LR 16.3 Continuing obligations
A venture capital trust must comply with LR 9 (Continuing obligations) subject to the modifications and additional conditions set out in LR 16.3.2 G to LR 16.3.7 G and LR.
Investment restrictions
A venture capital trust must comply with LR 16.2.8 R to LR 16.2.10 R at all times.
Total value of funds raised
The total value of funds to be raised in any twelve month period by a listed venture capital trust must not exceed the total amount of venture capital funds managed by that trust's investment manager or directors where relevant, for at least the preceding three years.
Annual report and accounts
In addition to the requirements of LR 9.8, a venture capital trust must include in its annual report and accounts:
- (1)
a list of all investments with a value of greater than 5% of the total assets of the venture capital trust and at least the 10 largest investments stating, with respect to each investment so listed:
- (a)
a brief description of the business;
- (b)
the proportion of capital owned or intended to be owned;
- (c)
the voting rights attributable to the shares owned;
- (d)
the cost of the investment;
- (e)
the value of the investment at the latest practicable date;
- (f)
the method of valuation; and
- (g)
brief details of the results and assets and liabilities taken from the most recent audited accounts, including at least profit before tax, profit or loss for the period, total assets and total equity and liabilities;
- (a)
- (2)
details of:
- (a)
the total of provisions made against unlisted investments;
- (b)
the amounts written off such investments in each of the latest three financial years; and
- (c)
any individual provision or write off which exceeded 5% of the total assets of the venture capital trust;
- (a)
- (3)
a full description of the methods of valuation used including a justification of any method of valuation which does not conform with the Guidelines for the Valuation and Disclosure of Venture Capital Portfolios issued by the British Venture Capital Association; and
- (4)
details of any investments made in any company in which other funds managed by the same investment manager have also invested.
Compliance with the Combined Code
In the case of a venture capital trust with no executive directors, in respect of the Combined Code:
- (1)
LR 9.8.8 R does not apply in respect of the Combined Code; and
- (2)
LR 9.8.6 R does not apply in respect of principles B.1 to B.2 and provisions B.1.1 to B.1.6 and B.2.1 to B.2.4 of the Combined Code except to the extent that they relate specifically to non-executive directors.
Loss of tax status
A venture capital trust must notify the FSA as soon as possible if it loses its tax status under section 842AA of the Income and Corporations Taxes Act 1988.
In the situation set out in LR 16.3.6 R the listing of a venture capital trust's shares will normally be suspended until it publishes proposals either to continue trading as an investment company or to be wound up.