Gresham House
Renewable Energy
VCT1 plc
Annual Report and Accounts for the period
1 October 2024 to 31 March 2026
The 21.3MWp of renewable energy projects, which
reduced to 20.3 MWp remaining after the sale of
the small wind assets on 23 February 2026, co-
owned by Gresham House Renewable Energy VCT1
plc (the VCT or VCT1 or the Company) and Gresham
House Renewable Energy VCT2 plc (VCT2) generated
26,071 megawatt-hours (MWh) of electricity over the
18months ended 31 March 2026, sufficient to meet
the annual electricity consumption of c. 9,656 homes
1
.
The Investment Adviser estimates that generating
this output from renewable energy sources such as
solar and wind, rather than coal or gas-fired power
stations, saves 11,686 tonnes
2
of carbon dioxide (CO
2
).
Overview
1 Shareholder Information
2 Financial Highlights, Directors
and Investment Adviser
4 Chairman’s Statement
6 Investment Adviser’s Report
9 Review of Investments
14 Strategic Report
24 Sustainable Investing
26 Section 172
Governance
28 Report of the Directors
31 Directors’ Remuneration Report
34 Corporate Governance
38 Independent Auditor’s Report
Financial Statements
44 Income Statement
45 Balance Sheet
46 Statement of Changes in Equity
47 Cash Flow Statement
48 Notes to the Accounts
62 Company Information
For more information visit
https://greshamhouse.com/real-assets
Gresham House Renewable Energy VCT 1 plc is a Venture
Capital Trust established under the legislation introduced
in the Finance Act 1995. Following the adoption of the new
Investment Policy from 13 July 2021 (the New Investment
Policy), the VCT’s principal objective is to manage the VCT
with the intention of realising the sale or monetisation
otherwise of all remaining assets in the portfolio in a
prudent manner consistent with the principles of good
investment management and with a view to returning value to
Shareholders in an orderly manner, whilst protecting the tax
position of Shareholders, hereafter being defined as Managed
Wind Down.
The VCT will pursue its investment objective by effecting
an orderly realisation of its assets in a manner that seeks to
achieve a balance between maximising the value received
from those assets and making timely returns of capital to
Shareholders. This process might include sales of individual
assets or running of the portfolio in accordance with the
existing terms of the assets, or a combination of both.
The detailed investment policy adopted to achieve
theinvestment objectives is set out in the VCT’s
Strategic Report of the Annual Report on
pages 14 to 15.
Investment Objectives
1 Assuming an average annual electricity usage per household of 2.7MWh, as quoted by Ofgem May 2023. “Homes powered” calculated using Renewable UK methodology: MWh divided by average
annual domestic electricity consumption. Household power consumption dropped in 2023 due to high power prices.
2 Assuming an “all non-renewable fuels” emissions statistic of 448tCO
2
/GWh of electricity supplied, DESNZ statistics July 2025, Digest of UK Energy Statistics, Table 5.14 (“Estimated carbon dioxide
intensity of electricity supplied”). “Carbon avoided” calculated using Renewable UK methodology: Carbon reduction is calculated by multiplying the total amount of electricity generated by solar and
wind per year by the number of tonnes of carbon which fossil fuels would have produced to generate the same amount of electricity.
Financial
StatementsGovernanceOverview
Share price
The VCT’s share prices can be found on various
financial websites with the following TIDM/
EPIC codes:
Ordinary
Shares ‘A’ Shares
TIDM/EPIC codes GV1O GV1A
Latest share price
(28July 2026)
23.0p
per share
5.05p
per share
Selling shares
The Board has decided that the VCT will not
be buying shares for the foreseeable future,
as the VCT wishes to conserve such cash
as it generates for the Managed Wind Down
of the VCT and the payment of dividends.
The Company intends on entering members
voluntary liquidation on 2 September 2026.
Dividends
Dividends will be paid by the registrar on
behalf of the VCT. Shareholders who wish
to have dividends paid directly into their
bank account, rather than by cheque to their
registered address, and did not complete
these details on their original application
form can, if they have a UK bank account,
sign up for this service online by registering
for the registrars Investor Centre at
https://uk.investorcentre.mpms.mufg.com/
or by contacting the Customer Support
Centre. The Investor Centre is a secure online
site where you can manage your shareholding
quickly and easily.
MUFG Corporate Markets Customer Support
Centre can be contacted:
Æ by phone on UK – 0371 664 0300 (Calls are
charged at the standard geographic rate
and will vary by provider. Calls outside
the United Kingdom will be charged at
the applicable international rate. Lines
are open between 09:00 – 17:30, Monday
to Friday excluding public holidays in
England and Wales).
Æ By email – vcts@cm.mpms.mufg.com
Æ By post – MUFG Corporate Markets,
Central Square, 29 Wellington Street,
Leeds, LS1 4DL
Notification of change of address
Communications with Shareholders are mailed
to the registered address held on the share
register. In the event of a change of address
or other amendment this should be notified to
the VCT’s registrar, MUFG Corporate Markets
(formerly known as Link Group), under the
signature of the registered holder.
Other information for Shareholders
Up-to-date VCT information (including
financial statements, share prices and
dividend history) is available on the Investment
Advisers website at:
https://greshamhouse.com/real-assets
If you have any queries regarding your
shareholding in Gresham House Renewable
Energy VCT 1 plc, please contact the registrar
on the above number or email.
Shareholder
Information
01
Gresham House Renewable Energy VCT1 plc
Financial Highlights*
Net asset value per
Ordinary Share (pence)
(as at 31 March 2026)
NAV Total return per Ordinary
Share and ‘A‘ Share (pence)
(as at 31 March 2026)
106.5p
23.3p
119.6p
121.9p
Mar 25
Sep 24
36.4p
38.7p
Mar 25
Sep 24
Cumulative Dividends paid
(pence)
(as at 31 March 2026)
83.1p
83.1p
83.1p
Mar 25
Sep 24
VCT1 Share Price Total Return
Total Return with dividends reinvested**
The graph below represents the VCT’s performance over the reporting
periods since the VCT’s Ordinary Shares and ‘A’ Shares were first listed
on the London Stock Exchange, and shows share price total return
(share price plus cumulative dividends paid) and net asset value total
return (net asset value plus cumulative dividends paid) on a dividends
reinvested basis, as per the AIC method.
Gresham House Renewable Energy VCT1 plc NAV Total Return
Gresham House Renewable Energy VCT1 plc Share Price Total Return
Pence (p)
20.0
40.0
60.0
80.0
100.0
120.0
140.0
160.0
180.0
200.0
Dec-
10
Dec-
11
Dec-
12
Dec-
13
Dec-
14
Dec-
15
Dec-
16
Dec-
17
Dec-
18
Dec-
19
Dec-
20
Dec-
21
Dec-
23
Dec-
22
Dec-
25
Dec-
24
* Data runs to 31 March 2026.
** Alternative Performance Measure (APM)
Cash Returned to Shareholders by date of investment
The chart below shows the cash returned to Shareholders based on the
subscription price and the income tax reclaimed on subscription.
0
20
40
60
80
100
120
140
2011
Ordinary
2012
Ordinary
2014
Ordinary
2018
Ordinary
2019
Ordinary
Cash invested (p)
Income tax reclaim (p)
Cumulative dividends (p)
Pence (p)
Following the sale of the remaining solar assets announced on 23June
2026, a dividend of17.0p per Ordinary share was announced on 23July
2026 for payment on 21 August 2026. The chart above includes the
Cash Returned to Shareholders as of the date of publication of the
Companys Annual Financial statements. After 21 August 2026, a
Cash Returned to Shareholders chart including the dividend of 17.0p
per Ordinary Share payable on 21 August 2026 will be available on
https://greshamhouse.com/real-assets.
* The above financial highlights are considered to be Alternative Performance
Measures, further details on how these are calculated have been included in
the Strategic Report under the Key Performance Indicators section.
Net asset value per
‘A’ Share (pence)
(as at 31 March 2026)
0.1p
0.1p
0.1p
Mar 25
Sep 24
02
Gresham House Renewable Energy VCT1 plc
Giles Clark has worked on solar projects
across Europe since 2006 and on UK
projects since 2010. In 2006, he co-
founded SunRay Renewable Energy,
where he was CFO, developing large
utility scale solar projects across
Southern Europe.
SunRay had built a pipeline of 1.4GWp
of projects by the time it was acquired
by SunPower Corporation for $277mn
in 2010. From 2013 to 2016 Giles was a
founding Shareholder and chairman of
Solstice Renewables which developed
and sold 100 MWp of ground mounted
solar farms in the UK.
From 2013 to 2017, Giles was the founder
and CEO of Primrose Solar which
acquired and built 253MW of ground
mounted solar farms in the UK. The
completed projects were sold in 2016 to
Bluefield, Greencoat and Equitix.
Giles is also a Director of Altano Energy
SLU and of AlSi Consulting Limited.
Giles was appointed as Director of
National Energy Holdings Limited in
December2023. Giles has a BA in PPE
from Oxford and an MBA from the London
Business School.
Gill Nott (Chairman) spent the majority
of the first 27years of her career working
in the energy sector. In 1994 she became
CEO of ProShare.
Due to her work in the retail savings
sector, she spent six years on the Board
of the Financial Services Authority from
1998 to 2004.
Gill has held a portfolio of Non-Executive
positions, including roles with a number
of VCTs and other closed-end funds, over
the last 15years.
She was also a board member of the AIC
from 2004 until 2014.
Gill Nott is Chairman of US Solar Fund plc.
Gill also remains appointed as a Director
of PremierMiton Global Renewables
Trust plc and PMGR Securities 2025 plc,
with both companies having entered
members voluntary liquidation.
David Hunter qualified as a chartered
accountant with PwC before joining 3i,
the FTSE100 listed private equity group
where he became Managing Director of
Investment Management responsible for
the entire UK portfolio of assets.
David is also a board member at Better
Society Capital where he is the chair of
the Valuation Committee.
In the not-for-profit area, David is
Treasurer of Motability Foundation – the
charity& endowment which oversees the
disabled car scheme.
Past Non-Executive roles in the
investment area have included chairing
UCL Business, membership of Bridges
Ventures’ Investment Committee and
chairman of the Audit Committee of
one of the Baronsmead family of listed
investment companies
Directors
Gresham House Asset Management Limited
(GHAM or Gresham House) is the Investment
Adviser to the VCT and Gresham House
Renewable Energy VCT2plc. GHAM is owned
by Gresham House Limited, a specialist
investment manager providing funds,
direct investments, and tailored investment
solutions, including co-investment across
a range of highly differentiated alternative
investment strategies. GHAM’s expertise
includes strategic public equity and private
assets, forestry, renewable energy, housing,
andinfrastructure.
Gresham House has been a privately
owned company since 20December 2023
when it delisted following the acquisition
by Searchlight Capital PartnersL.P.
The acquisition has had a minimal
impact on the Company and business
has continued as usual. For further
information please visit the website
link:https://greshamhouse.com/about/.
Investment Adviser
All Directors are Non-Executive and all Directors are independent of the Investment Adviser.
03
Gresham House Renewable Energy VCT1 plc
Additional
InformationGovernanceOverview
I am pleased to present the Annual
Report of Gresham House Renewable
Energy VCT1 plc (VCT1) for the period
1 October 2024 to 31 March 2026.
Chairman’s
Statement
Gill Nott
Chairman
As announced in the RNS on 1December 2025,
in light of the timeline for asset sales and the
need for the Company to subsequently enter
into a Members’ Voluntary Liquidation (MVL),
the Board resolved to change the Companys
accounting reference date from 30September
2025 to 31March 2026 with immediate effect
from that date. The Annual Report covering the
18-months up to 31March 2026 is presented on
the following pages.
Completion of the Company’s sale of
assetsprocess
The sale of the remaining solar assets
announced on 23June 2026 completes the
Companys realisation strategy following
Shareholder approval in July2021 that the
Company should enter into a Managed
Wind Down with a revised investment policy.
The Companys remaining solar assets (ground-
mounted solar) were sold to a UK entity managed
by True Green Capital ManagementLLC, a
specialist renewable energy infrastructure fund
manager. The sale of these assets, co-owned
by Gresham House Renewable Energy VCT2plc,
completed for total gross consideration of
approximately £20mn across both VCTs.
Following repayment of certain outstanding
loan balances, this equates to net proceeds of
approximately £6.3mn for VCT1. This compares
with the last published valuation of £8.5mn as at
31March 2025.
This follows the disposal of small wind assets
on 23February 2026 comprising around
200 wind turbines with a total capacity of
approximately 1MW for cash considerations
and loan repayments totalling £559,000.
This compares to a NAV valuation of around
£552,000 on 31March 2025, the latest
published unaudited Net Asset Value (NAV) prior
to completion of the small wind transaction.
Two ground-mounted solar sites and
approximately 1,600 commercial and residential
rooftop solar installations had previously been
disposed of at the end of April2023 for a cash
consideration of approximately £12.6mn across
both VCTs. Following the recent divestment
in June2026, the Company has progressed
the preparation of the proposed entry into
MVL, currently anticipated to take place on
2September 2026.
Post sale timeline
The Board was pleased to announce a special
interim dividend from the sale proceeds
received in late June2026 of 17.0 pence per
Ordinary Share for Shareholders on the register
on 31 July2026 and payment on 21August2026.
No amount is payable to A’Shares on
21August2026. Retaining sufficient funds
to cover future operating expenses and the
estimated costs of liquidation, together with a
contingency for any overspend of forecasted
costs and/or any unknown costs prior to the
Company being dissolved have been carefully
considered by theBoard.
The Board intends to issue a circular in early
August2026 to convene a General Meeting
of the Company on 2September 2026 with a
resolution to place the Company into MVL.
Sale of remaining solar assets
The divestment process of the remaining solar
assets proved significantly more challenging
and time-consuming than originally anticipated.
The portfolio comprised a relatively small
number of mature assets with complex
financing arrangements and a range of legal,
property and administrative matters emerged
during the sale process. These factors
contributed to an extended timetable, increased
transaction costs and some material price
adjustments. These included the repayment
of consortium tax relief taken by operating
subsidiaries; a loan prepayment to de-lever
the portfolio; the impact of the Government’s
switch in indexation consultation from Retail
Price Index (RPI) to Consumer Price Index (CPI)
with effect from 1April 2026
(1)
; and cable reburial
costs at the Parsonage solar farm.
The Energy and Infrastructure Advisory Team
of Jones Lang LaSalle (JLL) was appointed
by the Board in late 2023 to advise on the sale
of these assets. The assets continued to be
managed by the Investment Adviser with the
focus on delivering the best possible yield
whilst managing costs ahead of the completion
of a sale. Although technical challenges
remained due to the age of the assets, the
technical performance of the solar assets was
on budget during the reporting period thanks
to good irradiation and maintenance and
repowering works carried out. Total revenue
was 7.3% above budget in the reporting period.
The Investment Adviser has also supported the
Boards of the VCTs and JLL in progressing and
completing the sale of the assets.
(1)
https://www.gov.uk/government/consultations/renewables-obligation-ro-scheme-indexation-changes
04
Gresham House Renewable Energy VCT1 plc
Valuation 31March 2026
The valuation at 31March 2026 reflects the
sale proceeds of the remaining solar assets
received in late June2026 and the possible
return of a small escrow amount expected to
be received in the upcoming months. Since the
most recent audited financial statements for
the year ended 30September 2024, estimated
realisation proceeds, taking account of the
market conditions and the offers received from
potential buyers, has been used as a valuation
methodology by the Board. Poor market
conditions for realising these types of mature,
small solar assets continued throughout 2025
and into 2026 with the value of the Companys
assets, and the Companys NAV, being adjusted
downwards. At the period end, the Companys
NAV per ‘pair’ of shares (one Ordinary Share and
one ‘A’ Share) was 23.4p, compared to 36.5p
included in the published unaudited financial
statements six months ended 31March 2025.
The Board has reviewed the investment
valuations at offer price at the period end and
notesthat the valuation of the renewables’
portfolio has decreased by £3.9mn or 27.5%
over the 18-month period. The decrease
includes the small wind assets’ permanent
impairment in costs of £0.6mn at 31March
2025 and the £0.4mn cost of these assets at
disposal in February2026. The decrease of the
valuation of the solar assets was largely due
to the issues giving rise to the material price
adjustments summarised above. The portfolio
benefitted from having locked in Power Price
Agreements (PPAs) at attractive power prices
which partially offset the negative price
adjustments during the period.
Investment portfolio
At 31March 2026, the VCT held a portfolio of six
investments, comprising five ground-mounted
solar investments valued at £10.3mn and
one non-renewables asset, bio-bean Limited
valued at £nil (company in administration
since April2023). The four wind investments
(approx. 200 wind turbines) were divested on
23February 2026.
Kingston and Lake Farm, two of the large
solar assets, have been impacted by the
deterioration of some of their solar panels. This
allows moisture to enter the panels, which in
turn causes electrical faults. These faults have
an impact on the sites’ capacity, leading to c.
9% of Kingston and 11% of Lake Farm being
disconnected. The Investment Adviser has
successfully pursued warranty claims against
the manufacturers of these solar panels. One
manufacturer has provided replacement panels
whilst the other has made a cash settlement.
Beechgrove Farm, another of the larger assets,
raised a warranty claim against its solar panel
manufacturer as the solar panel connectors,
which had been replaced under a previous
warranty claim, were not fitted correctly by
the manufacturers contractor, causing them
to overheat. The manufacturer has accepted
liability and has shipped sufficient connectors
to replace all on site.
Net asset value and results
At 31March 2026, the NAV per Ordinary Share
stood at 23.3p and the NAV per ‘A’ Share stood
at 0.1p, producing a combined total of 23.4p
per ‘pair’ of shares. The movement in the NAV
per share during the period 1October 2024 to
31March 2026 is detailed in the table below:
Pence per
‘pair’ of shares
NAV as at 30 September 2024 38.8
Realised losses on assets sold (2.7)
Valuation decrease on assets
still held (11.2)
Income less expenses (1.5)
NAV as at 31 March 2026 23.4
The NAV Total Return (NAV plus cumulative
dividends) has decreased by 12.6% in the last
18-months and now stands at 106.5p excluding
the initial 30% VCT tax relief, compared to the
cost to investors in the initial fundraising of
£1.00 or 70.0p net of income tax relief.
The loss on ordinary activities after taxation
for the period 1October 2024 to 31March 2026
was £3.9mn (30September 2024:£2.4mn),
comprising a revenue profit of £0.4mn
(30September 2024:£1.2mn) and a capital loss
of £4.3mn (30September 2024:£3.6mn) as
shown in the Income Statement on page44.
VCT qualifying status
In order to maintain VCT status, the Company
needs to ensure that it maintains certain
percentages of qualifying investments within
its portfolio. The Board anticipated that the
Company would fall below these required
percentages by mid-September2025. To
avoid a technical breach, the Company
applied to HM Revenue & Customs (HMRC)
which granted dispensation whilst the sale
of wind and remaining solar assets process
were progressed. The Companys qualifying
investment test was temporarily restored
following the sale of the small wind assets in
February2026 and is deemed to be met at
31March 2026. The qualifying investment test
has dropped below the required percentage
of qualifying investments following the sale
of remaining solar assets on 22 June 2026.
Currently, HMRC dispensation is in place to
1September 2026, but it is anticipated that
the qualifying investment test will restore
following a dividend payment on 21 August 2026
(as announced on 23 July 2026). The Company
anticipates entering members’ voluntary
liquidation on 2 September 2026.
Dividends
At 31March 2026, total cumulative dividends of
83.1p per ‘pair’ of shares had been paid to those
who invested at the outset. No dividends were
paid during the period 1October 2024 to 31March
2026. Now that all renewable assets have been
sold, the Board intends to return as much as
possible of the sale proceeds to Shareholders
through a dividend or capital distribution.
Adistribution in respect of the sale proceeds
was announced on 23 July 2026.
2026 Annual General Meeting (AGM)
The VCT’s fourteenth AGM was held on 18March
2025 at 3:30p.m. All resolutions were passed
by way of a poll.
Share Buybacks
As noted in previous Reports, no share
buybacks are envisaged prior to the VCT
entering MVL. Any remaining value held within
the VCT after the intended distribution as a
result of the sale proceeds will be returned to
Shareholders through the liquidation process.
Outlook
The completion of the sale of the remaining
solar assets, announced on 23June 2026,
completes the sale of the Companys assets
and the Company will now move rapidly towards
the liquidation process with the publication of
the Notice of General Meeting to propose that
the company be placed in liquidation being
issued on 5 August 2026.
The Board would like to take this opportunity to
thank Shareholders for their patience in what
has been a very drawn-out sale process. The
Board worked hard to try to expedite matters.
However, we are pleased that we have now
reached the point where the majority of the
proceeds of the sale can be distributed to
Shareholders as indicated above.
Gill Nott
Chairman
30 July 2026
Financial
StatementsGovernanceOverview
05
Gresham House Renewable Energy VCT1 plc
05
Gresham House Renewable Energy VCT1 plc
Investment Advisers Report
Portfolio Highlights
During the reporting period of 1October
2024 to 31March 2026, Gresham House
Renewable Energy VCT1plc (VCT or VCT1
or the Company) remained invested in the
renewable energy projects that the VCT and
Gresham House Renewable Energy VCT2plc
(VCT2) have co-owned for nearly 15years. The
total generation capacity of assets co-owned
by the VCT was 21.3MWp at the start of the
reporting period, made up of 20.3MWp from
six ground mounted solar FIT projects and c.
1MWp of small-wind projects spread across
approximately 200 sites. Following the sale of
the small wind assets in February2026, sonly
the 20.3MWp of solar projects remained.
Work to sell the VCT’s remaining solar assets
continued during the reporting period and
thereafter with the completion of the sale
of the remaining solar assets announced on
23June 2026. JLL, the Corporate Finance
Adviser, advised the Board throughout the
sale processes since their appointment. The
preferred bidder was selected in Q2 2025, and
the Investment Adviser has been supporting
the Boards of the VCTs and JLL in advancing
the sale process ever since. The Investment
Adviser continued to manage the assets up to
the completion of the sale.
For the purpose of determining the NAV for
the Companys portfolio, the valuation at
31March 2026 presented in this report reflects
the sale proceeds of the remaining solar
assets received in late June2026 and a small
escrow amount expected to be received in
the upcoming months. It is the VCT Directors
who have the responsibility of valuing the
Companys assets based on input from the
Investment Adviser. Since the audited financial
statements 30September 2024, estimated
realisation proceeds considering the market
conditions and the offers received from
potential buyers was used as the valuation
methodology.
