20607
Baronsmead Venture Trust plc (BVT) and Baronsmead Second Venture Trust plc (BSVT) are tax-efficient venture capital trusts, offering private investors the opportunity to achieve long term investment returns.
The Baronsmead VCTs benefit from the extensive experience, resources and network of Gresham House as their investment manager. This enables the team to resource our investees financially and practically, offering mentorship and advice through their development cycle.
Drawing on our VCT investment team’s extensive entrepreneurial network and specialist skills, we invest capital at pivotal points to push exciting businesses to the next level.
We concentrate our efforts on sectors, markets and companies benefiting from long term structural growth in order to benefit our investors and investees. Each VCT has a ‘generalist’ approach, focusing primarily on unquoted, AIM-traded and other listed companies, often co-investing with each other.
164 | 1995 | c.£40mn | ||
Diversified portfolio with exposure to 160 quoted and unquoted companies.* | VCTs established in 1995 - growing to c.£460mn AUM. | Realised c.£40mn of capital proceeds (inc. partials) over last two years, 1.1x investment cost.* | ||
* As at 31 August 2024
First introduced by the UK Government in 1995, Venture Capital Trusts (VCTs) are listed, closed-ended tax-efficient investment schemes, designed to give investors exposure to businesses and industries in an early stage of growth. VCTs offer investors a range of different potential benefits.
The UK Government brought in VCTs to encourage investments in smaller or ‘venture’ UK companies. VCTs open for investment can provide very attractive opportunities for investors, alongside wider benefits for the UK economy.
VCTs should be regarded as higher-risk investments designed for UK resident taxpayers with an investment time horizon of greater than five years, which is the minimum holding period to qualify for income tax relief. Subject to certain criteria, the VCT and the individuals who invest in them can benefit from various tax benefits. VCT tax relief, however, depends on the personal circumstances of holders of shares in VCTs. If a VCT loses its status as a VCT, an investor could lose the tax reliefs available on VCT shares resulting in adverse tax consequences for the investor. Capital at risk.
Read more on Venture Capital Trusts here.
The Baronsmead VCTs have established and diverse portfolios of unquoted, AIM-traded and other companies, which are managed and developed by Gresham House.
The Company’s investment policy is to invest primarily in a diverse portfolio of UK growth businesses, whether unquoted or traded on AIM, which are substantially based in the UK, although many of these investees may have some trade overseas.
Investments are made selectively across a range of sectors in companies that have the potential to grow and enhance their value and which will diversify the portfolio.
The company will make investments in accordance with the prevailing VCT legislation which places restrictions, inter alia, on the type and age of investee companies as well as the maximum amount of investment that such investee companies may receive.
Investment securities
Baronsmead Venture Trust invests in a range of securities including, but not limited to, ordinary and preference shares, loan stocks, convertible securities, and permitted non-qualifying investments as well as cash. Unquoted investments are usually structured as a combination of ordinary shares and loan stocks or preference shares, while AIM-traded investments are primarily held in ordinary shares. No single investment may represent more than 15% (by VCT value) of Baronsmead Venture Trust’s total investments.
Liquidity
Pending investment in VCT qualifying investments, Baronsmead Venture Trust’s cash and liquid funds are held in permitted non-qualifying investments.
Investment style
Investments are selected in the expectation that the application of private equity disciplines including active management of the investments will enhance value and enable profits to be realised on the sale of investments.
Co-investment
Baronsmead Venture Trust typically invests alongside Baronsmead Second Venture Trust in companies sourced by the Investment Manager.
The Investment Manager’s members and staff invest in unquoted investments alongside Baronsmead Venture Trust. This scheme is in line with current practice of private equity houses and its objective is to attract, recruit, retain and incentivise the Investment Manager’s team and is made on terms which align the interests of shareholders and the Investment Manager.
Borrowing powers
Should it be required Baronsmead Venture Trust’s policy is to use borrowing for short term liquidity purposes only up to a maximum of 25% of Baronsmead Venture Trust’s gross assets, as permitted by Baronsmead Venture Trust’s articles of association.
No material change will be made to Baronsmead Venture Trust’s investment policy without the approval of Shareholders by ordinary resolution at a general meeting.
Investment securities
Baronsmead Second Venture Trust invests in a range of securities including, but not limited to, ordinary and preference shares, loan stocks, convertible securities, and permitted non-qualifying investments as well as cash. Unquoted investments are usually structured as a combination of ordinary shares and loan stocks or preference shares, while AIM-traded investments are primarily held in ordinary shares. No single investment may represent more than 15% (by VCT value) of Baronsmead Second Venture Trust’s total investments.
Liquidity
Pending investment in VCT qualifying investments, Baronsmead Second Venture Trust’s cash and liquid funds are held in permitted non-qualifying investments.
