has a co-investment policy between its various funds wherebyinvestment allocations are generally offered to each party in proportion totheir respective funds available for investment, subject to: (i) a prioritybeing given to any of the funds in order to maintain their tax status; (ii) thetime horizon of the investment opportunity being compatible with the exitstrategy of each fund; and (iii) the risk/reward profile of the investmentopportunity being compatible with the target return for each fund. The terms ofthe investments may differ between the parties. In the event of any conflictsbetween the parties, the issues will be resolved at the discretion of theindependent directors, designated members and committees. It is not intendedthat the Company will co-invest with directors or members of the CalculusCapital management team (including family members). In respect of the Venture Capital Investments, funds attributable to separateshare classes will co-invest (i.e. pro rata allocation per fund, unless one ofthe funds has a pre-existing investment where the incumbent fund will havepriority, or as otherwise approved by the Board). Any potential conflict ofinterest arising will be resolved on a basis which the Board believes to beequitable and in the best interests of all shareholders. A co-investment policyis not considered necessary for the Structured Products.

Policy on Qualifying Investments

Calculus Capital follows a disciplined investment approach which focuses oninvesting in more mature unquoted companies where the risk of capital loss isreduced and prospects for exit enhanced, typically by the cash generativecharacteristics and/or strong asset bases of the investee companies. CalculusCapital, therefore, intends to:

• invest in a diversified portfolio from a range of different sectors;

• focus on companies which are cash generative and/or with a strong asset base;

• structure investments to include loans and preference shares where it is feltthis would enhance shareholder return;

• invest in companies which operate in sectors with a high degree ofpredictability and a defensible market position; and

• invest in companies which can benefit both from the capital provided byCalculus Capital but also from the many years of operating and financialexperience of the Calculus Capital team.

It is intended that the Venture Capital Investments portfolio will be spreadacross a number of investments and the amount invested in any one sector andany one company will be no more than approximately 20 per cent. and 10 percent. respectively (in both cases at the date of investment).

VCT regulation

The Company's investment policy is designed to ensure that it will meet, andcontinue to meet, the requirements for approved VCT status from HM Revenue &Customs. Amongst other conditions, the Company may not invest more than 15 percent. (by value at the time of investment) of its investments in a singlecompany and must have at least 70 per cent. by value of its investmentsthroughout the period in shares or securities in qualifying holdings, of which30 per cent. by value must be ordinary shares which carry no preferentialrights ("eligible shares"). For funds raised from 6 April 2011, the requirementfor 30 per cent. to be invested in eligible shares was increased to 70 percent.

Principal risks and uncertainties facing the Company

The Company is exposed to a variety of risks. The principal financial risks andthe Company's policies for managing these risks and the policy and practicewith regard to financial instruments are summarised in note 15 to the Accounts.

The Board has also identified the following additional risks and uncertainties:

Loss of approval as a VCT and other regulatory breaches

The Company has received provisional approval as a VCT under ITA 2007. Failureto meet and maintain the qualifying requirements for VCT status could result inthe loss of tax reliefs previously obtained, resulting in adverse taxconsequences for investors, including a requirement to repay the income taxrelief obtained, and could also cause the Company to lose its exemption fromcorporation tax on chargeable gains. The Board receives regular updates from the Managers and financial informationis produced on a monthly basis. The Board has appointed an independent adviserto monitor and advise on the Company's compliance with the VCT rules. The Company is subject to compliance with the Companies Act 2006, the rules ofthe UK Listing Authority and ITA 2007. A breach of any of these could lead tosuspension of the listing of the Company's shares on the London Stock Exchangeand/or financial penalties, with the resulting reputational implications.

Venture Capital Investments

There are restrictions regarding the type of companies in which the Company mayinvest and there is no guarantee that suitable investment opportunities will beidentified. Investment in unquoted companies, AIM-traded and PLUS Markets-traded companiesinvolves a higher degree of risk than investment in companies traded on themain market of the London Stock Exchange. These companies may not be freelymarketable and realisations of such investments can be difficult and can take aconsiderable amount of time. There may also be constraints imposed upon theCompany with respect to realisations in order to maintain its VCT status whichmay restrict the Company's ability to obtain the maximum value from itsinvestments.

Calculus Capital has been appointed to manage the Qualifying Investmentsportfolio, and has extensive experience of investing in this type ofinvestment. Regular reports are provided to the Board.

Risks attaching to investment in Structured Products

Structured Products are subject to market fluctuations and the Company may losesome or all of its investment. In the event of a long-term decline in the FTSE100 Index, or, in the case of the C Share Fund, in such other index as thisfund may be invested, there will be no gains from the Structured Products. Inthe event of a fall in the relevant index of more than 50 per cent. at any timeduring the Structured Product term, and where the Final Index Level is belowthe Initial Index Level, there will be losses on the Structured Products.

There may not be a liquid market in the Structured Products and there may neverbe two competitive market makers, making it difficult for the Company torealise its investment. Risk is increased further where there is a singlemarket maker who is also the issuer of the Structured Product. InvestecStructured Products has agreed to make a market in the Structured Products,should this be required by the Company.

Factors which may influence the market value of Structured Products includeinterest rates, changes in the method of calculating the relevant underlyingindex from time to time and market expectations regarding the futureperformance of the relevant underlying index, its composition and suchStructured Products.

Investec Structured Products has been appointed to manage the StructuredProducts portfolio for its expertise in these types of financial products.Restrictions have been agreed with Investec Structured Products relating toapproved counterparties and maximum exposure to any one counterparty.

Liquidity/marketability risk

Due to the holding period required to maintain up-front tax reliefs, there is alimited secondary market for VCT shares and investors may therefore find itdifficult to realise their investments. As a result, the market price of theshares may not fully reflect, and will tend to be at a discount to, theunderlying net asset value. The level of discount may also be exacerbated bythe availability of income tax relief on the issue of new VCT shares. The Boardrecognises this difficulty, and has taken powers to buy back shares, whichcould be used to enable investors to realise investments.

Changes to legislation/taxation

Changes in legislation or tax rates concerning VCTs in general, and VentureCapital Investments and qualifying trades in particular, may limit the numberof new Venture Capital Investment opportunities, and thereby adversely affectthe ability of the Company to achieve or maintain VCT status, and/or reduce thelevel of returns which would otherwise have been achievable.

Engagement of third party advisers

The Company has no employees and relies on services provided by third parties.The Board has appointed Calculus Capital as Investment Manager of theQualifying Investments portfolio and Investec Structured Products as InvestmentManager of the Structured Products portfolio. Capita Sinclair Henderson Limitedprovides administration, accounting and company secretarial services, andInvestec Wealth & Investments acts as custodian.

C shares versus ordinary shares

The assets relating to the C shares are managed and accounted for separatelyfrom the assets attributable to the ordinary shares. However, a number ofcompany regulations and VCT requirements are assessed at company level and,therefore, the performance of one fund may impact adversely on the other. TheBoard monitors the performance of each separate fund as well as requirements ata company level to reduce the risk of this occurring.

Future developments

As set out in the Chairman's Statement, the Directors believe that theCompany's strategy is proving effective. The success of the Structured Productsportfolio thus far provides the basis for dividend returns to shareholderswhilst enabling the construction of a portfolio of companies to generatelonger-term returns. Calculus Capital continues to find that there are a numberof attractive investment opportunities available to the Company.

Corporate social responsibility

The Company has no employees and the Board is comprised entirely ofnon-executive Directors. Day-to-day management of the Company's business isdelegated to the Investment Managers (details of the respective managementagreements are set out in the full Annual Report) and the Company itself has noenvironmental, social or community policies. In carrying out its activities andin relationships with suppliers, the Company aims to conduct itselfresponsibly, ethically and fairly.

GOING CONCERN

After making enquiries, in view of the liquidity of the Structured Productsportfolio, and having reviewed the portfolio, balance sheet and projectedincome and expenditure for the next twelve months, the Directors have areasonable expectation that the Company has adequate resources to continue inoperation for the foreseeable future. The Directors have therefore adopted thegoing concern basis in preparing the Accounts.

The full Annual Report and Accounts contains the following statements regardingresponsibility for the Accounts.

Directors' Responsibilities Statement

Statement of Directors' Responsibilities in respect of the Annual Report andthe Accounts

The Directors are responsible for preparing the Annual Report and the Accountsin accordance with applicable law and regulations.

