Ventus VCT plc and Ventus 2 VCT plc - The Tax Shelter Report

More documents

Recommendations

Info

PART 2: DEFINITIONS “Admission” “AIM” “Annual Running Costs” “Articles” “Boards” or “Directors” “Business Days” the date on which the Offer Shares are allotted pursuant to the Offers (as applicable) are listed on the Official List of the UK Listing Authority and AIM, the market of that name operated by the London Stock Exchange annual costs and expenses incurred by the relevant Company in the ordinary course of its business (including irrecoverable value added tax but excluding any amount payable in respect of the Performance Incentive Fees) the articles of association of the relevant Company, as amended from time to time the board of directors of the Companies any day (other than a Saturday) on which clearing banks are open for normal banking business in sterling “‘C’ Shares” ‘C’ ordinary shares of 25 pence each in the capital of Ventus and Ventus 2 “CA 1985” Companies Act 1985 “CA 2006” Companies Act 2006 “CCC” or “Manager” Climate Change Capital Limited, the investment manager to the Companies, of 3 More London Riverside, London, SE1 2AQ “Companies Act” CA 1985 and/or CA 2006 “Companies” Ventus and Ventus 2 “EEA States” the member states of the European Economic Area “FSA” the Financial Services Authority “FSMA” the Financial Services and Markets Act 1986 “Full Consent” receipt of all material approvals, permits, licences and agreements necessary in order for a renewable energy development to be legally built and operated over an agreement period of time at an agreed location, including (but not limited to) planning permission and associated agreement of planning conditions, a grid interconnection agreement, landowner agreements and use of public highway agreements “Fully Consented Project” a renewable energy development with Full Consent “HMRC” Her Majesty’s Revenue & Customs “Howard Kennedy” Howard Kennedy, which is authorised and regulated by the Financial Services Authority, is a UKLA registered sponsor and is a member of the London Stock Exchange “ICTA 1988” Income and Corporation Taxes Act 1988, as amended “ITA 2007” Income Tax Act 2007, as amended “Listing Rules” the listing rules of the UKLA “London Stock Exchange” London Stock Exchange plc “NAV” or “net asset value” net asset value “Offers” the joint offers for subscription by Ventus and Ventus 2 as described in this document “Offer Shares” the new ’C’ Shares to be issued pursuant to the Offers “Official List” the official list of the UKLA “Ordinary Shares” ordinary shares of 25 pence each in the capital of the Companies “Performance Incentive Fees” fees payable to the Manager in the event that certain target returns are achieved, as further described on page 18. “PPA” a power purchase agreement for the sale of electricity and associated benefits between an investee company and a purchaser of electricity “Prospectus” the prospectus issued by Ventus and Ventus 2 dated 8 February 2010 “Prospectus Rules” the prospectus rules of the FSA “Qualifying Company” a company satisfying the requirements of Chapter 4 of Part 6 of ITA 2007 “RO” The obligation of licensed electricity suppliers to supply a specified and growing proportion of their electricity sales from renewable sources, as set out in The Renewables Obligation Order 2002 (S.I 914/2002) and the Renewables Obligation Order 2009 (S.I 785/2009) in respect of England and Wales and The Renewables Obligation (Scotland) Order 2002 (Scottish S.I. 163/2002) in respect of Scotland (as amended) “Shareholder” a holder of Shares “Shares” Ordinary Shares and ‘C’ Shares (and each a “Share”) 24
“UK” “UKLA” or “UK Listing Authority” “unquoted” “Ventus” “Ventus 2” “Ventus General Meetings” “Ventus 3” “VCT” or “venture capital trust” the United Kingdom the UK Listing Authority, being the Financial Services Authority acting in its capacity as the competent authority for the purposes of Part VI of the Financial Services and Market Act 2000 private or public companies not quoted on any market or exchange Ventus VCT Plc registered in England and Wales and number 5205442, whose registered office is at The Registry, 34 Beckenham Road, Beckenham, Kent, BR3 4TU Ventus 2 VCT Plc registered in England and Wales and number 5667210, whose registered office is at The Registry, 34 Beckenham Road, Beckenham, Kent, BR3 4TU the general meeting of Ventus and Ventus 2 convened for 8 March 2010 (or any adjournment thereof) Ventus 3 VCT Plc registered in England and Wales and number 5667211, whose registered office is at The Registry, 34 Beckenham Road, Beckenham, Kent, BR3 4TU a company satisfying the requirements of Chapter 3 of Part 6 of ITA 2007 for venture capital trusts “VCT Rules” Part 6 ITA 2007 and every other statute (including any orders, regulations or other subordinate legislation made under them) for the time being in force concerning VCTs and affecting Ventus 2 “VCT Value” the value of an investment calculated in accordance with Section 279 of ITA 2007 25
Page 1: Ventus VCT plc and Ventus 2 VCT plc
Page 4 and 5: CONTENTS Page SUMMARY 3 RISK FACTOR
Page 6 and 7: RISK FACTORS You should consider ca
Page 8 and 9: EXPECTED TIMETABLE IN RESPECT OF TH
Page 10 and 11: PART 1: SHARE OFFERS BY VENTUS AND
Page 12 and 13: The following table shows what an i
Page 14 and 15: THE VENTUS APPROACH Focus on Smalle
Page 16 and 17: Paul Thomas ACA (aged 52) Paul Thom
Page 18 and 19: Charging Expenses to Capital A maxi
Page 20 and 21: Listing Application will be made to
Page 22 and 23: SECTION C: INVESTMENT PORTFOLIO AND
Page 24 and 25: Obtaining tax reliefs Ventus and Ve
Page 28 and 29: PART 3: TERMS AND CONDITIONS OF APP
Page 30 and 31: GUIDE TO THE APPLICATION FORM The f
Page 32 and 33: Section 4 For completion by authori
Page 36: For further assistance, please cont

Ventus VCT plc and Ventus 2 VCT plc - The Tax Shelter Report

Create successful ePaper yourself

Delete template?

Save as template?