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Annual Financial Report

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THAMES VENTURES VCT 1 PLC
LEI: 213800R88MRC4Y3OIW86

30 JULY 2024
FINAL RESULTS FOR THE YEAR ENDED 31 MARCH 2024

Thames Ventures VCT 1 plc, advised by Foresight Group LLP, today announces the
final results for the year ended 31 March 2024. These results were approved by
the Board of Directors on 30 July 2024.

The Annual Report will shortly be available in full at
www.foresight.group/products/thames-ventures-vct-1-plc. All other statutory
information can also be found there.

Financial Highlights

NAV performance

The Net Asset Value per share (“NAV”) decreased by 5.7 pence per share
(11.0%) from 51.8 pence per share as at 31 March 2023 to 46.1 pence per share
at the year-end. After adding back dividends of 2.0p which were paid during
the year, NAV total return decreased by 3.7 pence per share (7.1%). This is a
relatively disappointing performance when compared to the performance of many
other VCTs and the FTSE AIM All Share and FTSE Small Cap indices over the same
period.

Dividend

The interim dividend of 1.1 pence per share paid post year-end results in
total dividends in respect of the financial year of 2.1 pence per share (2023:
2.5 pence per share), equivalent to 4.1% based on the opening net asset value.

Steady portfolio activity

Despite the potential disruption of the migration of the investment advisory
team to its new home at Foresight Group LLP, the year has seen a steady level
of portfolio activity with disposal proceeds totalling £3.4 million (2023:
£12.5 million) from eight different investee companies. Additionally, new and
follow on investments totalled £4.5 million (2023: £11.8 million) across
seven different investee companies.

Financial Summary

                                                                            Audited    Audited  
                                                                            31 Mar     31 Mar   
                                                                            2024       2023     
                                                                            Pence      Pence    
 Net asset value per share (“NAV”)                                          46.1       51.8     
 Cumulative dividends paid since 12 November 2013                           46.5       44.5     
 Total Return (net asset value plus cumulative dividends paid per share)    92.6       96.3     
 Dividends in respect of financial year                                                         
 Interim dividend per share – 2 February 2024                               1.0        1.5      
 Interim dividend per share – 26 July 2024                                  1.1        1.0      
                                                                            2.1        2.5      

Investment Objectives

The Company’s principal investment objectives are:
* To provide private investors with attractive returns from a portfolio of VCT
qualifying investments; and
* To maintain VCT status so that the Company and its shareholders may benefit
from the tax reliefs and exemptions available under the VCT legislation.
The detailed investment policy adopted to achieve the investment objectives is
set out in the Strategic Report on pages 29 and 30 of the Annual Report and
Accounts.

Chair’s Statement

Introduction

I am pleased to present the first Annual Report since I recently took over the
role of Chair of your Company. Before covering what has been another eventful
year, I would like to update Shareholders on some recent developments since
year-end.

As mentioned in our last annual report, the Board has been actively
considering options for the future of the Company, looking to pursue any that
it concluded may benefit Shareholders and enable the Company to be better
placed to serve them.

As noted in the announcement made on 26 July 2024, I am pleased to say that
the Company is in discussions to merge with Thames Ventures VCT 2 plc
(“TV2”), which would achieve, amongst other things, cost savings,
administration efficiency and increased scale. I hope any transaction will
complete in the early Autumn and will, of course, report any significant
developments to Shareholders as things progress.

Secondly, as Shareholders will be aware, the Company’s custodian of quoted
assets, IBP Capital Markets Limited (“IBP”), was put into special
administration by the FCA in October 2023. Since then, the Investment Adviser
has been working tirelessly with the Joint Special Administrators (“JSA”)
to achieve a resolution and I am pleased to inform Shareholders that on 19
July we were granted access to c. 80% of the Company’s quoted assets again
following an interim distribution by the JSA to our new custodian, with the
remainder expected to follow in due course. Unfortunately, a provision of c.
£0.88m has been made in the accounts to cover losses and costs of the JSA,
but we expect this to be a worst-case scenario and hope for a more positive
outcome as part of the final court approved distribution plan. Further details
are provided in my report below and in note 17 of the Annual Report and
Accounts.

As a result of this interim distribution, and having access to more liquidity
across the portfolio, the Board is pleased to be able to re-introduce the
Company’s share buyback policy, which was temporarily paused towards the end
of 2023.

Finally, as announced on 6 June 2024, the previous Chair, Chris Kay stepped
down from the board post year-end to pursue other interests. From that date, I
was appointed to the role of Chair and Barry Dean to Chair of the Audit
Committee. Chris had been Chair of the Board for over ten years and the Board
would like to express its thanks and gratitude for his valued contributions
and dedicated service throughout his tenure.

Turning to the year ended 31 March 2024, we have continued to see a
challenging investment environment for small growth businesses, however, there
have been some early signs of recovery in the UK market with decreasing
inflation and interest rates stabilising. Whilst not across the board, and
very early-stage, there have also been some notable portfolio updates
suggesting access to capital and post pandemic headwinds are beginning to
ease.

Investment Advisory Arrangements

This Annual Report covers the first full financial year with Foresight Group
LLP (“Foresight”) as Investment Adviser to the Company following the
acquisition from Downing LLP (“Downing”) on 4 July 2022.

In the period since, the structure has ensured a good level of continuity with
Downing providing investment advisory services for the non-venture’s
portfolio (quoted growth and yield focused investments). However, we
anticipate reviewing this arrangement as part of the wider strategic
discussions relating to the potential merger with TV2. This timing also feels
appropriate as we are now approaching the two-year anniversary following the
transfer from Downing to Foresight. All other services are already carried out
by Foresight, including administration, with Foresight being appointed Company
Secretary effective from 1 September 2023.

Net asset value and results

As at 31 March 2024, the net asset value (“NAV”) per share stood at 46.1p,
a decrease of 5.7p (or 11.0%) over the year. After adding back dividends paid
in the year of 2.0p per share, this results in a decrease of 7.1%.

The Income Statement shows losses attributable to equity shareholders for the
year of £6.7 million, comprising a revenue loss of £1.3 million and a
capital loss of £5.4 million.

Investment portfolio

During the year, the Company invested £4.5 million in seven companies, one of
which was new to the portfolio.

A total of £3.4 million of proceeds were received from the disposal of eight
investments producing a net realised loss of £8.7 million, including
dissolutions.

The whole portfolio showed investment valuation losses of £4.9 million. £0.7
million of this arose from the quoted growth investments with last year being
undoubtedly one of the most unforgiving markets for smaller AIM companies we
have seen in a long time. However, performance in the second half of the year
was considerably better than in the first half.

The Company recognised a £0.6 million loss from the yield focused
investments, driven by a £0.5 million decrease in the valuation of Doneloans
Limited.