During the 18-month period, the total revenue
from solar energy generation was £15.3mn.
Revenue was £11.8mn in the previous
12months. Revenue for the wind assets was
£531k until they were sold during February2026
(£394k in the previous 12months). 85.4%
of this revenue is from Feed-in-Tariff (FiT)
revenues which are set by the UK Government.
The total revenue from the renewable assets
was 7.3% above forecast budget, thanks to
higher than forecast power prices in the period
compensating for technical issues related to
the age of the assets.
Due to the age of the VCT’s assets, additional
maintenance is required to keep them
operating effectively. Wychwood and
Parsonage benefitted from a program of
inverter replacements during the period
enabling improved technical performance for
those sites. Lake Farm and Kingston made
successful warranty claims against their solar
panel manufacturers following the decline in
their output as a result of early degradation.
Beechgrove Farm also had a successful
warranty claim against its solar panel
manufacturer due to solar panel connectors
being incorrectly fitted following a previous
warranty claim.
Portfolio Composition
Portfolio composition by asset type and impact on VCT1 NAV
31 March 2026 31 March 2026 30 September 2024
Asset Type kWp
VCT1 Value**
(‘000)
% of Portfolio
value
VCT1 Value**
(‘000)
% of Portfolio
value
Ground mounted solar (FiT)* 20,292 £ 10,291 100.0% £13,165 92.7%
Wind assets (FiT)* – sold on 23 February 2026 N.A. £0 0.0% £1,033 7.3%
Venture Capital investments N.A. £0 0.0% £0 0.0%
Total 20,292 £10,291 100.0% £14,198 100.0%
* Feed in Tariff (FiT)
** The investment values above are gross and include loans owed by the VCT to the investment portfolio companies of £4.0mn at 31 March 2026 (30 September 2024: £4.4mn) as reflected in the net
assets on the VCT’s balance sheet.
During the 18-month period from 1October 2024 to 31March 2026 the renewable energy projects held in the portfolio of the VCT and VCT2
generated26,071 MWh (26 GWh) of electricity, sufficient to meet the annual electricity consumption of c. 9,656 homes
1
. The Investment Adviser
estimates that generating this output from renewable energy sources such as solar and wind, rather than coal or gas-fired power stations, saves
11,686 tonnes
2
of CO
2
.
1
Assuming an average annual electricity usage per household of 2.7MWh, as quoted by Ofgem May 2023. “Homes powered” calculated using Renewable UK methodology: MWh divided by average
annual domestic electricity consumption. Household power consumption dropped in 2023 due to high power prices.
2
Assuming an “all non-renewable fuels” emissions statistic of 448tCO
2
/GWh of electricity supplied, DESNZ statistics July 2025, Digest of UK Energy Statistics, Table 5.14 (“Estimated carbon dioxide
intensity of electricity supplied”). “Carbon avoided” calculated using Renewable UK methodology: Carbon reduction is calculated by multiplying the total amount of electricity generated by solar and
wind per year by the number of tonnes of carbon which fossil fuels would have produced to generate the same amount of electricity.
06
Gresham House Renewable Energy VCT1 plc
The performance against budget for the 18-month period is shown below:
1 October 2024 – 31 March 2026
Asset type
Budgeted
revenue
(£)
Actual
revenue
(£)
Revenue
performance
(%)
Ground mounted solar (FiT) 14,297,429 15,337,038 107.3%
Wind assets (FiT) 753,837* 531,322* 70.5%*
Total 15,051,266 15,868,360 105.4%
* The wind data is for the period 1 October 2024 to 28 February 2026 due to the sale of the assets during February 2026.
The revenue is affected by:
Æ renewable energy resources (solar
irradiation & wind);
Æ the technical performance of the assets;
and
Æ the revenue per unit of energy generated.
Technical performance
The table below shows the technical performance, for each of the groups of assets.
1 October 2024 – 31 March 2026
1October 2023
– 30September
2024
Asset Type
Budgeted
output
(kWh)
Actual
output
(kWh)
Technical
performance
(%)*
Actual output
(kWh) – in the
previous
12months
Ground mounted solar (FiT) 24,904,517 24,952,802 100.2% 18,117,821
Wind assets (FiT) 1,586,610** 1,118,279** 70.5%** 875,646
Total 26,491,127 26,071,081 98.4% 18,993,467
* Technical performance is a measure of the percentage of actual output over budgeted output.
** The wind data is for the period 1 October 2024 to 28 February 2026 due to the sale of the assets during February 2026.
During the 18-month period, three of the six
ground-mounted solar projects have been
repowered and other repairs have been carried
out following successful warranty claims.
This has led to improved performance across
the portfolio. Two of the sites, Kingston and
Lake Farm are experiencing faults due to the
early deterioration of solar panels which in
turn leads to water ingress. The Investment
Adviser has raised warranty claims against the
two manufacturers, both of which have now
accepted the faults and offered compensation.
One of the manufacturers has provided
replacement solar panels which were delivered
during May2025. The other has provided cash
compensation of €292,123 (c. £253,000).
One of the transformers at Lake Farm failed
during early January2026 and was off for a
significant portion of the month. This was
repaired under warranty.
Beechgrove Farm raised a warranty claim
against its solar panel manufacturer as the
solar panel connectors, which had been
replaced under a previous warranty claim,
were not fitted correctly by the manufacturers
contractor. The manufacturer has accepted
liability and has shipped sufficient connectors
to replace all on site.
Two smaller sites, Wychwood and Parsonage,
had some inverters that no longer functioned.
These inverters are now obsolete. Wychwood
had all its inverters repowered during the
18-month period. Some of its original inverters
that still work were used to replace the
failed inverters at Parsonage. This approach
is cost-effective and should extend the
economic life of Parsonage by a few years as
well as boosting the technical performance
of Wychwood. At Parsonage, survey work
during the period identified a small number of
locations where the cable connecting the solar
farm to the substation needed to be reburied.
An experienced cable contractor has been
selected. The reburial works, the cost of which
has been covered by the VCT along with VCT2,
are expected to be undertaken by the buyer
later in the year.
At South Marston, the implementation of an
independent Distribution Network Operator
(iDNO) solution has been completed. iDNOs
are similar to DNOs in that they also own,
operate and maintain electricity infrastructure.
The networks they adopt are typically new
installed assets, such as connections to new
developments, which will connect back onto
the DNO’s network. The Investment Adviser
has been liaising with Honda, Panattoni, and
various advisers to ensure the viability of the
solar park and continuity to power export.
The new contracts between South Marston
RenewablesLtd and Panattoni received lender
consent and were completed in April2025.
Upgrades were carried out to the point of
connection equipment which required a few
days’ outage and new meters were fitted to the
site, which continues to operate as normal.
07
Gresham House Renewable Energy VCT1 plc
Financial
StatementsGovernanceOverview
The small wind portfolio performed 29.5%
lower than budget (16.2% lower than budget
in the previous 12-month period). The
Investment Adviser attributes the lower
performance to a combination of inverter
failures and general wear and tear which leads
to turbines being off for refurbishment, where
applicable. Small wind assets accounted
for less than 5% of the portfolio in terms of
capacity, so the Investment Adviser sought
to balance performance against considerable
refurbishment costs, given the sales process.
During the period, three turbines which were
deemed uneconomical to repair, were handed
over to their landowner. The remainder of the
small wind portfolio was sold on 23February
2026 as previously announced.
Revenue per MWh of renewable energy
generated
The VCT’s assets benefit from revenues
linked to the RPI, with c.85.8% of total
revenues generated in the period earned from
government backed incentives for generating
renewable electricity. This income is fixed
by the Government, is RPI linked and is a
significant driver of value in the portfolio. The
rest of the revenue is based on wholesale price
which dropped significantly since its peak
following Russia’s invasion of Ukraine. Prices
increased in volatility with the start of the
Iran war although they have not reached prior
peaks. Total revenues per MWh generated by
the solar assets were almost £615 during the
period, compared to £654 during the 12months
prior. Nevertheless, the Investment Adviser
was able to secure new power purchase
agreements during the period at rates higher
than budgeted for all sites.
The significance of the government backed
incentives to revenues is shown by the
following chart.
VCT portfolio revenue profile during period
1October 2024 – 31 March 2026
FiT (Ground Mounted) 82.4%
FiT (Wind Assets) 3.0%
Export (Ground Mounted) 13.1%
Export (Wind Assets) 0.4%
Private Wire (Ground mounted) 0.1%
Other (Ground mounted) 1.0%
The wind data is for the period 1October 2024 to 28February
2026 due to the sale of the assets during February2026.
Operating costs
The majority of the cost base is fixed and/or
contracted under long-term contracts and
includes rent, business rates, and regular O&M
costs. Many of these costs have also risen in
line with inflation.
The most material variable cost item is
for repair and maintenance. Repair and
maintenance expenditure for the remaining
ground mounted solar panels is largely covered
by cash held in the maintenance reserve
account as part of the debt facility totalling
£469k at 31March 2026.
Outlook – Sale of Assets completed on
23June 2026
Up to completion of the sale of remaining
solar assets announced on 23June 2026, the
Investment Advisers continued focus has been
to maximise generation and therefore revenues
from the remaining assets, whilst supporting
the Board’s efforts to realise the maximum exit
value for Shareholders.
After the sale of the remaining solar assets
announced on 23June 2026, all the Companys
renewable investments have been disposed
of in accordance with the revised investment
policy 2021 approved by Shareholders.
Gresham House Asset Management Limited
30 July 2026
Investment Advisers Report (continued)
08
Gresham House Renewable Energy VCT1 plc
Review of Investments
Portfolio of investments
The following investments were held at 31 March 2026:
Qualifying and partially
qualifying investments Operating sites Sector
Cost
£’000
Valuation
£’000
Valuation
movement
in 18-month
period
£’000
% of
portfolio
by value
Lunar 2 Limited
1,3
South Marston, Beechgrove Ground solar 1,330 9,090 (2,522) 88.3%
Lunar 1 Limited
1,3
Kingston Farm, Lake Farm Ground solar 124 505 (148) 4.9%
New Energy Era Limited
3
Wychwood Solar Farm Ground solar 884 367 (107) 3.5%
Vicarage Solar Limited
3
Parsonage Farm Ground solar 871 330 (96) 3.2%
bio-bean Limited
2
Cambridgeshire Clean energy 695 - - 0.0%
Lunar 3 Limited
1,3
Ground solar 1 - - 0.0%
3,905 10,291 (2,873) 99.9%
Cash at bank and in hand 9 0.1%
Total investments 10,300 100.0%
1
Partially qualifying investment
2
bio-bean Limited was permanently impaired as at 31 March 2023. bio-bean's liquidation was ongoing at 31 March 2026.
3
On 23 June 2026, the sale of remaining solar assets was announced. The ground-mounted solar portfolio valuations at 31 March 2026, allocated by MWh per solar investment,
reflects the offer price. Lunar 2 Limited holds a higher beneficial interest in other solar companies within the group structure resulting in a higher allocated proportion of the
offer price.
All venture capital investments are incorporated in England and Wales.
VCT2, of which Gresham House is the Investment Adviser, holds the same investments as above.
Investment movements for the period ended 31 March 2026
Disposals
Qualifying investments
Original cost
£’000
Cost
1
£’000
Redemption
of loan notes
£’000
Sales
proceeds
£’000
Gross realised
gain/(loss)
£’000
HRE Willow Limited 875 119 - 11 (108)
Minsmere Power Limited 975 133 136 6 9
Tumblewind Limited 850 116 60 4 (52)
Small Wind Generation Limited 975 23 135 4 116
Total 3,675 391 331 25 (35)
1
£0.6mn of the small wind assets valuation movement has been recognised as a realised loss at 31 March 2025 and is included in Cost. The small wind assets were sold on
23February 2026.
The basis of valuation for the Companys investments is set out below on pages 10 to 12.
09
Gresham House Renewable Energy VCT1 plc
Financial
StatementsGovernanceOverview
Further details of the remaining investments (by value):
Lunar 2 Limited
Lunar 2 Limited is a holding company of FiT remunerated
ground-mounted solar farms of 5MW (Wiltshire), 4MW
(Devon) and 0.6MW (Somerset).
Cost at 31/03/26: £1,330,000
Cost at 30/09/24: £1,330,000
Date of first investment: Dec 2013
Valuation at 31/03/26**: £9,094,000
Valuation at 30/09/24: £11,101,000
Valuation method: Offer price
Investment comprises:
Ordinary shares: £1,330,000
Proportion of equity held: 50%
Summary financial information
from statutory accounts
(non-consolidated): 31 March 2025
Turnover: *
Operating profit/(loss): *
Net assets: £3,635,000
* This information is not publicly available
** The remaining solar assets valuations are based on the offer price
allocated by MWh per solar investment. Lunar 2 Limited holds a
higher beneficial interest in other solar companies within the group
structure resulting in a higher allocated proportion of the offer price.
The completion of the sale of remaining solar assets was announced on
23June 2026.
Lunar 1 Limited
Lunar 1 Limited is a holding company of FiT remunerated
ground-mounted solar farms of two 5MW (Wiltshire) and one
0.7MW (Oxfordshire).
Cost at 31/03/26: £125,000
Cost at 30/09/24: £125,000
Date of first investment: Dec 2013
Valuation at 31/03/26: £505,000
Valuation at 30/09/24: £1,925,000
Valuation method: Offer price
Investment comprises:
Ordinary shares: £125,000
Proportion of equity held: 5%
Summary financial information
from statutory accounts: 31 March 2025
Turnover: £nil
Operating loss: £(14,000)
Net assets: £2,386,000
Review of Investments (continued)
10
Gresham House Renewable Energy VCT1 plc
New Energy Era Limited
New Energy Era Limited owns a FiT remunerated solar farm
of 0.7MW near Shipton-under-Wychwood, Oxfordshire.
Cost at 31/03/26: £884,000
Cost at 30/09/24: £884,000
Date of first investment: Nov 2011
Valuation at 31/03/26: £367,000
Valuation at 30/09/24: £1,320,000
Valuation method: Offer price
Investment comprises:
Ordinary shares: £884,000
Proportion of equity held: 45%
Summary financial information
from statutory accounts: 31 March 2025
Turnover: £513,000
Operating profit: £352,000
Net assets: £2,341,000
Vicarage Solar Limited
Vicarage Solar Limited is the holding company of a FiT
remunerated solar farm of 0.7MW near Ilminster, Somerset.
Cost at 31/03/26: £871,000
Cost at 30/09/24: £871,000
Date of first investment: Mar 2012
Valuation at 31/03/26: £330,000
Valuation at 30/09/24: £1,049,000
Valuation method: Offer price
Investment comprises:
Ordinary shares: £871,000
Proportion of equity held: 45%
Summary financial information
from statutory accounts
(non-consolidated): 31 March 2025
Turnover: *
Operating profit/(loss): *
Net assets: £1,934,000
* This information is not publicly available
Financial
StatementsGovernanceOverview
11
Gresham House Renewable Energy VCT1 plc
Lunar 3 Limited
Lunar 3 Limited was incorporated at end of 2013 as part of
the refinancing of the ground-mounted solar assets owned
by Lunar 1 Limited and Lunar 2 Limited. Lunar 3 Limited is a
dormant company and does not own any assets.
Cost at 31/03/26: £100
Cost at 30/09/24: £100
Date of first investment: Dec 2013
Valuation at 31/03/26: £0
Valuation at 30/09/24: £0
Valuation method: n/a
Investment comprises:
Ordinary shares: £200
Proportion of equity held: 50%
Summary financial information
from statutory accounts: 31 March 2025
Turnover: *
Operating profit/(loss): *
Net assets: £200
* This information is not publicly available
Review of Investments (continued)
12
Gresham House Renewable Energy VCT1 plc
Explanatory notes
The summary financial information has been sourced from the statutory accounts of the underlying investee companies. The net asset/liability
figures presented therefore do not approximate a valuation.
The proportion of equity held in each investment also represents the level of voting rights held by the VCT in respect of the investment.
Summary of loan stock interest income – small wind assets
Period ended
31 March
2026*
£’000
Year ended
30September
2024
£’000
Loan stock interest income in the period*
Tumblewind Limited 7 7
Minsmere Power Limited 15 11
Small Wind Generation Limited 0 5
Total 22 23
* The small wind loan stock interest income is for the period 1 October 2024 to 23 February 2026, date the small wind assets were sold.
Analysis of investments by commercial sector
The Company investment portfolio by sector at 31 March 2026 is as follow:
Æ by cost: ground mounted solar 100%;
Æ by value: ground mounted solar 100%.
The Companys remaining assets, ground mounted solar assets, were disposed of in late June 2026.
13
Gresham House Renewable Energy VCT1 plc
Financial
StatementsGovernanceOverview
The Directors present the Strategic Report for
the 18-month period ended 31March 2026. The
Board has prepared this report in accordance
with the Companies Act2006.
Business model
The VCT acts as an investment company,
investing in a portfolio of businesses within
the renewable and clean energy sectors
and operating as a VCT to ensure that its
Shareholders can benefit from the tax reliefs
available.
Business review and developments
The VCT’s business review and developments
during the financial period, including updates
on the Managed Wind Down process for the VCT
and the ongoing sale of the portfolio, are set out
in the Chairman’s Statement and Investment
Advisers Report.
During the 18-month period to 31March 2026,
the renewable investments held decreased
in value by £3.5mn. The value of the non-
renewable investment bio-bean Limited
remained at £nil during the reporting period
having entered administration in April2023.
Income over expenditure for the 18-month
period resulted in a net loss, after accounting
for capital expenses, of £3.9mn (12-month
period to 30September 2024:£2.4mn loss).
The total loss for the 18-month period was
£3.9mn and net assets at the period end
were £6.0mn (30September 2024:£9.9mn).
No dividend was declared or paid during
the 18-month period. An interim dividend of
17.0p per Ordinary Share was announced on
23July2026 and will be paid on 21August2026.
The Directors initially obtained provisional
approval for the VCT to act as a Venture Capital
Trust from HM Revenue& Customs. In order
to maintain VCT status, the Company needs to
ensure that it maintains a certain percentages
of qualifying investments within its portfolio.
The Board anticipated that the Company
would fall below these required percentages
by 9September 2025. To avoid a technical
breach, the Company applied to HMRC which
granted dispensation whilst the sale of small
wind and remaining solar assets processes
were progressed. The Companys qualifying
investment test was temporarily restored
following the sale of the small wind assets in
February2026 and is deemed to be met at
31March 2026. The qualifying investment test
has dropped below the required percentage of
qualifying investments the sale of remaining
solar assets on 22June 2026. Currently,
HMRC dispensation is in place to 1September
2026, but it is anticipated that the qualifying
investment test will restore following a dividend
payment on 21August 2026 (as announced
on 23July 2026). The Company anticipates
entering members’ voluntary liquidation on
2September 2026.
Investment advisory and administration fees
Gresham House Asset Management Limited
(Gresham House) provides investment advisory
services to the VCT, at a fee equivalent to
1.15% of net assets. The annual advisory fee is
a NAV based fee and was, up to an Investment
Advisory Agreement (IAA) amendment
announced on 25June 2024, subject to a
clawback depending on whether the Companys
annual running costs exceed 3% of NAV. The
agreement is for a minimum term of 2years,
effective from 7November 2017, with a 9-month
notice period on either side thereafter. Written
notice can be provided to terminate the IAA
immediately if one of the parties, the VCT or
Gresham House, enter liquidation and approved
by the other party in writing.
Following the sale of some assets in April2023
and subsequent dividend paid as a result of
the 13July 2021Shareholder vote to wind-
down the Company, the Companys net assets
reduced significantly to a level not anticipated
when the IAA was agreed and signed. Due
to this significant reduction in the NAV as a
result of the Managed Wind Down process,
the annual running costs for the financial year
ending 30September 2024 were forecast to
be around 4% of NAV. This would mean that
running costs, many of which are largely fixed,
would now exceed the initial 3% cap and the
Investment Advisers annual advisory fee would
therefore be subject to the clawback (on top of
an already reduced annual advisory fee due to
a lower NAV following asset sales). To rectify
this unintended consequence of the new
investment policy, the IAA amendment seeks to
minimise the effect of the clawback by raising
the cap to 5% of NAV or £625,000, whichever
is lower.
The Board has reviewed the services to be
provided by Gresham House and has concluded
that it is satisfied with the strategy, approach
and procedures which are to be implemented
in providing investment advisory services to
the VCT. The Board is also of the opinion that
the allocation of the investment advisory fee
between capital and revenue of the VCT, as
described in Note 4 to the financial statements,
is still appropriate.
JTC (UK) Limited (JTC) acts as Administrator
and Company Secretary. JTC provides
administration and accounting services to
the VCT for a fee of c. £47,400 (plus VAT,
if applicable) per annum. It also provides
company secretarial services for a base fee of
c. £47,400 (plus VAT, if applicable) per annum
and during the financial period as an agreed
standard cost for further company secretarial
support has charged a fee of £1,250 for each
additional meeting of the Board convened
to discuss the Managed Wind Down of the
Company. The agreement shall continue
in force until determined by either party,
with a 6-month notice period on either side.
Written notice can be provided to terminate
immediately following the entry into liquidation
by the VCT and VCT2.
Investment policy
General
At the General Meeting held on 13July 2021,
89.43% of the Shareholders resolved to approve
the New Investment Policy of the Company to
reflect a realisation strategy and the Company
ceasing to make any new investments. The
new Investment Policy replaced the previous
Investment Policy in its entirety.
Following the sale of the remaining solar assets
announced on 23June 2026, substantially all of
the Companys investments have been realised.
A distribution in respect of the sale proceeds
was announced on 23 July2026. The Board
intends to issue a circular to convene a General
Meeting of the Company to seek Shareholder
approval for the Company to be placed into
members voluntary liquidation.