Company law requires the Directors to prepare Accounts for each financial year.Under that law they have elected to prepare the Accounts in accordance withUnited Kingdom Generally Accepted Accounting Practice (United KingdomAccounting Standards and applicable laws). Under company law the Directors mustnot approve the Accounts unless they are satisfied that they give a true andfair view of the state of affairs and profit or loss of the Company for thatperiod.

In preparing these Accounts, the Directors are required to:

• select suitable accounting policies and then apply them consistently;

• make judgments and accounting estimates that are reasonable and prudent;

• state whether applicable UK Accounting Standards have been followed, subjectto any material departures disclosed and explained in the Accounts; and

• prepare the Accounts on the going concern basis unless it is inappropriate topresume that the Company will continue in business.

The Directors are responsible for keeping adequate accounting records that aresufficient to show and explain the Company's transactions and disclose withreasonable accuracy at any time the financial position of the Company andenable them to ensure that the Accounts comply with the Companies Act 2006.They are also responsible for safeguarding the assets of the Company and hencefor taking reasonable steps for the prevention and detection of fraud and otherirregularities. Under applicable law and regulations, the Directors are also responsible forpreparing a Directors' Report (including Business Review), Directors'Remuneration Report and Corporate Governance Statement that comply with thatlaw and those regulations, and for ensuring that the Annual Report includesinformation required by the Listing Rules of the Financial Conduct Authority. The Accounts are published on the www.calculuscapital.com website, which is awebsite maintained by one of the Company's Investment Managers, CalculusCapital Limited. The maintenance and integrity of this website is, so far as itrelates to the Company, the responsibility of Calculus Capital Limited. Thework carried out by the Auditor does not involve consideration of themaintenance and integrity of this website and accordingly, the Auditor acceptsno responsibility for any changes that have occurred to the Accounts since theywere initially presented on the website. Visitors to the website need to beaware that legislation in the United Kingdom covering the preparation anddissemination of the Accounts may differ from legislation in theirjurisdiction.

We confirm that to the best of our knowledge:

• the Accounts, prepared in accordance with the applicable set ofaccounting standards, give a true and fair view of the assets, liabilities,financial position and profit or loss of the Company; and

• the Annual Report includes a fair review of the development andperformance of the business and the position of the Company together with adescription of the principal risks and uncertainties that it faces.

On behalf of the Board Michael O'HigginsChairman22 May 2013 NON-STATUTORY ACCOUNTS The financial information set out below does not constitute the Company'sstatutory accounts for the year ended 28 February 2013 and the year ended 29February 2012 but is derived from those accounts. Statutory accounts for 2012have been delivered to the Registrar of Companies, and those for 2013 will bedelivered in due course. The Auditor has reported on those accounts; theirreport was (i) unqualified, (ii) did not include a reference to any matters towhich the Auditor drew attention by way of emphasis without qualifying theirreport and (ii) did not contain a statement under Section 498 (2) or (3) of theCompanies Act 2006. The text of the Auditor's report can be found in theCompany's full Annual Report and Accounts at www.calculuscapital.com. Income Statementfor the year ended 28 February 2013 Year Ended 28 February 2013 Year Ended 29 February 2012 Revenue Capital Revenue Capital Return Return Total Return Return Total Note £'000 £'000 £'000 £'000 £'000 £'000Ordinary Share Fund Investment holding (losses)/gains 8 - (3)

(3) - 26 26

Gain on disposal of investments 8 - 391 391 - - - Income 2 71 - 71 48 - 48 Investment management fee 3 (11) (33) (44) (12) (35) (47) Other operating expenses 4 (106) - (106) (107) - (107) (Loss)/profit on ordinary activitiesbefore tax (46) 355

309 (71) (9) (80)

Taxation on ordinary activities 5 - - - - - - (Loss)/profit for the year (46) 355 309 (71) (9) (80) Basic and diluted earnings per ordinary share 7 (1.0)p 7.5p 6.5p (1.5)p (0.2)p (1.7)p C Share Fund Investment holding gains 8 - 80 80 - 24 24 Gain on disposal of investments 8 - 72 72 - - - Income 2 13 - 13 7 - 7 Investment management fee 3 (4) (13) (17) (4) (12) (16) Other operating expenses 4 (44) - (44) (48) - (48) (Loss)/profit on ordinary activitiesbefore tax (35) 139

104 (45) 12 (33)

Taxation on ordinary activities 5 - - - - - - (Loss)/profit for the year (35) 139 104 (45) (12) (33) Basic and diluted earnings per C share 7 (1.8)p 7.2p

5.4p (2.3)p 0.6p (1.7)p

The total column of these statements represents the Income Statement of theOrdinary Share Fund and C Share Fund.

The supplementary revenue return and capital return columns are both preparedin accordance with the Association of Investment Companies' ("AIC") Statementof Recommended Practice ("SORP").

No operations were acquired or discontinued during the year.

All items in the above statement derive from continuing operations.

There were no recognised gains or losses other than those passing through theIncome Statement.

The notes form an integral part of these Accounts.

Year Ended 28 February 2013 Year Ended 29 February 2012 Revenue Capital Revenue Capital Return Return Total Return Return Total Note £'000 £'000 £'000 £'000 £'000 £'000 Total Investment holding gains 8 - 77 77 - 50 50 Gain on disposal of investments 8 - 463 463 - - - Income 2 84 - 84 55 - 55 Investment management fee 3 (15) (46) (61) (16) (47) (63) Other operating expenses 4 (150) - (150) (155) - (155)

(Loss)/profit on ordinary activities before tax (81) 494 413 (116) 3 (113)

Taxation on ordinary activities 5 - -

- - - -

(Loss)/profit for the year (81) 494

413 (116) 3 (113)

Basic and diluted earnings per ordinary share 7 (1.0)p 7.5p 6.5p (1.5)p (0.2)p (1.7)p

Basic and diluted earnings per C share 7 (1.8)p 7.2p

5.4p (2.3)p 0.6p (1.7)p

The total column of this statement represents the Company's Income Statement.

The supplementary revenue return and capital return columns are both preparedin accordance with the AIC's SORP.

No operations were acquired or discontinued during the year.

All items in the above statement derive from continuing operations.

There were no recognised gains or losses other than those passing through theIncome Statement.

The notes form an integral part of these Accounts.

Reconciliation of Movements in Shareholders' Fundsfor the year ended 28 February 2013

Share Capital Capital Share Premium Special Reserve Reserve Revenue Capital Account Reserve Realised Unrealised Reserve Total £'000 £'000 £'000 £'000 £'000 £'000 £'000 Ordinary Share Fund For the year ended 28 February 2013 1 March 2012 47 - 4,226 (61) 472 (183) 4,501 Change in accrual of IFA trail commission - - 1 - - - 1 Investment holding losses - - - - (3) - (3) Gain on disposal of investments - - - 391 - - 391 Management fee allocated to capital - - -

(33) - - (33)

Revenue return on ordinary activities after tax - - - - - (46) (46) Dividend paid - - (249) - - - (249) Closing balance 47 - 3,978 297 469 (229) 4,562 For the year ended 29 February 2012 1 March 2011 47 752 3,729 (26) 446 (112) 4,836 Cancellation of share premium - (747) 747 - - - - Expenses of share issue - (5) (1) - - - (6) Investment holding gains - - - - 26 - 26 Management fee allocated to capital - - -

(35) - - (35)

Revenue return on ordinary activities after tax - - - - - (71) (71) Dividend paid - - (249) - - - (249) 29 February 2012 47 - 4,226 (61) 472 (183) 4,501

The notes form an integral part of these Accounts.

Share Capital Capital Share Premium Special Reserve Reserve Revenue Capital Account Reserve

Realised Unrealised Reserve Total

£'000 £'000 £'000 £'000 £'000 £'000 £'000 C Share Fund For the year ended 28 February 2013 1 March 2012 19 - 1,802 (12) 24 (45) 1,788 Investmentholding gains - - - - 80 - 80 Gain ondisposal ofinvestments - - - 72 - - 72 Management feeallocated tocapital - - - (13) - - (13) Revenue returnon ordinaryactivitiesafter tax - - - - - (35) (35) Dividend paid - - (87) - - - (87) Closing balance 19 - 1,715 47 104 (80) 1,805 For the year ended 29 February 2012 1 March 2011 - - - - - - - Increase in share capital in issue 19 1,912 - - - - 1,931 Cancellation of share premium - (1,802) 1,802 - - - - Expenses of share issue - (110) - - - - (110) Investment holding gains - - - - 24 - 24 Management fee allocated to capital - - -

(12) - - (12)

Revenue return on ordinary activities - - - - - (45) (45)after tax 29 February 2012 19 - 1,802 (12) 24 (45) 1,788

The notes form an integral part of these Accounts.