The remaining £3.6 million loss was from the unquoted growth investments,
driven by two exceptional situations during the year which were largely
unavoidable. Firstly, a £4.1 million decrease arose in the carrying value of
Cornelis Networks Inc, as a result of a round closing in the year which had
very aggressive terms for those unable to provide follow-on investment. This
was the case for the Company as the business was no longer VCT-qualifying so
we were unable to participate in the funding round due to certain restrictive
VCT rules. Secondly, there was a £0.7 million decrease in the valuation of
Limitless Technology Limited. The company was unable to access additional
capital as a result of one of the co-investors being on the UK Sanctions List
as a result of the ongoing war in Ukraine. This ultimately resulted in the
company going into administration and the carrying value has therefore been
written down to nil.

Further details on the investment portfolio can be found within the Investment
Adviser’s Reports and the Review of Investments on pages 7 to 22 of the
Annual Report and Accounts.

Dividends

Thames Ventures VCT 1’s policy is to seek to pay annual dividends of at
least 4% of net assets per annum.

On 26 July 2024, the Company paid an interim dividend of 1.1p, taking total
dividends paid in respect of the year ended 31 March 2024 up to 2.1p per share
(2023: 2.5p), equivalent to 4.1% of the opening net assets. On this basis, the
Board is not proposing to pay a final dividend.

Shareholders are reminded that the Company operates a Dividend Reinvestment
Scheme for those investors who wish to reinvest their dividends and obtain
further income tax relief on the reinvested dividend. Shareholders can change
their election via the Thames Ventures Investor Hub provided by City
Registrars at: thames-ventures-vcts.cityhub.uk.com or by contacting the
registrar.

Special Administration of the Company’s Custodian of Quoted Assets

As previously reported, since September 2020 the Company has used IBP Capital
Markets Limited ("IBP") as custodian for its quoted investments. Appointing a
custodian is a requirement of the FCA, and IBP is an FCA authorised and
regulated wholesale broker, providing custody services and access to equity
and fixed income securities for non-retail clients (which includes the
Company). On 13 October 2023, the FCA published a supervisory notice under
section 55L(3)(a) of the Financial Services and Markets Act 2000, imposing
certain restrictions on IBP. On the same date, IBP applied to the High Court
and special administrators were appointed.

During the period since, the Investment Adviser has been actively
collaborating with the special administrators to reach a resolution, which has
involved reconciling quoted stocks held with IBP (“Custody Assets”) and
cash held with IBP (“Client Money”). As at 13 October 2023, the Company
held Client Money of £1.1 million, (1.2% of indicative NAV on the same date),
and Custody Assets of £16.9 million (19.5% of indicative NAV on the same date
with IBP).

As at 31 March 2024, two differences of value in Custody Asset holdings were
identified, Tracsis plc and Verici DX plc, resulting in a valuation decrease
of £0.28 million. With regards to Client Money, the Company has been notified
of a potential 44% cash shortfall, equating to £0.46 million, which has also
been provided for. Further to this, fees to the special administrators of
£0.14 million have been accrued. The total exposure to the Company is
therefore anticipated to be £0.88 million. Full details are provided in note
17 on page 75 of the Annual Report and Accounts.

As noted, on 19 July 2024, around 80% of the quoted investment portfolio was
returned to the Company, meaning normal management and trading of these
positions can resume. The remaining 20% will be returned following the
conclusion of the court proceedings, the timing of which is uncertain, unless
additional claims are submitted or the outcome of the court proceedings in
terms of a final distribution is any different. The Company will communicate
with Shareholders if there is any new information which materially impacts the
numbers presented in this Annual Report.

The Board of Directors would like to reiterate that managing this situation
regarding IBP has been particularly challenging for the Company. The VCT has
been unable to trade any of these quoted investments, resulting in a halt to
proper management of the effected portfolio and also impacting wider fund
operations. The many unknowns and uncertainties, some of which still remain,
has also meant updating our Shareholders has not been straightforward.

Fundraising

With the uncertainty brought about by the special administration of the
custodian of the Company’s quoted stocks, we have not been in a position to
launch a fundraise this year.

With visibility over the outcome of the IBP situation now improved, and
discussions underway for a merger with TV2, the strategic direction of the
Company with regards to fundraising will be communicated with Shareholders in
due course.

Share buybacks

The Company continues to operate a policy of buying in its own shares that
become available in the market at a 5% discount to NAV (subject to liquidity
and regulatory restrictions), which has now been reinstated following a pause
as a result of the IBP situation.

During the year, the Company purchased and subsequently cancelled 3,960,046
shares at an average price of 48.1p per share, representing 2.2% of shares in
issue at the date of the last Annual Report.

The Company retains Panmure Liberum as its corporate broker to assist in
operating the share buyback process and ensuring that the quoted spread on the
Company’s shares remains at a reasonable level. Contact details for Panmure
Liberum are on page 77 of the Annual Report and Accounts.

Responsible investing

The Board notes the commitment of the Investment Adviser, Foresight Group, to
being a “Responsible Investor”. Foresight places Environmental, Social and
Governance (ESG) criteria at the forefront of its business and investment
activities in line with best practice and in order to enhance returns for
their investors.

Further detail on the Investment Adviser’s approach to responsible
investment, including the key principles and their screening approach, can be
found on pages 23 to 25 of the Annual Report and Accounts.

VCT Qualification

At 31 March 2024, qualifying investments represented 93.3% of total
investments (including cash).

Directorate

As noted earlier in my report, Chris Kay resigned as a director of the Company
on 6 June 2024. The Board now comprises three non-executive directors, which
the Board considers to be an appropriate number for the current size of the
VCT. All of the Directors are independent of the Investment Adviser, with the
exception of Chris Allner who is considered non-independent by virtue of being
a partner at Downing LLP, the previous investment adviser to the Company,
which still provides some services to the new investment adviser.

Change of Company Secretary and Registered Office

As previously reported, Foresight Group LLP was appointed as Company Secretary
effective from 1 September 2023, succeeding Grant Whitehouse. The Board of
Directors would like to take this opportunity to thank Grant for his many
years of loyal service.

Annual General Meeting (“AGM”)

This year’s AGM will be held at Foresight Group LLP, The Shard, 32 London
Bridge Street, London, SE1 9SG at 1.00 p.m. on 4 September 2024.

If you intend to attend the AGM, please notify us by email to
investorrelations@foresightgroup.eu in case there are any changes to
arrangements that need to be communicated at short notice.

This year Shareholders will be able submit proxy votes electronically. The
details required for voting will be sent to each shareholder. The deadline for
proxy votes to be received is 6.30 p.m. on 2 September 2024.

Outlook

Whilst the Board acknowledges it has been another difficult year, resulting in
a continuing decline in NAV, there have been some early signs of recovery with
a number of interesting developments in the portfolio. The NAV decline of
7.1%, after adding back the dividends paid in the year, compares with 10.6% in
the previous financial year, which would suggest the start of a potentially
reversing trend.

In addition, the Company has generated liquidity during the year through
driving exit events, in particular relating to the legacy portfolio with three
of the unquoted yield focused assets close to completion on exits. Total
current assets as at 31 March 2024 was £15.1 million, £7.6 million of which
is cash and cash equivalents. Movement in the unquoted growth investment
portfolio was mainly the result of two write downs out of the investment
team’s control, as detailed in the Investment Advisers’ Report. The Board
believes that the portfolio has exhibited signs of improvement with portfolio
companies well-positioned to benefit from improved conditions when they arise.