Investment style
Investments are selected in the expectation that the application of private equity disciplines including active management of the investments will enhance value and enable profits to be realised on the sale of investments.
Co-investment
Baronsmead Second Venture Trust typically invests alongside Baronsmead Venture Trust in companies sourced by the Investment Manager.
The Investment Manager’s members and staff invest in unquoted investments alongside Baronsmead Second Venture Trust. This scheme is in line with current practice of private equity houses and its objective is to attract, recruit, retain and incentivise the Investment Manager’s team and is made on terms which align the interests of shareholders and the Investment Manager.
Borrowing powers
Should it be required Baronsmead Second Venture Trust’s policy is to use borrowing for short term liquidity purposes only up to a maximum of 25% of Baronsmead Second Venture Trust’s gross assets, as permitted by Baronsmead Second Venture Trust’s articles of association.
No material change will be made to Baronsmead Second Venture Trust’s investment policy without the approval of Shareholders by ordinary resolution at a general meeting.
We confirm the shares of Baronsmead Venture Trust and Baronsmead Second Venture Trust are ‘excluded securities’ in accordance with the Financial Conduct Authority’s VCT Rules and are not, therefore, subject to the restrictions applicable to the promotion of non mainstream pooled investments.
As a signatory to the UN-supported Principles for Responsible investment (PRI), Gresham House seeks to integrate sustainable investment practices into all aspects of investment selection and monitoring.
We believe that understanding and, wherever possible, improving on Environmental, Social, Economic and Governance (ESG) performance drives long-term value.
The Baronsmead VCTs invest in both public and private companies and our investment teams consider ESG factors when investing in new businesses.
To read more about our Public Equity Sustainable Investment Policy and Private Equity Sustainable Investment Policy, please click on the links below:
PUBLIC EQUITY SUSTAINABLE INVESTMENT POLICY PRIVATE EQUITY SUSTAINABLE INVESTMENT POLICY
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:
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.
The 2024 Baronsmead Venture Trust plc (BVT) and Baronsmead Second Venture Trust plc (BSVT) AGMs were held at 87 Bartholomew Close, London, EC1A 7EB on Tuesday 5 March 2024.
|| BVT Notice of AGM || BSVT Notice of AGM
Read the BVT Results of 2024 AGM announcement
Read the BSVT Results of 2024 AGM announcement
The nature of investment in VCTs
VCTs are a particular type of investment company. They were established by the UK Government with the intention of encouraging investment in smaller, or “venture”, UK companies. Investment in VCTs is high-risk and for the long-term. Prospective investors should refer to the detailed risk warnings in the relevant prospectus but key risks are set out below.
General risks
The past performance of the Baronsmead VCTs is not necessarily a guide to their future performance. The value of a VCT depends on the performance of the underlying assets. The value of the investment and dividend stream from the Baronsmead VCTs can rise and fall. Shareholders may get back less than originally invested, even taking the tax reliefs into account. There can be no guarantee that investment objectives of any of the Baronsmead VCTs will be achieved.
Risks inherent in investing in small companies
Investment in smaller companies which are unquoted, or traded on AIM or ISDX Markets, by its nature, involves a higher degree of risk than investment in larger companies, including those traded on the main market. In particular, smaller companies often have limited product lines, markets or financial resources and may be dependent for their management on a smaller number of key individuals. In addition, the market for shares in smaller companies is often less liquid than that for shares in larger companies, bringing with it potential difficulties in acquiring, valuing and disposing of such shares.
Investments held by the Baronsmead VCTs may be difficult to realise. The fact that a share is traded on AIM or PLUS-Markets does not guarantee its liquidity. The spread between the buying and selling price of such shares may be wide and thus the price used for valuation may not be achievable. Any change of governmental, economic, fiscal, monetary or political policy could materially affect, directly or indirectly, the operation of the VCTs and/or their ability to achieve or maintain VCT status.
Long-term investment and liquidity risks
An investment in a VCT is for the long term. VCT shares are not likely to be easy to sell at full value. Trading in VCT shares is not particularly active, so shares tend to be valued at a discount to their net asset value. In other words, if you seek to sell, you may be offered a price which is less than the full value of the underlying assets. Mechanisms for the buy-back of shares are explained in the annual reports for the funds, but you should have no expectation that there will be any buy-back or other opportunity to redeem your interest.
Market risks
Investment in unquoted, AIM-traded and ISDX Markets-traded companies, by its nature, involves a higher degree of risk than investment in companies traded on the main market. In particular, smaller companies often have limited product lines, markets or financial resources and may be dependent for their management on a smaller number of key individuals. In addition, the market for shares in smaller companies is often less liquid than that for shares in larger companies, bringing with it potential difficulties in acquiring, valuing and disposing of such shares.