Share Capital Capital Share Premium Special Reserve Reserve Revenue Capital Account Reserve Realised Unrealised Reserve Total £'000 £'000 £'000 £'000 £'000 £'000 £'000 Total For the year ended28 February 2013 1 March 2012 66 - 6,028 (73) 496 (228) 6,289 Change inaccrual of IFAtrailcommission - - 1 - - - 1 Investmentholding gains - - - - 77 - 77 Gain ondisposal ofinvestments - - - 463 - - 463 Management feeallocated tocapital - - - (46) - - (46) Revenue returnon ordinaryactivitiesafter tax - - - - - (81) (81) Dividend paid - - (336) - - - (336) Closing balance 66 - 5,693 344 573 (309) 6,367 For the yearended 29February 2012 1 March 2011 47 752 3,729 (26) 446 (112) 4,836 Increase in 19 1,912 - - - - 1,931share capitalin issue Cancellation of - (2,549) 2,549 - - - -share premium Expenses of - (115) (1) - - - (116)share issue Investment - - - - 50 - 50holding gains Management fee - - - (47) - - (47)allocated tocapital Revenue return - - - - - (116) (116)on ordinaryactivitiesafter tax Dividend paid - - (249) - - - (249) 29 February 66 - 6,028 (73) 496 (228) 6,2892012

The notes form an integral part of these Accounts.

Balance Sheetas at 28 February 2013 28 February 29 February 2013 2012 Note £'000 £'000 Ordinary Share Fund Fixed assets Investments 8 4,545 4,435 Current assets Debtors 9 110 119 Cash at bank and on deposit 4 28 114 147 Creditors: amounts falling due within one year Creditors 10 (87) (66) Net current assets 27 81 Non-current liabilities IFA trail commission (10) (15) Total net assets 4,562 4,501 Capital and reserves Called-up share capital 11 47 47 Share premium account - - Special reserve 3,978 4,226 Capital reserve - realised 297

(61)

Capital reserve - unrealised 469 472 Revenue reserve (229) (183) Equity shareholders' funds 4,562 4,501 Net asset value per ordinary share -basic 12 96.3p

95.0p

The notes form an integral part of these Accounts.

28 February 29 February 2013 2012 Note £'000 £'000 C Share Fund Fixed assets Investments 8 1,258 1,691 Current assets Debtors 9 35 51 Cash at bank and on deposit 556 104 591 155 Creditors: amounts falling due withinone year Creditors 10 (36) (48) Net current assets 555 107 Non-current liabilities IFA trail commission (8) (10) Net assets 1,805 1,788 Capital and reserves Called-up share capital 11 19 19 Share premium account - - Special reserve 1,715 1,802 Capital reserve - realised 47 (12) Capital reserve - unrealised 104 24 Revenue reserve (80) (45) Equity shareholders' funds 1,805 1,788

Net asset value per C share - basic 12 93.5p 92.6p

The notes form an integral part of these Accounts.

28 February 29 February 2013 2012 Note £'000 £'000 Total Fixed assetsInvestments 8 5,803 6,126 Current assetsDebtors 9 145 170Cash at bank and on deposit 560 132 705 302 Creditors: amounts falling due within one yearCreditors 10 (123) (114) Net current assets 582 188 Non-current liabilitiesIFA trail commission (18) (25) Total net assets 6,367 6,289 Capital and reservesCalled-up share capital 11 66 66Share premium account - -Special reserve 5,693 6,028 Capital reserve - realised 344 (73)Capital reserve - unrealised 573 496Revenue reserve (309) (228) Equity shareholders' funds 6,367 6,289 Net asset value per ordinary share - basic 12 96.3p

95.0p

Net asset value per C share - basic 12 93.5p

92.6p

These Accounts were approved by the Board of Directors of Investec StructuredProducts Calculus VCT plc and were authorised for issue on 22 May 2013 and weresigned on its behalf by: Michael O'HigginsChairman

Registered No. 07142153 England & Wales

The notes form an integral part of these Accounts.

Cash Flow Statementfor the year ended 28 February 2013 28 February 29 February 2013 2012 Note £'000 £'000 Ordinary Share Fund Operating activities Investment income received 56 24 Deposit interest received 2 2 Investment management fees (22) (46) Other cash payments (85) (104) Cash expended from operations 13 (49) (124) Cash flow from investing activities Purchase of investments (1,700) (755) Sale of investments 1,978 855 Net cash flow from investing activities 278 80 Net cash flow before financing 229 (44) Cash flow from financing activities Expenses of share issues (4) (5) Net cash flow from financing activities (4) (5) Equity dividend paid (249) (249) Decrease in cash at bank and on deposit (24) (298)

The notes form an integral part of these Accounts.

Year Ended Year Ended 28 February 29 February 2013 2012 Note £'000 £'000 C Share Fund Operating activities Investment income received 8 4 Deposit interest received - - Investment management fees (9) (12) Other cash payments (20) (79) Cash expended from operations 13 (21) (87) Cash flow from investing activities Purchase of investments (722) (2,594) Sale of investments 1,307 928 Net cash flow from investing activities 585 (1,666) Net cash flow before financing 564 (1,753) Cash flow from financing activities Shares issued - 1,931 Expenses of share issues (25) (74) Net cash flow from financing activities (25) 1,857 Equity dividend paid (87) - Increase in cash at bank and on deposit 452 104

The notes form an integral part of these Accounts.

Year Ended Year Ended 28 February 29 February 2013 2012 Note £'000 £'000 Total Operating activities Investment income received 64 28 Deposit interest received 2 2 Investment management fees (31) (58) Other cash payments (105) (183) Cash expended from operations 13 (70) (211) Cash flow from investing activities Purchase of investments (2,422) (3,369) Sale of investments 3,285 1,783 Net cash flow from investing activities 863

(1,586)

Net cash flow before financing 793

(1,797)

Cash flow from financing activities Shares issued - 1,931 Expenses of share issues (29) (79) Net cash flow from financing activities (29) 1,852 Equity dividend paid (336) (249) Increase/(decrease) in cash at bank and on deposit 428

(194)

The notes form an integral part of these Accounts.

NOTES TO THE ACCOUNTS 1. Accounting Policies Basis of accounting These Accounts cover the 12 month period 1 March 2012 to 28 February 2013, andhave been prepared under the historical cost convention, except for thevaluation of financial assets at fair value through profit or loss, inaccordance with UK Generally Accepted Accounting Practice ("UK GAAP") and theStatement of Recommended Practice, Financial Statements of Investment TrustCompanies and Venture Capital Trusts ("the SORP") issued by the Association ofInvestment Trust Companies ("AIC") in January 2009. These Accounts are preparedon the going concern basis.

In determining the analysis of total income and expenses as between capitalreturn and revenue return, the Directors have followed the guidance containedin the AIC SORP, as revised in 2009, and on the assumption that the Companymaintains VCT status.

Expenses are allocated between the Ordinary Share Fund and the C Share Fund onthe basis of the ratio of the number of shares held by the respective fund tothe total number of ordinary and C shares where the expense is a sharedexpense. Where expenses are not shared in this proportion, they are applied onthe basis of the most accurate method. The Ordinary Share Fund and C Share Fund share bank accounts. Each funds' shareof the bank accounts is based on actual receipts and payments. These cash flowsare allocated according to the accounting policy for income and expensesrespectively.

The Company has not prepared consolidated accounts and has accounted for itssubsidiary, Investec SPV Limited, as an investment on the grounds that itsresults are immaterial to the Company.

The Company's Accounts are presented in Sterling.

