26 August 2015 Oxford Technology VCTs 1-4 AGMs 1 OTVCTs 2015 AGM overview 11am Welcome and Agenda for day OTVCTs 2015 overview and Q&A NAV, dividends,

26 August 2015Oxford Technology VCTs 1-4 AGMs1

OTVCTs 2015 AGM overview

11am Welcome and Agenda for day OTVCTs 2015 overview and Q&A

NAV, dividends, total return Management fee now reduced to 1% Performance fee threshold now escalated New boards and corporate structure Directors’ fees The future

VCT1-4 AGMs and Q&A Investee presentations; Scancell, Select, Immunobio 1.30pm Lunch


OTVCTs Important notice Past performance is not a guide to the future and you should be aware that share values and income from them may

go down as well as up and that you may not get back the amount you originally invested.

Potential investors are strongly urged to seek independent professional advice before considering investment in a VCT.

Investments made in smaller companies or specialist sectors such as technology related stocks can be more volatile then investments in developed markets and more established companies and above average price movements can be expected. Exposure to a single country market also increases potential volatility.

Investments should be viewed as for the medium to long term.

Existing tax levels, bases and reliefs may change and the value of reliefs depends on personal circumstances. Investments made by VCTs will normally be in companies whose securities are not publicly traded or fully marketable and may therefore be difficult to realise, as may the shares in the VCT.

In the event of a VCT losing its HM Revenue & Customs approval, it is likely that its shares will become illiquid.

Government Stamp Duty at 0.5% is payable on all VCT shares purchased. The value of shares purchased will immediately be reduced by the difference between buying and selling prices (the market-maker’s spread). Performance figures do not include the market-maker’s spread which can be substantial in the case of VCTs.

OTM is authorised and regulated by the Financial Conduct Authority.


NAV, dividends, total return

OT1 OT2 OT3 OT4

Launch year 1997 2000 2002 2004

NAV/share p 65 28 96 66

Earnings/share p 0 1 (3) (3)

Dividends for year p 0 0 0 0*

Dividends to date p 53 11 10 17

Total return/share p 118 38 106 83* OT4 Interim dividend of 10p for 2015/16 was paid on 7 August 2015

1st Qtr Earnings/share p 10 1 8 13


Management fee now reduced to 1%

OT1 OT2 OT3 OT4 Total

Old Mgt fee (% NAV) 1.5 2.0 2.0 2.0

Mgt fee 2014 £k 53 36* 133 159 381

Deferred fee % Nil 0.5 0.5 0.5

Cum deferred fee £k 0 53 141 80 274^

New fee as % NAV 1.0 1.0 1.0 1.0

New fee 2015 £k 35 19 65 76 195

* Later rebated by OTM by £17k as fee Cost Cap of 3% NAV was applied

^ To be paid down over 3 years i.e. £91k pa


Performance fee threshold now escalated

OT1 OT2 OT3 OT4

Old perf fee threshold p 125 100 100 100

OT Manager % 13* 14 15 15

Directors^ % 6 6 5 5

New threshold @ 1/3/15 169 124 111 100

Escalation % pa compound 6 6 6 6

Start of escalation 2008 2011 2013 2015

* VCT promoter also gets 1%

^ Shared between past and present NEDs based on years of service


New boards and corporate structure Previously 2 man boards with the Chairman having a casting vote Other 3 VCT funds’ directors were observers

3 directors, L Cary, M O’Regan & R Vessey retiring after long service

Remaining 4 directors forming a common board across the VCTs Separate Chairman for each VCT to enhance independence

Each VCT is now self managed by its own new subsidiary This subsidiary, OTx Managers, sub contracts tasks to OTM Terms similar but with the revised management and performance

fees


Directors’ fees Old fees on 2 man boards: £7.5k per NED, £2.5k for L Cary. M O’Regan had waived his fees for OT2

New fees on 4 man boards: Base £3.5k, Supplement of £2k for Chairman Supplements of £3k or £1.5k for Audit Committee chairman or member Directors have agreed to waive £1.5k of base fee on OT2 until NAV improvement

New Fees pa £k OT1 OT2 OT3 OT4 Total

A Starling 5.5 2.0 3.5 3.5 14.5

R Roth 6.5 7.0 6.5 6.5 26.5

R Goodfellow 5.0 3.5 7.0 5.0 20.5

D Livesley 3.5 2.0 3.5 5.5 14.5

Total 20.5 14.5 20.5 20.5 76.0

Note average for VCT industry per VCT: Director £15k, Chairman £20k & total Board £50k

The future

Focus on investee performance & attractive exits Use exit proceeds to pay dividends to shareholders Continue to fund existing investees selectively SP discount to NAV? Share market liquidity? Reduce bid to offer spread? Continued compliance with VCT and other rules


OT1 – Proxy Votes


Resolution Votes in Favour Votes Against Votes Withheld1 1,328,613 0 10,0002 1,129,649 196,524 12,4403 1,132,089 196,524 10,0004 1,146,697 0 191,9165 1,146,697 0 191,9166 1,338,613 0 07 1,338,613 0 08 1,338,613 0 09 1,338,613 0 0

10 1,196,673 141,940 011 1,321,573 7,040 10,00012 1,336,173 0 2,440

OT2 – Proxy Votes


Resolution Votes in Favour Votes Against Votes Withheld1 1,560,875 0 02 1,367,499 190,936 2,4403 1,373,554 187,321 04 1,415,323 0 145,5525 1,415,323 0 145,5526 1,560,875 0 07 1,417,763 0 143,1128 1,560,875 0 09 1,560,875 0 0

10 1,560,875 0 011 1,558,435 2,440 012 1,558,435 0 2,440

OT3 – Proxy Votes


Resolution Votes in Favour Votes Against Votes Withheld1 1,883,401 0 5,0002 1,675,641 202,760 10,0003 1,677,701 200,700 10,0004 1,696,683 5,000 186,7185 1,696,683 5,000 186,7186 1,883,401 5,000 07 1,696,683 5,000 186,7188 1,866,401 0 22,0009 1,883,401 5,000 0

10 1,883,401 5,000 011 1,674,970 213,431 012 1,860,130 28,271 013 1,861,401 5000 22,000

OT4 – Proxy Votes


Resolution Votes in Favour Votes Against Votes Withheld1 2,382,905 0 02 2,151,536 207,619 23,7503 2,170,286 202,619 10,0004 2,377,905 5000 05 2,158,574 10,155 214,1766 2,163,729 5000 214,1767 2,177,324 10,155 195,4268 2,367,699 10,206 5,0009 2,376,405 6500 0

10 2,371,405 6500 5,00011 2,157,193 225,712 012 2,347,500 35,405 013 2,357,655 0 25,250

Documents

26 August 2015 Oxford Technology VCTs 1-4 AGMs 1 OTVCTs 2015 AGM overview 11am Welcome and Agenda for day OTVCTs 2015 overview and Q&A NAV, dividends,