Skip to content

Calculus VCT – Key Risks

Shareholders and prospective shareholders should read the Prospectus as a whole before taking any investment decisions, paying particular attention to the Risk Factors section. Below is a non-exhaustive summary of the key risks of an investment in Calculus VCT plc.


○ The Net Asset Value of the Shares will reflect the values and performance of the underlying assets in the Company’s portfolio. The Company’s investment focus is on relatively young, unquoted trading companies and its strategy is that of a private equity manager seeking to create value by actively managing and supporting investee companies. Investment in smaller and unquoted companies involves a higher degree of risk than investment in larger companies and those traded on the main market of the London Stock Exchange.


○ Changes to the VCT Rules in respect of investments made on or after 15 March 2018 have meant that VCTs may only invest in companies which pass a “risk to capital” gateway test requiring the investee company to have long term growth and development objectives and for the investment to carry a significant risk that invested capital will be lost over and above the net return to the Company irrespective of whether the return takes the form of income, capital growth, fees, other payments or anything else.


○ Realisation of investments in unquoted companies can be difficult and may take considerable time. There may also be constraints imposed on the realisation of investments in order to maintain the VCT status of the Company which may restrict the Company’s ability to obtain maximum value from its investments or to achieve the intended timing of distributions.


○ The levels and bases of reliefs from taxation may change and changes could apply retrospectively. The tax reliefs referred to in this document are those currently available and their value depends on the individual circumstances of Investors and may be subject to change in the future. Investment in the Company may not be suitable for Investors who do not qualify for the full 30% VCT income tax relief.


○ The past performance of investments made by the Company or other funds managed by Calculus
Capital should not be regarded as an indication of the performance of investments to be made by the
Company.


○ Legislative changes mean the Company is required to invest in younger businesses than has previously typically been the case, potentially exposing the Company to a higher risk profile, and also limiting the Company’s ability to make new investments or make further investments into existing portfolio companies, which may negatively impact the Company’s ability to support portfolio companies. The penalty for breaching some of these new rules is loss of VCT status, so the Company and its Investors may face a higher risk of the loss of tax benefits than previously.


○ There can be no guarantee that suitable investment opportunities will be identified in order to meet the
Company’s objectives. As the Company is required to invest new capital within specific time periods
(including 30% of new monies raised within 12 months of the end of the accounting period in which the
monies are raised), this may lead to pressure to make less attractive investments sooner rather than wait for better ones.


○ While it is the intention of the Directors that the Company will be managed so as to continue to qualify
as a venture capital trust, there can be no guarantee that this status will be maintained. A failure to meet
the qualifying requirements could result in the loss of tax reliefs previously obtained, resulting in adverse tax consequences for Investors, including a requirement to repay the income tax relief obtained, and could also cause the Company to lose its exemption from corporation tax on capital gains.


Risks relating to the Company’s Ordinary Shares (including the Offer Shares)


○ Although the existing Shares issued by the Company have been (and it is anticipated that the Offer Shares will be) admitted to the Official List of the FCA and traded on the London Stock Exchange’s main market for listed securities, it is unlikely that there will be a liquid market for these Shares as there is a limited secondary market for VCT shares and Investors may find it difficult to realise their investments. The market price of the Shares may not fully reflect, and will tend to be at a discount to, their underlying net asset value. If the Company lacks sufficient cash reserves to purchase its own Shares and during prohibited periods when the Company is unable to purchase its own Shares the market price of Shares may not fully reflect, and will tend to be at a discount to, their underlying net asset value.


○ If an Investor who subscribes for Shares disposes of those Shares within five years, the Investor is likely to be subject to clawback by HMRC of any income tax relief originally obtained on subscription. A failure to meet the qualifying requirements could result in the loss of tax reliefs previously obtained, resulting in adverse tax consequences for Investors, including a requirement to repay the income tax relief obtained, and could also cause the Company to lose its exemption from corporation tax on capital gains.

Important Information

The investments referred to in this website are not suitable for all investors. Calculus Capital Limited is not able to give advice to prospective investors about the suitability of the investments. Prospective investors are recommended to seek specialist tax and financial advice before investing in the Calculus EIS Fund or Calculus VCT.

An investment into the Calculus EIS Fund of Calculus VCT may only be made on the basis of reading in full the information set out in the relevant Information Memorandum or prospectus.

When investing, your capital is at risk. The value of shares and income from them may go down as well as up and despite the tax relief you may not recover the amount originally invested. An investment in smaller and unquoted companies carries a higher risk than many other forms of investment. Shares in unquoted companies are not readily marketable. You should not invest in an EIS or VCT unless you can afford to lose some or all of your capital.

An EIS or VCT investment is only appropriate for investors with a medium to long term investment horizon; the timing and extent of realisation cannot be predicted and may extend beyond five years. It is not possible to allow a partial withdrawal of your investment. You may request a total withdrawal, but since many investments made will be in unquoted companies, this may not be possible. Withdrawal within three years for the EIS and five years for the VCT would lead to repayment of any tax reliefs received.

The tax benefits available depend upon your individual circumstances and these benefits may change dependent upon future legislation.

I have read and understood this important information

Important Information

The investments referred to in this website are not suitable for all investors. Calculus Capital Limited is not able to give advice to prospective investors about the suitability of the investments. Prospective investors are recommended to seek specialist tax and financial advice before investing in the Calculus EIS Fund or Calculus VCT.

An investment into the Calculus EIS Fund of Calculus VCT may only be made on the basis of reading in full the information set out in the relevant Information Memorandum or prospectus.

When investing, your capital is at risk. The value of shares and income from them may go down as well as up and despite the tax relief you may not recover the amount originally invested. An investment in smaller and unquoted companies carries a higher risk than many other forms of investment. Shares in unquoted companies are not readily marketable. You should not invest in an EIS or VCT unless you can afford to lose some or all of your capital.

An EIS or VCT investment is only appropriate for investors with a medium to long term investment horizon; the timing and extent of realisation cannot be predicted and may extend beyond five years. It is not possible to allow a partial withdrawal of your investment. You may request a total withdrawal, but since many investments made will be in unquoted companies, this may not be possible. Withdrawal within three years for the EIS and five years for the VCT would lead to repayment of any tax reliefs received.

The tax benefits available depend upon your individual circumstances and these benefits may change dependent upon future legislation.

I have read and understood this important information