Investments at fair value through profit or loss

The Company aims to invest in portfolios of Structured Products and VentureCapital Investments that will provide sufficient total returns to allow theCompany to pay annual dividends and provide long-term capital returns forinvestors. As a result, all investments held by the Company are designated,upon initial recognition, as held at fair value through profit or loss, inaccordance with Financial Reporting Standard 26 'Financial Instruments:Recognition and Measurement' and the AIC SORP. The Company manages andevaluates the performance of these investments on a fair value basis inaccordance with its investment strategy, and information about the portfolio isprovided internally on this basis to the Board. Fair value is the amount forwhich an asset can be exchanged between knowledgeable, willing parties in anarm's length transaction. Investments held at fair value through profit or lossare initially recognised at cost, being the consideration given and excludingtransaction or other dealing costs associated with the investment, which areexpensed and included in the capital column of the Income Statement.Subsequently, investments are measured at fair value, with gains and losses oninvestments recognised in the Income Statement and allocated to capital. Allpurchases and sales of investments are accounted for on trade date basis. For investments actively traded in organised financial markets, fair value isgenerally determined by reference to quoted market bid, or last, prices,depending on the convention of the exchange on which the investment is quoted,at the close of business on the Balance Sheet date.

Structured Products are valued by reference to the FTSE 100 Index, with midprices for the Structured Products provided by the product issuers. Anadjustment is made to these prices to take into account any bid/offer spreadsprevalent in the market at each valuation date. These spreads are eitherdetermined by the issuer or recommended by the Structured Products Manager,Investec Structured Products (a trading name of Investec Bank plc).

Unquoted investments are valued using an appropriate valuation technique so asto establish what the transaction price would have been at the Balance Sheetdate. Such investments are valued in accordance with the International PrivateEquity and Venture Capital Association (''IPEVCA") guidelines. Primaryindicators of fair value are derived from earnings multiples, recent arm'slength market transactions, net assets or, where appropriate, at cost forrecent investments or the discounted cash flow valuation as at the previousreporting date.

Income

Dividends receivable on equity shares are recognised as revenue on the date onwhich the shares or units are marked as ex-dividend. Where no ex-dividend dateis available, the revenue is recognised when the Company's right to receive ithas been established.

Interest receivable from fixed income securities is recognised using theeffective interest rate method. Interest receivable on bank deposits isincluded in the Accounts on an accruals basis.

The gains and losses arising on investments in Structured Products areallocated between revenue and capital according to the nature of eachStructured Product. This is dependent on the extent to which the return on theStructured Product is capital or revenue based.

Other revenue is credited to the revenue column of the Income Statement whenthe Company's right to receive the revenue has been established.

Expenses

All expenses are accounted for on an accruals basis. Expenses are charged tothe Income Statement as follows:

• expenses, except as stated below, are charged to the revenue column of theIncome Statement;

• expenses incurred on the acquisition or disposal of an investment are takento the capital column of the Income Statement;

• expenses are charged to the capital column of the Income Statement where aconnection with the maintenance or enhancement of the value of the investmentscan be demonstrated. In this respect management fees have been allocated 75 percent. to the capital column and 25 per cent. to the revenue column of theIncome Statement, being in line with the Board's expected long-term split ofreturns, in the form of capital gains and revenue respectively, from theinvestment portfolio of the Company; and • expenses associated with the issue of shares are deducted from the sharepremium account. Annual IFA trail commission covering a five year period sinceshare allotment has been provided for in the Accounts as, due to the nature ofthe Company, it is probable that this will be payable. The commission isapportioned between current and non-current liabilities. Expenses incurred by the Company in excess of the agreed cap, currently 3 percent. of the gross amount raised from the offer for subscription of ordinaryshares and C shares respectively for the 2009/2010, 2010/2011 and 2011/2012 taxyears (excluding irrecoverable VAT, annual trail commission and performanceincentive fees), can be clawed back from Investec Structured Products until theOrdinary Share Interim Return Date. Any clawback is treated as a credit againstthe expenses of the Company.

Investment management and performance fees

Calculus Capital, as Investment Manager of the VCT qualifying portfolio,receives an annual investment management fee of an amount equivalent to 1.0 percent. of the net assets of the respective share fund.

Investec Structured Products, as Investment Manager of the Structured Productsportfolio, does not receive any annual management fees from the Company.Investec Structured Products is entitled to an arrangement fee from theproviders of Structured Products as detailed in note 17.

The Investment Managers will each receive a performance incentive fee payablein cash of an amount equal to 10 per cent. of dividends and distributions paid(including the relevant distribution being offered) to holders of ordinaryshares over and above 105 pence per ordinary share (this being a 50 per cent.return on an initial net investment of 70 pence per ordinary share taking intoaccount upfront income tax relief) provided holders of ordinary shares havereceived or been offered an interim return of at least 70 pence per share forpayment on or before 14 December 2015. Such performance incentive fees will bepaid within 10 business days of the date of payment of the relevant dividend ordistribution.

For the C Shares Fund, Investec Structured Products and Calculus Capital willbe entitled to performance incentive fees as set out below:

* 10 per cent. of C Shareholder Proceeds in excess of 105p up to and includingProceeds of 115p per C share, such amount to be paid within ten business daysof the date of payment of the relevant dividend or distribution pursuant towhich a return of 115p per C share is satisfied; and

* 10 per cent. of C Shareholder Proceeds in excess of 115p per C share, suchamounts to be paid within ten business days of the date of payment of therelevant dividend or distribution;

provided in each case that C shareholders have received or been offered the CShare Interim Return of at least 70p per C share on or before 14 March 2017 andat least a further 45p per C share having being received or offered for paymenton or before the 14 March 2019.

Capital reserve

The capital return component of the return for the year is taken to thenon-distributable capital reserves within the Reconciliation of Movements inShareholders' Funds.

Special reserve The special reserve was created by the cancellation of the Ordinary ShareFund's share premium account on 20 October 2010. A further cancellation of theshare premium account occurred on 23 November 2011 for both the Ordinary ShareFund and C Share Fund. The special reserve is a distributable reserve createdto be used by the Company inter alia to write off losses, fund market purchasesof its own ordinary and C shares, make distributions and/or for other corporatepurposes.

The Company was formerly an investment company under section 833 of theCompanies Act 2006. On 18 May 2011 investment company status was revoked by theCompany. This was done in order to allow the Company to pay dividends toshareholders using the special reserve.

Taxation

Deferred tax is recognised in respect of all timing differences that haveoriginated but not reversed at the Balance Sheet date where transactions orevents that result in an obligation to pay more tax in the future have occurredat the Balance Sheet date. This is subject to deferred tax assets only beingrecognised if it is considered more likely than not that there will be suitableprofits from which the future reversals of the underlying timing differencescan be deducted. Timing differences are differences between the Company'staxable profits and its results as stated in the Accounts. Deferred tax is measured at the average tax rates that are expected to apply inthe periods in which the timing differences are expected to reverse, based ontax rates and laws that have been enacted or substantially enacted by theBalance Sheet date. Deferred tax is measured on a non-discounted basis.

No taxation liability arises on gains from sales of fixed asset investments bythe Company by virtue of its Venture Capital Trust status. However, the netrevenue (excluding UK dividend income) accruing to the Company is liable tocorporation tax at the prevailing rates.

Dividends

Dividends to shareholders are accounted for in the period in which they arepaid or approved in general meetings. Dividends payable to equity shareholdersare recognised in the Reconciliation of Movements in Shareholders' Funds whenthey are paid, or have been approved by shareholders in the case of a finaldividend and become a liability of the Company. 2. Income Year Ended Year Ended 28 February 29 February 2013 2012 £'000 £'000 Ordinary Share Fund

UK unfranked loan stock interest 68 44

Liquidity fund interest 1 2 Bank interest 2 2 71 48 Total income comprises: Interest 71 48 71 48 C Share Fund UK unfranked loan stock interest 12 4 Liquidity fund interest 1 3 13 7 Total income comprises: Interest 13 7 13 7 Total

UK unfranked loan stock interest 80 48

Liquidity fund interest 2 5 Bank interest 2 2 84 55 Total income comprises: Interest 84 55 84 55 3. Management Fee Year Ended Year Ended 28 February 2013 29 February 2012 Revenue Capital Total Revenue Capital Total £'000 £'000 £'000 £'000 £'000 £'000 Ordinary Share Fund Investment management fee 11 33 44 12 35 47 C Share Fund Investment management fee 4 13 17 4 12 16 Total Investment management fee 15 46 61 16 47 63

No performance fee was paid during the year.

