Key Information Document This document provides you with key information about this investment product. It is not marketing material. The information is required by law to help you understand the nature, risks, costs, potential gains and losses of this product and to help you compare it with other products. ProVen VCT plc Product: Ordinary shares of 10 pence each nominal value Call 020 7845 7820 for more information. issued by ProVen VCT plc (the “Company”) Competent Authority: Financial Conduct Authority (“FCA”) Name of Manufacturer: Beringea LLP (the Company’s Document date: 6 November 2024 alternative investment fund manager or “AIFM”) ISIN: GB00B8GH9P84, SEDOL: B8GH9P8, EPIC: PVN You are about to purchase a product Website: www.proveninvestments.co.ukthat is not simple and may be difficult to understand. What is this product? TypeIntended retail investors Newly issued shares in the Company which is a Venture A typical investor for whom an investment in the Company Capital Trust (“VCT”), approved under section 259 Incomeis designed will be a UK taxpayer who can benefit from the Tax Act 2007, whose shares are admitted to trading on the tax reliefs of a VCT investment, who is aged 18 years or over London Stock Exchange. who is professionally advised and already has a portfolio of non-VCT investments such as unit trusts/OEICs, investment Objectives trusts and direct shareholdings in listed companies. The Company’s investment objective is to achieve long- term returns greater than those available from investing in a An investment in the Company is only portfolio of quoted companies, by investing in: suitable for investors who: • a portfolio of carefully selected qualifying investments(i) understand and are willing to assume the potential in small and medium sized unquoted companies withrisks of capital loss; excellent growth prospects; and (ii) understand that there may be limited liquidity in the •  portfolio of non-qualifying investments permitted for a underlying investments of the Company; and liquidity management purposes within the conditions imposed on all VCTs, and to minimise the risk of each  re willing to hold the investment for at least the (iii) a investment and the portfolio as a whole. recommended holding period of five years. The Company invests in companies at various stages of Insurance benefits development, including those requiring capital for expansion, There are no insurance policies in place for investors in the but not in start-ups or management buy-outs or businesses Company. seeking to use funding to acquire other businesses. Investments are spread across a range of different sectors. 1 Risk Indicator 1 23 4 567 LOWER RISK HIGHER RISKThe risk indicator assumes that you keep the product for 5 years. The actual risk can vary significantly if you cash in at an early stage and you may get back less. You may not be able to sell your product easily or you may have to sell at a price that significantly impacts on how much you get back. The summary risk indicator is a guide to the level of risk of to sell. The Company may not be able to realise the assets this product compared to other products. It shows how likely from the portfolio at satisfactory prices, or at all. it is that the product will lose money because of movements in the markets or because we are unable to pay you. WeThis product does not include any protection from future have classified this product as 6 out of 7, which is the second market performance, so you could lose some or all of your highest risk class. investment. This rates the potential losses from future performance atFor full details on the risks associated with the product refer a high level and poor market conditions are very likely toto pages 4 to 6 of the securities note dated 6 November impact our capacity to pay you. The Company invests mainly2024 under the section titled ‘Risk Factors’ which is available in small unquoted companies whose shares may be difficult on our website: www.proveninvestments.co.uk. Investment Performance Information The performance of the Company is dependent on sourcing What could affect my returns negatively? appropriate Investee Companies and on the performance of these investments. While we expect some companies to As mentioned above not all investments in the portfolio fail, the Company seeks to increase the ratio of successful will be successful. A wide range of factors can impact the businesses within the Company, and therefore the returns performance of the investee companies, including the to investors. economic environment, taxation rates and organisation specific factors. If fewer investee companies are successful, The VCT tax reliefs are dependent on individual the value of your VCT investment would be impacted. circumstances and if you are unsure as to whether you will be able to benefit from such reliefs, you should seekIt may be harder to find a buyer during a negative economic financial advice before investing.cycle should you wish to sell. If you do find a buyer, you may be able to sell but at a price that doesn’t reflect the net asset VCT shares are usually illiquid and must be held for five value of your shares. years to qualify for the tax reliefs available. Please note there is no relevant index or benchmark for Venture Capital Please see the Risk Factors section of the securities note investments. detailed above for more details of what could negatively impact your return. What could affect my return positively? While VCT investments are high risk they also come with the potential of a high return. The key factor in positively impacting the return you will achieve is how successful the underlying investee companies perform, even if a few companies fail. A buoyant market for VCT shares will also increase your ability to benefit from the strong performance of such investee companies. There is no cap on the investment returns from these successful investments. 