Strategic Report
14
Gresham House Renewable Energy VCT1 plc
Since inception to 13July 2021
Up to 13July 2021, the VCT’s objectives were
to maximise tax free capital gains and income
to Shareholders from dividends and capital
distributions by investing the VCT’s funds in:
Æ a portfolio of clean technology and
environmentally sustainable investments,
primarily being in the UK and the EU,
that have attractive income and growth
characteristics, with investments
in existing asset-backed renewable
generation projects as the core of the
portfolio; and
Æ a range of non-qualifying investments,
comprised from a selection of cash
deposits, fixed income funds, securities
and secured loans and which will have
credit ratings of not less than A minus
(Standard& Poors rated)/A3 (Moody’s
rated). In addition, as the portfolio of VCT
qualifying investments will involve smaller
start-up companies, non-qualifying loans
could be made to these companies to
negate the need to borrow from banks
and, therefore, undermine the companies’
security within the conditions imposed
on all VCTs under current and future VCT
legislation applicable to the VCT.
13July 2021 to 31March 2026
Following Shareholder approval at the General
Meeting on 13July 2021, the New Investment
Policy of the VCT is that the Company will be
managed with the intention of realising all
remaining assets in the portfolio in a prudent
manner consistent with the principles of good
investment management and with a view to
returning cash to Shareholders in an orderly
manner, whilst protecting the tax position of
Shareholders.
The Company will pursue its investment
objective by effecting an orderly realisation of
its assets in a manner that seeks to achieve a
balance between maximising the value received
from those assets and making timely returns
of capital to Shareholders. This process might
include sales of individual assets or running off
the portfolio in accordance with the existing
terms of the assets, or a combination of
both. Pursuant to its investment objective,
following the sale of a portion of its solar
assets in April2023 and its small wind assets
in February2026, the Companys realisation
strategy completed in June2026 with the sale
of its remaining solar assets.
The Company will cease to make any
new investments or to undertake capital
expenditure except where, in the opinion of
both the Board and the Investment Adviser
(or, where relevant, the Investment Advisers
successors):
Æ the investment is a follow-on investment
made in connection with an existing asset
in order to comply with the Company’s pre-
existing obligations; or
Æ failure to make the follow-on investment
may result in a breach of contract or
applicable law or regulation by the
Company; or
Æ the investment is considered necessary
to protect or enhance the value of any
existing investments or to facilitate orderly
disposals.
Any cash received by the Company as part of
the realisation process prior to its distribution
to Shareholders will be held by the Company as
cash on deposit and/or as cash equivalents.
Asset allocation
Details of the Companys compliance with
the VCT qualifying investments is included on
page14.
Prior to the Companys entry into the Managed
Wind Down, the VCT sought to invest in at least
eight investments to diversify risk and to reduce
the potential impact of poor performance by
any individual investment. As at 31March 2026,
the number of investments has decreased to
six investments. The sale of five investments
was announced on 23June 2026. The
remaining investment entered administration
in April2023.
Risk Management
During the period under review, the VCT’s assets
have been managed to reduce risk as far as
possible in anticipation of the conclusion of the
Managed Wind Down.
The main risk management features include:
Æ monitoring of investee companies – the
Investment Adviser will closely monitor the
performance of all the investments made
by the VCT in order to identify any issues
and to enable necessary corrective action
to be taken; and
Æ the VCT will ensure that it has sufficient
influence over the management of the
business of the investee companies, in
particular, through rights contained in the
relevant investment agreements and other
Shareholder/constitutional documents.
The VCT has followed the above risk
diversification strategy with regard to the Lunar
1 Limited and Lunar 2 Limited investments
in AEE Renewables UK3 Limited, AEE
Renewables UK26 Limited, South Marston Solar
Limited, Beechgrove Solar Limited, New Energy
Era Limited and Vicarage Solar Limited.
Gearing
The creditors shown on the Balance Sheet at
31March 2026, which are short-term, include
amounts owed to investee companies. These
amounts were cleared as part of the sale of
the remaining assets on 22June 2026. As at
31March 2026, the VCT had the ability to borrow
£4.5mn in accordance with the articles and had
actual borrowings of £nil.
The VCT has no intention to borrow any funding
in the foreseeable future.
UKListing rules
In accordance with the UKListing Rules:
(i) the VCT may not invest more than 10%, in
aggregate, of the value of the total assets
of the VCT at the time an investment
is made in other listed closed-ended
investment funds except listed closed-
ended investment funds which have
published investment policies which
permit them to invest no more than 15% of
their total assets in other listed closed-
ended investment funds;
(ii) the VCT must not conduct any trading
activity which is significant in the context
of the VCT; and
(iii) the VCT must, at all times, invest and
manage its assets in a way which is
consistent with its objective of spreading
investment risk and in accordance with its
published investment policy set out in this
document. This investment policy is in line
with Chapter15 of the UKListing Rulesand
Part6 of the Income Tax Act.
The UKListing Ruleshave been complied with
for the 18-month period ended 31March 2026.
15
Gresham House Renewable Energy VCT1 plc
Financial
StatementsGovernanceOverview
Directors and senior management
The VCT has three Non-Executive Directors,
including one female and two males. The VCT
has no employees.
Key performance indicators
At each Board meeting, the Directors consider
a number of performance measures to assess
the VCT’s success in meeting its objectives. The
Board has identified the VCT’s key performance
indicators as NAV Total Return and dividends
paid per share, the performance of which
during the year are in the table below:
Key performance
indicators per
financialperiod:
18-month
period ended
31 March 2026
Year ended
30 September
20 24
Net Asset Value
Total Return (% p.a.) (12.6)% (7.2)%
Dividends paid per
share (p) 0.0p 0.0p
These are defined as follows:
Net Asset Value Total Return:the sum of
NAV per Ordinary Share, NAV per ‘A’ Share and
cumulative dividends paid.
Net Asset Value per Ordinary Share:The
closing total net asset position of the VCT as at
the reporting date less the total par value of all
A’ Shares in issue at the reporting date divided
by the total number of Ordinary Shares in issue
at the reporting date.
Net Asset Value per ‘A’ Share:Par value per ‘A
Share.
Cumulative dividends paid:The gross total
of all dividends paid for both Ordinary and ‘A
Shares from inception up to the reporting date.
The total net asset position of the VCT as at
the reporting date is as per the Balance Sheet,
while the total number of shares in issue for
both Ordinary and ‘A’ Shares is disclosed in
Note14.
In addition, the Board considers the VCT’s
performance in relation to other VCTs.
The position of the VCT’s NAV Total Return as
at 31March 2026 and a summary of dividends
paid per share are as indicated in the table on
this page. The VCT had an objective of paying
dividends of 5p per share per annum. Under the
New Investment Policy the quantum and timing
of any dividends paid during the Managed
WindDown process is at the sole discretion
of the Board, and depends on the sale of the
assets, ongoing income streams generated
by the assets held and the Companys ongoing
cash requirements. As part of the Managed
Wind Down, now that the remaining assets have
been sold (as at late June2026), the intention
is to return all sale proceeds to Shareholders
through dividend distributions or, once the VCT
has entered voluntary liquidation, via capital
distributions.
Principal risks and uncertainties
The principal and emerging risks including
the significant economic risks that might
impact the Company and the attainment of
its realisation strategy have been reviewed
in detail. The Board recognises that there
are risks and uncertainties that could have
a material effect on the Companys financial
results. Under the 2019 AIC Corporate
Governance Code, Directors of listed
companies are required to confirm in the
annual report that they have performed
a robust assessment of the Companys
emerging and principal risks, including those
that would threaten its business model,
future performance, solvency or liquidity and
reputation.
The Board is ultimately responsible for
risk management with oversight of the
risk framework and management process
delegated to the Audit Committee. The main
features of the risk management framework
are included in the Strategic Report on page15.
The Companys risk matrix is the core element
of the risk management process. The matrix
is prepared, in conjunction with the Board and
Company Secretary, by the Investment Adviser,
is updated frequently and is used to assess all
the operational, performance and other risks
that might impact the Company. The matrix
also provides detail as to how these risks are
potentially mitigated by the Board or third-party
service provider controls.
Schedule of principal risks
The other principal risks faced by the VCT,
along with the steps taken to mitigate these
risks, are shown in the table below. The
changes in the factors impacting the risks
attributable are discussed below.
The Board identified principal risks relating
to Investment performance and Operational
– portfolio level. As part of the Companys
Managed Wind Down, the wind and remaining
solar assets were sold in February and
June2026 respectively. Accordingly, these
risks are no longer considered a principal risk
at the date of the sale of the remaining solar
assets. Post 22June 2026, the Board continues
to monitor residual risks listed in below table,
Principal risk column:
Strategic Report (continued)
16
Gresham House Renewable Energy VCT1 plc
Principal Risk Context Specific risks Possible impact Mitigation
Investment
Performance
Until 22 June 2026,the
VCT held investments in
unquoted UK businesses
mainly in the renewable
energy sector. As part of
the Managed Wind Down,
the VCT’s wind assets
were sold on 23 February
2026 and the remaining
solar assets on 22 June
2026.
Poor investment
decisions or strategy
or poor monitoring,
management
and realisation of
investments.
Adverse weather
conditions, low inflation
rates and/or low power
prices resulting in below
forecast investment
returns.
Reduction in the NAV
of the VCT and the
inability of the VCT to pay
dividends.
The Investment Adviser has significant
experience in the renewable energy
sector. The Investment Adviser also
actively manages the portfolio, engaging
reputable and experienced Operations and
Maintenance (O&M) contractors.
The assets have limited exposure to power
prices, due to the use of the Feed in Tariff
(FiT) regime. The Company notes the
consultation issued on 31October 2025 by
the Department for Energy Security & Net
Zero on changes to inflation indexation in
the Renewables Obligation scheme. The
consultation resulted in FiT rates being
increased by CPI instead of by the higher RPI
annually on 1 April, applied as of 1 April 2026.
The Board regularly reviews the performance
of the portfolio, alongside the Board of the
sister company.
The CPI Inflation rate for March 2026 was
3.3%. The Bank of England’s long-term
inflation target is 2% per year measured by
the CPI.
Higher inflation, whilst of concern from the
point of view of the wider UK and global
economy, is positive for the owners of
subsidised UK renewable assets. Although
most costs also rise in line with inflation, as
does the cost of servicing the debt facility,
the net benefit of increased inflation is
positive since it increases the inflation
linked revenues more than it increases the
costs. The debt facility was transferred as
part of the sale of the remaining assets on
22 June 2026.
17
Gresham House Renewable Energy VCT1 plc
Financial
StatementsGovernanceOverview
Strategic Report (continued)
Principal Risk Context Specific risks Possible impact Mitigation
Loss of
VCT status
The VCT must maintain
continued compliance
with the VCT Regulations,
which prescribe a number
of tests and conditions.
Breach of any of the rules
could result in the loss of
VCT status.
The loss of VCT status
would result in dividends
becoming taxable and
new Shareholders losing
their initial tax relief.
The VCT Qualification is actively
monitored by the Investment Adviser and
the Administrator, who liaise with the
designated VCT Status Adviser. The VCT
Status Adviser also produces twice yearly
reports for the Board. With no new or
follow-on investments having been made,
the Companys qualifying ratio fell below
80% on 9 September 2025. To avoid a
technical breach, the Company applied to
HMRC which granted a dispensation whilst
the Company progressed the ongoing
sales processes of the small wind and
remaining solar assets. The Company’s 80%
qualifying holding test restored following
the sale of wind assets on 23February
2026 and was met at period end 31 March
2026. The qualifying investment test
has dropped below the required % of
qualifying investments following the sale
of remaining solar assets on 22 June 2026.
Currently, HMRC dispensation is in place to
1 September 2026, but it is anticipated that
the qualifying investment test will restore
following a dividend payment on 21 August
2026 (as announced on 23 July 2026). The
Company anticipates entering members
voluntary liquidation on 2 September 2026.
The Investment Adviser is aware of the
dates of the latest fundraisings, and that
the five-year minimum holding period
finished in October 2023.
The Investment Adviser has also prepared
detailed forecasts relating to the wind up of
the VCTs, which takes this into account.
Legislative In recent years, the
changes to VCT
Regulations have
narrowed the breadth of
permitted investments.
VCTs were established
to encourage private
individuals to invest in
early-stage companies
that are considered to
be risky and have limited
funding options. The
state provides these
investors with tax relief.
A change in government
policy could result in a
cessation of tax reliefs or
reduction of the amount
of tax relief available
to investors which
would make them less
attractive to investors.
The loss of VCT status
would result in dividends
becoming taxable and
new Shareholders losing
their initial tax relief.
Both the Investment Adviser and
the Administrator closely monitor
developments and attend AIC conferences.
The VCT Status Adviser also has significant
experience in this field and works closely
with HMRC.
Further commentary on VCT Status is
provided on page 14.
The Investment Adviser engages with
HMT and industry representative bodies
to demonstrate the cost benefit of VCTs
to the economy in terms of employment
generation and taxation revenue.
The VCT Income tax relief was reduced from
30% to 20% with effect from 6April2026.
18
Gresham House Renewable Energy VCT1 plc
Principal Risk Context Specific risks Possible impact Mitigation
Regulatory
and
compliance
As a listed entity, the
VCT is subject to the UK
Listing Rules and related
regulations.
Any breaches of relevant
regulations could result
in suspension of trading
in the VCT’s shares or
financial penalties.
Reduction in the NAV
of the VCT due to
financial penalties and a
suspension of trading in
its shares, also leading to
loss of VCT status.
The VCT Secretary and Administrator have
a long history of acting for VCTs. The Board,
Investment Adviser and Administrator also
employ the services of reputable lawyers,
auditors, and other advisers to ensure
continued compliance with its regulatory
obligations.
Operational –
VCT level
The VCT relies on the
Investment Adviser,
Administrator and other
third parties to provide
many of its services at
the VCT level. As part
of the Managed Wind
Down, the VCT’s wind
assets were sold on
23February 2026 and
the remaining solar
assets on 22June2026.
Inferior provision of
these services, thereby
leading to inadequate
systems and controls or
inefficient management
of the VCT’s assets
and its reporting
requirements. Service
providers, predominantly
the Registrar, hold
Shareholders’ personal
data and there is a risk of
an external shock (natural
disaster or terrorist
attack) or a cyber-attack
on a provider.
Errors in Shareholder
records, incorrect
mailings, misuse of data,
non-compliance with key
legislation, loss of assets,
breach of legal duties
and inadequate financial
reporting.
The VCT, the Investment Adviser and
the Administrator engage experienced
and reputable service providers, the
performance of which is reviewed on an
annual basis.
The Directors and the Investment Adviser
regularly review the service providers,
including their internal controls and the
procedures and policies they have in place
for preventing cyber attacks.
Operational
– portfolio
level
At the portfolio level, the
VCT uses third party O&M
contractors managing
the various sites. As part
of the Managed Wind
Down, the VCT’s wind
assets were sold on 23
February 2026 and the
remaining solar assets on
22 June 2026.
Inferior provision of
these services, thereby
leading to inadequate
systems and controls or
inefficient management
of the VCT’s assets.
Maintenance and repairs
not carried out in a timely
manner.
Poor investment
performance due to
assets being offline and
non-revenue generating.
The VCT, the Investment Adviser and
the Administrator engaged experienced
and reputable service providers, the
performance of which was reviewed on an
ongoing basis up to the assets were sold.
At the portfolio level, technical reviews and
studies are conducted on the assets as
appropriate.
Repair and reconfiguration work was
carried out up to the assets were sold.
Economic,
political
and other
external
factors
The VCT’s investments
are heavily exposed to
the Feed in Tariff (FiT)
regime. Events such as
the Russian Federation’s
invasion of Ukraine,
conflict in the Middle
East, the US/Israeli
intervention in Iran,
economic recession,
increasing interest rates
and inflation.
Retrospective changes
to the regimes. Changes
in energy prices and
inflation. An increase in
inflation results in higher
interest charges for the
debt facility.
A significant negative
impact on performance
in respect of regime
changes, low inflation
and energy prices can
reduce portfolio revenue.
The Investment Adviser and Board
members closely monitor policy and geo-
political developments. However, the UK
Government has a general policy of not
introducing retrospective legislation.
CPI Inflation rate for March 2026 was 3.3%.
The Bank of England’s long-term inflation
target is 2% per year measured by the CPI.
Lower inflation reduces the increase of
interest charges for the debt facility. The
debt facility was transferred as part of the
sale of the remaining assets on 22 June
2026.
Lower energy prices and lower inflation
reduces portfolio performance as returns
are directly linked to both factors. The VCT’s
wind assets were sold on 23 February 2026
and the remaining solar assets on 22 June
2026.
19
Gresham House Renewable Energy VCT1 plc
Financial
StatementsGovernanceOverview
Principal Risk Context Specific risks Possible impact Mitigation
(Retroactive)
change
to Energy
Market
regulation
and policies
The VCT operates within
the UK Energy market
which is governed by UK
regulation and could be
subject to change. As
part of the Managed Wind
Down, the VCT’s wind
assets were sold on 23
February 2026 and the
remaining solar assets on
22 June 2026.
The current or future UK
Government may decide
that subsidies provided
to renewable energy
generation assets in the
form of feed-in-tariffs
(FiTs) pose too big a
burden on electricity
consumers and reduce
or even eliminate them
retroactively. Similarly,
other measures that
achieve a similar effect
such as special taxes,
a cap on applicable
inflation rates, limits on
generated KWhs that
earn FiTs.
A significant negative
impact of the renewable
energy generation
assets revenue reducing
the cash availability
of the VCT. The EGL
was introduced from
1 January 2023 and
legislated for in Part 5
of Finance Act (Number
2) 2023. The levy is
legislated to remain in
force until 31 March 2028.
The Investment Adviser continuously
monitors the regulatory landscape in the
UK. If an action that retroactively targets
these subsides it would join forces with
other owners of these assets and vigorously
challenge such retroactive law changes
in the courts. All of the sites owned by the
VCTs up to their sale were fully-accredited
which means that there was no risk of an
individual asset losing its subsidy.
The previous government introduced the
EGL from 1 January 2023 to tax exceptional
profits up to 31 March 2028. The EGL does
not impact the VCT’s portfolio given its
smaller size, but any potential acquirer may
subsequently incur this levy.
The Company notes the consultation issued
on 31 October 2025 by the Department for
Energy Security & Net Zero on changes
to inflation indexation in the Renewables
Obligation scheme. The consultation
resulted in FiT rates being increased by
CPI instead of by the higher RPI annually on
1April, applied as of 1 April 2026.
Principal risks since inception to 13 July 2021
The principal financial risks faced by the VCT, which include interest rate, market price, investment valuation, credit and liquidity risks, are
summarised within Note17 to the financial statements.
Other principal risks faced by the VCT have been assessed by the Board and grouped into the key categories outlined below:
Æ underperformance*;
Æ loss of VCT status;
Æ VCT Regulations;
Æ regulatory and compliance;
Æ operational VCT level;
Æ operational portfolio level*;
Æ economic, political and other external factors; and
Æ government intervention in the renewables market.
Æ principal risks until the sale of the underlying assets on 22June 2026 as part of the Managed Wind Down.
Strategic Report (continued)
20
Gresham House Renewable Energy VCT1 plc
Principal risks 13 July 2021 to 31 March 2026
In approving a new Investment Policy for the Company, a number of risks which are material and currently known to the Company have been
disclosed. Additional risks and uncertainties not currently known to the Company, or that the Company deems immaterial, may also have an
adverse effect on the Company.
At the period end 31 March 2026, the Board identified execution risk relating to the proposed sale of its remaining solar assets, including the
risk that the sale may not complete or may complete on less favourable terms. Following the period end, the sale completed on 22 June 2026.
Accordingly, this is no longer considered a principal risk at the date of approval of these financial statements. The Board continues to monitor
residual risks relating to the sale of remaining solar assets e.g. escrow account and VCT status, as applicable.
The main risks identified as part of the new Investment Policy of the Company are:
Risk identified Context Mitigation
Asset diversification In a Managed Wind Down, the investment portfolio will be
reduced as investments are realised and concentrated
in fewer holdings, and the mix of asset exposure will be
affected accordingly.
None identified.
Ownership All of the VCT’s main solar assets are owned 50:50
between the VCT and VCT2 and there are no rights
attached to such ownership that would allow one
company to force the other to sell its share in each asset.
The VCTs will sell their shares in each asset
simultaneously, so that no VCT holds more than 50% of
the underlying assets.
Volatility in NAV and/or
share price
The VCT might experience increased volatility in its Net
Asset Value and/or its share price as a result of possible
changes to the Portfolio structure following the adoption
of the new Investment Policy.
None identified.
Sale of assets The VCT’s assets may not be realised at their carrying
value, and it is possible that the VCT may not be able
to realise some assets at any value. The VCT’s assets’
fair value is linked to estimates and assumptions
about a variety of matters, including macroeconomic
considerations, which assumptions may prove to be
incorrect and which are subject to change. A material
change of governmental, economic, fiscal, monetary or
political policy, may result in a reduction in the value of
the VCT’s assets on sale.
The Board has engaged several experts in this field
to ensure an appropriate sale price is reached. The
Directors will ensure that the sale price reflects the
best available offer for the Companys assets taking into
account future income generation by the portfolio and
the age and condition of the assets. Please see page 4 of
the Chairman’s Statement for further detail on the sale of
wind and remaining solar assets concluded in February
2026 and June 2026 respectively.
Sale of assets Sales commissions, liquidation costs, taxes
and other costs associated with the realisation
of the VCT’s assets together with the usual
operating costs of the VCT will reduce the cash
available for distribution to the Shareholders.
The Investment Adviser prepares detailed cash flow
forecasts which are presented to the Board quarterly.
The forecasts include the additional costs incurred and
expected to be incurred during the Managed Wind Down
of the VCT.
Sale of assets A sale of the VCT’s assets may prove materially more
complex than anticipated, and the distribution of
proceeds to Shareholders may be delayed by a number
of factors, including, without limitation, the ability of
a liquidator to make distributions to Shareholders.
The Board engaged several experts in this field, to
mitigate the possibility of an extended handover period.
The sale of wind and remaining solar assets concluded
in February and June 2026 respectively. It has been the
Directors’ consistent intention to ensure that the sale
value obtained was ultimately in Shareholders’ interests.
21
Gresham House Renewable Energy VCT1 plc
Financial
StatementsGovernanceOverview
Strategic Report (continued)
Viability statement
In accordance with Provisions 33 and 36 of the
2019 AIC Code of Corporate Governance, the
Directors have conducted a robust assessment
of the potential strategic decisions facing the
VCTs that would threaten their future solvency or
liquidity, how these strategic decisions are being
managed and how they are being mitigated.