4. Other Expenses Year Ended Year Ended 28 February 29 February 2013 2012 £'000 £'000 Ordinary Share Fund Directors' fees 47 60 Secretarial and accounting fees 59 57 Auditor's remuneration - audit services 15 14 - taxation compliance services 3 3 Other 44 54

Clawback of expenses in excess of 3% cap (62) (81)

106 107 C Share Fund Directors' fees 19 20 Secretarial and accounting fees 24 19 Auditor's remuneration - audit services 6 5 - taxation compliance services 1 1 Other 22 52

Clawback of expenses in excess of 3% cap (28) (49)

44 48 Year Ended Year Ended 28 February 29 February 2013 2012 £'000 £'000 Total Directors' fees 66 80 Secretarial and accounting fees 83 76 Auditor's remuneration - audit services 21 19 - taxation compliance services 4 4 Other 66 106

Clawback of expenses in excess of 3% cap (90) (130)

150 155

Further details of Directors' fees can be found in the Directors' RemunerationReport in the full Annual Report.

5. Taxation Year Ended 28 February Year Ended 29 February 2013 2012 Revenue Capital Total Revenue Capital Total £'000 £'000 £'000 £'000 £'000 £'000 Ordinary Share Fund (Loss)/profit on ordinaryactivities before tax (46) 355 309 (71) (9) (80) Theoretical tax at UK Corporation Tax rate of 24.2% (2012: 26.5%) (11) 86 75 (19) (2) (21) Timing differences: Loss not

recognised, carried forward 11 8 19 19 9 28

Effects of non-taxable gains - (94) (94) - (7) (7)

Tax on (loss)/profit for the period - - - - - - C Share Fund (Loss)/profit on ordinaryactivities before tax (35) 139 104 (45) 12 (33) Theoretical tax at UK Corporation Tax rate of 24.2% (2012: 26.5%) (9) 34 25 (12) 3 (9) Timing differences: Loss not

recognised, carried forward 9 3 12 12 3 15

Effects of non-taxable gains - (37) (37) - (6) (6)

Tax on (loss)/profit for the period - - - - - - Total (Loss)/profit on ordinaryactivities before tax (81) 494 413 (112) 420 308 Theoretical tax at UK Corporation Tax rate of 24.2% (2012: 26.5%) (20) 120 100 (31) 118 87 Timing differences: Loss notrecognised, carried forward 20 11 31 31

31

Effects of non-taxable gains - (131) (131) - (118) (118)

Tax on (loss)/profit for the period - - - - - -

At 28 February 2013, the Company had £428,064 (29 February 2012: £298,783) ofexcess management expenses to carry forward against future taxable profits.

The Company's deferred tax asset of £103,591 (29 February 2012: £73,202) hasnot been recognised due to the fact that it is unlikely the excess managementexpenses will be set off in the foreseeable future. 6. Dividends Year Year Ended Ended 28 29 February February 2013 2012 £'000 £'000Ordinary Share Fund Declared and paid: 5.25p per ordinary share in respect of theyear ended 29 February 2012 (2012: 5.25p) 249

249

Proposed final dividend: 5.25p per ordinary share in respectof the year ended 28 February 2013 249 249 C Share Fund Declared and paid: 4.5p per C share in respect of the period ended 29 February 2012 87 - Proposed final dividend: 4.5p per C share in respect of theyear ended 28 February 2013 (2012: 4.5p) 87

87

The proposed dividends are subject to approval by shareholders at theforthcoming Annual General Meeting and have not been included as a liability inthese Accounts. 7. Return per Share Year Ended Year Ended 28 February 2013 29 February 2012 Revenue Capital Total Revenue Capital Total pence pence pence pence pence pence Return per ordinary share (1.0) 7.5 6.5 (1.5) (0.2) (1.7) Return per C share (1.8) 7.2 5.4 (2.3) 0.6 (1.7) Ordinary Share Fund

Revenue return per ordinary share is based on the net revenue loss on ordinaryactivities after taxation of £46,000 (29 February 2012: £71,000) and on4,738,463 ordinary shares (29 February 2012: 4,738,463), being the weightedaverage number of ordinary shares in issue during the year.

Capital return per ordinary share is based on the net capital gain for the yearof £355,000 (29 February 2012: £9,000 loss) and on 4,738,463 ordinary shares(29 February 2012: 4,738,463), being the weighted average number of ordinaryshares in issue during the year.

Total return per ordinary share is based on the total gain on ordinaryactivities after taxation of £309,000 (29 February 2012: £80,000 loss) and on4,738,463 ordinary shares (29 February 2012: 4,738,463), being the weightedaverage number of ordinary shares in issue during the year.

C Share Fund

Revenue return per C share is based on the net revenue loss on ordinaryactivities after taxation of £35,000 (29 February 2012: £45,000) and on1,931,095 C shares (29 February 2012: 1,919,142), being the weighted averagenumber of C shares in issue during the year.

Capital return per C share is based on the net capital gain for the year of

£139,000 (29 February 2012: £12,000) and on 1,931,095 C shares (29 February2012: 1,919,142), being the weighted average number of C shares in issue duringthe year. Total return per C share is based on the total gain for the year of £104,000(29 February 2012: £33,000 loss) and on 1,931,095 C shares (29 February 2012:1,919,142), being the weighted average number of C shares in issue during theyear. 8. Investments Year Ended 28 February 2013 Structured Product Unquoted Other Investments Investments Investments Total £'000 £'000 £'000 £'000 Ordinary Share Fund Opening bookcost 2,543 1,224 196 3,963 Opening unrealised appreciation/ (depreciation) 613 (141) - 472 Opening valuation 3,156 1,083 196 4,435 Movements in year: Purchases at cost - 1,700 - 1,700 Sales proceeds (1,784) - (194) (1,978) Realised gains on sales 391 - - 391 (Decrease)/increase in unrealised appreciation (29) 26 - (3) Movements in year (1,422) 1,726 (194) 110 Closing valuation 1,734 2,809 2 4,545 Closing bookcost 1,150 2,924 2 4,076 Closing investment holding gains/ (losses) 584 (115) - 469 1,734 2,809 2 4,545 Unquoted investments include unquoted shares valued at £nil (2012: £nil) in theCompany's subsidiary, Investec SPV. These shares cost £1,834, resulting in anunrealised loss of £1,834 (2012: £1,834). Year Ended 28 February 2013 Structured Product Unquoted Other Investments Investments Investments Total £'000 £'000 £'000 £'000 C Share Fund Opening bookcost 850 244 573 1,667 Opening unrealisedappreciation/(depreciation) 85 (61) - 24 Opening valuation 935 183 573 1,691 Movements in year: Purchases at cost 442 280 - 722 Sales proceeds (836) - (471) (1,307) Realised gains on sales 72 - - 72 Increase in unrealisedappreciation 74 6 - 80 Movements in year (248) 286 (471) (433) Closing valuation 687 469 102 1,258 Closing bookcost 528 524 102 1,154 Closing investmentholding gains/(losses) 159 (55) - 104 687 469 102 1,258

Unquoted investments include unquoted shares valued at £nil (2012: £nil) in theCompany's subsidiary, Investec SPV. The shares cost £917, resulting in anunrealised loss of £917 (2012: £917).

Year Ended 28 February 2013 Structured Product Unquoted Other Investments Investments Investments Total £'000 £'000 £'000 £'000 Total Opening bookcost 3,393 1,468 769 5,630 Opening unrealised appreciation/ (depreciation) 698 (202) - 496 Opening valuation 4,091 1,266 769 6,126 Movements in year: Purchases at cost 442 1,980 - 2,422 Sales proceeds (2,620) - (665) (3,285) Realised gains on sales 463 - - 463 Increase in unrealised appreciation 45 32 - 77 Movements in year (1,670) 2,012 (665) (323) Closing valuation 2,421 3,278 104 5,803 Closing bookcost 1,678 3,448 104 5,230 Closing investment holding gains/ (losses) 743 (170) - 573 2,421 3,278 104 5,803 Note 15 provides a detailed analysis of investments held at fair value throughprofit and loss in accordance with Financial Reporting Standard 29 'FinancialInstruments: Disclosures'.

During the year the Company incurred no transaction costs on purchases inrespect of ordinary shareholder activities or C shareholder activities.