2 What happens if the company is unable What are the costs? to pay out? The Reduction in Yield (RIY) shows what impact the total An investment in the Company is an equity investment, costs you pay will have on the investment return you might with no guaranteed right to receive dividends or other get. The total costs take into account one-off, ongoing and distributions. You may not receive back the full amount incidental costs. The amounts shown here are the cumulative invested and could lose part or all of your investment. VCTscosts of the product itself, for three different holding periods. are not covered by the Financial Services Compensation There are no potential early exit penalties, however the sale Scheme (the “FSCS”).of your shares within five years of subscription will require the repayment of any upfront tax relief you have obtained. The figures assume you invest £10,000. The figures are estimates and may change in the future.Cost over time The person selling you or advising you about this product may charge you other costs. If so, this person will provide you with information about these costs and show you the impact that all costs will have on your investment over time. If you cash in at the end of the If you cash in after 1 year If you cash in after 3 years recommended holding period (5 years) Total costs £611 £1,141 £1,695Impact on return6.1% 3.8%3.4%(RIY) per year % Composition of costs The table below shows the impact each year of the different types of costs on the investment return you might get at the end of the recommended holding period and the meaning of the different cost categories. One off costs The impact of the annualised costs you pay when subscribing for new shares. Entry charge 0.7% The entry charge of 3.5% would be payable upfront upon subscription. Exit charge Nil The impact of the costs of exiting your investment.Ongoing costs The impact of the costs of us buying and selling underlying investments Portfolio transaction costs0.3% for the product. The costs are payable by the underlying portfolio companies rather than by the product. The impact of the costs Beringea takes each year for managing your investment (2% per annum), along with the impact of the annual running costs of the Other ongoing costs2.5% Company, being the Directors’ fees, professional fees, the administration fees payable to Beringea and the other costs incurred by the Company. Incidental costsThe impact of any annual performance fee paid to Beringea. Please Performance fees 0.2% see the securities note dated 6 November 2024 for details of the calculation. The figure shown here is the average charged over the last 5 years.The impact of carried interests. There are no carried interests Carried interests Nil applicable to your investment in the Company. 3 How long should I hold it and can I take money out early? Recommended holding period: five years minimum The Company intends to hold relatively illiquid investments The Company has a policy of buying back shares in small and medium unquoted companies in the portfolio that become available in the market at a discount of over the long term. You should be aware that the sale of yourapproximately 5% to the latest published net asset value, shares in the Company within five years of subscription for subject to the Company having sufficient liquidity. While the new shares will require the repayment of any upfront income Company intends to maintain sufficient liquidity to meet the tax relief you have obtained. Therefore, you should view an demand for share buybacks there can be no guarantee that investment as a long-term investment, with a minimum buyback requests will be accepted. holding period of five years. Can I complain? Other relevant information? Beringea has a complaints procedure which requires the For further details on the risks associated with an investment firm to deal fairly with any complaint received. If you have a in the Company, please refer to the Company’s published complaint, you should write to the Beringea’s Compliance documents including annual reports and the prospectus Officer at Charter House 55 Drury Lane, London, WC2B 5SQ,made up of a securities note, registration document and who will acknowledge receipt of your letter, investigate the summary) dated 6 November 2024, each available on the circumstances and report back to you.ProVen website at www.proveninvestments.co.uk. If you remain unsatisfied with Beringea’s handling of theThis document has been prepared based on the complaint, you may be eligible to refer the complaint to the methodology prescribed by Regulation (EU) No 1286/2014. Financial Ombudsman Service. You should be aware that where you subscribe for new shares and take advantage of the upfront income tax relief, the sale of your shares within five years of subscription will require the repayment of this upfront income tax relief. If you are purchasing shares on the secondary market you will not be eligible for the upfront income tax relief. Notwithstanding this distinction, given the nature of the underlying investments in the portfolio, your investment in the Company should be considered as a longer-term investment. The performance scenarios have been calculated using share price total return over the past five years.4