Following the results of the continuation vote
at the 2021 AGM and with the Shareholders’
subsequent approval of the Managed Wind
Down of the Company at the 2021 General
Meeting (13July 2021), the VCTs commenced
the sale of assets process, with sale
completions in April2023 and February2026.
The Companys remaining solar assets were
sold on 22June 2026. The sale proceeds have
been received. Both the Managed Wind Down
process and the sales of the Companys assets,
completed post-period end, were considered
by the Board as part of their assessment.
The Companys VCT qualifying ratio fell below
80% on 9September 2025 following the
dissolution of Rezatec in September2024 and
the lapse of the 12-month disregard period.
To avoid a technical breach, the Company
applied to HMRC for a dispensation whilst
the Company progressed the ongoing sales
processes of the small wind and remaining solar
assets. The Company’s qualifying investment
test was temporarily restored following the
sale of the small wind assets in February2026
and is deemed to be met at 31March 2026.
The qualifying investment test has dropped
below the required percentage of qualifying
investments following the sale of remaining
solar assets on 22June 2026. Currently, HMRC
dispensation is in place to 1September 2026, but
it is anticipated that the qualifying investment
test will restore following a dividend payment on
21August 2026 (as announced on 23July 2026).
The Company anticipates entering members’
voluntary liquidation on 2September 2026.
The Board considers that the VCT remains
viable up until the point at which the voluntary
liquidation will complete.
In making this assessment as at 31March 2026,
the Boards have taken the following scenarios
into consideration:
Æ scenario 1:Sale of all VCTs investments
followed by VCTs entering voluntary
liquidation by September2026;
Æ scenario 2:No sale of VCTs investments
and the VCTs entering voluntary
liquidation by September2026;
For each scenario mitigating factors are in place.
The Board noted that the assets owned by the
Company at 31March 2026, the remaining solar
assets, had sufficient cash reserves at the SPV
level available to be paid up to the VCT through
dividends up to the transaction completion
date, 22June 2026 to cover debt, running and
sale of assets costs. Post completion, the sale
proceeds provide sufficient cash to cover the
completion sale costs, the projected VCT’s
running and MVL costs, with a contingency for
overspend and/or unknown expenses, up to the
VCTs dissolvement.
The Directors started the process of preparing
for the entry into members’ voluntary
liquidation during the 18-month ended 31March
2026, the preparation of the MVL has been
further progressed following the completion of
sale of the Companys remaining assets.
The Directors believe that the VCT is well
placed to manage its potential strategic
decisions successfully. Based on the results,
the Board confirms that, taking into account
the VCT’s current position and subject to the
potential strategic decisions faced by the
business, the VCT will be able to meet its
liabilities under the scenarios presented as they
fall due until the point at which the voluntary
liquidation completes.
In reaching this conclusion, the Board
acknowledges the completion of the sale of the
Companys remaining assets on 22June 2026
and the Companys current intention to enter
members’ voluntary liquidation on 2September
2026 in line with scenario 1 as outlined above.
Directors’ remuneration
It is a requirement under the Companies
Act2006 for Shareholders to vote on
the Directors’ remuneration every three
financial years, or sooner if the VCT wants to
make changes to the policy. The Directors’
remuneration policy, last approved at the
Annual General Meeting on 27April 2023 is set
out on page 31.
Annual running costs cap
The annual running costs of the VCT are subject
to a cap of the lower of £625,000 or 5.0% of
average net asset value. For the 18-month
period ended 31 March 2026, these caps were
recalculated and adjusted to £937,500 and
£698,000 (5% of average net asset value),
respectively. During the 18-month period, the
running costs came to £653,000 (total expenses
of £1,495,000 less one-off expenditure),
being 4.68% of average net asset value (2024:
£506,000 being total expenses of £727,000
less one-off expenditure, which is less than the
applicable cap of £625,000.). Therefore the cap
has not been breached.
Performance Incentive
The structure of the ‘A’ Shares, whereby
Management owns one third of the ‘A’ Shares in
issue (known as the “Management ‘A’ Shares”),
acts as a Performance Incentive mechanism.
The allocation to the ‘A’ shares of any revenue
or capital dividends declared by the VCT, will be
increased if, at the end of each year, the hurdle
is met, which is illustrated below:
i) Shareholders who invested under the
offer for subscription receive dividends in
excess of 5.0p per Ordinary Share in any
one financial period; and
ii) one Ordinary Share and one ‘A’ Share has
a combined net asset value of at least
100.0p.
The Performance Incentive is calculated each
year and is not based on cumulative dividends
paid.
A summary of how proceeds are allocated between Shareholders and Management, before and after the hurdle is met, and as dividends per Ordinary
Share increase is as follows:
Hurdle criteria:
Annual dividend per Ordinary Share 0-5p 5-10p >10p
Combined NAV Hurdle N/A >100p >100p
Allocation:
Shareholders 99.97% 80% 70%
Management 0.03% 20% 30%
As the NAV as at 31March 2026 was below 100p, the NAV hurdle for the year was not met and no dividend in respect of the ‘A’ Shares was paid during
the year, therefore there was no Performance Incentive paid.
22
Gresham House Renewable Energy VCT1 plc
VCT status
The VCT has reappointed Philip Hare& AssociatesLLP (Philip Hare) to advise it on compliance with VCT requirements, including evaluation of
investment opportunities as appropriate and regular review of the portfolio. Although Philip Hare works closely with the Investment Adviser, they
report directly to the Board.
Compliance with the VCT regulations for the period under review is summarised as follows:
Position at the
period ended
31 March
2026
1. To ensure that the VCT’s income in the period has been derived wholly or mainly (70% plus) from shares or securities; 98.2%
2. To ensure that the VCT has not retained more than 15% of its income from shares and securities; – see note below* 40.3%
3. To ensure that the VCT has not made a prohibited payment to Shareholders derived from an issue of shares since 6 April 2014; Complied
4. To ensure that at least 80% by value of the VCT’s investments has been represented throughout the period by shares or
securities comprised in qualifying holdings of the VCT;
83.2%
5. To ensure that at least 70% by value of the VCT’s qualifying holdings has been represented throughout the period by holdings
of eligible shares (disregarding investments made prior to 6 April 2018 from funds raised before 6 April 2011);
100.0%
6. To ensure that, of funds raised on or after 1 October 2018, at least 30% has been invested in qualifying holdings by the
anniversary of the end of the accounting period in which the shares were issued;
Complied
7. To ensure that no holding in any company has at any time in the period represented more than 15% by value of the VCT’s
investments at the time of investment;
Complied
8. To ensure that the VCT’s ordinary capital has throughout the period been listed on a regulated market; Complied
9. To ensure that the VCT has not made an investment in a company which causes it to receive more than the permitted
investment from State Aid sources;
Complied
10. To ensure that since 17 November 2015, the VCT has not made an investment in a company which exceeds the maximum
permitted age requirement;
Complied
11. To ensure that since 17 November 2015, funds invested by the VCT in another company have not been used to make a
prohibited acquisition; and
Complied
12. To ensure that since 6 April 2016, the VCT has not made a prohibited non-qualifying investment. Complied
* The VCT has extended its accounting period, so that the current period is 18months to 31March 2026. For tax purposes, this is split into two periods, the first being the 12months to 30September
2025, and then a short period ending 31March 2026. The income test applies to each of those two periods separately and has been met. Including the Treasury shares, the VCT does not have positive
distributable reserves, and so is unable to pay a dividend. As such the requirement not to retain more than 15% of income from shares and securities is deemed to be met.
The Directors, with the help of the Investment Adviser, monitor and ensure the investee companies have less than £5mn state backed financing in a
12-month period listed in order to remain compliant with the VCT regulations.
Share Buybacks
The Board has decided that the VCT will not be buying in Shares for the foreseeable future as the VCT needs to conserve such cash as it generates for
the Managed Wind Down of the VCT and the payment of dividends.
Future prospects
The Board’s assessment of the outlook and future strategy of the VCT are set out in the Chairman’s Statement and Investment Advisers Report.
23
Gresham House Renewable Energy VCT1 plc
Financial
StatementsGovernanceOverview
Sustainable
Investing
Introduction
Following Shareholder approval of the VCTs
revised investment policy in July2021, the
Company has implemented a realisation
strategy which was completed in late June2026
with the sale of the remaining solar assets.
The VCT seeks to conduct its affairs responsibly
and Gresham House, the Investment Adviser,
was encouraged to consider environmental,
social and community issues for the Companys
investments, where appropriate. The Board
continued to monitor the Investment Advisers
progress in these areas up to the sale of the
remaining solar assets on 22June 2026.
The Board is conscious of its potential impact
on the environment as well as its social
and corporate governance responsibilities.
The Investment Adviser has presented its
Environmental, Social and Governance (ESG)
strategy to the Board.
Prior to the Companys Managed Wind Down,
the VCT has demonstrated clear consideration
of environmental characteristics by having
invested in technologies that contribute to
climate change mitigation by supporting a
decarbonisation of the energy system in the UK
and a net zero economy underpinned by cheap
clean electricity.
Sustainable Investing at Gresham House
The Investment Adviser is committed to
sustainable investment as an integral part of its
business strategy. Since 2021, Gresham House
has enhanced its approach to sustainability
by setting an ambition to “be the manager
of choice for sustainable investment client
solutions” outlined in the company wide GH30
targets.
Policies and processes
Gresham House publishes a Sustainable
Investing Policy along with asset specific
policies, including the Energy Transition
Sustainable Investment Policy, which covers
Gresham House’s sustainable investment
commitments, how the investment processes
meet these commitments and the application
of the Sustainable Investment Framework.
The Sustainable Investment Team assesses
adherence to the commitments in the
Sustainable Investment Policies on an
annualbasis.
Sustainability Executive Committee
The Investment Advisers Sustainability
Executive Committee (Sustainability ExCo)
is chaired by the Director of Sustainable
Investment and requires representation from
across the business including from the Group
Management Committee and sustainability
leads from each division. The Sustainability
ExCo ensures priority areas of sustainability
related risks and opportunities are managed.
Risk and Compliance:Embedding ESG factors
As the assets within the VCTs are all well-
established, the assessment of ESG is applied
as part of our asset management activities.
All Operations& Maintenance providers are
required to report on various ESG factors,
including Health& Safety and Environmental
risks or incidents. Any significant incidents
must be reported to us within 24hours.
Furthermore, they are also expected to be
proactive and to make recommendations for
improvements.
The team continues to work to expand the
ESG key performance indicators (KPIs)
measured, reported, and monitored by the
Energy Transition division for all assets
under management, including the VCTs. This
reflects increased investor and regulatory
demand for ESG data and the Investment
Advisers ambitions to enhance ESG data
and transparency. It is anticipated that the
expanded ESG data will be used by investment
teams and asset management teams to
increase their understanding of the operational
ESG performance of assets under management
and to identify any material ESG risks. It is
expected that the asset management team
will aim to improve ESG metrics over time, as
feasible within the context of the existing fund
mandate. The Companys realisation strategy
implemented as part of its Managed Wind Down
completed in late June2026 with the sale of the
remaining solar assets following the sale of the
wind assets in February2026.
Asset operation
Gresham House aimed to operate the VCTs
solar and wind assets with minimal disruption
to local communities and the environment.
Operational contractors are subject to ongoing
review and the requirement to manage material
ESG risks is included in contract terms.
Supply Chain
Gresham House has both a Supply Chain Policy
and a Supplier Code of Conduct for energy
transition activities to ensure that suppliers
are held to a high standard. The Supply Chain
Policy covers material ESG topics and places
obligations on suppliers (including contractors)
to ensure their own compliance, as well as
the compliance of their subcontractors,
with the Policy. It also requires suppliers to
monitor and report any non-compliance to the
InvestmentAdviser.
The Sustainable Investing report forms part of the Strategic Report.
24
Gresham House Renewable Energy VCT1 plc
Climate Change & Pollution
The VCTs’ investment strategy materially
contributes to the UK’s net-zero Strategy and
ambition to decarbonise the energy system.
Based on the 26,071,081kWh electricity
generated by the renewable assets in the
portfolio of the VCT and VCT2, it is estimated
that the fund avoided 11,686 tonnes
1
of CO
2
and
powered c. 9,656 homes
2
during the 18-month
period ended 31 March 2026.
Greenhouse Gas (GHG) Emissions. Emissions
can be broken down into three categories by the
Greenhouse Gas Protocol:
Æ Scope 1: all direct emissions from the
activities of the VCT or under its control.
Æ Scope 2: indirect emissions from
electricity purchased and used by the VCT
Æ Scope 3: all other indirect emissions from
activities of the VCT. This includes water
consumption, waste disposal, and third-
party fuel use.
To measure the financed carbon emissions of
VCT and VCT2 in the year 2025, the Investment
Advisor used the operational activities at each
site, including water consumption, waste
production, and vehicle fuel consumption.
These inputs were recorded throughout the
12-month period and converted to tCO
2
e using
UK government conversion factors.
An attribution factor consistent with
the Partnership for Carbon Accounting
Financials (PCAF) methodology was applied
to allocate each fund’s proportional share of
operationalemissions.
Table 1: Carbon footprint of each VCT in 2025.
VCT1 VCT2
Scope 1 (tCO
2
e) 61.9 61.9
Scope 2 (tCO
2
e) 30.9 30.9
Scope 3 (tCO
2
e) 27.5 27.5
Economic Carbon Intensity (Scope 1 + 2) tCO
2
e/£m 10.6 10.6
Revenue Carbon Intensity (Scope 1 + 2) tCO
2
e/£m 29.3 29.3
Gresham House conducted its carbon foot printing for the calendar year (1 January 2025 –
31December 2025) so the value reported corresponds to the emissions produced in this 12-month
period, rather than the VCT’s 18-month reporting period (1 October 2024 to 31 March 2026).
Natural Capital
The Investment Adviser continued to manage
the Companys wind (sold in February2026) and
remaining solar assets (sold in February2026)
in line with the biodiversity commitments and
habitat management plans instigated as part
of project development and approvals up to the
date they were sold.
Director’s Duties
Directors must consider the long-term, and as
part of the Managed Wind Down in the shorter-
term, consequences of any decision they make.
They must also consider the interests of the
various stakeholders of the VCT, the impact the
VCT has on the environment and community
and operate in a manner which maintains the
VCT’s reputation for having high standards of
business conduct and fair treatment between
Shareholders.
Fulfilling this duty naturally supports the VCT in
its Investment Objective to maximise tax-free
capital gains and income to Shareholders and
helps ensure that all decisions are made in a
responsible and sustainable way. In accordance
with the requirements of the Companies
(Miscellaneous Reporting) Regulations 2018,
and the AIC Code, the information overleaf
explains how the Directors have individually
and collectively discharged their duties under
section 172 of the Companies Act2006.
1
Assuming an average annual electricity usage per household of 2.7MWh, as quoted by Ofgem May 2023. “Homes powered” calculated using Renewable UK methodology: MWh divided by average
annual domestic electricity consumption. Household power consumption dropped in 2023 due to high power prices.
2
Assuming an “all non-renewable fuels” emissions statistic of 448tCO
2
/GWh of electricity supplied, DESNZ statistics July 2025, Digest of UK Energy Statistics, Table 5.14 (“Estimated carbon dioxide
intensity of electricity supplied”). “Carbon avoided” calculated using Renewable UK methodology: Carbon reduction is calculated by multiplying the total amount of electricity generated by solar and
wind per year by the number of tonnes of carbon which fossil fuels would have produced to generate the same amount of electricity.
25
Gresham House Renewable Energy VCT1 plc
Financial
StatementsGovernanceOverview
Role of the Board
The Board, which comprised of three
independent Non-Executive Directors during
the financial period with a broad range of skills
and experience, retains responsibility for taking
all decisions relating to the VCT’s principal
objectives, corporate governance and strategy,
and for monitoring the performance of the
VCT’s service providers.
The Board aims to ensure that the VCT
operates in a transparent culture where all
parties are able to contribute to the decisions
made and challenge where necessary with the
overall aim of achieving the expectations of
Shareholders and other stakeholders alike.
In discharging their section 172 duties
the Directors have regard to the likely
consequences of any decisions during the
Managed Wind Down process; the need to
foster the VCT’s business relationships with
suppliers, customers and others; the impact
of the VCT’s operations on the community
and environment; the desirability of the VCT
maintaining a reputation for high standards of
business conduct and the need to act fairly as
between members of the VCT.
The Board works very closely with the
Investment Adviser and Company Secretary to
ensure there is visibility and openness in how
the affairs of the VCT are being conducted. The
VCT co-owns all its assets with Gresham House
Renewable Energy VCT2plc (VCT 2).
The VCT is an investment vehicle, externally
managed, has no employees, and is overseen
by an independent Non-Executive board of
Directors. As such the Board considers its
stakeholders to be the Shareholders, the
service providers, including the Investment
Adviser, and regulatory bodies.
Following the adoption of the new Investment
Policy from 13July 2021, the VCT’s principal
objective is to manage the Company with the
intention of realising all remaining assets in
the portfolio in a prudent manner consistent
with the principles of good investment
management and with a view to returning cash
to Shareholders in an orderly manner.
Key Stakeholders
Shareholders
The Board engages with the VCT’s
Shareholders in a variety of ways, including
annual and half-yearly reports and accounts,
an AGM and information provided on the
Investment Advisers website as well as ad hoc
communications with Shareholders.
The Registrar is available to help Shareholders
to manage their shareholding.
The Board communicates with its Shareholders
through the publication of Annual and Half-Year
reports which are available on the VCT’s website
(https://greshamhouse.com/real-assets) and
sent to Shareholders.
The Board is also happy to respond to any
written queries made by Shareholders during
the course of the period, or to meet with major
Shareholders if so requested. In addition to the
formal business of the AGM, representatives
of the Investment Adviser and the Board are
available to answer any questions a Shareholder
may have. During the period the Board engaged
with Shareholders on multiple matters,
including updates on continuing discussions
with potential purchasers of the remaining
solar and wind assets. Details of these matters
are included in the Chairman’s Statement.
Investment Adviser
The Board has delegated authority for day-to-
day management of the VCT to the Investment
Adviser. The Board then engages with the
Investment Adviser in setting, approving and
overseeing the execution of the business
strategy and related policies. The Investment
Adviser attends Valuation Forums, Board
meetings and Audit Committee meetings
to update the Directors on the performance
of the portfolio. At every quarterly Board
meeting a review of financial and operational
performance, as well as legal and regulatory
compliance, is undertaken. Since the General
Meeting held on 13July 2021, the Managed
Wind Down of the Company has been reviewed
at each quarterly Board meeting and at ad
hoc board meetings being held as and when
required.
The Directors consider that in conducting the business of the VCT over the course of the
financial period they have complied with Section 172(1) of the Companies Act 2006 (the Act)
by fulfilling their duty to promote the success of the VCT and to act in the way they consider,
in good faith, would be most likely to promote the success of the VCT for the benefit of its
members as a whole, whilst also considering the broad range of stakeholders who interact
with and are impacted by the VCT’s business, especially with regard to major decisions.
Section 172
The Section 172 statement forms part of the Strategic Report.
26
Gresham House Renewable Energy VCT1 plc
The Board also reviews other areas over the
course of the financial period including the
VCT’s business strategy, key risks, stakeholder-
related matters, diversity and inclusion,
environmental matters, corporate responsibility
and governance, compliance and legal matters.
The Investment Advisers performance is
critical for the VCT to successfully deliver its
investment strategy and meet its objectives.
Service Providers
The VCT has a limited pool of service providers
which include the Investment Adviser, the
Administrator, the Registrar, the Legal Advisers,
the Auditor, the Tax Adviser and the VCT Status
Advisers.
These service providers are fundamental to
ensuring that as a business the VCT meets the
high standards of conduct that the Board sets.
The Board meets at least annually to review
the performance of the key service providers
and receives reports from them at Board and
Committee meetings.
The Board has regular contact with the two
main service providers (the Investment
Adviser and Administrator) through quarterly
board meetings, with the Chairman and Audit
Chairman meeting these providers more
regularly. The Audit Committee also reviews the
controls of the VCT’s service providers on an
annual basis to ensure that they are performing
their responsibilities in line with Board
expectations and providing value for money.
Regulators/Government
The Board regularly considers how it meets
regulatory and statutory obligations and follows
voluntary and best-practice guidance, including
how any governance decisions it makes impact
its stakeholders both in the shorter and in the
longer-term.
The VCT engages an external adviser to report
half-yearly on its compliance with the VCT
rules and a Company Secretary report is tabled
quarterly at board meetings.
ESG
Details on ESG are included in the Sustainable
Investing section on page24.
Key Board decisions and specific examples of
Stakeholder consideration during the period
The Board is fully engaged in both oversight
and the general strategic direction of the VCT.
During the period, the Board’s main strategic
discussions focused around the below items.
Managed Wind Down process
Following the General Meeting held on 13July
2021, the Shareholders resolved to approve
the Managed Wind Down of the Company and
associated amendments to the Company’s
Investment Policy. Under the Managed Wind
Down process, the Company has continued
to be managed with the intention of realising
all assets in its Portfolio in a prudent
manner consistent with the principles of
good investment management and with a
view achieving fair value for the Companys
assets and subsequently returning cash to
Shareholders in an orderly manner.
To that effect, the Board’s strategic discussions
have centred on the sale of the full remaining
portfolio of solar and wind assets. Particular
oversight and direction from the Board
has been provided with regard to ongoing
discussions with potential purchasers of the
solar and wind assets and resolution of any
commercial, strategic, macroeconomic or
regulatory reform issues that might hinder
or delay completion of any sale. On 6March
2026, the Company confirmed that it had
completed the sale of around 200 wind turbines
on 23February 2026. On 23June 2026, the
Company announced the completion of the
sale of the Companys remaining solar assets
to a UK entity managed by True Green Capital
ManagementLLC.
Time has also been spent by the Board in
considering the impact of both the portfolio
sale and the dissolution of Rezatec and bio-
bean on compliance with the 80% qualifying
holdings requirement that applies to the
Company as a VCT. The Companys qualifying
ratio fell below 80% on 9September 2025 and,
as a result, the Board with the Investment
Adviser and the VCT status adviser applied to
HMRC for dispensation to continue to operate
as a VCT. This dispensation was granted on
a rolling basis by HMRC whilst efforts to sell
the remaining assets continued and in the
meantime the Board, with input from relevant
service providers, commenced the planning
of the Companys eventual entry into voluntary
liquidation. The Board also held discussions
with potential liquidators with a view to an
appointment to oversee the process and
selected Azets Holdings Limited as its preferred
candidate. With the VCT’s final assets sold in
June2026, the voluntary liquidation process
can be initiated.