Atul Devani
Chair
30 July 2024

Investment Adviser’s Report – Unquoted Growth

Portfolio overview

At 31 March 2024, the Company held total Unquoted investments of £49.3
million (2023: £51.8 million), split £36.4 million (2023: £38.0 million)
Unquoted Growth and £12.9 million (2023: £13.8 million) Unquoted
Yield-focused. Details of the Unquoted Yield-focused portfolio performance are
set out on page 10 of the Annual Report and Accounts.

The Unquoted Growth portfolio comprises 30 companies, across a range of
sectors. Following a challenging period for the year ended 31 March 2023, with
the portfolio unfavourably impacted by the downturn of the UK economy, the
financial year ended 31 March 2024 has been similarly disappointing resulting
in an overall investment valuation loss of £3.6 million (2023: loss of £3.5
million) in the portfolio.

Portfolio composition

The investment team continue to reduce the level of diversification in the
Unquoted Growth portfolio with a focus on deep tech and enterprise software,
now representing approximately 75% of the investment portfolio by valuation
following further investment into these sectors during the period of £3.3
million.

Investment activity

During the period, there was £2.1 million of proceeds generated from exits
and a total of £4.1 million invested into unquoted growth companies.

One new investment was added to the unquoted growth portfolio:

EM Scientific Limited (trading as Inoviv) (£1,435,000) has a long-term data
play in drug discovery and trials, having developed novel precision biomarker
technology which helps pharmaceutical customers run drug trials more
efficiently. This investment will enable Inoviv to further accelerate their
commercial plans, including facilitating the development of tests across more
diseases.

Follow on investments totalling £2.65 million were made into four companies:
Cambridge Touch Technologies Ltd (£1,750,000), Maestro Media Limited
(£600,000), Virtual Class Ltd (£150,000), and TidalSense Limited (formerly
Cambridge Respiratory Innovations Limited) (£150,000).

Details of the investment realisations during the year are set out on page 17
of the Annual Report and Accounts. Excluding dissolutions in the year, total
proceeds of £2.1 million were generated, producing a realised gain of
£123,000.

The largest gain in the period related to Imagen Ltd, a Software as a Service
(“SaaS”) video management platform. The investment was sold in July 2023,
returning £1.9 million, resulting in a realised gain of £884,000.

DiA Imaging Analysis Ltd, a leading provider of advanced Artificial
Intelligence based solutions for ultrasound analysis, was also sold in the
period for initial proceeds of £196,000. There is also a deferred element of
consideration meaning a gain over cost will be realised on this exit.

Portfolio valuation

Although there were some material write downs in the unquoted growth portfolio
during the period, and companies have continued to struggle in the challenging
macroeconomic environment, there have also been some positive year-on-year
movements in valuations and early signs of some potential recovery. This has
resulted in a total investment valuation loss of £3.6 million in the period,
including £217,000 in unrealised foreign exchange losses. In the year ended
31 March 2023, total losses of £3.5 million were recognised, £585,000 of
which was unrealised foreign exchange gains.

Of the £3.6 million total investment loss, total gains of £5.1 million were
offset by total losses of £8.7 million. The most significant movements are
noted below.

The largest gain in value was in Carbice Corporation Inc, which has developed
a suite of products based on its carbon material called Carbice Carbon which
is primarily used as thermal management solutions to enable greater thermal
conductivity. The valuation increased by £1.6 million, including foreign
exchange losses, as a result of the company accessing more capital in the year
and launching its Series B funding round.

Other unrealised valuation gains include:

FundingXchange Limited, a fintech platform delivering SME lenders insights
into their portfolio trends, was uplifted £912,000 during the year as a
result of closing a £5m investment from Barclays in February 2024 as part of
the company’s Series B funding round. This revaluation is the result of a
calibration to the price set by this funding round.

Cambridge Touch Technologies Ltd, a company developing pressure sensitive
multi touch technology, was uplifted £862,000 during the year as a result of
a funding round which closed in June 2024, which the VCT participated in. This
revaluation is the result of a calibration to the price set by this funding
round.

Maestro Media Limited, a talent-led, e-learning media platform of multichannel
e-commerce technology, increased in value by £504,000 as a result of a
calibration to the price set by a funding round during the year, supported by
a strong trading year.

Masters of Pie Limited, developer of “Radical”, a software solution that
enables remote sharing and collaboration on large data sets, was uplifted by
£369,000 as a result of improved performance following some significant
contract wins.

Bulbshare Limited, a company that enables brands to build communities from
their existing customers to gather consumer insights, has continued to grow
year-on-year resulting in a valuation uplift of £216,000.

Six other companies in the unquoted growth portfolio made up investment
valuation gains of £619,000.

There were also a number of valuation losses reported in the period. The two
greatest losses, Cornelis Networks Inc. (£4.1 million, including foreign
exchange losses) and Limitless Technology Limited (£703,000), were under
exceptional circumstances and situations out of the investment team’s
control.

Cornelis Networks Inc., which delivers purpose-built high-performance fabrics
for High Performance Computing (HPC), High Performance Data Analytics (HPDA)
and Artificial Intelligence (AI), went through an internal funding round in
the year which resulted in existing investors who were unable to participate
being heavily diluted. Thames Ventures VCT 1 plc was unable to participate
under the VCT rules, as the company exceeded the VCT-qualification threshold
for gross assets, meaning the VCT’s position was severely impacted, which is
reflected in the year-on-year movement in valuation.

Limitless Technology Limited, the developer of a crowdsourced customer service
platform, was unable to access additional capital as a result of one of the
co-investors being on the UK Sanctions List following the Russian invasion of
Ukraine. This ultimately resulted in the company going into administration and
the carrying value has therefore been written down to nil.

Other investment valuation losses include:

Hackajob Limited, a platform for technical hires, was revalued downwards by
£703,000 in the year to account for trading headwinds in the UK as a result
of the challenging economic environment.

Parsable Inc., a provider of software to improve operational efficiencies in
the industrial and manufacturing sectors, has also been impacted by the
macroeconomic environment. Losing a significant customer has led to a
valuation decrease of £693,000, including foreign exchange losses.

Vivacity Labs Limited, a provider of artificial intelligence sensors to
monitor and control traffic flows, was decreased in carrying value by
£483,000 during the year. This is as a result of the challenging
macroeconomic environment and access to funding.

Upp Technologies Group Ltd, a provider of multichannel e-commerce technology,
was decreased in value by £442,000 as a result of a calibration to the price
set by a funding round during the year.

Virtual Class Ltd, (trading as Third Space Learning), a platform offering
personalised online lessons from specialist tutors, decreased in carrying
value by £426,000 during the year. This is driven by a challenging market in
the UK, with the government recently announcing the National Tutoring
Programme will not be extended.

CommerceIQ Inc., the pioneer in helping brands win on retail e-commerce
channels, decreased by £417,000 in the period, including foreign exchange
losses. The company continues to perform well, growing revenues during the
period and supported by a very strong balance sheet. This valuation movement
is therefore simply a reflection of wider market conditions.

Rated People Limited, an online marketplace connecting homeowners and local
tradespeople, reduced in carrying value by £236,000, as a result of trading
headwinds and access to capital.