Investments held by the Baronsmead VCT’s may be difficult to realise. The fact that a share is traded on AIM or PLUS-Markets does not guarantee its liquidity. The spread between the buying and selling price of such shares may be wide and thus the price used for valuation may not be achievable. Any change of governmental, economic, fiscal, monetary or political policy could materially affect, directly or indirectly, the operation of the Company and/or its ability to achieve or maintain final VCT status.
Tax related risks
The information on this web site is based on existing legislation, including taxation legislation. The tax reliefs described are those currently available. The tax rules or their interpretation in relation to an investment in the Baronsmead VCTs and/or rates of tax may change during the life of the Baronsmead VCTs and any such changes can be retrospective. Changes in legislation concerning VCTs in general, and qualifying holdings and qualifying trades in particular, may limit the number of new qualifying investment opportunities and/or reduce the level of returns that would otherwise have been achievable. The value of tax reliefs depends on the personal circumstances of the holders of the share in the Baronsmead VCTs, who should consult their own tax advisers before making any investment.
While it is the intention of the Directors of the Baronsmead VCTs that they will be managed so as to continue to qualify as VCTs, there can be no guarantee that the Baronsmead VCTs will maintain VCT status. If a company that has been granted approval as a VCT subsequently fails to comply with the conditions for approval, approval as a VCT may be withdrawn. In these circumstances, relief from income tax on the initial investment is repayable unless loss of approval occurs more than five years after the issue of the relevant VCT shares. In addition, relief ceases to be available on any dividend paid in respect of profits or gains in any accounting period ending when VCT status has been lost and any gains on the VCT shares up to the date from which loss of VCT status is treated as taking effect will be exempt, but gains thereafter will be taxable.
Charges and performance fees
Charges and performance fees for VCTs may be higher than Unit Trusts and Open Ended Investment companies.
The role of the Manager
Prospective investors should take their own investment and tax advice before investing in VCTs, based on their own circumstances. The clients of Gresham House Asset Management Limited (Gresham House) are the Baronsmead VCTs. Gresham House will not advise any prospective investor on the merits of investing in the VCTs or on their tax position , and nothing on this website constitutes such advice. Nobody associated with Gresham House is entitled to lead you to believe otherwise.
For further information on VCTs please access the following links:
To locate:
When will the next dividend be paid?
The Board of each Baronsmead VCT will, wherever possible, seek to pay two dividends to shareholders in each calendar year.
The ability of each Baronsmead VCT to pay dividends cannot be guaranteed. There may be variations in the amounts and timing of dividends paid. The value of the investment, and the dividend stream from the two Baronsmead VCTs, can rise and fall.
How much have I been paid in dividends?
The full record of your shareholder account is held by The City Partnership (UK) Limited, which is the Registrar for each of the Baronsmead VCTs. This information, including how much and when dividends were paid to you, is available to you online https://gresham-house-vcts.cityhub.uk.com or by telephone.
When contacting City you will need to confirm the address where your shares are registered and your shareholder account details. Please have your Shareholder Reference Number (SRN) to hand. This is shown on your share certificates, dividend tax vouchers and proxy cards.
City’s contact details are below:
Website: https://gresham-house-vcts.cityhub.uk.com
Email: registrars@city.uk.com
Address: The City Partnership (UK) Limited, The Mending Rooms, Park Valley Mills, Meltham Road, Huddersfield, HD4 7BH
Telephone: 01484 240 910
(Lines are open 9:00 am to 17:30 pm, Monday to Friday, excluding public holidays in England and Wales. Calls are charged at the standard geographic rate and will vary by provider. Calls from outside the UK will be charged at the applicable international rate.)
What dividends have been paid?
The full dividend histories, in terms of pence per share for each dividend, are shown for the relevant Baronsmead VCT. Click on the link for the Baronsmead VCT you are interested in
Baronsmead Venture Trust
Baronsmead Second Venture Trust
Can I reinvest my dividends?
Each of the Baronsmead VCTs operates a Dividend Reinvestment Plan (DRIP), providing their respective shareholders with the opportunity to reinvest their cash dividends paid by purchasing existing shares in the respective Baronsmead VCT.
As these are NOT new shares issued by the respective Baronsmead VCT, participants will not be able to claim upfront income tax relief in respect of shares bought pursuant to a DRIP. They will, however, qualify for VCT dividend and capital gains tax reliefs available as VCT shares.
Shareholders may participate in the DRIP of the respective Baronsmead VCTs, provided that they do not live in, and are not subject to the jurisdiction of, any country outside the United Kingdom that would require the respective Baronsmead VCTs or the Registrars, who manage the DRIP on behalf of the Baronsmead VCTs, to comply with local government or regulatory procedures or any similar formalities.
