Baronsmead Second Venture Trust plc

Warning to Shareholders

Many companies are aware that their shareholders have received unsolicited phone calls or correspondence concerning investment matters. These are typically from “brokers” based overseas who target UK shareholders offering to sell them what often turn out to be worthless or high risk shares in US or UK investments. They can be very persistent and extremely persuasive. Shareholders are therefore advised to be very wary of any unsolicited advice, offers to buy shares at a discount or offers for free company reports.

Please note that it is very unlikely that either the Company or the Company Registrar, Computershare, would make unsolicited telephone calls to shareholders and that any such calls would relate only to official documentation already circulated to shareholders and never in respect of investment “advice”.

If you are in any doubt about the veracity of an unsolicited phone call, please call either the Company or the Registrar at the
numbers provided below.

Protect Yourself

If you are offered unsolicited investment advice, discounted shares, a premium price for shares you own, or free company or
research reports, you should take these steps before handing over any money or share certificates:

1. Get the name of the person and organisation contacting you.
2. Check the FCA Register at www.fca.org.uk/register to ensure they are authorised (or www.fca.org.uk/publication/systems-information/aifmd-small-register.pdf).
3. Use the details on the FCA Register to contact the firm.
4. Call the FCA Consumer Helpline on 0800 111 6768 (freephone) from 8am to 6pm, Monday to Friday (except public
   holidays) and 9am to 1pm, Saturday (from abroad call +44 20 7066 1000) if there are no contact details on the
   Register or you are told they are out of date.
5. Search the FCA’s list of unauthorised firms and individuals to avoid doing business with.
6. REMEMBER: if it sounds too good to be true, it probably is!

If you use an unauthorised firm to buy or sell shares or other investments, you will not have access to the Financial
Ombudsman Service (https://www.financial-ombudsman.org.uk/) or Financial Services Compensation Scheme
(https://www.fscs.org.uk/) if things go wrong.

Report a Scam

If you are approached about a share scam you should tell the FCA using the Share Fraud Reporting Form
(www.fca.org.uk/consumers/report-scam-unauthorised-firm), where you can find out about the latest investment scams.
You can also call the FCA Consumer Helpline on 0800 111 6768.

If you have already paid money (or otherwise dealt with share fraudsters) you should contact ActionFraud on 0300 123 2040 or use the ActionFraud (https://www.actionfraudalert.co.uk/) Online Reporting Tool.

More detailed information on this or similar activity can be found on the FCA website.

All figures as at 31 August 2024 unless otherwise stated

Past performance is not a reliable indicator of future results

Baronsmead Second Venture Trust plc. Registered Office and address for correspondence: 5 New Street Square, London, EC4A 3TW. Registered in England and Wales. Company Number: 04115341.

Notice of AGM 2023 >>

2024

5 March 2024 – Annual General Meeting

May/June 2024 – Announcement and posting of interim report for the six months to 31 March 2024

August 2024 – Quarterly factsheet to 30 June 2024

December 2024 – Announcement and posting of final results for the year to 30 September 2024

How to invest

Prospective and current investors can invest in the Baronsmead VCTs by subscribing for shares when the Companies raise funds through new share issuance. Investors may also buy shares in the VCTs on the secondary market, but without the same tax benefits.

To check for any Offers currently open please visit our Offers page.

Investors can also access access more information about the shares and the company through the listed company (ticker: BVT)

To receive information about share offers please sign up using the form below:

Important information

Prospective investors should carefully consider the risks associated with this form of investment and seek advice from a qualified financial adviser. Investment in smaller unquoted companies involves a higher degree of risk than investment in larger companies. VCT shares are infrequently traded, so shares are often valued at a discount to their Net Asset Value and may be difficult to realise. Shareholders may be offered a price which is less than the full value of the underlying assets.

Baronsmead Second Venture Trust KID can be found here.