Four other companies in the unquoted growth portfolio made up valuation losses
of £486,000.

Aside from Limitless Technology Limited, no other investments were written
down to nil during the year.

Foresight Group LLP
30 July 2024

Investment Adviser’s Report – Yield Focused Portfolio

Downing LLP continues to advise the Company on the Unquoted Yield Focused
Portfolio under a subcontract from Foresight Group LLP.

We present a review of the yield focused investment portfolio for the year
ended 31 March 2024. At the year end, the yield focused portfolio consisted of
eight investments, all of which are unquoted, with a total value of £12.9
million (2023: £13.8 million).

Divestment activity

During the year, the focus for the Adviser was towards investment realisations
from the yield focused portfolio which resulted in winding up proceeds of
£0.3 million from two investments. There were no new or follow on
investments.

Further details on each of the exits can be found below:

Proceeds of £87,000 were received from Downing Pub EIS ONE Limited, a holding
company that owned two London pub companies. This distribution resulted in a
realised gain over cost of £19,000. The business was subsequently put into
liquidation after the end of the financial year.

Pearce & Saunders Limited, and the related Pearce & Saunders DevCo Limited,
were placed into liquidation in the year. Further distributions of £172,000
were received, which resulted in realised losses for the period of £1.0
million. Although the liquidation is ongoing, no further proceeds are
anticipated.

Five legacy holdings were also dissolved in the year, resulting in realised
losses of £4.9 million.

Portfolio valuation

The yield focused portfolio reduced in value by £598,000 during the year,
with three companies recognising unrealised gains of £360,000 and five
companies recognising unrealised losses of £958,000.

Pearce & Saunders Limited, which was previously valued at nil, was uplifted by
£172,000 because of the distribution received during the period.

Kimbolton Lodge Limited, a nursing and care home in Bedfordshire, has
increased in value by £131,000 because of increased free cash in the
business. It is likely that the business will be sold later in 2024.

Data Centre Response Limited, the provider of power solutions and maintenance
services to data centres increased in value by £57,000 in line with
anticipated exit proceeds based on an offer accepted in the year.

The gains noted above have been offset by the following losses.

Doneloans Limited, which holds a portfolio of secured loans, decreased in
value by £499,000 driven by a write down in the value of its loan book.

Baron House Developments LLP which was created to fund the purchase and
development of a property as a hotel in central Newcastle, was reduced in
value by £323,000 driven by a provision recognised for fire safety works
required at the hotel.

SF Renewables (Solar) Limited, which built and operates a solar plant in
India, has decreased in value by £59,000 in line with the anticipated exit
proceeds from an offer accepted in the year and to account for foreign
exchange fluctuations.

Other valuation losses totalling £77,000 were recognised on Pearce & Saunders
DevCo Limited and Downing Pub EIS ONE Limited.

Outlook

The period has been slightly slow in terms of investment realisations which,
in the most part, has been a strategic decision to delay whilst the M&A market
has been so challenging. The back end of the financial year has seen some
encouraging signs that there will be at least three realisations in early
FY24.

Downing LLP
30 July 2024

Investment Adviser’s Report - Quoted Growth Portfolio

Downing LLP continues to advise the Company on the Quoted Growth Portfolio
under a subcontract arrangement with the Foresight Group LLP. This arrangement
is being reviewed as part of the wider strategic discussions relating to the
potential merger.

Investment activity

At 31 March 2024, the quoted portfolio was valued at £18.1 million,
comprising 36 active investments. Over the 12-month period, the quoted
portfolio produced valuation losses of £0.7 million, reflecting a 3.8%
decrease over the period against the FTSE AIM All Share that fell 8%.

Markets continued to be volatile through the current reporting period. There
was no shortage of reasons for concern - the continued Russian invasion of
Ukraine, inflation, and the impact of higher interest rates. Recession fears
loomed hard and the market switched from bearishness to bullishness on a
moment’s notice. Smaller companies continued to be out of favour, and even
the momentum of small companies being taken out by private equity or trade
buyers refused to improve sentiment. However, since the turn of the year,
sentiment has been improving and the prospect of lower interest rates has
provided an improving backdrop for UK smaller companies.

The quoted portfolio saw little activity during the period, with three partial
divestments and one corporate action. Proceeds of £0.7 million were received
through a sale of Tracsis plc, one of the portfolios larger positions,
realising a gain of £0.5 million. Huddled Group plc (trading as Let’s
Explore) returned £0.4 million by way of a return of capital to shareholders,
realising a gain of £50,000.

Portfolio Movements

Reflecting the market, there was some volatility in the portfolio over the
period. Craneware plc had unrealised gains of £0.8 million, reflecting a
return to growth for this provider of software into the US Healthcare market.
Meanwhile Cohort plc, the parent company of six businesses providing a wide
range of services and products for British, Portuguese and other international
customers in defence and security markets, also booked an unrealised gain of
£0.4 million. This mirrored continued buoyant trading and orders from defence
contracts.

Valuation losses of £0.4 million were incurred in Genincode plc, a UK-based
polygenics company focused on the prevention of cardiovascular disease and
ovarian cancer. As tends to be the case with early-stage biotech companies,
share prices can be volatile and react to news flow. Since the period end, the
share price has fallen nearly 8% (as at 26 July 2024). The Downing Strategic
Micro-Cap Investment Trust plc incurred an unrealised loss of £0.2m, largely
reflecting negative sentiment towards UK smaller companies to which the
underlying portfolio has exposure. In the period, the Investment Trust
announced that it had received approval to go into a managed wind-down, and
subsequently has paid 59.5p in Special Dividends at close to Net Asset Value.
Further distributions are expected this year.

As at 26 July 2024, the valuation of the quoted portfolio had fallen in
valuation by £279,000 (1.5%) including the £3.6m of dividends received from
Downing Strategic Micro-Cap Investment Trust plc.

IBP Capital Markets Limited

Since it was announced on 13 October 2023 that IBP Capital Markets Limited
(“IBP”), the custodian of the Company’s quoted investments, was entering
Special Administration, the Investment Adviser has been unable to trade any of
the quoted stocks.

The Investment Adviser has been actively collaborating with the special
administrators to reconcile the quoted positions, with two differences of
value identified. These were Tracsis plc and Verici DX plc, together totalling
a difference in value of £0.28 million as at 31 March 2024 (0.3% of NAV), and
have been provided for in the accounts. There was no other impact to the
holding values of the quoted investments.

As noted in the Chair’s Statement and note 17 of the Annual Report and
Accounts, the Company recovered c.80% of the total quoted portfolio on 19 July
2024 with the remaining c.20% to be recovered following court proceedings.
Whilst the outcome remains subject to change, the Company does not anticipate
any further breaks in holdings and will be able to return to normal management
of the portfolio following this initial distribution.