Investec SPV was incorporated on 29 November 2011. As at 28 February 2013,Investec SPV had share capital of £2,751 (2012: £2,751) and deficit and netloss of £2,751 (2012: £2,751) (note: this essentially values Investec SPV at £nil). 9. Debtors Year Ended Year Ended 28 February 29 February 2013 2012 £'000 £'000Ordinary Share Fund Prepayments and accrued income 48 38

Clawback of expenses in excess of 3% cap 62 81

110 119 C Share Fund Prepayments and accrued income 7 2 Clawback of expenses in excess of 3% cap 28 49 35 51 Total Prepayments and accrued income 55 40

Clawback of expenses in excess of 3% cap 90 130

145 170 10. Creditors Year Ended Year Ended 28 February 29 February 2013 2012 £'000 £'000Ordinary Share Fund IFA trail commission 5 5 Management fees 33 11 Audit fees 16 14 Directors' fees 6 9 Administration fees 5 5 Other creditors 22 22 87 66 C Share Fund IFA trail commission 2 2 Management fees 13 4 Audit fees 7 6 Directors' fees 2 4 Administration fees 2 2 Other creditors 10 30 36 48 Total IFA trail commission 7 7 Management fees 46 15 Audit fees 23 20 Directors' fees 8 13 Administration fees 7 7 Other creditors 32 52 123 114 11. Share Capital 28 February 2013 29 February 2012 Number £'000 Number £'000 Ordinary Share Fund Number of shares in issue 4,738,463 47 4,738,463 47 C Share Fund 1 March 1,931,095 19 - - Shares issued in year - - 1,931,095 19 Number of shares in issue 1,931,095 19 1,931,095 19 Under the Articles of Association, a resolution for the continuation of theCompany as a VCT will be proposed at the Annual General Meeting falling afterthe tenth anniversary of the last allotment (from time to time) of shares inthe Company and thereafter at five-yearly intervals.

12. Net Asset Value per Share

28 February 29 February 2013 2012Ordinary Share Fund

Net asset value per ordinary share 96.3p 95.0p

The basic net asset value per ordinary share is based on net assets (includingcurrent period revenue) of £4,562,000 (29 February 2012: £4,501,000) and on4,738,463 ordinary shares (29 February 2012: 4,738,463), being the number ofordinary shares in issue at the end of the year. 28 February 29 February 2013 2012 C Share Fund

Net asset value per C share 93.5p 92.6p

The basic net asset value per C share is based on net assets (including currentperiod revenue) of £1,805,000 (29 February 2012: £1,788,000) and on 1,931,095 Cshares (29 February 2012: 1,931,095), being the number of C shares in issue atthe end of the year. 13. Reconciliation of Net (Loss)/Profit before Tax to Cash Expended fromOperating Activities Year Ended Year Ended 28 February 29 February 2013 2012 £'000 £'000Ordinary Share Fund Gain/(loss) on ordinary activities before taxation 309 (80) Gains on investments (388) (26) Income reinvested - (1) Decrease in debtors 9 95 Increase/(decrease) in creditors 21 (112) Cash expended from operating activities (49) (124) C Share Fund Gain/(loss) on ordinary activities before taxation 104 (33) Gains on investments (152) (24) Income reinvested - (1) Decrease/(increase) in debtors 16 (51) Increase in creditors 11 22 Cash expended from operating activities (21) (87) The movement in the prior year creditors shown above does not agree with themovement shown in the Balance Sheet principally because of the effect of theliability for share issue expenses of £23,000 as at 29 February 2012 (28February 2013: £nil) which are not part of operating activities. Year Ended Year Ended 28 February 29 February 2013 2012 £'000 £'000 Total Gain/(loss) on ordinary activities before taxation 413 (113) Gains on investments (540) (50) Income reinvested - (2) Decrease in debtors 25 44 Increase/(decrease) in creditors 32 (90) Cash expended from operating activities (70) (211) The movement in the prior year creditors shown above does not agree with themovement shown in the Balance Sheet principally because of the effect of theliability for share issue expenses of £23,000 as at 29 February 2012 which arenot part of operating activities.

14. Financial Commitments

At 28 February 2013 the Company did not have any financial commitments whichhad not been accrued for.

15. Financial Instruments

The Company's objective is to produce ongoing capital gains and income thatwill provide investment returns sufficient to maximise annual dividends and tofund a special dividend or cash offer in year 6 sufficient to bringdistributions per share to 70 pence.

In order to qualify as a VCT, at least 70 per cent. of the Company'sinvestments must be invested in Venture Capital Investments withinapproximately three years of the relevant funds being raised. Thus, there willbe a phased reduction in the Structured Products portfolio and correspondingbuild up in the portfolio of Venture Capital Investments to achieve andmaintain this 70 per cent. threshold along the following lines: Average Exposure per Year Year Year Year Year Year Year 1 2 3 4 5 6+ Structured Products and cash/near cash assets 85% 75% 35% 25% 25% 0% Venture Capital Investments 15% 25% 65% 75% 75% 100% As at 28 February 2013, the Company's investment portfolio comprised 42 percent. Structured Products and 56 per cent. Qualifying Investments, by marketvalue. This is split 38 per cent. and 62 per cent. for the ordinary shareportfolio and 55 per cent. and 37 per cent. for the C share portfolio. To note,the above does not equate to the qualifying percentage for VCT shares. This isdetailed in the Business Review above.

The Company's financial instruments comprise securities and cash and liquidresources that arise directly from the Company's operations.

The principal risks the Company faces in its portfolio management activitiesare:

● Market price risk ● Credit risk ● Liquidity risk

The Company does not have exposure to foreign currency risk.

With many years experience of managing the risks involved in investing inStructured Products and Venture Capital Investments respectively, both theInvestec Structured Products team and the Calculus Capital team, together withthe Board, have designed the Company's structure and its investment strategy toreduce risk as much as possible. The policies for managing these risks aresummarised below and have been applied throughout the period under review.

Market price risk

Structured Products

The return and valuation of the Company's investments in Structured Products iscurrently linked to the FTSE 100 Index by way of a fixed return that is payableas long as the Final Index Level is no lower than the Initial Index Level. All of the current investments in Structured Products will either be capitalprotected or capital at risk on a one-to-one basis where the FTSE 100 Indexfalls by more than 50 per cent. and the Final Index Level is below the InitialIndex Level. If the FTSE 100 Index does fall by more than 50 per cent. at anytime during the investment period and fails to recover at maturity, the capitalwill be at risk on a maximum one-to-one basis (Capital at Risk ("CAR")) (e.g.if the FTSE 100 Index falls by more than 50 per cent. during the investmentperiod and on maturity is down 25 per cent., capital within that StructuredProduct will be reduced by 25 per cent.). The tables in the InvestmentManager's Review (Structured Products) above provide details of the InitialIndex Level at the date of investment and the maturity date for each of theStructured Products. On 28 February 2013, the FTSE 100 Index closed at6,360.81. By 20 May 2013 being the last practicable date prior to thepublication of these Accounts, the Index had increased by 6.2 per cent. toclose at 6,755.63. The Final Index Level is calculated using 'averaging', meaning that the averageis taken of the closing levels of the FTSE 100 on each business day over thelast two to six months of the Structured Product plan term (the length of theaveraging period differs for each plan). The Investment Manager of the Structured Products portfolio and the Boardreview this risk on a regular basis. The use of averaging to calculate thereturn can reduce adverse effects of a falling market or sudden market fallsshortly before maturity. Equally, it can reduce the benefits of an increasingmarket or sudden market rises shortly before maturity. As at 28 February 2013, the Company's investments in Structured Products werevalued at £2,421,000 (Ordinary Share Fund: £1,734,000; C Share Fund: £687,000).A 10 per cent. increase in the level of the FTSE 100 Index at 28 February 2013,given that all other variables remained constant, would have increased netassets by £132,842 (Ordinary Share Fund: £85,900; C Share Fund: £46,942). A 10per cent. decrease would have reduced net assets by £185,050 (Ordinary ShareFund: £122,154; C Share Fund: £62,897). A 10 per cent. increase would increasethe investment management fee due to Calculus Capital by £1,328 (Ordinary ShareFund: £859; C Share Fund: £469); a 10 per cent. decrease would reduce the feeby £1,851 (Ordinary Share Fund: £1,222; C Share Fund: £629). In recent years, the performance of the FTSE 100 Index has been volatile andthe Directors consider that an increase or decrease in the aggregate value ofinvestments by 10 per cent. or more is reasonably possible.

Qualifying Investments

Market risk embodies the potential for losses and includes interest rate riskand price risk.

