Cutting through the noise: What Renovar VCT shareholders should know

In the last few weeks the former fund manager of the Company, Paul Jourdan, and a small group of shareholders* have requisitioned a General Meeting and are calling for all of the independent board members to be replaced with four new directors, including Paul Jourdan (CEO of Amati Global Investors). None of these proposed new directors have ever been a director of a VCT.

This situation is unprecedented in the VCT industry. An independent board, which has a duty to act in shareholders’ best interests, is now being challenged by the former fund manager and this small group of shareholders, a number of whom are current employees of Amati Global Investors and their family members*. This group are proposing to remove all of the current independent directors and replace them with their own candidates.

* at the date of the Requisition the group held 5.19 per cent of the total voting rights in the Company. Details of employees of Amati or persons previously identified by Amati as spouses or close friends and family of employees of Amati are set out in the Maven Renovar VCT PLC General Meeting Circular.

Background to the change of investment manager

Maven was appointed as the investment manager of Maven Renovar VCT PLC in May 2025 following a sustained period of underperformance under the former manager, Amati where the VCT suffered four consecutive years of decline and NAV Total Return deteriorated by 46%¹.

This culminated in the Board of the VCT undertaking a comprehensive strategic view last year, interviewing Maven and several other investment managers, and ultimately appointing Maven as the new investment manager from May 2025, with the proposal to adopt an ‘AIM Plus’ strategy.

This strategy offers a clear plan to manage the VCT’s existing investments while introducing new, high quality private companies to the portfolio sourced across Maven's national office network. The exsiting AIM portfolio will be managed to protect value, exiting lower quality companies, whilst maintaining exposure to those with good growth prospects or M&A potential.

Maven’s mandate is to reverse the decline in performance and deliver a path to value recovery, whilst maximising the potential for dividends to shareholders. 

Maven's track record in turning around an underperforming VCT

Maven has significant expertise in both AIM and private company investing with a track record of delivering consistent returns across a diversified VCT portfolio. Our experience includes the successful transformation of the former Bluehone AiM VCT2, now Maven Income and Growth VCT 5 (MIG5), where we implemented a similar AIM Plus strategy. Since Maven’s appointment in 2011 when NAV had shrunk to £21 million, the revitalised MIG5 has proceeded to invest £70 million in 160 new growth company investments. Total return has increased 84% and absolute NAV has increased by 3.6x - a tangible demonstration of our ability to turnaround an underperforming historically AIM focused VCT².

Maven also has a proven track record of achieving profitable AIM and private company realisations for its VCT clients. Since 2011, 118 private company and AIM investments have been sold generating proceeds of £74.8 million and gains of £33.8 million². In 2024, Maven completed six exits from private companies including Quorum Cyber which delivered an 8.2x cost return; MirrorWeb (3.3-4.5x return); CB Technology (2.9x return) and Novatus Global (4.7x return). Most recently, Horizon Ceremonies was realised in July 2025 delivering a 2.1x - 2.5x return for the Maven VCTs.

A new forward-looking strategy for shareholders

The broader strategy is not a departure from AIM, but one which is meant to be additive for the VCT by introducing a dual capability to invest in and manage both AIM listed and now also private companies.

The difficulties that have persisted in AIM in recent years increasingly appear to be structural and long term in nature, creating a challenging environment for achieving positive shareholder returns with an AIM only investment strategy. Depressed valuations across many AIM listed companies and a near-complete lack of attractive VCT qualifying companies have significantly impacted historic performance. The Board therefore believes that AIM-only is no longer a viable investment strategy and that its investors should have access to a larger investment resource in both the AIM and private equity markets. Maven has the team and capability to provide this.

Against this backdrop, we believe transitioning the portfolio to include exposure to ambitious private companies, sourced through Maven’s nationwide origination network, offers significantly greater scope for the VCT to access potential high growth opportunities, diversify risk, and rebuild long term value for shareholders.

This gradual transition will not conflict with managing the existing AIM portfolio to optimise value and returning excess capital to shareholders. This is a strategy that is focused on restoring value for all shareholders and reflects market realities.

Rationalising the weaker elements of the AIM portfolio is expected to generate meaningful proceeds which along with the VCT’s existing liquidity, will allow for further distributions in the form of dividends.

Maven is also managing Renovar for no management fee for an initial two-year period, reflecting both our commitment to shareholders and our confidence in being able to help drive the VCT’s recovery. We believe it is right that investors see early progress before we receive any remuneration. Our incentives are fully aligned with long term value creation.

The requisitioners' strategy

With the exception of one key point the requisitioners’ proposition essentially reflects standard day-to-day management activities which are already being undertaken. Maven has started reviewing the holdings, intending to exit lower quality investments, and will continue to hold a core portfolio of companies with meaningful long term upside or M&A potential. Capital is being kept for follow-on investments. Maven will always support existing portfolio companies where we believe it will enhance returns or protect value. Liquidity is being kept aside to fund demand for share buybacks. Maven always maintains adequate liquidity to support buybacks. Finally, Maven will monitor the AIM market closely and should the quality of deal flow improve it will respond appropriately and make selective new investments.

The fundamental choice in these competing strategies is very simple. The one that is being advocated by the current Board to back a proven turnaround capability, whereas the other proposed by the requisitioners will prevent shareholders from recovering the value they have lost unless there is an unexpected material recovery in AIM. Of the 60 investments made on behalf of the Company by AGI and Paul Jourdan since 1 February 2020, only nine made a realised gain or were valued above cost by the end of AGI's tenure³. Shareholders deserve better.

Your vote counts

At its core, this debate is not simply about investment strategy but is also about fundamental governance principles. Independent boards exist to act solely for shareholders, free from personal agendas or historical ties. The attempt by a recently terminated manager to replace all of the directors, including two new appointees who joined as new independent directors after the change of manager, risks undermining that principle entirely.  

Maven therefore encourages all Shareholders to vote at both of the upcoming General Meetings and to support the current Board by voting AGAINST all eight of the requisitioners’ resolutions and FOR all three resolutions to re-elect the current Board. Your vote will help ensure that the future of your Company is determined in line with the interests of the wider shareholder base and prevent a small group of large shareholders from determining the VCT’s direction. 

PLEASE VOTE as soon as possible after reading the Circular, by completing and returning both Forms of Proxy or voting electronically by visiting the TWO proxy voting portal links found on page 2 of the circular. The voting deadline is 9am on 11 August 2025 (the deadline is earlier for Shareholders invested via a platform).

The views expressed in this article are those of the investment manager, Maven Capital Partners UK LLP, based on information from Maven Capital Partners UK LLP, Maven Renovar VCT plc and external market data as detailed above. The content is not intended as investment advice and should not be relied upon as such. This communication has been approved by Maven Capital Partners UK LLP, which is authorised and regulated by the Financial Conduct Authority (FCA), FRN 495929. 29 July 2025.

¹  Source: Maven Capital Partners, Maven Renovar VCT PLC Annual Reports 2022-2025.

²  Source: Maven Capital Partners. As at 29 July 2025.

³ Source: Maven Capital Partners. To 30 April 2025.