Outlook

With the UK election concluded and a new Labour government in place, their
focus on innovation and technology, alongside broader economic policies,
suggests a positive long-term outlook for the sector. However, as Investment
Adviser, we continue to remain vigilant and adaptable in a fluctuating
economic environment. With the prospects of interest rates declining towards
Q3, the overall sentiment towards smaller companies is improving. This bodes
well for this portfolio which is typically invested in profitable growth
companies. Up until last week, the ability to trade the portfolio continued to
be restricted due to the special administration of IBP Capital Markets Limited
(the custodian of the assets), and hence there has been limited ability to
manage exposures within the portfolio. Following the recent interim
distribution of c.80% of the quoted stocks, we will now be able to return to
actively managing the portfolio.

Meanwhile, we will continue to focus on the fundamentals of this maturing,
quality collection of smaller companies, where we believe the strong
fundamentals of the underlying businesses are already taking advantage of any
improvements in their end markets.

Downing LLP
30 July 2024

Review of Investments

Portfolio of investments
The following investments were held at 31 March 2024:

                                                                       31 March 2024                                                                31 March 2023                                        
                                                   Date of investment  Accounting  Cost  (£’000)     Valuation  (£’000)     Valuation  Methodology  Accounting  Cost  (£’000)     Valuation  (£’000)     
 Quoted growth investments                                                                                                                                                                               
 Tracsis plc                                       12/11/2013          1,239                         5,956                  Bid price               1,443                         6,782                  
 Downing Strategic Micro-Cap Investment Trust plc  08/05/2017          5,699                         3,499                  Bid price               5,699                         3,740                  
 Craneware plc                                     12/11/2013          353                           1,672                  Bid price               353                           874                    
 Anpario plc                                       12/11/2013          1,448                         1,392                  Bid price               1,448                         1,206                  
 Cohort plc                                        12/11/2013          394                           1,255                  Bid price               394                           899                    
 Impact Healthcare REIT plc                        08/11/2017          1,518                         1,230                  Bid price               1,518                         1,421                  
 Vianet Group plc                                  01/04/2010          756                           858                    Bid price               756                           567                    
 Brooks Macdonald Group plc                        12/11/2013          257                           310                    Bid price               257                           333                    
 Norman Broadbent plc                              24/10/2013          906                           301                    Bid price               906                           135                    
 Feedback plc                                      01/07/2020          400                           290                    Bid price               400                           348                    
 GENinCode plc                                     22/07/2021          774                           267                    Bid price               800                           700                    
 Sysgroup plc                                      01/07/2016          377                           201                    Bid price               377                           157                    
 Pennant International Group plc                   12/11/2013          335                           133                    Bid price               335                           165                    
 Huddled Group plc (trading as Let's Explore)      07/02/2020          175                           98                     Bid price               500                           425                    
 One Media IP Group plc                            18/08/2020          175                           95                     Bid price               175                           125                    
 Angle plc                                         12/11/2013          570                           94                     Bid price               570                           153                    
 DXS International plc                             17/05/2023          300                           90                     Bid price               -                             -                      
 Frontier IP Group plc                             12/11/2013          30                            86                     Bid price               30                            146                    
 Libertine Holdings plc                            23/12/2021          350                           70                     Bid price               350                           298                    
 Verici Dx plc                                     11/03/2022          239                           62                     Bid price               240                           89                     
 Oncimmune Holdings plc                            29/03/2021          278                           32                     Bid price               278                           57                     
 Dillistone Group plc                              12/11/2013          411                           28                     Bid price               411                           64                     
 Pressure Technologies plc                         12/11/2013          248                           26                     Bid price               248                           29                     
 Eneraqua Technologies plc                         22/11/2021          195                           26                     Bid price               195                           204                    
 Strip Tinning Holdings plc                        15/02/2022          105                           19                     Bid price               105                           23                     
 Trellus Health plc                                27/05/2021          175                           9                      Bid price               175                           26                     
 Fireangel Safety Technology Group plc             01/11/2013          545                           8                      Bid price               545                           37                     
 AIQ Limited                                       09/01/2018          -                             -                      Bid price               -                             1                      
 Wheelsure Holdings plc                            12/11/2013          48                            -                      Bid price               48                            2                      
 ACHP plc                                          12/11/2013          61                            -                      Bid price               61                            -                      
 Flowgroup plc                                     12/11/2013          207                           -                      Bid price               207                           -                      
 Pelatro plc                                       19/08/2020          290                           -                      Bid price               290                           28                     
 Deepmatter Group plc                              13/07/2020          722                           -                      Bid price               563                           -                      
 Bonhill Group plc                                 17/08/2018          1,000                         -                      Bid price               1,000                         56                     
 Inland Homes plc                                  12/11/2013          1,311                         -                      Bid price               1,311                         210                    
 Pittards plc                                      03/06/2015          1,350                         -                      Bid price               1,350                         169                    
                                                                       23,241                        18,107                                         23,338                        19,469                 



                                                                                              31 March 2024                                                                          31 March 2023                                        
                                                                          Date of investment  Accounting  Cost  (£’000)     Valuation  (£’000)     Valuation  Methodology            Accounting  Cost  (£’000)     Valuation  (£’000)     
 Unquoted growth investments                                                                                                                                                                                                              
 Cambridge Touch Technologies Ltd                                         01/07/2019          2,709                         4,078                  Price of last funding round       959                           1,466                  
 Carbice Corporation                                                      30/09/2020          3,020                         3,522                  Discount to round underway        3,020                         1,883                  
 Maestro Media Limited (trading as BBC Maestro)                           18/01/2021          1,920                         2,972                  Price of last funding round       1,320                         1,868                  
 Ayar Labs, Inc.                                                          28/08/2020          1,280                         2,903                  Price of last funding round       1,280                         3,127                  
 Trinny London Limited                                                    07/07/2020          443                           2,095                  Discounted revenue multiple       443                           1,889                  
 Virtual Class Ltd                                                        05/04/2018          1,314                         2,019                  Discounted revenue multiple       1,164                         2,295                  
 Hackajob Ltd                                                             19/10/2018          2,284                         1,883                  Price of last funding round       2,284                         2,586                  
 Rated People Limited                                                     22/11/2018          1,582                         1,585                  Discounted revenue multiple       1,582                         1,821                  
 Bulbshare Limited                                                        24/11/2021          749                           1,498                  Discounted revenue multiple       749                           1,282                  
 FundingXchange Limited                                                   08/11/2019          1,335                         1,473                  Price of last funding round       1,335                         561                    
 EM Scientific Limited (trading as Inoviv)                                19/10/2023          1,435                         1,435                  Price of last funding round       -                             -                      
 Kluster Enterprises Limited                                              07/02/2023          1,236                         1,395                  Price of last funding round       1,236                         1,236                  
 CommerceIQ, Inc.                                                         20/07/2022          1,749                         1,314                  Discounted revenue multiple       1,749                         1,731                  
 Masters of Pie Limited                                                   02/07/2018          886                           1,245                  VC method                         886                           876                    
 Ecstase Limited (trading as ADAY)                                        28/11/2019          1,000                         986                    Discounted revenue multiple       1,000                         1,000                  
 Vivacity Labs Limited                                                    17/02/2021          1,289                         960                    Price of last funding round       1,289                         1,443                  
 Flock Limited                                                            10/02/2023          930                           930                    Price of last funding round       930                           930                    
 Parsable, Inc.                                                           29/06/2020          1,532                         813                    Discounted revenue multiple       1,532                         1,506                  
 DSTBTD Limited (trading as Distributed)                                  30/03/2022          775                           775                    Discounted revenue multiple       775                           775                    
 FVRVS Limited (trading as Fundamental VR)                                30/10/2019          787                           678                    Price of last funding round       787                           678                    
 TidalSense Limited (formerly Cambridge Respiratory Innovations Limited)  16/11/2020          650                           488                    Price of last funding round       500                           500                    
 Upp Technologies Group Ltd                                               21/08/2017          1,136                         481                    Price of last funding round       1,136                         923                    
 Audioscenic Limited                                                      09/12/2022          400                           454                    VC method                         400                           400                    
 MIP Discovery Limited                                                    30/06/2020          225                           237                    Price of last funding round       225                           225                    
 Cornelis Networks, Inc.                                                  18/09/2020          2,102                         167                    Price of last funding round       2,102                         4,312                  
 Channel Mum Limited                                                      29/10/2018          757                           -                      Nil value                         757                           -                      
 Limitless Technology Limited                                             21/12/2017          757                           -                      Nil value                         757                           703                    
 Lignia Wood Company Limited                                              24/05/2019          1,778                         -                      Nil value                         1,778                         -                      
 Empiribox Limited                                                        16/08/2017          1,813                         -                      Nil value                         1,813                         -                      
 Glisser Ltd                                                              24/03/2021          1,887                         -                      Nil value                         1,887                         -                      
 Imagen Ltd                                                               21/12/2018          -                             -                      Sold                              1,000                         1,703                  
 DIA Imaging Analysis Ltd                                                 20/07/2021          -                             -                      Sold                              207                           282                    
 Lineten Limited                                                          07/02/2023          -                             -                      Sold                              750                           -                      
 Hummingbird Technologies Limited                                         09/07/2019          -                             -                      Dissolved                         2,250                         -                      
 Live Better With Ltd.                                                    24/08/2018          -                             -                      Dissolved                         990                           -                      
 Ludorum plc                                                              06/11/2007          -                             -                      Dissolved                         177                           -                      
                                                                                              39,760                        36,386                                                   41,049                        38,001                 
                                                                                                                                                                                                                                          