The management of market price risk is part of the investment managementprocess. The portfolio is managed in accordance with policies in place asdescribed in more detail in the Chairman's Statement and Investment Manager'sReview (Qualifying Investments).

The Company's strategy on the management of investment risk is driven by theCompany's investment objective as outlined above. Investments in unquotedcompanies, AIM-traded and PLUS Markets-traded companies, by their nature,involve a higher degree of risk than investments in the main market. Some ofthat risk can be mitigated by diversifying the portfolio across businesssectors and asset classes. Interest is earned on cash balances and money market funds and is linked to thebanks' variable deposit rates. The Board does not consider interest rate riskto be material. Interest rates do not materially impact upon the value of theQualifying Investments. The main risk arising on the loan stock instruments iscredit risk. The Company does not have any interest bearing liabilities. As required by Financial Reporting Standard 29 'Financial Instruments:Disclosures' (the "Standard") an analysis of financial assets and liabilities,which identifies the risk of the Company's holding of such items, is provided.The Company's financial assets comprise equity, loan stock, cash and debtors.The interest rate profile of the Company's financial assets is given in the table below: As at 28 February 2013 As at 29 February 2012 Fair Value Cash Flow Fair Value Cash Flow Interest Interest Interest Interest Rate Rate Rate Rate Risk Risk Risk Risk £'000 £'000 £'000 £'000 Ordinary Share Fund Loan stock 1,410 - 700 - Money market funds - 2 - 196 Cash - 4 - 28 1,410 6 700 224 C Share Fund Loan stock 195 - 95 - Money market funds - 102 - 573 Cash - 556 - 104 195 658 95 677 Total Loan stock 1,605 - 795 - Money market funds - 104 - 769 Cash - 560 - 132 1,605 664 795 901 The variable rate is based on the banks' deposit rate, and applies to cashbalances held and the money market funds. The benchmark rate which determinesthe interest payments received on interest bearing cash balances is the Bank ofEngland base rate, which was 0.5 per cent. as at 28 February 2013.

Any movement in interest rates is deemed to have an insignificant effect on theStructured Products.

b) Credit risk Structured Products The failure of a counterparty to discharge its obligations under a transactioncould result in the Company suffering a loss. In its role as the InvestmentManager of the Structured Products portfolio and to diversify counterpartyrisk, Investec Structured Products will only invest in Structured Productsissued by approved issuers. In addition, the maximum exposure to any onecounterparty (or underlying counterparty) will be limited to 15 per cent. ofthe assets of the Company at the time of investment. Credit risk is the risk that the counterparty to a financial instrument willfail to discharge an obligation or commitment that it has entered into with theCompany. The Investment Manager has in place a monitoring procedure in respectof counterparty risk which is reviewed on an ongoing basis. The carrying amountof financial assets best represents the maximum credit risk exposure at theBalance Sheet date.

Qualifying Investments

Where an investment is made in loan stock issued by an unquoted company, it ismade as part of an overall equity and debt package. The recoverability of thedebt is assessed as part of the overall investment process and is thenmonitored on an ongoing basis by the Investment Manager who reports to theBoard on any recoverability issues. Credit risk arising on transactions with brokers relates to transactionsawaiting settlement. Risk relating to unsettled transactions is considered tobe small due to the short settlement period involved and the high creditquality of the brokers used. The Board monitors the quality of service providedby the brokers used to further mitigate this risk. All the assets of the Company which are traded on AIM or PLUS Markets are heldby Investec Wealth & Investments, the Company's custodian. Bankruptcy orinsolvency of the custodian may cause the Company's rights with respect tosecurities held by the custodian to be delayed or limited. The Board and theInvestment Manager monitor the Company's risk by reviewing the custodian'sinternal control reports.

As at 28 February 2013, the Company's credit risk exposure, by credit rating ofthe Structured Product issuer, was as follows:

Credit Risk Rating 28 February 2013 29 February 2012(Moody's unless otherwise indicated) £'000 % of Portfolio £'000 % of Portfolio Ordinary Share Fund A1 - - 518 11.7% A2 612 13.5% 978 22.1% Aa2 - - 611 13.8% A3 384 8.4% - - A - (Standard & Poor's) - - 437 9.9% Baa3 738 16.2% 612 13.8% 1,734 38.1% 3,156 71.3%Credit Risk Rating 28 February 2013 29 February 2012(Moody's unless otherwise indicated) % of % of £'000 Portfolio £'000 Portfolio C Share Fund A1 - - 207 12.2% A2 239 19.0% 213 12.6% Baa3 448 35.8% 515 30.5% 687 54.8% 935 55.3% Credit Risk Rating 28 February 2013 29 February 2012(Moody's unless otherwise indicated) £'000 % of Portfolio £'000 % of Portfolio Total A1 - - 725 11.8% A2 851 14.7% 1,191 19.4% Aa2 - - 611 10.0% A3 384 6.6% - - A - (Standard & Poor's) - - 37 7.1% Baa3 1,186 20.4% 1,127 18.4% 2,421 41.7% 4,091 66.7% c) Liquidity risk The Company's liquidity risk is managed on an ongoing basis by the InvestmentManagers. The Company's overall liquidity risks are monitored on a quarterlybasis by the Board.

The Company maintains sufficient investments in cash and readily realisablesecurities to pay accounts payable and accrued expenses as they fall due.

Structured Products

If Structured Products are redeemed before the end of the term, the Company mayget back less than the amount originally invested. The value of the StructuredProducts will be determined by the price at which the investments can actuallybe sold on the relevant dealing date. The Board does not consider this risk tobe significant as the planned investment periods in Structured Products willrange from six months to five and a half years and there is a plannedtransition from Structured Products to Qualifying Investments as detailedearlier in this note. There may not be a liquid market in the Structured Products and there may neverbe two competitive market makers, making it difficult for the Company torealise its investment. Risk is increased further where there is a singlemarket maker who is also the issuer. The Board has sought to mitigate this riskby only investing in approved issuers of Structured Products, and by limitingexposure to any one issuer (or underlying issuer).

Qualifying Investments

The Company's financial instruments include investments in unlisted equityinvestments which are not traded in an organised public market and which may beilliquid. As a result, the Company may not be able to realise quickly some ofits investments at an amount close to their fair value in order to meet itsliquidity requirements, or to respond to specific events such as deteriorationin the creditworthiness of any particular issuer.

The Board seeks to ensure that an appropriate proportion of the Company'sinvestment portfolio is invested in cash and readily realisable assets, whichare sufficient to meet any funding commitments that may arise.

Under its Articles of Association, the Company has the ability to borrow amaximum amount equal to 25 per cent. of its gross assets. As at 28 February2013 the Company had no borrowings.

d) Capital management

The capital structure of the Company consists of cash held and shareholders'equity. Capital is managed to ensure the Company has adequate resources tocontinue as a going concern, and to maximise the income and capital return toits shareholders, while maintaining a capital base to allow the Company tooperate effectively in the market place and sustain future development of thebusiness. To this end the Company may use gearing to achieve its objectives.The Company's assets and borrowing levels are reviewed regularly by the Board.

e) Fair value hierarchy

Investments held at fair value through profit and loss are valued in accordancewith IPEVCA guidelines.

The valuation method used will be the most appropriate valuation methodologyfor an investment within its market, with regard to the financial health of theinvestment and the IPEVCA guidelines. As required by the Standard, an analysis of financial assets and liabilities,which identifies the risk of the Company's holding of such items, is provided.The Standard requires an analysis of investments carried at fair value based onthe reliability and significance of the information used to measure their fairvalue. In order to provide further information on the valuation techniques usedto measure assets carried at fair value, we have categorised the measurementbasis into a "fair value hierarchy" as follows:

- Quoted market prices in active markets - "Level 1"

Inputs to Level 1 fair values are quoted prices in active markets for identicalassets. An active market is one in which transactions occur with sufficientfrequency and volume to provide pricing information on an ongoing basis. TheCompany's investments in money market funds are recognised within thiscategory.

- Valued using models with significant observable market parameters - "Level 2"

Inputs to Level 2 fair values are inputs other than quoted prices includedwithin Level 1 that are observable for the asset, either directly orindirectly. The Company's investments in Structured Products are classifiedwithin this category.