Throughout the period, the Board has also
considered how to maximise dividend returns
to Shareholders whilst taking into account the
Companys expected cash requirements and
the potential timeline for and impact of the
sale of investment assets in accordance with
Shareholder wishes. Following completion
of the sale of assets process in June2026,
the Board declared a dividend of 17.0pence
per Ordinary share and £nil per 'A' Share on
23July2026.
By order of the Board
Gill Nott
Chairman
30 July 2026
27
Gresham House Renewable Energy VCT1 plc
Financial
StatementsGovernanceOverview
The Corporate Governance Report on pages34
to 37 forms part of this report.
Share Capital
At the period end, the VCT had in issue 25,515,242
Ordinary Shares and 38,512,032 ‘A’ Shares. There
are no other share classes in issue.
All shares have voting rights; each Ordinary
Share has 1,000 votes and each ‘A’ Share has
one vote. Where there is a resolution in respect
of a variation of the rights of ‘A’ Shareholders
or a Takeover Offer, the voting rights of the ‘A
Shares rank pari-passu with those of Ordinary
Shares.
Pursuant to the articles and subject to a
special resolution, the VCT is able to make
market purchases of its own shares, up to a
maximum number of shares equivalent to a set
percentage of the total number of each class
of issued shares from time to time. No such
resolution was passed at the Companys 2025
Annual General Meeting.
Substantial Interests
As at 31March 2026, and the date of this report,
the VCT had not been notified of any beneficial
interest exceeding 3% of the issued share
capital.
Results
Period ended
31 March 2026 £’000
Pence
per Ord
Share
Pence
per ‘A’
Share
Loss for the
period 3,918 15.3
No dividend was paid during the financial
period to 31March 2026.
Directors
The Directors of the VCT during the period and
their beneficial interests in the issued Ordinary
Shares and ‘A’ Shares at 31March 2026 and at
the date of this report are detailed on page 33
of the Remuneration Report.
Biographical details of the Directors, all of
whom are Non-Executive, can be found on
page3.
It is the Board’s policy that Directors do not
have service contracts, but each Director
is provided with a letter of appointment.
The Directors’ letters of appointment, are
terminable on three months’ notice by either
side. They are available on request at the
Companys registered office during business
hours.
The Articles of Association require that each
Director retire from office at the next AGM
following their first appointment and that
each Director retires by rotation every three
years and being eligible, offer themselves for
re-election. Giles Clark was appointed as a
director on 30September 2022 and accordingly
stood for election at the 2023 Annual General
Meeting. David Hunter stood for re-election in
2023 and Gill Nott stood for re-election in 2025.
The Company anticipates entering members
voluntary liquidation prior to its next AGM.
The Directors’ appointment dates and the date
of their last election are shown below:
Director
Date of
original
appointment
Most recent
date of
re-election
and election*
Gill Nott
(Chairman) 01/05/2018 19/03/2025
David Hunter 18/09/2019 27/04/2023
Giles Clark 30/09/2022 27/04/2023*
The Directors believe that the Board has an
appropriate balance of skills, experience,
independence and knowledge of the Company
and the sector in which it operates to enable
it to provide effective strategic leadership and
proper guidance of the Company.
The Board confirms that, following the
evaluation process set out in the Corporate
Governance Statement on page35, the
performance of the Directors is, and continues
to be, effective and demonstrates commitment
to the role.
Report of the Directors
The Directors present the fifteenth Annual
Report and Accounts of the VCT for the
financial period ended 31 March 2026.
28
Gresham House Renewable Energy VCT1 plc
Each Director is required to devote such time to
the affairs of the VCT as the Board reasonably
requires.
Annual General Meeting
The Company anticipates entering members
voluntary liquidation by September2026 and
therefore has not scheduled a fifteenth Annual
General Meeting. Details of the General Meeting
to be held to formally put the Company into
members voluntary liquidation will be circulated
in due course.
Auditor
The Independent Auditors Report can be
found on pages38 to 43. At the 2025 AGM, the
Shareholders approved the re-appointment of
BDOLLP as the auditor.
Going concern
The Directors’ assessment of the Company as
a going concern is included in the Corporate
Governance statement on page36.
Directors’ responsibilities
The Directors are responsible for preparing the
Strategic Report, the Report of the Directors,
the Directors’ Remuneration Report and the
financial statements in accordance with
applicable law and regulations. They are also
responsible for ensuring that the Annual Report
includes information required by the UKListing
Rulesof the Financial Conduct Authority.
Company law requires the Directors to prepare
financial statements for each financial year.
Under that law the Directors have elected to
prepare the financial statements in accordance
with United Kingdom Generally Accepted
Accounting Practice (United Kingdom
accounting standards and applicable law),
including Financial Reporting Standard 102,
the financial reporting standard applicable in
the UK and Republic of Ireland (FRS 102). Under
company law, the Directors must not approve
the financial statements unless they are
satisfied that they give a true and fair view of
the state of affairs of the VCT and of the profit
or loss of the VCT for that period.
In preparing these financial statements the
Directors are required to:
Æ select suitable accounting policies and
then apply them consistently;
Æ make judgments and accounting
estimates that are reasonable and
prudent;
Æ state whether applicable UK accounting
standards have been followed, subject
to any material departures disclosed and
explained in the financial statements; and
Æ prepare the financial statements on
the going concern basis unless it is
inappropriate to presume that the VCT will
continue in business. As stated in Note1,
the Directors do not consider the VCT to
be a going concern and have prepared
the financial statements on a basis
other than that of a going concern since
30September 2021.
The Directors are responsible for keeping
adequate accounting records that are sufficient
to show and explain the VCT’s transactions, to
disclose with reasonable accuracy at any time
the financial position of the VCT and to enable
them to ensure that the financial statements
comply with the Companies Act2006. They are
also responsible for safeguarding the assets of
the VCT and hence for taking reasonable steps
for the prevention and detection of fraud and
other irregularities.
In addition, each of the Directors considers
that the Annual Report, taken as a whole, is
fair, balanced and understandable and provides
the information necessary for Shareholders
to assess the VCT’s position and performance,
business model and strategy.
Directors’ statement pursuant to the
disclosure and transparency rules
Each of the Directors, whose names and
functions are listed on page 3, confirms that, to
the best of each person’s knowledge:
Æ the financial statements, which have
been prepared in accordance with UK
Generally Accepted Accounting Practice
and the 2014 Statement of Recommended
Practice (updated in July2022 (SORP)),
‘Financial Statements of Investment Trust
Companies and Venture Capital Trusts’
give a true and fair view of the assets,
liabilities, financial position and profit or
loss of the VCT; and
Æ that the management report, comprising
the Chairman’s Statement, Investment
Advisers Report, Review of Investments,
Strategic Report, and Report of the
Directors includes a fair review of the
development and performance of the
business and the position of the VCT
together with a description of the principal
risks and uncertainties that it faces.
Insurance cover
Directors’ and Officers’ liability insurance cover
is held by the VCT in respect of the Directors.
Website publication
The Directors are responsible for ensuring
the Annual Report and the Financial
Statements are made available on a website.
Financial statements are published on
the website of the Investment Adviser
(https://greshamhouse.com/real-assets)
in accordance with legislation in the United
Kingdom governing the preparation and
dissemination of financial statements, which
may vary from legislation in other jurisdictions.
The Directors’ responsibility also extends to the
on-going integrity of the financial statements
contained therein.
Corporate governance
The VCT’s Corporate Governance statement
and compliance with and departures from the
2019 AIC Code of Corporate Governance, which
has been endorsed by the Financial Reporting
Council (www.frc.org.uk), is shown on page 37.
Other matters
The likely future developments in the business
of the Company including the Managed Wind
Down and ongoing sale of assets process are
set out in the Chairman’s Statement (pages 4
to 5) and in the Investment Advisers Report
(pages6 to 8.
Information in respect of risk management has
been disclosed within the Strategic Report on
page 15.
29
Gresham House Renewable Energy VCT1 plc
Financial
StatementsGovernanceOverview
Information in respect of greenhouse
emissions which is normally disclosed within
the Report of the Directors has been disclosed
within the Sustainable Investing report part of
the Strategic Report on page 25.
During the year, the VCT did not have any
employees (2024:nil) and therefore there is no
comparison data available for the change in
Directors’ remuneration to average change in
employee remuneration.
Events after the end of the reporting period
The Companys remaining solar assets were
sold on 22June 2026.
The VCT has not paid a dividend between the
period end and 30July 2026. The Company
declared a dividend of 17.0 pence per Ordinary
share and £nil per 'A' Share on 23July 2026, due
to be paid on 21August 2026.
Statement as to disclosure of information to
the auditor
The Directors in office at the date of the report
have confirmed, as far as they are aware, that
there is no relevant audit information of which
the Auditor is unaware. Each of the Directors
has confirmed that they have taken all the steps
that they ought to have taken as Directors in
order to make themselves aware of any relevant
audit information and to establish that it has
been communicated to the Auditor.
For and on behalf of the Board
Gill Nott
Chairman
30 July 2026
Report of the Directors (continued)
30
Gresham House Renewable Energy VCT1 plc
Directors’
Remuneration Report
Annual statement of the Remuneration
Committee
The Remuneration Committee consists of
each of the VCT Directors. The Remuneration
Committee assists the Board to fulfil its
responsibility to Shareholders to ensure that
the remuneration policy and practices of the
VCT reward the Directors fairly and responsibly,
with a clear link to corporate and individual
performance and having regard to statutory and
regulatory requirements. The Remuneration
Committee meets as and when required to
review the levels of Directors’ remuneration.
The Committee is also responsible for
considering the need to appoint external
remuneration consultants.
Following a review of the remuneration during
the financial year 2023/24 by the Remuneration
Committee, the Board approved a 6% increase
in the Directors’ remuneration. These increases
took effect from 1October 2024. Following
a further review in September2025, the
Board also approved a further 4.5% increase
in Directors remuneration with effect from
1October 2025. The changes to the Directors’
remuneration are outlined in this report.
Details of the specific levels of remuneration to
each Director as well as the fee increases are
outlined in the report.
Report on Remuneration Policy
Below is the VCT’s remuneration policy. This
policy applies from 27April 2023. Shareholders
must vote on the remuneration policy every
three financial years, or sooner, if the VCT
wants to make changes to the policy. The policy
was last approved by Shareholders at the 2023
AGM. There are currently no planned changes
to the remuneration policy and the Company
expects to enter members voluntary liquidation
prior to being required to hold its 2026 AGM and
re-table the policy for Shareholder approval.
The VCT’s policy on Directors’ remuneration is
to seek to remunerate Board members at a level
appropriate for the time commitment required
and degree of responsibility involved and to
ensure that such remuneration is in line with
general market rates. Non-Executive Directors
will not be entitled to any performance related
pay or incentive.
Directors’ remuneration is also subject to the
VCT’s Articles of Association which provide
that:
(i) The aggregate fees will not exceed
£100,000 per annum (excluding any
Performance Incentive fees to which the
Directors may be entitled from time to
time)*; and
(ii) The Directors shall be entitled to be repaid
all reasonable travelling, hotel and other
expenses incurred by them respectively in
or about the performance of their duties as
Directors.
* As highlighted above, the Non-Executive Directors are not
currently entitled to any performance related pay or incentives
under the Companys adopted remuneration policy.
Agreement for services
Information in respect of the Directors’
agreements has been disclosed within the
Report of the Directors on page 28.
Performance incentive
The structure of ‘A’ Shares, whereby
Management (being staff of the Investment
Adviser) owns one third of the ‘A’ Shares in
issue (known as the “Management ‘A’ Shares”),
enables a payment, by way of a distribution of
income, of the Performance Incentive to the
Management Team. The performance incentive
structure of ‘A’ shares is detailed on page 22 of
the Strategic Report.
The NAV hurdle was not met for the financial
period end 31March 2026 and no dividend
was paid in respect of the ‘A’ shares during the
period, therefore there was no Performance
Incentive.
Annual Report on remuneration
The Board has prepared this report in
accordance with the requirements of the Large
and Medium-sized Companies and Groups
(Accounts and Reports) Regulations 2008
(SI2008/410) and the Companies Act2006.
Under the requirements of Section497 of
the Companies Act2006, the VCT’s Auditor is
required to audit certain disclosures contained
within this report. These disclosures have
been highlighted and the audit opinion thereon
is contained within the Auditors Report on
pages38 to 43.
Directors’ remuneration (audited)
Directors’ remuneration for the VCT for the
period under review is shown in the table below.
The basic fees of the Directors with effect from
1October 2024 to 30September 2025 were
£31,264 for the Chairman, £28,315 for the Audit
Committee Chairman and £25,366 for the other
Non-Executive Director. The basic fees of the
Directors with effect from 1October 2025 to
31March 2026 were £32,671 for the Chairman,
£29,589 for the Audit Committee Chairman and
£26,507 for the other Non-Executive Director.
Financial
StatementsGovernanceOverview
31
Gresham House Renewable Energy VCT1 plc
Effective 1October 2024, an increase of 6% was applied to Director fees. Effective 1October 2025, an additional increase of 4.5% was applied to
Director fees. This increase is within the limit set by the Remuneration Policy. Both changes are shown in the table below.
Current
Annual
Fee
£
18 months
ended
31 March
2026
£
Additional
Special
Payment
for the
period end
31 March
2026
£
Total
Period ended
31 March
2026
fee
£
Year ended
30 September
2024
fee
£
Additional
Special
Payment
for the
year end
30 September
2024
£
Total
Year ended
30 September
2024
fee
£
Gill Nott 32,671 47,600 5,000 52,600 29,494 N/A 29,494
David Hunter 29,589 43,109 5,000 48,109 26,712 N/A 26,712
Giles Clark 26,507 38,619 5,000 43,619 23,930 N/A 23,930
Totals 88,767 129,328 15,000 144,328 80,136 0 80,136
The additional special payment of £5,000 for each Director during the 18 months ended 31 March 2026 was approved in recognition of the additional
work connected with the sale of assets. No other emoluments, pension contributions or life assurance contributions were paid by the VCT to, or on
behalf of, any Director. The VCT does not have any share options in place.
No increase in Director fees has been proposed for the year commencing 1April 2026.
Annual Percentage Change in Directors’ Remuneration
The following table sets out the annual percentage change in Directors’ fees for the period up to 31March 2026
(1)
:
% change for
the 18-month
period to
31 March 2026
% change
for the year to
30 September
2024
% change
for the year to
30 September
2023
% change
for the year to
30 September
2022
% change
for the year to
30 September
2021
Gill Nott 10.8
(5)
6 5
(4)
0
(3)
6
(3)
David Hunter 10.8
(5)
6 5 0
(3)
6.7
(3)
Giles Clark
(2)
10.8
(5)
6 0 N/A N/A
Stuart Knight
(2)
N/A N/A N/A 0 7.5
Duncan Grierson
(2)
N/A N/A N/A 0 7.5
(1) Disclosed percentage changes in the table above reflect changes in base underlying annual fees paid to Directors, and do not incorporate additional ad hoc special payments made for additional
work or oversight conducted during any financial period (these special payments are disclosed below).
(2) Effective 30September 2022, Stuart Knight and Duncan Grierson resigned from the Board and Giles Clark was appointed as a new Non-Executive Director following his resignation from the
Board of VCT2.
(3) During the financial year 2020/2021, in recognition of their increased oversight responsibilities, the Remuneration Committee approved additional special payments to the Chairman and Chair
of the Audit Committee, calculated at 25% of their annual fee. The additional special payments were split into two payment tranches. The first tranche was paid during the financial year ending
30September 2021 for additional oversight responsibilities relating to the 2021 financial year and the second tranche was paid in October2021 for additional oversight responsibilities relating to
the 2022 financial year.
(4) During the year to 30September 2023, in recognition of increased oversight responsibilities in relation to the completion of the sale of certain solar assets in April2023, the Remuneration
Committee approved an additional special payment of £7,500 to the Chairman. This additional payment was paid on 12July 2023.
(5) In March2025, in recognition of the additional work undertaken to progress the sale of the Companys remaining assets over the 18-month period ending 28February 2025, the Board agreed to
approve an additional special payment of £5,000 to each Director. This additional fee was paid in March2025.
Directors’ Remuneration Report (continued)
32
Gresham House Renewable Energy VCT1 plc
Directors’ Shareholding (Audited)
The Directors of the VCT during the period and their beneficial interests in the issued Ordinary Shares and ‘A’ Shares at 31 March 2026 and at the date
of this report were as follows:
Directors
At the date of
this report
At
31 March
2026
At
30 September
2024
Gill Nott
Ord 24,953 24,953 24,953
‘A’ 24,953 24,953 24,953
David Hunter
Ord
‘A’
Giles Clark
Ord
‘A’
Statement of voting at AGM
Remuneration report
At the AGM on 19 March 2025, the votes in respect of the resolution to
approve the Directors Remuneration Report were as follows:
In favour 665,935,748 votes (85.29%)
Against 114,826,712 votes (14.71%)
Withheld 0 votes
Remuneration policy
At the 2023 AGM, when the remuneration policy was last put to a
Shareholder vote, 91.56% voted for the resolution, showing significant
Shareholder support.
Relative importance of spend on pay
The difference in actual spend between 31 March 2026 and 30 September
2024 on Directors’ remuneration in comparison to distributions
(dividends and share buybacks) and other significant spending are set
out in the chart below.
0
200
400
600
800
1000
1200
1400
1600
1800
2000
2024
2026
Pounds (£’000)
Investment
Advisory
fees
Directors
remuneration
Share
buybacks
Dividends
Dividends on
“Management
‘A’ Shares
Note: 2024 relates to the 12-month period 1 October 2023 to 30 September 2024, 2026 relates to
the 18 month period 1 October 2024 to 31 March 2026.
2026/27 Remuneration
The remuneration levels for the forthcoming year for the Directors of the
VCT are shown in the above table on page 32.
Performance graph
The graph below represents the VCT’s performance over the
reporting periods since the VCT’s Ordinary Shares and ‘A’ Shares
were first listed on the London Stock Exchange and shows share
price total return and net asset value total return performance
on a dividends reinvested basis. All returns are rebased to 100 at
10 January 2011, being the date the VCT’s shares were listed.
Gresham House Renewable Energy VCT1 plc NAV Total Return
Gresham House Renewable Energy VCT1 plc Share Price Total Return
Numis Smaller Companies Index
Pence (p)
20.0
40.0
60.0
80.0
100.0
120.0
140.0
160.0
180.0
200.0
220.0
240.0
260.0
280.0
300.0
320.0
340.0
360.0
Dec-
10
Dec-
11
Dec-
12
Dec-
13
Dec-
14
Dec-
15
Dec-
16
Dec-
17
Dec-
18
Dec-
19
Dec-
20
Dec-
23
Dec-
22
Dec-
21
Dec-
25
Dec-
24
The Numis Smaller Companies Index has been chosen as a comparison
as it is a publicly available broad equity index which focuses on smaller
companies and is therefore more relevant than most other publicly
available indices.
Giles Clark
Remuneration Committee Chairman
30 July 2026
33
Gresham House Renewable Energy VCT1 plc
Financial
StatementsGovernanceOverview
The Board of Gresham House Renewable
Energy VCT1plc has considered the Principles
and Provisions of the 2019 AIC Code of
Corporate Governance (the AIC Code). The
AIC Code addresses the Principles and
Provisions set out in the 2018 UK Corporate
Governance Code (the UK Code), as well as
setting out additional Provisions on issues
that are of specific relevance to Gresham
House Renewable Energy VCT1plc. In
performing this exercise, the Board has also
given consideration to the updated editions
(2024)of the AIC Code and the UK Code (that are
applicable to accounting periods beginning on
or after 1January 2025).
The Board considers that reporting against the
Principles and Provisions of the AIC Code, which
has been endorsed by the Financial Reporting
Council, provides more relevant information
toShareholders.
Compliance with the Principles and Provisions
of the AIC Code by the VCT is detailed on
page37.
The AIC Code is available on the AIC website
(www.theaic.co.uk). It includes an explanation
of how the AIC Code adapts the Principles and
Provisions set out in the UK Code to make them
relevant for investment companies.
The Board
The VCT has a Board comprising three
Non-Executive Directors, chaired by Gill
Nott. Gill Nott, Giles Clark and David Hunter
are independent from the Investment
Adviser. The VCT has not appointed a Senior
Independent Director. Biographical details of
all Board members (including significant other
commitments of the Chairman) are shown on
page3.
Full Board meetings take place quarterly and
the Board meets or communicates more
regularly to address specific issues. The Board
has a formal schedule of matters specifically
reserved for its decision which includes but is
not limited to:considering recommendations
from the Investment Adviser; making decisions
concerning the acquisition or disposal
of investments; and reviewing, annually,
the terms of engagement of all third party
advisers (including the Investment Adviser
andAdministrator).
The Board has also established procedures
whereby Directors wishing to do so in
the furtherance of their duties may take
independent professional advice at the
VCT’sexpense.
All Directors have access to the advice and
services of the Company Secretary. The
Company Secretary facilitates the Board’s
access to full information on the VCT’s assets
and liabilities and other relevant information
requested by the Chairman in advance of each
Board meeting.
The Board has decided that the VCT will not
be buying shares for the foreseeable future
as the VCT wishes to conserve such cash as it
generates for the Managed Wind Down of the
VCT and the potential payment of dividends.
The capital structure of the VCT is disclosed in
Note18 to the financial statements.
During the period under review, all the Directors
of the VCT were Non-Executive and served on
each committee of the Board. David Hunter is
the Chairman of the Audit Committee and Giles
Clark is the Chairman of the Remuneration and
Nomination Committees. The Audit Committee
normally meets four times yearly, and the
Remuneration and Nomination Committees
normally meet once each year. The Board has
delegated a number of areas of responsibility
to its committees and each committee has
defined terms of reference and duties.
Audit Committee
The Audit Committee is responsible for
reviewing the half-year and annual accounts
before they are presented to the Board, the
terms of appointment of the Auditor, together
with their remuneration, as well as a full review
of the effectiveness of the VCT’s internal control
and risk management systems.