                                                                                              31 March 2024                                                                          31 March 2023                                        
                                                                          Date of investment  Accounting  Cost  (£’000)     Valuation  (£’000)     Valuation  Methodology            Accounting  Cost  (£’000)     Valuation  (£’000)     
 Unquoted yield focused investments                                                                                                                                                                                                       
 Doneloans Limited                                                        04/04/2016          3,631                         3,657                  Net assets                        3,631                         4,156                  
 Baron House Developments LLP                                             30/07/2012          2,695                         2,695                  Discounted offer received         2,695                         3,018                  
 Data Centre Response Limited                                             12/11/2013          557                           2,423                  Discounted offer received         557                           2,366                  
 Cadbury House Holdings Limited                                           30/11/2009          3,082                         2,162                  Discounted independent valuation  3,082                         2,162                  
 Kimbolton Lodge Limited                                                  12/11/2003          664                           981                    Discounted earnings multiple      664                           850                    
 Pilgrim Trading Limited                                                  29/10/2015          2,594                         778                    Discounted cash flow              2,594                         778                    
 SF Renewables (Solar) Limited                                            01/04/2015          422                           204                    Discounted offer received         422                           263                    
 Resource Reserve Recovery Limited                                        12/11/2013          6                             -                      Nil value                         6                             -                      
 Downing Pub EIS ONE Limited                                              18/10/2017          -                             -                      Dissolved                         68                            94                     
 Pearce & Saunders Devco Limited                                          23/06/2015          -                             -                      Dissolved                         84                            70                     
 London City Shopping Centre Limited                                      12/11/2013          -                             -                      Dissolved                         110                           -                      
 Quadrate Spa Limited                                                     12/11/2003          -                             -                      Dissolved                         372                           -                      
 Top Ten Holdings plc                                                     13/10/2003          -                             -                      Dissolved                         399                           -                      
 Pearce & Saunders Limited                                                12/11/2003          -                             -                      Dissolved                         1,122                         -                      
 Quadrate Catering Limited                                                21/01/2016          -                             -                      Dissolved                         1,500                         -                      
 Yamuna Renewables Limited                                                05/04/2016          -                             -                      Dissolved                         2,500                         -                      
                                                                                              13,651                        12,900                                                   19,806                        13,757                 
                                                                                                                                                                                                                                          
 Total investments                                                                            76,652                        67,393                                                   84,193                        71,227                 

The Company also holds investments in Golden Rock Global plc and Mining,
Minerals & Metals plc (which does not show in the previous table). These
investments were acquired in prior periods at negligible value as a result of
reorganisations of other investments and continue to be valued at the same
level.

Investment movements for the year ended 31 March 2024

Additions

                                                                          £’000     
 Quoted growth investments                                                          
 DXS International plc                                                    300       
 Deepmatter Group plc                                                     159       
                                                                          459       
 Unquoted growth investments                                                        
 Cambridge Touch Technologies Ltd                                         1,750     
 EM Scientific Limited (trading as Inoviv)                                1,435     
 Maestro Media Limited (trading as BBC Maestro)                           600       
 Virtual Class Ltd                                                        150       
 TidalSense Limited (formerly Cambridge Respiratory Innovations Limited)  150       
                                                                          4,085     
 Total additions                                                          4,544     

Disposals

                                                                                                 
                                                          Value at                  Realised     
                                                Cost      31 March 2023*  Proceeds  gain/(loss)  
                                                £’000     £’000           £’000     £’000        
 Quoted growth investments                                                                       
 Tracsis plc*                                   204       958             694       490          
 Huddled Group plc (trading as Let's Explore)*  325       276             375       50           
 GENinCode plc*                                 26        23              18        (8)          
 Verici Dx plc                                  1         -               -         (1)          
                                                556       1,257           1,087     531          
 Unquoted growth investments                                                                     
 Imagen Ltd                                     1,000     1,703           1,884     884          
 DIA Imaging Analysis Ltd                       207       282             196       (11)         
 Ludorum plc**                                  177       -               7         (170)        
 Lineten Limited                                750       -               -         (750)        
 Live Better With Ltd.**                        990       -               -         (990)        
 Hummingbird Technologies Limited**             2,250     -               -         (2,250)      
                                                5,374     1,985           2,087     (3,287)      
 Unquoted yield focused investments                                                              
 Downing Pub EIS ONE Limited**                  68        94              87        19           
 Pearce & Saunders Devco Limited**              84        70              -         (84)         
 London City Shopping Centre Limited**          110       -               -         (110)        
 Quadrate Spa Limited**                         372       -               -         (372)        
 Top Ten Holdings plc**                         399       -               -         (399)        
 Pearce & Saunders Limited**                    1,122     -               172       (950)        
 Quadrate Catering Limited**                    1,500     -               -         (1,500)      
 Yamuna Renewables Limited**                    2,500     -               -         (2,500)      
                                                6,155     164             259       (5,896)      
                                                12,085    3,406           3,433     (8,652)      