- Valued using models with significant unobservable market parameters - "Level3"

Inputs to Level 3 fair values are unobservable inputs for the asset.Unobservable inputs may have been used to measure fair value to the extent thatobservable inputs are not available, thereby allowing for situations in whichthere is little, if any, market activity for the asset at the measurement date(or market information for the inputs to any valuation models). As such,unobservable inputs reflect the assumptions the Company considers that marketparticipants would use in pricing the asset. The Company's unquoted equitiesand loan stock are classified within this category. As explained in note 1,unquoted investments are valued in accordance with the IPEVCA guidelines. The table below shows movements in the assets measured at fair value based onLevel 3 valuation techniques for which any significant input is not based onobservable market data. During the year there were no transfers between Levels1, 2 or 3. Ordinary Share Fund Financial Assets at Fair Value through Profit or Loss At 28 February 2013 Level 1 Level 2 Level 3 Total £'000 £'000 £'000 £'000 Structured Products - 1,734 - 1,734 Unquoted equity - - 1,399 1,399 Money market funds 2 - - 2 Loan stock - - 1,410 1,410 2 1,734 2,809 4,545 Financial Assets at Fair Value through Profit or Loss At 29 February 2012 Level 1 Level 2 Level 3 Total £'000 £'000 £'000 £'000 Structured Products - 3,156 - 3,156 Unquoted equity - - 383 383 Money market funds 196 - - 196 Loan stock - - 700 700 196 3,156 1,083 4,435 C Share Fund Financial Assets at Fair Value through Profit or Loss At 28 February 2013 Level 1 Level 2 Level 3 Total £'000 £'000 £'000 £'000 Structured Products - 687 - 687 Unquoted equity - - 274 274 Money market funds 102 - - 102 Loan stock - - 195 195 102 687 469 1,258 Financial Assets at Fair Value through Profit or Loss At 29 February 2012 Level 1 Level 2 Level 3 Total £'000 £'000 £'000 £'000 Structured Products - 935 - 935 Unquoted equity - - 88 88 Money market funds 573 - - 573 Loan stock - - 95 95 573 935 183 1,691 Total Financial Assets at Fair Value through Profit or Loss At 28 February 2013 Level 1 Level 2 Level 3 Total £'000 £'000 £'000 £'000 Structured Products - 2,421 - 2,421 Unquoted equity - - 1,673 1,673 Money market funds 104 - - 104 Loan stock - - 1,605 1,605 104 2,421 3,278 5,803 Financial Assets at Fair Value through Profit or Loss At 29 February 2012 Level 1 Level 2 Level 3 Total £'000 £'000 £'000 £'000 Structured Products - 4,091 - 4,091 Unquoted equity - - 471 471 Money market funds 769 - - 769 Loan stock - - 795 795 769 4,091 1,266 6,126 The Standard requires disclosure, by class of financial instruments, if theeffect of changing one or more inputs to reasonably possible alternativeassumptions would result in a significant change to the fair value measurement.The information used in determination of the fair value of Level 3 investmentsis chosen with reference to the specific underlying circumstances and positionof the investee company. The portfolio has been reviewed and both downside andupside reasonable possible alternative assumptions have been identified andapplied to the valuation of the unquoted investments. Applying the downside alternatives, the value of the unquoted investmentportfolio for the Ordinary Share Fund would be £121,399 or 4.3 per cent. lower(2012: £21,601 or 2.0 per cent. lower), for the C Share Fund it would be£31,964 or 6.8 per cent. lower (2012: £6,211 or 3.4 per cent. lower), and intotal it would be £153,363 or 4.7 per cent. lower (2012: £27,812 or 2.2 percent. lower). Using the upside alternatives, the value of the unquoted investment portfoliofor the Ordinary Share Fund would be increased by £132,073 or 4.7 per cent.(2012: £19,581 or 1.8 per cent.), for the C Share Fund it would be increased by£28,918 or 6.2 per cent. (2012: £6,900 or 3.8 per cent.), and in total it wouldbe increased by £160,991 or 4.9 per cent. (2012: £26,481 or 21.0 per cent.).

16. Transactions with Related Parties

John Glencross is considered to be a related party due to his position as ChiefExecutive and a director of Calculus Capital, one of the Company's InvestmentManagers. He does not receive any remuneration from the Company. He is adirector of Terrain, Lime Technology and Human Race, companies in which theCompany has invested.

17. Transactions with Investment Managers

Investec Structured Products, an Investment Manager to the Company, is entitledto a performance incentive fee. Investec Structured Products will receive anarrangement fee of 0.75 per cent. of the amount invested in each StructuredProduct. This arrangement fee shall be paid to Investec Structured Products bythe issuer of the relevant Structured Product. No arrangement fee will be paidto Investec Structured Products in respect of any decision to invest inInvestec-issued Structured Products. Investec Structured Products has agreed notto earn an annual management fee from the Company. As at 28 February 2013, £nil was payable by the C Share Fund (2012: £23,000) toInvestec Structured Products in relation to the initial fee of 5 per cent. ofthe gross funds raised pursuant to the original ordinary share offer. Inaddition, £90,000 (2012: £130,000) was owed by Investec Structured Products asclaw back of costs in excess of the agreed expenses cap of 3 per cent. (£62,000to the Ordinary Share Fund and £28,000 to the C Share Fund). Calculus Capital, an Investment Manager to the Company, is also entitled to aperformance incentive fee. For the year ended 28 February 2013, fees of £61,000(2012: £63,000) were payable to Calculus Capital (£44,000 payable by theOrdinary Share Fund and £17,000 by the C Share Fund), of which £46,000 (2012:£15,000) were outstanding (£33,000 by the Ordinary Share Fund and £13,000 by theC Share Fund) as at 28 February 2013.

No incentive fee accrued to either Investment Manager during the year (2012:£nil).

Calculus Capital receives an annual fee from Terrain, Lime Technology andMetropolitan for the provision of a director, as well as an annual monitoringfee which also covers the provision of certain administrative support services.Calculus Capital also receives an annual monitoring fee from MicroEnergy. Inthe year ended 28 February 2013, the amount payable to Calculus Capital whichwas attributable to the investment made by the Company was £3,951 (2012:£3,542) from Terrain, £5,695 (2012: £3,865) from Lime Technology, £2,899 (2012:£220) from Metropolitan and £2,728 (2012: £2,833) from MicroEnergy (allexcluding VAT).

Calculus Capital receives an annual fee from Brigantes and Corfe for theprovision of a director. The amount payable to Calculus Capital in the yearended 28 February 2013 which was attributable to the investment made by theCompany was £378 (2012: £nil) from Brigantes and £223 (2012: £nil) from Corfe(excluding VAT).

In the year ended 28 February 2013, Calculus Capital received arrangement feesas a result of the Company's new investments. Calculus Capital received anarrangement fee of £8,100 (2012: £nil) as a result of the Company's investmentin AnTech, £3,001 (2012: £nil) for the investment in Dryden, £7,500 (2012:£nil) for the investment in Secure Electrans Limited and £10,800 (2012: £nil)for the investment in Tollan. In the year ended 28 February 2013, Calculus Capital received an arrangementfee of £7,501 (2012: £nil) as a result of the Company's investment inHampshire. Calculus Capital also receives an annual fee from Hampshire formonitoring services and for the provision of a director. In the year ended 28February 2013, the amount paid to Calculus Capital which was attributable tothe investment made by the Company was £112 (2012: £nil). In the year ended 28 February 2013, Calculus Capital received an arrangementfee of £13,500 (2012: £nil) as a result of the Company's investment in HumanRace. Calculus Capital also receives an annual fee from Human Race formonitoring services and for the provision of a director. In the year ended 28February 2013, the amount paid to Calculus Capital which was attributable tothe investment made by the Company was £2,662 (2012: £nil).

Annual General Meeting and Separate Class Meetings

The Company's Annual General Meeting will be held at the offices of InvestecStructured Products, 2 Gresham Street, London EC2V 7QP at 11.00 am on Tuesday,2 July 2013. It will be followed by separate class meetings of the holders ofordinary shares and C shares.

For further information, please contact:

Investment Manager to the Structured Products PortfolioInvestec Structured ProductsGary DaleTelephone: 020 7597 4065 Investment Manager to the Venture Capital PortfolioCalculus Capital LimitedSusan McDonaldTelephone: 020 7493 4940 National Storage Mechanism A copy of the Annual Report and Financial Statements will be submitted shortlyto the National Storage Mechanism ("NSM") and will be available for inspectionat the NSM, which is situated at: www.morningstar.co.uk/uk/NSM ENDS

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

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