In particular, the Committee reviews,
challenges (where appropriate) and agrees the
basis for the carrying value of the unquoted
investments, as prepared by the Investment
Adviser, for presentation within the half-year
and annual accounts.
The Committee also takes into consideration
comments on matters regarding valuation,
revenue recognition and disclosures arising
from the Report to the Audit Committee
as part of the finalisation process for the
annualaccounts.
The Committee is also responsible for
reviewing the going concern assessment and
viability statement including consideration
of all reasonably available information about
the future financial prospects of the VCT, the
possible outcomes of events and changes in
conditions and realistic possible responses to
such events and conditions.
The Audit Committee met five times during the
period. The Committee reviewed the internal
financial controls and concluded that they
wereappropriate.
As the VCT has no staff, other than the
Directors, there are no procedures in place
in respect of whistle blowing. The Audit
Committee understands that the Investment
Adviser and Administrator have whistle blowing
procedures in place.
External Auditor
The Audit Committee reviews and agrees the
audit strategy paper, presented by the Auditor
in advance of the audit, which sets out the key
risk areas to be covered during the audit and
confirms their status on independence.
The Committee also confirms that the main
areas of risk for the period under review are the
carrying value of investments, management
override of controls and the potential for fraud
in relation to revenue recognition. The Company
faces ongoing liquidity and solvency risks after
the period under review, in anticipation of the
Companys need to enter voluntary liquidation
following the sale of the remaining assets in
June2026.
Under the Competition and Markets Authority
regulations and subject to transitional
provisions, there is a requirement that an audit
tender process be carried out every ten years
and mandatory rotation at least every twenty
years. The VCT undertook an audit tender
in respect of the audit required for the year
ended 30September 2021 and, following a
competitive tender process in early 2021, BDO
was re-appointed.
Corporate Governance
34
Gresham House Renewable Energy VCT1 plc
Under the FRC’s Revised Ethical Standard
(2024), there is a requirement for the key
audit partner to cease their participation in
the statutory audit not later than five years
from the date of their appointment. In order
to comply with the independence rules of the
FRC’s Revised Ethical Standard and safeguard
the quality of the audit, a new audit partner was
appointed by BDO to oversee the audit for the
year ended 30September 2024. The same audit
partner remains appointed to oversee the audit
for the 18month period ended 31March 2026.
Board and Committee Meetings
The following table sets out the Directors’ attendance at the Board and Committee meetings
during the financial period:
Quarterly
Board
meetings
attended
Adhoc
Board
meetings
attended
Audit
Committee
meetings
attended
Nomination
Committee
meetings
attended
Remuneration
Committee
meetings
attended
(5 held) (16 held) (5 held) (1 held) (1 held)
Gill Nott 5 15 5 1 1
David Hunter 5 14 4 1 1
Giles Clark 5 14 5 1 1
The Directors attended a number of ad hoc board meetings, mainly to discuss the Managed Wind
Down of the VCT and the sale of the remaining assets held by the Company.
Remuneration Committee
The Committee meets as and when required
to review the levels of Directors’ remuneration.
The Committee is also responsible for
considering the need to appoint external
remuneration consultants.
Details of the specific levels of remuneration
to each Director are set out in the Directors’
Remuneration Report on page32.
Financial Reporting
The Directors’ responsibilities statement
for preparing the accounts is set out in the
Report of the Directors on page 29 and a
statement by the Auditor about their reporting
responsibilities is set out in the Independent
Auditors report on pages 38 to 43.
Nomination Committee
The Nomination Committees primary function
is to make recommendations to the Board on all
new appointments and also to advise generally
on issues relating to Board composition and
balance. The Committee meets as and when
appropriate. Before any appointment is made
by the Board, the Committee shall evaluate the
balance of skills, knowledge, and experience,
and consider candidates on merit, against
objective criteria, and with due regard for the
benefits of diversity on the Board. Diversity
includes and makes good use of differences
in knowledge and understanding of relevant
diverse geographies, peoples and their
backgrounds including race or ethnic origin,
sexual orientation, gender, age, disability,
orreligion.
During the period, the Committee carried out
a rigorous internal board evaluation during
which it assessed the effectiveness of the
Board and its committees. The Committee
found that the Board was functioning well and
had maintained a strong degree of oversight
of the Managed Wind Down, and it was further
confirmed that all Directors contributed to the
discussions at meetings. A number of topics
were raised and discussed and overall, the
Board and its committees were found to be
performingsatisfactorily.
Diversity
The Board currently comprises of three Non-
Executive Directors of which two are male
and one is female. Summary biographical
details of the Directors, including their
relevant experience, are set out on page3. The
Company has no employees, with day-to-day
executive management functions carried out
by the Investment Adviser.
The Board notesthe FCA UKListing
Rulesrequirements (UKLR 6.6.6(9), (10)) which
set out targets for board diversity as follows:
Æ At least 40% of board members to be
women;
Æ At least one senior board position (Chair,
chief executive officer (CEO), Senior
Independent Director or chief financial
officer (CFO)) to be held by a woman; and
Æ At least one individual on the board to
be from a minority ethnic background,
defined to include those from an ethnic
background and/or an ethnic group, other
than a white ethnic group, as specified in
categories recommended by the Office for
National Statistics.
As an externally managed Venture Capital Trust,
there is no CEO or CFO. Due to the size of the
Board and the nature of the VCT’s business,
a Senior Independent Director has not been
appointed. However, the Board considers the
Chair of the Company and Chair of any of the
Companys Committees to be senior positions
in the Company. The below table sets out the
constitution of the Companys Board against
these targets. The data was collected on a self-
identifying basis.
The Board considers that three Non-Executive
Directors are sufficient given the current size
of the Company. The Board notesthat, as of
31March 2026 and at the time of signing these
financial statements, it did not meet the first
target on gender diversity whilst it did meet the
second as the Chair is a woman. The Board did
not meet the third target on ethnic diversity.
Whilst the Board gives due regard to the
benefits of diversity and the diversity targets
set out in the UKLR, no further appointments
are anticipated as the Company has entered
the Managed Wind Down process and will enter
voluntary liquidation in due course.
35
Gresham House Renewable Energy VCT1 plc
Financial
StatementsGovernanceOverview
Board Diversity as at 31 March 2026
Gender
Number
of Board
members
Percentage
of the
Board
Number of
senior positions
on the Board
Men 2 67% 3
Women 1 33% 1
Prefer not to say 0 0% 0
Ethnic background
Number of
Board members
Percentage of
the Board
Number of senior
positions on
the Board
White British or other White
(including minority-white groups)
3 100% 4
Other ethnic group 0 0 0
Prefer not to say 0 0 0
Relations with Shareholders
Shareholders have historically had the
opportunity to meet the Board at the AGM. The
Board is also happy to respond to any written
queries made by Shareholders, or to meet with
major Shareholders if so requested.
The terms of reference of the Committees
and the conditions of appointment of
Non-Executive Directors are available to
Shareholders on request.
Internal Control
The Directors are fully informed of the
internal control framework established by the
Investment Adviser and the Administrator
to provide reasonable assurance on the
effectiveness of internal financial control.
The Board is responsible for ensuring that the
procedures to be followed by the advisers and
themselves are in place, and they review the
effectiveness of the internal controls, based
on the report from the Audit Committee, on an
annual basis to ensure that the controls remain
relevant and were in operation throughout
theyear.
The Board also reviews the perceived risks
faced by the VCT in line with relevant guidance
on an annual basis and implements additional
controls as appropriate.
The Board also considered the requirement for
an internal audit function and considered that
this was not necessary as the internal controls
and risk management in place were adequate
and effective.
Although the Board is ultimately responsible for
safeguarding the assets of the VCT, the Board
has delegated, through written agreements, the
day-to-day operation of the VCT (including the
Financial Reporting Process) to the following
advisers:
Investment Adviser
Gresham House Asset Management Limited
Administrator and Company Secretary
JTC (UK) Limited
Anti-bribery policy
In order to ensure compliance with the UK
Bribery Act2010, the Directors confirm that
the VCT has zero tolerance towards bribery and
a commitment to carry out business openly,
honestly and fairly.
Going concern
In assessing the VCT as a going concern,
the Directors have considered the forecasts
which reflect the proposed strategy for
portfolio investments and the result of the
continuation votes at the AGM and General
Meeting held on 22March 2021 and 13July 2021
respectively. At the meeting on 13July 2021,
the proposed special resolution was approved
by Shareholders. The VCT’s principal objective
is to manage the VCT with the intention of
realising the sale or monetisation otherwise of
all remaining assets in the portfolio in a prudent
manner consistent with the principles of good
investment management and with a view to
returning value to Shareholders in an orderly
manner, whilst protecting the tax position of
Shareholders.
The VCT pursued its investment objective by
effecting an orderly realisation of its assets
in a manner that sought to achieve a balance
between maximising the value received from
those assets and making timely returns of
capital to Shareholders. This process included
sales of individual assets or running of the
portfolio in accordance with the existing scope
of the assets, or a combination of both. The
VCTs commenced the sale of assets process
in 2021, with sale completions in April2023
and February2026. The sale of assets process
completed in late June2026 with the sale of
remaining solar assets.
As a result of the assets disposals in late
June2026, the Directors do not consider that
the company has the ability to continue trading.
Accordingly, the Directors have concluded
that the going concern basis of accounting
is not appropriate. The financial statements
have therefore been prepared on a basis other
than going concern. Under this basis, assets
and liabilities have been stated at amounts
expected to be realised or settled, having
regard to the post balance sheet disposal of the
companys assets.
The Directors consider that this basis of
preparation provides a more appropriate
presentation of the company’s financial
position at the balance sheet date.
Since the start of the Managed Wind Down
in July2021, the going concern basis of
accounting in preparing the financial
statements was no longer considered to be
appropriate. On this basis, the VCT’s financial
statements have been prepared on a basis
other than going concern. As a result, the
investments held at fair value through profit
or loss were transferred from fixed assets
to current assets in the 30September 2021
annual financial statements. No additional
adjustments in the financial period ended
31March 2026 have been required to the
financial statements as a result of them being
prepared on a basis other than going concern.
Subject to Shareholders approval, the VCT
anticipates entering members’ voluntary
liquidation on 2September 2026.
Corporate Governance (continued)
36
Gresham House Renewable Energy VCT1 plc
Share capital
The VCT has two classes of share
capital:Ordinary Shares and ‘A’ Shares. The
rights and obligations attached to those
shares, including the power of the VCT to buy
back shares and details of any significant
shareholdings, are set out on page 28 of the
Report of the Directors.
Compliance statement
The UKListing Rulesrequire the Board to
report on compliance with the AIC Code
provisions throughout the accounting period.
With the exception of the limited items outlined
below, the VCT has complied throughout the
accounting period ended 31March 2026 with
the provisions set out in Section5 to 9 of the
AIC Code.
a) The VCT has no major Shareholders, so
Shareholders are not given the opportunity
to meet any new Non-Executive Directors
at a specific meeting other than the AGM.
(5.2.3)
b) Due to the size of the Board and the
nature of the VCT’s business, a Senior
Independent Director has not been
appointed. (6.2.14)
c) Due to the size of the Board and the nature
of the VCT’s business, the Board considers
it appropriate for the entire Board to
fulfil the role of the nomination and
remuneration committees. (7.2.22, 9.2.37)
d) Due to the size of the VCT, the Board
thought it would be unnecessarily
burdensome to establish a separate
management engagement committee to
review the performance of the Investment
Adviser. (6.2.17, 7.2.26)
e) Due to the size of the Board and the nature
of the VCT’s business, the Board considers
it appropriate for the entire Board,
including the Chairman, to fulfil the role of
the audit committee. (8.2.29)
f) The Directors are not subject to annual
re-election but must be re-elected every
three years. At the next Annual General
Meeting following a Directors first
appointment such Director shall retire
from office and be eligible for election.
A Director may then retire at any Annual
Meeting following the Annual General
Meeting at which they last retired and were
re-elected provided that they must retire
from office at or before the third Annual
General Meeting following the Annual
General Meeting at which they last retired
and were re-elected. (7.2.23)
By order of the Board
JTC (UK) Limited
Company Secretary
Company Number: 0430176
Registered office:
The Scalpel, 18th Floor
52 Lime Street
London EC3M 7AF
30 July 2026
37
Gresham House Renewable Energy VCT1 plc
Financial
StatementsGovernanceOverview
Independent auditor’s report to
the members of Gresham House
Renewable Energy VCT 1 PLC
Report on the audit of the
financial statements
Opinion
In our opinion the financial statements:
Æ give a true and fair view of the state of the
Companys affairs as at 31 March 2026 and
of its loss and cash flows for the period
then ended;
Æ have been properly prepared in
accordance with United Kingdom
Generally Accepted Accounting Practice;
and
Æ have been prepared in accordance with
the requirements of the Companies Act
2006.
We have audited the financial statements of
Gresham House Renewable Energy VCT 1 Plc
(the ‘Company’) for the period ended 31 March
2026 which comprise of the following:
Æ Income Statement
Æ Balance sheet
Æ Statement of changes in equity
Æ Cash flow statement
Æ Notes 1 to 24 to the financial statements
Æ A summary of significant accounting
policies
The financial reporting framework that has
been applied in their preparation is applicable
law and United Kingdom Accounting Standards,
including Financial Reporting Standard 102 The
Financial Reporting Standard applicable in the
UK and Republic of Ireland (United Kingdom
Generally Accepted Accounting Practice).
Basis for opinion
We conducted our audit in accordance with
International Standards on Auditing (UK) (ISAs
(UK)) and applicable law. Our responsibilities
under those standards are further described
in the Auditors responsibilities for the audit
of the financial statements section of our
report. We believe that the audit evidence we
have obtained is sufficient and appropriate to
provide a basis for our opinion.
Independence
We remain independent of the Company in
accordance with the ethical requirements
that are relevant to our audit of the financial
statements in the UK, including the FRC’s
Ethical Standard as applied to listed public
interest entities, and we have fulfilled our other
ethical responsibilities in accordance with
these requirements. The non-audit services
prohibited by the FRC’s Ethical Standard were
not provided to the Company and we remain
independent of the Company in conducting
ouraudit.
Emphasis of matter – financial statements
prepared on a basis other than going concern
We draw attention to Note 1 to the financial
statements which explains that the Directors
intend to liquidate the Company. Therefore, the
Directors do not consider it to be appropriate
to adopt the going concern basis of accounting
in preparing the financial statements.
Accordingly, the financial statements have
been prepared on a basis other than going
concern as described in Note 1. No adjustments
were required to the financial statements as a
result of preparing them on a basis other than
going concern. Our opinion is not modified in
respect of this matter.
Overview
31 March 2026
(£’000)
30 September 2024
(£’000)
Key audit matters Valuation of unquoted investments 10,291 14,198
Materiality Company financial statements as a whole
£119,000 (2024: £198,000) based on 2% (2024: 2%) of Net assets
Independent Auditors
Report
38
Gresham House Renewable Energy VCT1 plc
An overview of the scope of our audit
Our audit was scoped by obtaining an understanding of the Company and its environment, including the Companys system of internal control, and
assessing the risks of material misstatement in the financial statements. We also addressed the risk of management override of internal controls,
including assessing whether there was evidence of bias by the Directors that may have represented a risk of material misstatement.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the
current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) that we identified, including
those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit, and directing the efforts of the engagement
team. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do
not provide a separate opinion on these matters.
Key audit matter How the scope of our audit responded to the risk
Valuation of unquoted investments
The Companys accounting policies are
set out in Note 2, including details of the
judgements applied in the application of
those policies. Information regarding the
valuation of investments, including the
basis of valuation and the carrying values
attributed to investments, is disclosed in
Note 10.
The Company entered into a non-binding
agreement with a potential buyer in relation
to the sale of the VCTs remaining solar
assets, which materialised post period-end.
There is risk that investment balance is
not reflective of fair value including errors
arising from application of the contractual
disposal agreement. We have noted
that the unquoted investments are the
most significant balance on the financial
statements and underpin the principal
activity of the Company.
There is also an inherent risk of
management override arising from the
unquoted investment valuations being
prepared by the Investment Manager, who is
remunerated based on the net asset value
of the company.
For these reasons we considered the
valuation of unquoted investments to be a
key audit matter.
We performed the following procedures on 100% of
the unquoted investments:
Æ We obtained an understanding of the Companys
process for determining the fair value of
unquoted investments and assessed the
design and implementation of the investment
valuation processes and controls. This included
evidencing management’s oversight of the
valuation process through the Audit Committee
and the Valuation Committee;
Æ Considered the appropriateness of the overall
fair value and valuation movement in the income
statement;
Æ Challenged whether the valuation methodology
applied was appropriate under the International
Private Equity and Venture Capital Valuation
(“IPEV”) Guidelines and applicable accounting
standards;
Æ Obtained and reviewed the sale and
purchase agreement. Agreed the key terms
and consideration, and traced the sale
proceeds received subsequent to year end
to the bank statements and other supporting
documentation.
Æ Assessed whether the disclosures appropriately
reflect and describe the key assumptions
and factors considered in determining the
investment valuation, including the use of the
post year-end sale price as supporting evidence.
Key observations
Æ Based on the procedures performed we
consider the investment valuations to be
reasonable.
39
Gresham House Renewable Energy VCT1 plc
Financial
StatementsGovernanceOverview
Independent Auditors Report (continued)
Our application of materiality
We apply the concept of materiality both in
planning and performing our audit, and in
evaluating the effect of misstatements. We
consider materiality to be the magnitude by
which misstatements, including omissions,
could influence the economic decisions of
reasonable users that are taken on the basis of
the financial statements.
In order to reduce to an appropriately low
level the probability that any misstatements
exceed materiality, we use a lower materiality
level, performance materiality, to determine
the extent of testing needed. Importantly,
misstatements below these levels will not
necessarily be evaluated as immaterial
as we also take account of the nature of
identified misstatements, and the particular
circumstances of their occurrence, when
evaluating their effect on the financial
statements as a whole.
Based on our professional judgement, we determined materiality for the financial statements as a whole and performance materiality as follows:
Company financial statements
31 March 2026 30 September 2024
Materiality £119,000 £198,000
Basis for determining materiality 2% of Net assets 2% of Net assets
Rationale for the benchmark applied As the Company is in managed wind-down and its principal objective is the realisation of investments
and return of capital to shareholders, net assets have been selected as the most appropriate
benchmark for materiality. We consider net assets to be the metric of greatest relevance to users
of the financial statements in assessing the Companys financial position and the recoverability of
shareholdervalue.
Performance materiality £89,000 £149,000
Basis for determining performance
materiality
75% of Materiality 75% of Materiality
Rationale for the percentage applied for
performance materiality
The level of performance materiality applied was set after having considered a number of factors including
the expected total value of known and likely misstatements and the level of transactions in the year.
Specific Materiality
We determined that for Revenue, a misstatement
of less than materiality for the financial
statements as a whole, could influence users
of the financial statements. The companys
objective is to achieve a balance between
maximising the value received from the
remaining assets in the portfolio and making
timely returns of capital to Shareholders through
dividends. Therefore on-going costs and
revenue returns are important to the users of the
Financial Statements, despite being considerably
smaller in magnitude. Given that the VCT receives
dividend income from its underlying investee
companies, we consider it appropriate to apply a
specific materiality. As a result, we determined a
specific materiality of £22,000 (2024: £34,000)
for those items impacting revenue return, based
on 2% (2024: 2%) of Income.
Reporting threshold
We agreed with the Audit Committee that
we would report to them all individual audit
differences in excess of £5,000 (2024: £9,900)
and for those items impacting Revenue £1,000
(2024: £2,000). We also agreed to report
differences below these thresholds that, in
our view, warranted reporting on qualitative
grounds.
Other information
The Directors are responsible for the other
information. The other information comprises
the information included in the Annual
Report and Accounts other than the financial
statements and our auditors report thereon.
Our opinion on the financial statements
does not cover the other information and,
except to the extent otherwise explicitly
stated in our report, we do not express any
form of assurance conclusion thereon. Our
responsibility is to read the other information
and, in doing so, consider whether the other
information is materially inconsistent with the
financial statements or our knowledge obtained
in the course of the audit, or otherwise appears
to be materially misstated. If we identify
such material inconsistencies or apparent
material misstatements, we are required to
determine whether this gives rise to a material
misstatement in the financial statements
themselves. If, based on the work we have
performed, we conclude that there is a material
misstatement of this other information, we are
required to report that fact.
We have nothing to report in this regard.
Corporate governance statement
The UK Listing Rules sourcebook requires us
to review the Directors’ statement in relation
to going concern, longer-term viability and that
part of the Corporate Governance Statement
relating to the Company’s compliance with the
provisions of the UK Corporate Governance
Code specified for our review.
Independent Auditors Report (continued)
40
Gresham House Renewable Energy VCT1 plc
Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the Corporate Governance Statement is
materially consistent with the financial statements or our knowledge obtained during the audit.
Going concern and longer-Going concern and longer-
term viabilityterm viability
Æ The Directors’ statement with regards to the appropriateness of adopting the going concern basis of
accounting and any material uncertainties identified set out on page 29;
Æ The Directors’ explanation as to their assessment of the Company’s prospects, the period this assessment
covers and why the period is appropriate set out on page 22; and
Æ The Directors’ statement on whether they have a reasonable expectation that the Company will be able to
continue in operation and meet its liabilities set out on page 22.
Other Code provisions Other Code provisions Æ Directors’ statement on fair, balanced and understandable set out on page 29;
Æ Board’s confirmation that it has carried out a robust assessment of the emerging and principal risks set out
on page 16;
Æ The section of the annual report that describes the review of effectiveness of risk management and internal
control systems set out on page 34; and
Æ The section describing the work of the audit committee set out on page 34.
Other Companies Act 2006 reporting
Based on the responsibilities described below and our work performed during the course of the audit, we are required by the Companies Act 2006
and ISAs (UK) to report on certain opinions and matters as described below.
Strategic report and
Directors’ report
In our opinion, based on the work undertaken in the course of the audit:
Æ the information given in the Strategic report and the Directors’ report for the financial year for which the
financial statements are prepared is consistent with the financial statements; and
Æ the Strategic report and the Directors’ report have been prepared in accordance with applicable legal
requirements.
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the
audit, we have not identified material misstatements in the Strategic report or the Directors’ report.
Directors’ remuneration In our opinion, the part of the Directors’ remuneration report to be audited has been properly prepared in
accordance with the Companies Act 2006.