*Adjusted for partial sales in the year on a pro rata basis where applicable
**Company dissolved in the year

Income Statement
for the year ended 31 March 2024

                                                            Year ended 31 March 2024           Year ended 31 March 2023         
                                                            Revenue    Capital    Total        Revenue    Capital    Total      
                                                            £’000      £’000      £’000        £’000      £’000      £’000      
 Income                                                     906        -          906          3,031      -          3,031      
 Realised losses on investments                             -          (8,015)    (8,015)      -          (633)      (633)      
 Unrealised gains/(losses) on investments                   -          3,465      3,465        -          (11,718)   (11,718)   
 Investment management fees                                 (863)      (863)      (1,726)      (799)      (799)      (1,598)    
 Other expenses                                             (1,346)    -          (1,346)      (812)      -          (812)      
 (Loss)/return on ordinary activities before tax            (1,303)    (5,413)    (6,716)      1,420      (13,150)   (11,730)   
 Tax on total comprehensive income and ordinary activities  -          -          -            (228)      228        -          
 (Loss)/return attributable to equity shareholders          (1,303)    (5,413)    (6,716)      1,192      (12,922)   (11,730)   
 Basic and diluted (loss)/return per share                  (0.7)p     (3.1)p     (3.8)p       0.7p       (7.2)p     (6.5)p     

The total column within the Income Statement represents the Statement of Total
Comprehensive Income of the Company prepared in accordance with Financial
Reporting Standards (“FRS 102”). There are no other items of comprehensive
income. The supplementary revenue and capital return columns are prepared in
accordance with the Statement of Recommended Practice issued in November 2014
and updated in July 2022 by the Association of Investment Companies (“AIC
SORP”).

Statement of Changes in Equity
for the year ended 31 March 2024

                                                       Called up Share  Capital  Capital  redemption  reserve  Share  premium account  Funds held in respect of shares not yet allotted  Special  reserve  Capital  reserve  realised  Revaluation  reserve  Revenue  reserve  Total     
                                                       £’000                     £’000                         £’000                   £’000                                             £’000             £’000                       £’000                 £’000             £’000     
 For the year ended 31 March 2023                                                                                                                                                                                                                                                        
 At 1 April 2022                                       1,776                     1,697                         79,035                  78                                                16,328            -                           11,303                (744)             109,473   
 Total comprehensive income                            -                         -                             -                       -                                                 -                 (1,204)                     (11,718)              1,192             (11,730)  
 Realisation of revaluations from previous years*      -                         -                             -                       -                                                 -                 2,438                       (2,438)               -                 -         
 Realisation of impaired valuations                    -                         -                             -                       -                                                 -                 (5,445)                     5,445                 -                 -         
 Transfer between reserves*                            -                         (1,710)                       (81,236)                -                                                 74,984            7,962                       -                     -                 -         
 Transactions with owners                                                                                                                                                                                                                                                                
 Dividends paid                                        -                         -                             -                       -                                                 -                 (3,751)                     -                     (2,104)           (5,855)   
 Utilised in share issue                               -                         -                             -                       (78)                                              -                 -                           -                     -                 (78)      
 Issue of new shares                                   43                        -                             2,680                   -                                                 -                 -                           -                     -                 2,723     
 Share issue costs                                     -                         -                             (51)                    -                                                 -                 -                           -                     -                 (51)      
 Purchase of own shares**                              (45)                      45                            -                       -                                                 (2,499)           -                           -                     -                 (2,499)   
 At 31 March 2023                                      1,774                     32                            428                     -                                                 88,813            -                           2,592                 (1,656)           91,983    
 For the year ended 31 March 2024                                                                                                                                                                                                                                                        
 At 1 April 2023                                       1,774                     32                            428                     -                                                 88,813            -                           2,592                 (1,656)           91,983    
 Total comprehensive income                            -                         -                             -                       -                                                 -                 (8,878)                     3,465                 (1,303)           (6,716)   
 Transactions with owners                                                                                                                                                                                                                                                                
 Dividends paid                                        -                         -                             -                       -                                                 -                 (1,913)                     -                     (1,660)           (3,573)   
 Issue of new shares                                   29                        -                             1,556                   -                                                 -                 -                           -                     -                 1,585     
 Share issue costs                                     -                         -                             (7)                     -                                                 -                 -                           -                     -                 (7)       
 Shares issued under the dividend reinvestment scheme  11                        -                             545                     -                                                 -                 -                           -                     -                 556       
 Purchase of own shares**                              (39)                      39                            -                       -                                                 (1,912)           -                           -                     -                 (1,912)   
 At 31 March 2024                                      1,775                     71                            2,522                   -                                                 86,901            (10,791)                    6,057                 (4,619)           81,916    

*A transfer of £2.4 million representing previously recognised unrealised
gains on disposal of investments during the year ended 31 March 2023 were made
from the Revaluation reserve to the Capital Reserve-realised. A transfer of
£8.0 million representing realised gains on disposal of investments, less net
investment impairments and the excess of capital expenses over capital income
and capital dividends in the year ended 31 March 2023 were made from the
Special reserve to the Capital Reserve – realised. Following the
cancellation of the Capital Redemption reserve and Share Premium account
subsequent to Court approval in January 2023, a transfer of £1.7 million and
£81.2 million had been made from the Capital Redemption reserve and the Share
Premium account, respectively, to the Special reserve.

**These shares were subsequently cancelled.

Balance Sheet 
as at 31 March 2024

                                                   2024        2023      
                                                   £’000       £’000     
 Fixed assets                                                            
 Investments                                       67,393      71,227    
 Current assets                                                          
 Debtors                                           7,570       6,828     
 Cash at bank and in hand                          7,559       15,282    
                                                   15,129      22,110    
 Creditors: amounts falling due within one year    (606)       (1,354)   
 Net current assets                                14,523      20,756    
 Net assets                                        81,916      91,983    
 Capital and reserves                                                    
 Called up share capital                           1,775       1,774     
 Capital redemption reserve                        71          32        
 Share premium account                             2,522       428       
 Special reserve                                   86,901      88,813    
 Capital reserve – realised                        (10,791)    -         
 Revaluation reserve                               6,057       2,592     
 Revenue reserve                                   (4,619)     (1,656)   
 Total equity shareholders’ funds                  81,916      91,983    
 Basic and diluted net asset value per share       46.1p       51.8p     

The financial statements on pages 54 to 76 of the Annual Report and Accounts
were approved and authorised for issue by the Board of Directors on 30 July
2024 and were signed on its behalf by:

Atul Devani
Chair
Company number: 03150868

Cash Flow Statement 
for the year ended 31 March 2024

                                                       2024        2023      
                                                       £’000       £’000     
 Cash flow from operating activities                                         
 Loss on ordinary activities after taxation            (6,716)     (11,730)  
 Loss on investments                                   4,550       12,351    
 Increase in debtors                                   (1,134)     (3,529)   
 Increase/(decrease) in creditors                      304         (60)      
 Net cash outflow generated from operating activities  (2,996)     (2,968)   
 Cash flow from investing activities                                         
 Purchase of investments                               (4,394)     (11,758)  
 Proceeds from disposal of investments                 3,433       14,134    
 Proceeds from deferred consideration                  637         -         
 Net cash (outflow)/inflow from investing activities   (324)       2,376     
 Cash flows from financing activities                                        
 Proceeds from share issue                             1,585       1,781     
 Funds held in respect of shares not yet allotted      -           (78)      
 Share issue costs                                     (7)         (51)      
 Purchase of own shares                                (2,964)     (1,723)   
 Equity dividends paid                                 (3,017)     (4,911)   
 Net cash outflow from financing activities            (4,403)     (4,982)   
 Net cash outflow                                      (7,723)     (5,574)   
                                                                             
 Net movement in cash                                                        
 Beginning of year                                     15,282      20,856    
 Net cash outflow                                      (7,723)     (5,574)   
 End of year                                           7,559       15,282    

Notes

1. These are not statutory accounts in accordance with S436 of the Companies
Act 2006. The full audited accounts for the year ended 31 March 2024, which
were unqualified and did not contain statements under S498(2) of the Companies
Act 2006 or S498(3) of the Companies Act 2006, will be lodged with the
Registrar of Companies. Statutory accounts for the year ended 31 March 2024
including an unqualified audit report and containing no statements under the
Companies Act 2006 will be delivered to the Registrar of Companies in due
course.

2. The audited Annual Financial Report has been prepared on the basis of
accounting policies set out in the statutory accounts of the Company for the
year ended 31 March 2024. All investments held by the Company are classified
as ‘fair value through the profit and loss’. Unquoted investments have
been valued in accordance with IPEV guidelines. Quoted investments are stated
at bid prices in accordance with the IPEV guidelines and Generally Accepted
Accounting Practice.

3. Copies of the Annual Report will be sent to shareholders and can be
accessed on the following website:
www.foresight.group/products/thames-ventures-vct-1-plc.

4. Basic and diluted net asset value per share

                      Ordinary Shares  in issue  Net  assets  NAV  per share  
                      Number                     £’000        Pence           
 As at 31 March 2024  177,546,529                81,916       46.1            
 As at 31 March 2023  177,441,775                91,983       51.8            

As the Company has not issued any convertible securities or share options,
there is no dilutive effect on the net asset value per share. The net asset
value per share disclosed therefore represents both the basic and diluted net
asset value per share.

5. Basic and diluted return per share

                                                 2024           2023         
                                                 £’000          £’000        
 Return per share based on:                                                  
 Net revenue (loss)/gain for the financial year  (1,303)        1,192        
 Net capital loss for the financial year         (5,413)        (12,922)     
 Total loss for the financial year               (6,716)        (11,730)     
                                                                             
 Weighted average number of shares in issue      178,234,061    179,972,333  

As the Company has not issued any convertible securities or share options,
there is no dilutive effect on return per share. The return per share
disclosed therefore represents both the basic and diluted return per share.

6. Annual General Meeting

The Annual General Meeting of the Company will be held at the offices of
Foresight Group LLP, The Shard, 32 London Bridge Street, SE1 9SG at 1.00 p.m.
on 4 September 2024. Details will be published on both the Company’s and the
Adviser’s website at www.foresight.group/products/thames-ventures-vct-1-plc.

7. Income

                          2024        2023      
                          £’000       £’000     
 Income from investments                        
 Loan stock interest      424         2,475     
 Dividend income          415         529       
                          839         3,004     
 Other income                                   
 Other income             67          27        
                          906         3,031     

8. Investments

                                             Quoted growth  investments  Unquoted growth  investments  Unquoted yield focused investments  Total     
                                             £’000                       £’000                         £’000                               £’000     
 Opening cost at 1 April 2023                23,338                      41,049                        19,806                              84,193    
 Investment holding losses at 1 April 2023   (3,869)                     (3,048)                       (6,049)                             (12,966)  
 Opening fair value at 1 April 2023          19,469                      38,001                        13,757                              71,227    
 Movement in the year:                                                                                                                               
 Purchased at cost                           459                         4,085                         -                                   4,544     
 Disposal proceeds                           (1,087)                     (2,087)                       (259)                               (3,433)   
 Realised gains/(losses) on disposals*       531                         (3,287)                       (5,896)                             (8,652)   
 Foreign exchange losses                     -                           (217)                         -                                   (217)     
 Investment holding (losses)/gains**         (1,265)                     (109)                         5,298                               3,924     
 Closing fair value at 31 March 2024         18,107                      36,386                        12,900                              67,393    
 Closing cost at 31 March 2024               23,241                      39,760                        13,651                              76,652    
 Investment holding losses at 31 March 2024  (5,134)                     (3,374)                       (751)                               (9,259)   
 Closing fair value at 31 March 2024         18,107                      36,386                        12,900                              67,393    

*Realised losses in the Income Statement include the deferred consideration
receipts from ADC Biotechnology Limited (£310,000), StorageOS Inc (£89,000),
Black & White Hospitality Limited (£20,000), Avid Technology Group Limited
(£184,000) and Fenkle Street LLP (£34,000).

**Unrealised gains in the Income Statement include the deferred consideration
debtor decrease of £242,000. The debtor movement reflects the recognition of
amounts receivable in respect of DIA Imaging Analysis Limited (£45,000) and
Imagen Limited (£18,000), offset by receipts in respect of ADC Biotechnology
Limited (£310,000) and StorageOS Inc (£89,000) and combined FX uplifts of
£94,000 made against balances in respect of Efundamentals Group Limited,
StorageOS, Inc. and JRNI Limited.

A schedule disclosing the additions and disposals during the year and other
information on investments can be found within the Review of Investments on
pages 16 and 17 of the Annual Report and Accounts.

9. Related party transactions

No Director has an interest in any contract to which the Company is a party
other than their appointment and remuneration as Directors.

10. Transactions with the Investment Adviser

In the opinion of the Directors, there is no immediate or ultimate controlling
party.

Fees payable during the year to the Directors and their interest in shares of
the Company are disclosed within the Directors’ Remuneration Report on page
40 of the Annual Report and Accounts. There were no amounts outstanding and
due to the Directors as at 31 March 2024 (2023: nil).

Further related party transactions include Investment Adviser and
Administration fees payable to Foresight Group LLP, as disclosed in notes 4
and 5 of the Annual Report and Accounts. Of the total Administration fees,
£72,000 was payable to Downing LLP, who were the Investment Adviser for part
of the year.

In addition, Downing LLP were paid promoter fees in connection with the
fundraising offer that was open during the period, which totalled £nil for
the year ended 31 March 2024 (2023: £37,000).

The Company also has an agreement to pay an ongoing trail fee annually to
Downing LLP and Foresight LLP, in connection with funds raised under original
offers for subscription out of which there is an obligation to pay trail
commission to intermediaries. During the year to 31 March 2024, £nil (2023:
£192,000) was paid to Downing LLP.

END

For further information, please contact:

Company Secretary
Foresight Group LLP
Contact: Stephen Thayer Tel: 0203 667 8100

Investor Relations
Foresight Group LLP
Contact: Andrew James Tel: 0203 667 8181

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