FORESIGHT 4 VCT PLC - Foresight Group

PART X
ADDITIONAL INFORMATION
1. THE COMPANY
1.1 The Company was incorporated and registered in England and Wales under CA 1985 as a public
company with limited liability on 3 February 1998, with registered number 03506579 and the name
Advent 2 VCT plc. The Company changed its name to Foresight 4 VCT plc on 4 August 2004. The
principal legislation under which the Company operates is CA 2006 (and regulations made
thereunder). The legal and commercial name of the Company is Foresight 4 VCT plc. The
Company is not regulated by the FSA or an equivalent European Economic Area regulator, but it is
subject to regulation by HMRC under the VCT rules in order to qualify as a VCT.
1.2 On 5 February 1998, the Registrar of Companies issued the Company with a trading certificate
under Section 117 of CA 1985 (now Section 761 of CA 2006) entitling it to commence business.
1.3 The Company’s registered office is at ECA Court, 24-26 South Park, Sevenoaks, Kent TN13 1DU.
The Company is domiciled in England and does not have, nor has it had since incorporation, any
subsidiaries or employees.
1.4 The Company revoked its status as an investment company under Section 266 of CA 1985 (now
Section 833 of CA 2006) on 23 October 2000.
2. SHARE CAPITAL
2.1 The authorised share capital of the Company on incorporation was £2,250,000 divided into
44,000,000 ordinary shares of 5p each and 1,000,000 redeemable non-voting shares of 5p each.
On incorporation, 200 ordinary shares of 5p each were issued nil paid by the Company to the
subscribers to its Memorandum. These shares have subsequently been paid up in full in cash.
2.2 To enable the Company to obtain a certificate under Section 117 of CA 1985 (now Section 761 of
CA 2006), on 4 February 1998, 1,000,000 redeemable shares of 5p each were allotted by the
Company at par for cash, paid up as to one quarter of their nominal value. Such redeemable
shares were paid up in full on and redeemed in full out of the proceeds of the Company’s public
offer in 1998. The authorised but unissued shares so arising were automatically redesignated as
ordinary shares of 5p each in the capital of Company and the Articles were amended by the
deletion of all references to the redeemable shares and the rights attaching to them pursuant to a
special resolution passed on 11 March 1998.
2.3 On 8 July 1999, the Company passed a resolution approving, subject to the sanction of the High
Court, the cancellation of an amount of £8,750,000 standing to the credit of the share premium
account (such cancellation being subsequently confirmed by the High Court on 20 July 1999 and
registered at Companies House on 29 July 1999).
2.4 The authorised share capital of the Company was increased to £7,500,000 by the creation of
105,000,000 ordinary shares of 5p each on 28 February 2005.
2.5 On 13 May 2005, the Company completed a restructuring of its share capital whereby 3 ordinary
shares of 5p each in the Company were consolidated and subdivided into 1 ordinary share of 1p
each and 14 deferred shares of 1p each, each in the capital of the Company (such deferred shares
being repurchased by the Company for an aggregate amount of 1p for every 1,000,000 deferred
shares in issue and cancelled) such unissued deferred shares being automatically being
redesignated as Shares.
2.6 On 23 November 2005, the Company passed a resolution approving, subject to the sanction of the
High Court, the cancellation of the balance of the amount standing to the credit of the share
premium account of the Company (such cancellation being subsequently confirmed by the High
Court on 21 December 2005 and registered at Companies House on 22 December 2005).
2.7 On 11 January 2011, the Company adopted new articles of association, removing the authorised
share capital limitation. Consequently, the Company is no longer restricted by an authorised share
capital.
2.8 As at 31 March 2011, the date to which the last audited accounts have been prepared, the issued
share capital of Foresight 4 was 35,864,981 (£358,649.81 nominal).
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