Matters on which we are
required to report by
exception
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires
us to report to you if, in our opinion:
Æ adequate accounting records have not been kept, or returns adequate for our audit have not been received
from branches not visited by us; or
Æ the financial statements and the part of the Directors’ remuneration report to be audited are not in agreement
with the accounting records and returns; or
Æ certain disclosures of Directors’ remuneration specified by law are not made; or
Æ we have not received all the information and explanations we require for our audit.
Responsibilities of Directors
As explained more fully in the Directors’
responsibilities statement, the Directors
are responsible for the preparation of the
financial statements and for being satisfied
that they give a true and fair view, and for such
internal control as the Directors determine
is necessary to enable the preparation of
financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the financial statements, the
Directors are responsible for assessing the
Companys ability to continue as a going
concern, disclosing, as applicable, matters
related to going concern and using the
going concern basis of accounting unless
the Directors either intend to liquidate the
Company or to cease operations, or have no
realistic alternative but to do so.
41
Gresham House Renewable Energy VCT1 plc
Financial
StatementsGovernanceOverview
Auditor’s responsibilities for the audit of the
financial statements
Our objectives are to obtain reasonable
assurance about whether the financial
statements as a whole are free from material
misstatement, whether due to fraud or error,
and to issue an auditors report that includes
our opinion. Reasonable assurance is a high
level of assurance but is not a guarantee that
an audit conducted in accordance with ISAs
(UK) will always detect a material misstatement
when it exists. Misstatements can arise from
fraud or error and are considered material if,
individually or in the aggregate, they could
reasonably be expected to influence the
economic decisions of users taken on the basis
of these financial statements.
However, the primary responsibility for the
prevention and detection of fraud rests with
both those charged with governance of the
Company and management.
Extent to which the audit was capable of
detecting irregularities, including fraud
Irregularities, including fraud, are instances
of non-compliance with laws and regulations.
We design procedures in line with our
responsibilities, outlined above, to detect
material misstatements in respect of
irregularities, including fraud. The extent to
which our procedures are capable of detecting
irregularities, including fraud is detailed below:
Non-compliance with laws and regulations
Based on:
Æ Our understanding of the Company and
the industry in which it operates;
Æ Discussion with management and those
charged with governance including the
Audit Committee; and
Æ Obtaining an understanding of the
Companys policies and procedures
regarding compliance with laws and
regulations.
We considered the significant laws and
regulations to be the Companies Act 2006, the
FCA listing and DTR rules, the principles of the
AIC Code of Corporate Governance, industry
practice represented by the Statement of
Recommended Practice: Financial Statements
of Investment Trust Companies and Venture
Capital Trusts (“the SORP”) and updated in
2022 with consequential amendments and the
applicable financial reporting framework. We
also considered the Companys qualification as
a VCT under UK tax legislation.
Our procedures in respect of the above
included:
Æ Enquires of management whether there
were any litigations and claims;
Æ Agreement of the financial statement
disclosures to underlying supporting
documentation;
Æ Enquiries of management and those
charged with governance relating to the
existence of any non-compliance with
laws and regulations;
Æ Assess VCT compliance during the period
and as at period end and reviewing their
calculations to check that the Company
was meeting its requirements to retain
VCT status; and
Æ Reviewing minutes of meetings of those
charged with governance throughout the
period for instances of non-compliance
with laws and regulations.
Fraud
We assessed the susceptibility of the financial
statements to material misstatement including
fraud.
Our risk assessment procedures included:
Æ Enquiry with management and those
charged with governance including the
Audit Committee regarding any known or
suspected instances of fraud;
Æ Obtaining an understanding of the
Companys policies and procedures
relating to:
Æ Detecting and responding to the risks
of fraud; and
Æ Internal controls established to
mitigate risks related to fraud.
Æ Review of minutes of meetings of those
charged with governance for any known or
suspected instances of fraud; and
Æ Discussion amongst the engagement
team as to how and where fraud might
occur in the financial statements;
Based on our risk assessment, we considered
the areas most susceptible to fraud to be
the valuation of unquoted investments,
management override of controls, and revenue
recognition of dividend income.
Our procedures in respect of the above
included:
Æ The procedures set out in the Key Audit
Matters section above;
Æ Reviewing if any journals have been
posted in the process of preparation of
the financial statements on the basis
of supporting documentation and
understanding of the business.; and
Æ Reviewed underlying investee companies’
accounts and assessed whether sufficient
reserves are available to support
dividends paid.
We also communicated relevant identified
laws and regulations and potential fraud risks
to all engagement team members who were
all deemed to have appropriate competence
and capabilities and remained alert to any
indications of fraud or non-compliance with
laws and regulations throughout the audit.
Our audit procedures were designed to respond
to risks of material misstatement in the
financial statements, recognising that the risk
of not detecting a material misstatement due
to fraud is higher than the risk of not detecting
one resulting from error, as fraud may involve
deliberate concealment by, for example,
forgery, misrepresentations or through
collusion. There are inherent limitations in the
audit procedures performed and the further
removed non-compliance with laws and
regulations is from the events and transactions
reflected in the financial statements, the less
likely we are to become aware of it.
A further description of our responsibilities
is available on the Financial Reporting
Council’s website at: www.frc.org.uk/
auditorsresponsibilities. This description forms
part of our auditors report.
Independent Auditors Report (continued)
42
Gresham House Renewable Energy VCT1 plc
Other matters which we are required
toaddress
We were appointed by Board of Directors to
audit the financial statements for the period
ended 30 September 2011.
Our total uninterrupted period of engagement
is 15 years, covering the periods ended
30September 2011 to 31 March 2026.
Our audit opinion is consistent with the
additional report to the audit committee.
Use of our report
This report is made solely to the Companys
members, as a body, in accordance with
Chapter 3 of Part 16 of the Companies Act 2006.
Our audit work has been undertaken so that we
might state to the Companys members those
matters we are required to state to them in an
auditors report and for no other purpose. To
the fullest extent permitted by law, we do not
accept or assume responsibility to anyone other
than the Company and the Company’s members
as a body, for our audit work, for this report, or
for the opinions we have formed.
In due course, as required by the Financial
Conduct Authority Disclosure Guidance and
Transparency Rule 4.1.15R - 4.1.18R, these
financial statements will form part of the
Electronic Format Annual Financial Report filed
on the National Storage Mechanism of the FCA
in accordance with DTR 4.1.15R – DTR 4.1.18R.
This auditors report provides no assurance over
whether the Electronic Format Annual Financial
Report has been prepared in compliance with
DTR 4.1.15R – DTR 4.1.18R.
Daniel Quiligotti
(Senior Statutory Auditor)
For and on behalf of BDO LLP, Statutory Auditor
London, UK
30 July 2026
BDO LLP is a limited liability partnership
registered in England and Wales (with
registered number OC305127).
43
Gresham House Renewable Energy VCT1 plc
Financial
StatementsGovernanceOverview
18-month period ended 31 March 2026 Year ended 30 September 2024
Note
Revenue
£’000
Capital
£’000
Total
£’000
Revenue
£’000
Capital
£’000
Total
£’000
Income 3 1,136 1,136 1,690 1,690
Loss on investments 10 (3,551) (3,551) (3,385) (3,385)
1,136 (3,551) (2,415) 1,690 (3,385) (1,695)
Investment advisory fees 4 (139) (46) (185) (127) (42) (170)
Other expenses 5 (607) (711) (1,318) (380) (174) (554)
(746) (757) (1,503) (507) (216) (723)
Loss on ordinary activities before tax 390 (4,308) (3,918) 1,183 (3,602) (2,418)
Tax on total comprehensive loss and
ordinary activities 7
Profit/(loss) for the period/year and total
comprehensive income/(loss)
390 (4,308) (3,918) 1,183 (3,602) (2,418)
Basic and diluted loss per share:
Ordinary Share 9 1.5p (16.9p) (15.3p) 4.6p (14.1p) (9.5p)
‘A’ Share 9
The above results arise from activities classified as continuing operations, however as described in Note 1, the VCT is in a Managed Wind Down
process. The total column within the Income Statement represents the Statement of Total Comprehensive Income of the VCT prepared in
accordance with Financial Reporting Standards (FRS 102). The supplementary revenue and capital return columns are prepared in accordance with
the Statement of Recommended Practice issued in November 2014 (updated in July 2022) by the Association of Investment Companies (AIC SORP).
Other than revaluation movements arising on investments held at fair value through the profit or loss, there were no differences between the return/
loss as stated above and at historical cost.
The accompanying notes form an integral part of these financial statements.
Income Statement
For the 18-month period ended 31 March 2026
44
Gresham House Renewable Energy VCT1 plc
31 March 2026 30 September 2024
Note £’000 £’000 £’000 £’000
Current assets
Investments 10 10,291 14,198
Costs incurred on sale of VCT’s assets 11 305
Debtors 12 31 14
Cash at bank and in hand 9 1
10,331 14,518
Creditors 13 (4,345) (4,613)
Net current assets 5,986 9,904
Net assets 5,986 9,904
Capital and reserves
Called up Ordinary Share capital 14 28 28
Called up ‘A’ Share capital 14 41 41
Treasury Shares 15 (2,991) (2,991)
Special reserve 15 8,133 8,133
Revaluation reserve 15 7,081 9,955
Capital reserve – realised 15 (6,740) (5,305)
Revenue reserve 15 434 44
Total Shareholders’ funds 5,986 9,904
Basic and diluted net asset value per share
Ordinary Share 16 23.3p 38.7p
‘A’ Share 16 0.1p 0.1p
The financial statements of Gresham House Renewable Energy VCT1 plc on pages 44 to 61 were approved and authorised for issue by the Board of
Directors and were signed on its behalf by:
Gill Nott
Chairman
Company number: 07378392
Date: 30 July 2026
The accompanying notes form an integral part of these financial statements.
Balance Sheet
As at 31 March 2026
45
Gresham House Renewable Energy VCT1 plc
Financial
StatementsGovernanceOverview
Called
up share
capital
£’000
Treasury
Shares
£’000
Special
reserve
£’000
Revaluation
reserve
£’000
Capital
reserve
realised
£’000
Revenue
reserve
£’000
Total
£’000
At 30 September 2023 69 (2,991) 8,995 11,506 (3,253) (89) 14,237
Total comprehensive (loss)/income (1,550) (2,051) 1,183 (2,418)
Dividend paid (862) (1,051) (1,913)
At 30 September 2024 69 (2,991) 8,133 9,955 (5,305) 44 9,904
Total comprehensive (loss)/income (2,874) (1,434) 390 (3,918)
Dividend paid
At 31 March 2026 69 (2,991) 8,133 7,081 (6,740) 434 5,986
The accompanying notes form an integral part of these financial statements.
Statement of Changes in Equity
For the 18-month period ended 31 March 2026
46
Gresham House Renewable Energy VCT1 plc
Note
18-month
period ended
31 March
2026
£’000
Year ended
30 September
2024
£’000
Cash flows from operating activities
Loss for the period/year (3,918) (2,418)
Loss on investments 10 3,551 3,385
Cost incurred on sale of VCT’s assets write off 711 98
Other income (20)
Dividend income (1,094) (1,667)
Interest income (22) (23)
(Increase)/decrease in debtors (2) 1
(Decrease)/increase in creditors (397) 733
Net cash (outflow)/inflow from operating activities (1,191) 109
Cash flows from investing activities
Net proceeds from sale of investments/loan note redemptions 10 356 129
Cost incurred on sale of VCT’s assets (278) (84)
Interest received 27 47
Dividend income received 1,094 1,667
Net cash inflow from investing activities 1,199 1,759
Net cash inflow before financing activities 8 1,868
Cash flows from financing activities
Dividend paid (1,913)
Net cash outflow from financing activities (1,913)
Net increase/(decrease) in cash 8 (45)
Cash and cash equivalents at start of the period/year 1 46
Cash and cash equivalents at end of the period/year 9 1
Cash and cash equivalents comprise
Cash at bank and in hand 9 1
Total cash and cash equivalents 9 1
The accompanying notes form an integral part of these financial statements.
Cash Flow Statement
For the 18-month period ended 31 March 2026
47
Gresham House Renewable Energy VCT1 plc
Financial
StatementsGovernanceOverview
1. General Information
Gresham House Renewable Energy VCT1plc (VCT) is a Venture Capital Trust established under the legislation introduced in the Finance Act1995 and
is domiciled in the United Kingdom and incorporated in England and Wales (Company No.07378392). The Companys principal activity is that of a VCT
which invests in renewable energy investments. The registered office of the Company is The Scalpel 18th floor, 52 Lime Street, London,EC3M7AF. Its
share capital is denominated in Pound Sterling (GBP) and consists of Ordinary shares and ‘A’ shares.
Basis other than going concern
At the general meeting on 13July 2021, the proposed special resolution was approved by Shareholders, resulting in the VCTs entering a Managed
Wind Down and a new investment policy replacing the existing investment policy. The VCT’s principal objective is to manage the VCT with the
intention of realizing the sale or monetization otherwise of all remaining assets in the portfolio in a prudent manner consistent with the principles of
good investment management and with a view to returning value to Shareholders in an orderly manner. Given that a formal decision has been made to
wind up the VCT, the Directors intend to liquidate the VCT.
The VCT will pursue its investment objective by effecting an orderly realisation of its assets in a manner that seeks to achieve a balance between
maximising the value received from those assets and making timely returns of capital to Shareholders. This process includes sales of individual
assets. On 23June 2026, the completion of the sale of the remaining solar assets was announced. Following this disposal, the Companys has ceased,
or is expected to cease, its principal trading activities. It is the Board’s intention to distribute the sale proceeds (net of remaining or anticipated costs)
to Shareholders through a dividend or capital distribution followed by the Companys proposed entry into members’ voluntary liquidation, currently
anticipated to take place on 2September 2026.
Since the start of the Managed Wind Down in July2021, the Directors do not consider it to be appropriate to adopt the going concern basis of
accounting in preparing the financial statements. On this basis, the Directors have prepared the VCT’s financial statements on a basis other than
going concern. As a result, the investments held at fair value through profit or loss were transferred from fixed assets to current assets in the
30September 2021 annual financial statements and subsequent periods. No additional adjustments have been made to the audited financial results
covering the 18months to 31 March 2026 as a result of them being prepared on a basis other than going concern.
Investments held at fair value through profit or loss are held as current assets.
2. Accounting policies
Basis of accounting
The VCT has prepared its financial statements under FRS102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” and in
accordance with the Statement of Recommended Practice “Financial Statements of Investment Trust Companies and Venture Capital Trusts” issued
by the Association of Investment Companies (AIC) in November2014 and revised in July2022 (SORP) as well as the Companies Act2006.
The VCT extended its current financial period from 12months to 18months, ending on 31March 2026. Consequently, the current financial statements
cover the 18-month period from 01October 2024 to 31March 2026, whereas the comparative figures cover the 12-month period ended 30September
2024. Due to the unequal length of these periods, the amounts presented in the Income Statement, Balance Sheet, Statement of Changes in Equity,
Statement of Cash Flows, and related notesare not entirely comparable.
The VCT implements new Financial Reporting Standards (FRS) issued by the Financial Reporting Council when they become effective. No new FRS
were implemented during the year.
The financial statements are presented in Sterling (£) as this is the VCT’s functional currency.
Presentation of income statement
In order to better reflect the activities of a Venture Capital Trust and in accordance with the SORP, supplementary information which analyses the
Income Statement between items of a revenue and capital nature has been presented alongside the Income Statement. The net revenue is the
measure the Directors believe appropriate in assessing the VCT’s compliance with certain requirements set out in Part6 of the Income Tax Act2007.
Investments
All investments are designated as “fair value through profit or loss” assets due to investments being managed and performance evaluated on a fair
value basis. A financial asset is designated within this category if it is both acquired and managed on a fair value basis, in accordance with the VCT’s
documented investment policy. The fair value of an investment upon acquisition is deemed to be cost. Thereafter investments are measured at fair
value in accordance with the International Private Equity and Venture Capital Valuation Guidelines (IPEV) together with FRS102 sections 11 and 12.
Notes to the Accounts
For the 18-month period ended 31 March 2026
48
Gresham House Renewable Energy VCT1 plc
2. Accounting policies (continued)
For unquoted investments and subsequent to acquisition, fair value is established by using the IPEV guidelines.
Based on the ongoing sales process, a fair market view based upon the offer price has been used as a primary valuation approach in the 18-month
financial period ended 31March 2026. Further details are contained in Note10.
Effective 1January 2019, the IPEV guidelines to establish fair value were updated whereby the cost or price of a recent investment are no longer
considered valid valuation methodologies for establishing the fair value of an investment. The VCT along with its Investment Adviser may, under
orderly market conditions, deem the cost or recent price paid for an investment as an appropriate fair value for an investment at the time of
acquisition but subsequent to recognition must reconsider the assigned fair value based on up-to-date market conditions and performance of the
underlying investee company in order to assign a fair value in line with the IPEV guidelines.
The methodology applied takes account of the nature, facts and circumstances of the individual investment and uses reasonable data, market
inputs, assumptions and estimates in order to ascertain fair value.
Gains and losses arising from changes in fair value are included in the Income Statement for the year as a capital item and transaction costs on
acquisition or disposal of the investment are expensed. Where an investee company has gone into receivership or liquidation, or administration
(where there is little likelihood of recovery), the loss on the investment, although not physically disposed of, is treated as being realised.
The investee companies held by the VCT are treated as a portfolio of investments and are therefore measured at fair value in accordance with section
9 of FRS102. The results of these companies are not incorporated into the Income Statement except to the extent of any income accrued. This is in
accordance with the SORP and FRS102 sections 14 and 15 that does not require portfolio investments, where the interest held is greater than 20%, to
be accounted for using the equity method of accounting.
Income
Dividend income from investments is recognised when the Shareholders’ rights to receive payment have been established, normally on the ex-
dividend date.
Interest income is accrued on a time apportionment basis, by reference to the principal sum outstanding and at the effective interest rate applicable
and only where there is reasonable certainty of collection in the foreseeable future.
Expenses
All expenses are accounted for on an accruals basis. In respect of the analysis between revenue and capital items presented within the Income
Statement, all expenses have been presented as revenue items except as follows:
Æ Expenses which are incidental to the disposal of an investment are deducted from the disposal proceeds of the investment; and
Æ Expenses are split and presented partly as capital items where a connection with the maintenance or enhancement of the value of the
investments held can be demonstrated. The VCT has adopted a policy of charging 75% of the investment advisory fees to the revenue account
and 25% to the capital account to reflect the Board’s estimated split of investment returns which will be achieved by the VCT over its lifetime.
Taxation
The tax effects on different items in the Income Statement are allocated between capital and revenue on the same basis as the particular item to
which they relate, using the Companys effective rate of tax for the accounting period.
Due to the VCT’s status as a Venture Capital Trust and the continued intention to meet the conditions required to comply with Part6 of the Income
Tax Act2007, no provision for taxation is required in respect of any realised or unrealised appreciation of the VCT’s investments which arises.
Deferred taxation, which is not discounted, is provided in full on timing differences that result in an obligation at the balance sheet date to pay more
tax, or a right to pay less tax, at a future date, at rates expected to apply when they crystallise based on current tax rates and law. Timing differences
arise from the inclusion of items of income and expenditure in taxation computations in periods different from those in which they are included in the
accounts.
Other debtors, other creditors and loan notes
Other debtors (including accrued income), other creditors and loan notes(other than those held as part of the investment portfolio as set out in
Note10) are initially recognised at transaction price or fair value, as appropriate, and are subsequently measured at amortised cost using the
effective interest method, less any impairment where applicable.
49
Gresham House Renewable Energy VCT1 plc
Financial
StatementsGovernanceOverview
3. Income
18-month
period ended
31March
2026
£’000
Year ended
30September
2024
£’000
Income from investments
Dividend income 1,094 1,667
Loan stock interest 22 23
Other income 20
1,136 1,690
4. Investment advisory fees
The investment advisory fees for the 18-month period ended 31March 2026, which were charged quarterly in advance to the VCT, were based on
1.15% of the net assets as at the previous quarter end. Based on each quarters final NAV, as and when available, the quarters investment advisory
fees previously charged are adjusted.
18-month period ended 31March 2026 Year ended 30 September 2024
Revenue
£’000
Capital
£’000
Total
£’000
Revenue
£’000
Capital
£’000
Total
£’000
Investment advisory fees 139 46 185 127 42 170
5. Other expenses
18-month period ended 31March 2026 Year ended 30 September 2024
Revenue
£’000
Capital
£’000
Total
£’000
Revenue
£’000
Capital
£’000
Total
£’000
Administration services 191 191 133 132
Directors’ remuneration 148 148 82 82
Social security costs 20 20 3 3
Auditors remuneration for audit 60 60 49 49
Legal and professional fees 126 711 837 48 174 222
Other 62 62 66 66
607 711 1,318 380 174 554
The annual running costs of the VCT are subject to a cap of the lower of £625,000 or 5.0% of average net asset value. For the 18-month period
ended 31March 2026, these caps were recalculated and adjusted to £937,500 and £695,000 (5% of average net asset value), respectively. During the
18-month period, the running costs came to £662,000 (total expenses of £1,503,000 less one-off expenditure), being 4.76% of average net asset value
(2024:£502,000 being total expenses of £723,000 less one-off expenditure, which is less than the applicable cap of £625,000). Therefore the cap has
not been breached.
6. Directors’ remuneration
Details of remuneration (excluding employers NIC) are given in the audited part of the Directors’ Remuneration Report on page 32.
The VCT had no employees during the year. Costs in respect of the Directors are referred to in Note5 above. No other emoluments or pension
contributions were paid by the VCT to, or on behalf of, any Director.
Notes to the Accounts (continued)
50
Gresham House Renewable Energy VCT1 plc
7. Tax on ordinary activities
18-month
period ended
31March
2026
£’000
Year ended
30September
2024
£’000
(a) Tax charge for the year
UK corporation tax at 25%
Charge for the year
(b) Factors affecting tax charge for the year
Loss on ordinary activities before taxation (3,918) (2,418)
(Tax credit)/tax calculated on loss on ordinary activities before taxation at the applicable rate of 25% (980) (605)
Effects of:
UK dividend income (274) (417)
Losses on investments 888 846
Excess management expenses on which deferred tax not recognised 366 176
Total tax charge
Excess management fees, which are available to be carried forward and set off against future taxable income, amounted to £6,321,000
(2024:£4,857,000). The associated deferred tax asset of £1,580,000 (2024:£1,214,000) has not been recognised due to the fact that it is unlikely that
the excess management fees will be set off against future taxable profits in the foreseeable future as the Directors intend to liquidate the VCT.