However, shareholders will usually have an opportunity under the current rules to make further investments in new shares in the VCT each financial year, which will generally be entitled to up front income tax relief.
How do I stop reinvesting my dividends?
Write to the Registrar to tell them you want to receive cash instead of shares when dividends are paid. However, there is a restriction in place: you can’t elect to change within two weeks of a dividend being paid.
City’s contact details are below:
Website: https://gresham-house-vcts.cityhub.uk.com
Email: registrars@city.uk.com
Address: The City Partnership (UK) Limited, The Mending Rooms, Park Valley Mills, Meltham Road, Huddersfield, HD4 7BH
Telephone: 01484 240 910
(Lines are open 9:00 am to 17:30 pm, Monday to Friday, excluding public holidays in England and Wales. Calls are charged at the standard geographic rate and will vary by provider. Calls from outside the UK will be charged at the applicable international rate.)
The City Partnership (UK) Limited is the registrar for the Baronsmead VCTs. Shareholders can manage their own accounts in any of the Baronsmead VCTs through City’s online hub. This enables shareholders to track and manage personal holdings, view their share portfolios, look at prices, implement updates such as changes of address, and get access to historical data.
City will deal with all of your queries with regard to your shareholder account. You can contact City in several ways:
Telephone:
01484 240 910
(Lines are open 9:00 am to 17:30 pm, Monday to Friday, excluding public holidays in England and Wales. Calls are charged at the standard geographic rate and will vary by provider. Calls from outside the UK will be charged at the applicable international rate.)
On-line: Gresham House VCTs Investor Hub (cityhub.uk.com)
City’s secure website, hub, allows you to manage your shareholding online. If you have not already done so, you will need to use this service on the hub web site. You should have your CIN to hand, if you are registering for the first time, you will need your access Token to hand.
Email: registrars@city.uk.com
Post: The City Partnership (UK) Limited
The Mending Rooms
Park Valley Mills
Meltham Road
Huddersfield
HD4 7BH
Website: https://gresham-house-vcts.cityhub.uk.com
Email: registrars@city.uk.com
Address: The City Partnership (UK) Limited, The Mending Rooms, Park Valley Mills, Meltham Road, Huddersfield, HD4 7BH.
Telephone: 01484 240 910
(Lines are open 9:00 am to 17:30 pm, Monday to Friday, excluding public holidays in England and Wales. Calls are charged at the standard geographic rate and will vary by provider. Calls from outside the UK will be charged at the applicable international rate.)
VCT tax advantages can be passed to your beneficiaries.
You can either:
Individuals who receive VCTs as a gift or as an inheritance can benefit from:
To view a summary of the tax implications of gifting VCT shares click here.
VCT shares in your will
To ensure your executors know what should happen to VCT shares after your death, specific instructions as to who should inherit them should be included or added to a will. Otherwise, as VCT shares are listed, in the absence of any specific intructions executors may seek to sell the shares.
All the time the shares remain in an estate there are no VCT tax advantages and the estate may have to declare the income for tax purposes if dividends are paid on the shares.
The following are possible practical steps VCT investors might take to minimise the time their shares are held in an estate after their death:
Initial VCT income tax relief & deferred capital gains
In the event of death, initial VCT income tax relief is not withdrawn even if death occurs within a minimum holding period. Any deferred capital gains are extinguished on death.
Inheritance tax
As VCT shares are listed shares they are valued with an individual’s estate and therefore contribute towards its overall value, part of which may be subject to inheritance tax although between spouses is (normally) not subject to inheritance tax. Any deferred capital gains are extinguished on death. There is no withdrawal of VCT income tax relief with respect to subscriptions for new VCT shares if a person dies within the minimum holding period.
Seeking advice
Estate planning can be a complex area and you should seek advice from an appropriately approved and qualified adviser who can provide advice based on your personal circumstances.
Notification of the death of a shareholder
In the event of the death of a shareholder, the person dealing with the deceased shareholder’s affairs should notify the Registrar.
*A potentially exempt transfer (PET) is a gift from one person to another that is not liable to inheritance tax, provided the person making the gift lives for a minimum of 7 years after the transfer is made. If death occurs within 7 years, inheritance tax is payable to the extent that the total of all PETS in the previous 7 years exceeds the nil rate band.
A VCT is a particular type of investment company. They were established by the UK Government with the intention of encouraging investments in smaller, or “venture”, UK companies. Investment in VCTs is high risk and for the long term.
Subject to certain criteria, the VCT and the individuals who invest in them can benefit from various tax benefits. The value of the reliefs depends on the personal circumstances of holders of shares in VCTs. If a VCT loses its status as a VCT, an investor could lose the tax reliefs available on VCT shares resulting in adverse tax consequences for the investor.