Public Equity Sustainable Investment Policy >>

Private Equity Sustainable Investment Policy >>

Management and administration
Details of the management, administration, monitoring, arrangement and performance fees charged by Gresham House Asset Management Limited (the Manager or Gresham House) and co-investment arrangements are shown in the “Report of the Directors” section of the Company’s Annual Report and Accounts which are available in the “Report and Accounts” section on this web site. A summary of the fees and charges is shown below.

Annual running costs
Annual running costs, including fees payable to Gresham House, Directors’ fees, professional fees and the costs incurred by each Company in the ordinary course of business (but excluding any performance fees payable to the Manager and irrecoverable VAT), are capped at 3.5% of the Company’s net assets, any excess being met by Gresham House by way of reduction in future management fees.

The Manager is paid an annual management fee equivalent to 2.5% of the Company’s net assets which is paid quarterly in arrears.
The ongoing charges ratio as at 30 September 2020 was 2.7% (2019: 2.7%). This percentage is stated with reference to the average total shareholder funds over the last financial year.

Performance fees
A performance fee is payable to the Manager when the total return on net proceeds of the ordinary shares exceeds 8% per annum (simple) on net funds raised. The performance fee payable in any one year is capped at 5% of net assets.
To the extent that the total return exceeds the threshold, a performance fee (plus VAT) will be paid to the Manager of 10% of the excess. No performance fee was payable for the year to 30 September 2019.

Baronsmead Second Venture Trust plc (the Company) Anti-Corruption and Bribery Policy

A zero-tolerance approach is taken by the Board of Baronsmead Second Venture Trust plc to bribery and corruption. The Board are committed to acting professionally, fairly and with integrity at all times. Accordingly it expressly prohibits any Director or associated persons, when acting on behalf of the Company, from accepting, soliciting, paying, offering or promising to pay, or authorising any payment, public or private, in the United Kingdom or abroad to secure any improper benefit for them self or for the Company.

Bribery is the accepting of gifts, money, hospitality or other favours in return for providing something of value to the briber. The purpose of this policy is to set out the rules that must be followed to ensure that no bribery occurs.

The Bribery Act 2010 contains two general offences covering the offering, promising or giving of a bribe and the requesting, agreeing to receive or accepting of a bribe. It also sets out two further offences which specifically address commercial bribery: one relating to the bribery of a foreign public official in order to obtain or retain business or an advantage in the conduct of business and one creating a new form of corporate liability which an organisation can commit by failing to prevent bribery of any of its employees, subsidiaries, agents or service providers or other associated persons (defined as a person who “performs services” for or on behalf of an organisation and may include employees, contractors, agents, service providers and subsidiaries) in an attempt to obtain or retain business or a business advantage both in the UK or internationally.

The Directors of  Baronsmead Second Venture Trust plc recognise their responsibilities in ensuring that the Company has a robust policy to avoid such practices and to ensure compliance with its legal obligations. The Board has requested that it is informed immediately of any identified instances of bribery or corruption within any of its principal service providers. On an annual basis, principal service providers are required to confirm to the Company that an anti-bribery policy and adequate procedures are in place and report any identified instances of bribery or corruption and details of the corrective courses of action taken.

As part of a risk based approach, the Board has delegated to the Audit Committee, the task of carrying out an annual risk assessment on matters relating to bribery, involving due diligence enquiries in respect of persons who perform or will perform services for or on behalf of the Company, in order to mitigate identified risks.

The Audit Committee will review this policy and procedures at least annually and report back to the Board who will ensure that it is publicly available both on the Company’s website and also in its Annual Report & Accounts.

Baronsmead Second Venture Trust plc Dividend Reinvestment Plan Terms and Conditions >>

Baronsmead Second Venture Trust plc Dividend Reinvestment Plan Application Form >>

Baronsmead VCTs Privacy policy >>

Baronsmead VCTs complaints policy

Responsibilities of the Chairperson and Senior Independent Directors’

Audit Risk Committee

Management, Engagement and Remuneration Committee

Nomination Committee

Matters reserved for the Board

Fair value summary

Target market document

View our guide to help you with the sale of shares held in a venture capital trust >>