8. Dividends
18-month period ended 31March 2026 Year ended 30September 2024
Revenue
£’000
Capital
£’000
Total
£’000
Revenue
£’000
Capital
£’000
Total
£’000
Paid
2023 Interim Ordinary – 7.5p 1,051 862 1,913
1,051 862 1,913
The interim Ordinary 7.5p dividend was paid on 21December 2023 to Shareholders on the register as at 1December 2023.
A dividend arising from the proceeds of the sale of 17.0p per Ordinary share was announced on 23 July 2026 for Shareholders on the register on 23
July 2026 for payment on 21 August 2026. No amount is payable to 'A' Shares on 21 August 2026.
9. Basic and diluted earnings per share
Weighted
average number
of shares
in issue
Revenue
Profit
£’000
Pence per
share
Capital
Loss
£’000
Pence per
share
Net
(loss)/
profit
£’000
Pence per
share
31March 2026 Ordinary Shares 25,515,242 390 1.5 (4,308) (16.9) (3,918) (15.3)
A’ Shares 38,512,032
30September 2024 Ordinary Shares 25,515,242 1,183 4.6 (3,602) (14.1) (2,418) (9.5)
A’ Shares 38,512,032
As the VCT has not issued any convertible securities or share options, there is no dilutive effect on earnings per Ordinary Share or ‘A’ Share. The
earnings per share disclosed therefore represents both the basic and diluted return per Ordinary Share or ‘A’ Share.
51
Gresham House Renewable Energy VCT1 plc
Financial
StatementsGovernanceOverview
Notes to the Accounts (continued)
10. Investments
31March
2026
Unquoted
investments
£’000
30September
2024
Unquoted
Investments
£’000
Opening cost at start of the period/year 8,580 8,709
Permanent impairment in cost of investments (3,530) (1,695)
Accumulated net unrealised gains at start of the period/year 9,148 10,699
Opening fair value at start of the period/year 14,198 17,713
Movement in the period/year:
Disposals at cost (391) (129)
Permanent impairment in cost of investments (642) (1,835)
Net unrealised losses in the income statement (2,874) (1,550)
Closing fair value at period/year end 10,291 14,198
Closing cost at period/year end 8,189 8,580
Permanent impairment in cost of investments as at period/year end (4,172) (3,530)
Accumulated net unrealised gains at period/year end 6,274 9,148
Closing fair value at period/year end 10,291 14,198
In February2026, four VCT portfolio investments, small wind assets, were sold by the VCT for proceeds of £25,000 and Shareholder loans totalling
£331,000 were repaid. The realised loss on the sold small wind assets was £34,000. This loss, reduced by a small wind assets valuation movement
at 31March 2025 of £642,000, as well as unrealised losses in the 18-month period ended 31March 2026 on the remaining portfolio of £2.9mn, equals
losses on investments’ of £3.6mn per the Income Statement.
The VCT has categorised its financial instruments using the fair value hierarchy as follows:
Æ Level 1 Reflects financial instruments quoted in an active market;
Æ Level 2 Reflects financial instruments that have prices that are observable either directly or indirectly; and
Æ Level 3 Reflects financial instruments that use valuation techniques that are not based on observable market data (unquoted equity
investments and loan noteinvestments).
31March 2026 30 September 2024
Level 1
£’000
Level 2
£’000
Level 3
£’000
Total
£’000
Level 1
£’000
Level 2
£’000
Level 3
£’000
Total
£’000
Unquoted loan notes 330 330
Unquoted equity 10,291 10,291 13,868 13,868
10,291 10,291 14,198 14,198
During the 18-month period ended 31March 2026 and year ended 30September 2024 there were no transfers between levels.
52
Gresham House Renewable Energy VCT1 plc
10. Investments (continued)
A reconciliation of fair value for Level 3 financial instruments held at the year-end is shown below:
Unquoted
loan notes
£’000
Unquoted
equity
£’000
Total
£’000
Balance at 30September 2024 330 13,868 14,198
Movement in the income statement:
Unrealised losses in the income statement (2,874) (2,874)
Permanent impairment in cost of investments (642) (642)
Redemption of loan notes/cost of disposal (330) (61) (391)
Balance at 31March 2026 10,291 10,291
FRS 102 sections 11 and 12 require disclosure to be made of the possible effect of changing one or more of the inputs to reasonable possible
alternative assumptions where this would result in a significant change in the fair value of the Level 3 investments.
The Board believes that valuing the investments as at 31March 2026 based on the offer price from the sales process of the remaining solar assets
ongoing at period end is the most appropriate valuation method. The remaining solar assets namely Lunar 2 Limited, Lunar 1 Limited, New Energy
Era Limited, Vicarage Solar Limited and Lunar 3 Limited were sold on 22June 2026. The period-end valuation reflects the remaining solar assets
sales proceeds received in late June2026.
11. Costs incurred on sale of VCT’s assets
Since the commencement of the Managed Wind Down in July 2021, the VCT has capitalised professional fees that are directly attributable to the sale
of assets. During the 18-month period ended 31 March 2026, a further £406,000 was capitalised. The total of £711,000, comprising the aggerated
amounts capitalised in previous year(s) and current period, was expensed in the current period as the related sales processes were no longer ongoing
at period end and is included in Note 5.
31March
2026
£’000
30September
2024
£’000
Cost incurred on sale of VCT’s assets (capitalised) 305
305
12. Debtors
31March
2026
£’000
30September
2024
£’000
Prepayments and accrued income 31 14
31 14
53
Gresham House Renewable Energy VCT1 plc
Financial
StatementsGovernanceOverview
Notes to the Accounts (continued)
13. Creditors:amounts falling due within one year
31March
2026
£’000
30September
2024
£’000
Other loans 3,967 4,417
Taxation and social security 19 3
Accruals and deferred income 356 172
Creditors 3 21
4,345 4,613
The balance of other loans is made up of amounts borrowed from the underlying portfolio companies. All loans are interest free. These loans were
cleared on 22June 2026 as part of the sale of the remaining solar assets. Other loans falling due within one year are as follows:
Investee company Drawdown date Repayment date
31March
2026
£’000
30September
2024
£’000
HRE Willow Limited 15June 2016 ^ 18
12September 2016 ^ 68
23September 2016 ^ 29
115
Lunar 2 Limited 17December 2019 ^ 1,543 1,543
13January 2020 ^ 473 473
31March 2020 ^ 50 50
22April 2020 ^ 100 100
2,166 2,166
Minsmere Power Limited 31January 2020 ^ 50
2,166 2,331
Lunar 2 Limited 23December 2020 ^^ 808 808
8February 2023 ^^ 134 134
10March 2023 ^^ 89 89
31March 2023 ^^ 40 40
13December 2023 ^^ 604 604
2February 2024 ^^ 125 125
1,800 1,800
HRE Willow Limited 22December 2020 ^^ 114
18March 2021 ^^ 63
6June 2022 ^^ 44
221
Minsmere Power Limited 22December 2020 ^^ 25
30June 2021 ^^ 27
6June 2022 ^^ 13
65
1,800 2,086
Amounts repayable within one year 3,967 4,417
^ The lender may demand full repayment of all amounts outstanding at any time after 5years and 1 day from the date of the initial drawdown of the loan. The loans are interest free.
^^ The VCT and the indicated SPV’s (the ‘lender’) entered into loan agreements whereby the lender may, at any time, without having to provide any reason, by one or several demands
require immediate repayment of all or any part of the Loan and all or any accrued interest thereon. The loans are interest free.
54
Gresham House Renewable Energy VCT1 plc
14. Called up share capital
Allotted, called up and fully-paid:
31March
2026
£’000
30September
2024
£’000
25,515,242 (2024:25,515,242) Ordinary Shares of 0.1p each 28 28
38,512,032 (2024:38,512,032) ‘A’ Shares of 0.1p each 41 41
69 69
The VCT’s capital is managed in accordance with its investment policy as shown in the Strategic Report on pages 14 to 15, in pursuit of its principal
investment objectives. There has been no significant change in the objectives, policies or processes for managing capital from the previous period.
The VCT has the authority to buy back shares as described in the Report of the Directors. During the 18-month period ended 31 March 2026 the VCT
did not repurchase any Ordinary Shares or ‘A’ Shares.
During the 18-month period ended 31March 2026 the VCT issued no Ordinary Shares or ‘A’ shares.
The holders of Ordinary Shares and ‘A’ Shares shall have rights as regards to dividends and any other distributions or a return of capital (otherwise
than on a market purchase by the VCT of any of its shares) which shall be applied on the following basis:
1) unless and until Ordinary Shareholders receive a dividend of at least 5.0p per Ordinary Share, and one Ordinary Share and one ‘A’ Share has a
combined net asset value of 100p (the Hurdle), distributions will be made as to 99.9% to Ordinary Shares and 0.1% to ‘A’ Shares;
2) after (and to the extent that) the Hurdle has been met, and subject to point 3 below, the balance of such amounts shall be applied as to 40% to
Ordinary Shares and 60% to ‘A’ Shares; and
3) any amount of a dividend which, but for the entitlement of ‘A’ Shares pursuant to point 2 above, would have been in excess of 10p per Ordinary
Share in any year shall be applied as to 10% to Ordinary Shares and 90% to ‘A’ Shares.
If, on the date on which a dividend is to be declared on the Ordinary Shares, the amount of any dividend which would have been payable to the ‘A’
Shares (the ‘‘A’ Dividend Amount’), together with any previous amounts which were not paid as a result of this clause (the ‘‘A’ Share Entitlement’), would
together:
a) in aggregate be less than £5,000; or
b) be less than an amount being equivalent to 0.25p per ‘A’ Share
then the ‘A’ Dividend amount shall not be declared and paid but shall be aggregated with any ‘A’ Share Entitlement and retained by the VCT until either
threshold is reached. No interest shall accrue on any ‘A’ Share Entitlement.
The VCT does not have any explicit externally imposed capital requirements.
55
Gresham House Renewable Energy VCT1 plc
Financial
StatementsGovernanceOverview
Notes to the Accounts (continued)
15. Reserves
31March
2026
£’000
30September
2024
£’000
Treasury shares (2,991) (2,991)
Special reserve 8,133 8,133
Revaluation reserve 7,081 9,955
Capital reserve – realised (6,740) (5,305)
Revenue reserve 434 44
5,917 9,836
The Special reserve is available to the VCT to enable the purchase of its own shares in the market. The Special reserve, Capital reserve – realised and
Revenue reserve are all distributable reserves for the purpose of dividend payments to Shareholders. At 31March 2026, distributable reserves were
£(1.2mn) (2024: £2.9mn).
Treasury shares
This reserve represents the aggregate consideration paid for the Shares repurchased by the VCT.
Revaluation reserve
Increases and decreases in the valuation of investments held at the year-end against cost are included in this reserve.
Capital reserve – realised
The following are disclosed in this reserve:
Æ gains and losses compared to cost on the realisation of investments; and
Æ expenses, together with the related taxation effect, charged in accordance with the above accounting policies.
Revenue reserve
This reserve accounts for movements from the revenue column of the Income Statement and other non-capital realised movements.
16. Basic and diluted net asset value per share
Shares in issue Net asset value
31March
2026
30September
2024 31March 2026 30September 2024
Pence
per share £’000
Pence
per share £’000
Ordinary Shares 25,515,242 25,515,242 23.3p 5,947 38.7p 9,865
A’ Shares 38,512,032 38,512,032 0.1p 39 0.1p 39
Total 23.4p 5,986 38.8p 9,904
The Directors allocate the assets and liabilities of the VCT between the Ordinary Shares and ‘A’ Shares such that each share class has sufficient net
assets to represent its dividend and return of capital rights as described in Note14.
As the VCT has not issued any convertible shares or share options, there is no dilutive effect on net asset value per Ordinary Share or per ‘A’ Share. The
NAV per share disclosed therefore represents both the basic and diluted net asset value per Ordinary Share and per ‘A’ Share.
56
Gresham House Renewable Energy VCT1 plc
17. Financial instruments
The VCT held the following categories of financial instruments at the balance sheet date:
31March 2026 30September 2024
Cost
£’000
Value
£’000
Cost
£’000
Value
£’000
Assets at fair value through profit or loss 8,189 10,291 8,580 14,198
Other financial liabilities (347) (347) (182) (182)
Cash at bank 9 9 1 1
Other loans (3,967) (3,967) (4,417) (4,417)
Total 3,884 5,986 3,982 9,600
The VCT’s financial instruments comprise investments held at fair value through profit or loss, being equity and loan stock investments in unquoted
companies, other loans and receivables consisting of short-term debtors, cash deposits and financial liabilities being creditors arising from its
operations. Other loans are borrowed from the VCT’s underlying portfolio companies. Other financial liabilities and assets include operational debtors
and prepaid expenses and short-term creditors which are measured at amortised cost. The main purpose of these financial instruments is to
generate cashflow and revenue and capital appreciation for the VCT’s operations. The VCT does not use any derivatives.
The fair value of investments is determined using the detailed accounting policy as shown in Note2. The composition of the investments is set out in
Note10.
The VCT’s investment activities expose the VCT to a number of risks associated with financial instruments and the sectors in which the VCT invests.
The principal financial risks arising from the VCT’s operations are:
Æ market risks;
Æ credit risk; and
Æ liquidity risk.
The Board regularly reviews these risks and the policies in place for managing them. There have been no significant changes to the nature of the risks
that the VCT was expected to be exposed to over the 18-month period ended 31March 2026 and there have also been no significant changes to the
policies for managing those risks during the 18-month period.
The risk management policies used by the VCT in respect of the principal financial risks and a review of the financial instruments held at the
18-month period-end are provided below:
Market risks
As a Venture Capital Trust, the VCT is exposed to investment risks in the form of potential losses and gains that may arise on the investments it
holds in accordance with its investment policy and since 13July 2021, with reference to the New Investment Policy. The management of these
investment risks is a fundamental part of investment activities undertaken by the Investment Adviser and overseen by the Board. The Adviser
monitors investments through regular contact with management of investee companies, regular review of management accounts and other financial
information and attendance at investee company board meetings. This enables the Adviser to manage the investment risk in respect of individual
investments. Investment risk is also mitigated by holding a diversified portfolio spread across various operating sites across several asset classes.
During the Managed Wind Down, the investment portfolio will be reduced as investments are realised and concentrated in fewer holdings, and the mix
of asset exposure will be affected accordingly.
The key investment risks to which the VCT is exposed are:
Æ investment price risk; and
Æ interest rate risk.
The Companys four small wind investments were sold on 23February 2026. At the 18month period ended 31March 2026, the Board identified
execution risk relating to the proposed sale of its remaining solar assets, including the risk that the sale may not complete or may complete on less
favourable terms. Following the period end, the sale completed on 22June 2026. Accordingly, this is no longer considered a principal risk at the date
of approval of these annual financial statements.
57
Gresham House Renewable Energy VCT1 plc
Financial
StatementsGovernanceOverview
Notes to the Accounts (continued)
17. Financial instruments (continued)
Investment price risk
The VCT’s investments which comprise of both equity and debt financial instruments in unquoted investments are concentrated in renewable
energy projects with predetermined expected returns. Consequently, the investment price risk arises from uncertainty about the future prices and
valuations of financial instruments held in accordance with the VCT’s investment objectives which can be influenced by many macro factors such
as changes in interest rates, electricity power prices and movements in inflation. It represents the potential loss that the VCT might suffer through
changes in the fair value of unquoted investments that it holds.
At 31March 2026, the unquoted portfolio was valued at £10.3mn (30September 2024:£14.2mn).
The Board believes that valuing the investments as at 31March 2026 based on the offer from the sales process of the remaining solar assets ongoing
at period end is the most appropriate valuation method. The remaining solar assets namely Lunar 2 Limited, Lunar 1 Limited, New Energy Era
Limited, Vicarage Solar Limited and Lunar 3 Limited were sold on 22June 2026. The period-end valuation reflects the remaining solar assets sales
proceeds received in late June2026.The Board considered the sale to be in the best interest of Shareholders in the context of the planned Managed
Wind Down of the Company.
Interest rate risk
The VCT accepts exposure to interest rate risk on floating-rate financial assets through the effect of changes in prevailing interest rates. Where
investments in loan stock attract interest, this is predominately charged at fixed rates. A summary of the interest rate profile of the VCT’s
investments is shown below.
There are three categories in respect of interest which are attributable to the financial instruments held by the VCT as follows:
Æ “Fixed rate” assets represent investments with predetermined yield targets and comprise certain loan noteinvestments and preference shares;
and
Æ “No interest rate” assets do not attract interest and comprise equity investments, certain loan noteinvestments, loans and receivables.
Average
interest rate
Average period
until maturity
31March
2026
£’000
30 September
2024
£’000
Fixed rate* 8% N/A 330
No interest rate 5,986 9,270
5,986 9,600
* Shareholders loans to three small wind investments namely Tumblewind Limited, Minsmere Power Limited and Small Wind Generation Limited were repaid and terminated on
sale of small wind assets on 23February 2026.
The VCT monitors the level of income received from fixed and floating rate assets and, if appropriate, may adjust the allocation between the
categories, in particular, should this be required to ensure compliance with the VCT regulations.
It is estimated that an increase of 1% in interest rates would have increased loss before tax for the period by £55 (2024:£5). The Bank of England
(‘BoE’) base rate was 5.00% at the beginning of the 18month period. As at 31March 2026, the BoE base rate was 3.75%, having decreased from 4.00%
on 18December 2025. Any potential change in the base rate, at the current level, would have an immaterial impact on the net assets and total return
of the VCT.
58
Gresham House Renewable Energy VCT1 plc
17. Financial instruments (continued)
Credit risk
Credit risk is the risk that a counterparty to a financial instrument is unable to discharge a commitment to the VCT made under that instrument. The
VCT is exposed to credit risk through its holdings of loan stock in investee companies, cash deposits and debtors. Credit risk relating to loan stock in
investee companies is considered to be part of market risk as the performance of the underlying SPVs impacts the carrying values.
The VCT’s financial assets that are exposed to credit risk are summarised as follows:
31March
2026
£’000
30September
2024
£’000
Investments in loan stocks* 330
Cash and cash equivalents 9 1
Interest, dividends and other receivables 20 5
29 336
* Shareholders loans to three small wind investments namely Tumblewind Limited, Minsmere Power Limited and Small Wind Generation Limited were repaid and terminated on sale
of small wind assets on 23February 2026.
The Investment Adviser manages credit risk in respect of loan stock with a similar approach as described under “Market risks”. Similarly, the
management of credit risk associated with interest, dividends and other receivables is covered within the investment advisory procedures.
The level of security is a key means of managing credit risk. Additionally, the risk is mitigated by the security of the assets in the underlying
investeecompanies.
Cash is held by the Royal Bank of Scotlandplc which is an investment grade rated financial institution. Consequently, the Directors consider that the
credit risk associated with cash deposits is low.
There have been no changes in fair value during the 18-month period ended 31March 2026 that are directly attributable to changes in credit risk. Any
balances that are past due are disclosed further under liquidity risk.
Liquidity risk
Liquidity risk is the risk that the VCT encounters difficulties in meeting obligations associated with its financial liabilities. Liquidity risk may also arise
from either the inability to sell financial instruments when required at their fair values or from the inability to generate cash inflows as required.
The VCT’s creditors at 18month period ended 31March 2026 were £378,000 (30September 2024:£196,000) of which £188,000 (30September
2024:£67,300) related to the Costs incurred on sale of VCT’s assets. The VCTs short-term loans (see Note13 for an analysis of the repayment terms)
from small wind investments namely HRE Willow Limited and Minsmere Power Limited were repaid during the 18-month period ended 31March 2026.
The VCTs short-term loans from Lunar 2 Limited amount to, £3,967,000 at 31March 2026 (30September 2024:£4,417,000 short and long-term loans).
As part of the sale of remaining solar assets announced on 23June 2026, VCTs loans to Lunar 2 Limited were cleared and the costs sale of assets
were paid from the sale proceeds. The sale proceeds received in late June2026 are deemed sufficient to cover the future VCT operating expenses
and the estimated costs of liquidation, together with a contingency for any overspend of forecasted costs and/or any unknown costs prior to the
Company being dissolved. For these reasons the Board believes that the VCTs exposure to liquidity risk is low.
The VCT’s liquidity risk was managed by the Investment Adviser for the 18-month period ended 31March 2026, by moving cash from the SPVs to the
VCT, up to the sale of remaining assets announced on 23June 2026 in line with guidance agreed with the Board and with Board reviews at regular
intervals. The one investment left, bio-bean Limited, is in administration and will be dissolved.
59
Gresham House Renewable Energy VCT1 plc
Financial
StatementsGovernanceOverview
Notes to the Accounts (continued)
17. Financial instruments (continued)
The following table analyses the VCT’s loan payables by contractual maturity date:
As at 31March 2026
Due in
less than
1year
£’000
Due between
1year and
5years
£’000
Due after
5years
£’000
Total
£’000
Loans payable to investee companies* 3,967 3,967
3,967 3,967
* Loans paid post-period end as part of the sale of remaining solar assets announced on 23June 2026.
As at 30September 2024
Due in
less than
1year
£’000
Due between
1year and
5years
£’000
Due after
5years
£’000
Total
£’000
Loans payable to investee companies 4,417 4,417
4,417 4,417
Although the VCT’s investments are not held to meet the VCT’s liquidity requirements, the table below shows an analysis of the assets, highlighting the
length of time that it could take the VCT to realise its assets if it were required to do so.
Following the sale of the small wind assets on 23February 2026, the performing loan stock was fully paid. The carrying value of loan stock
investments held at fair value through the profit and loss account at 31March 2026 was £nil:
As at 31March 2026
Not later
than
1year
£’000
Between
1 and
2years
£’000
Between
2 and
3years
£’000
Between
3 and
5years
£’000
More
than
5years
£’000
Total
£’000
Fully performing loan stock
As at 30September 2024
Not later
than
1year
£’000
Between
1 and
2years
£’000
Between
2 and
3years
£’000
Between
3 and
5years
£’000
More
than
5years
£’000
Total
£’000
Fully performing loan stock 330 330
330 330
18. Capital management
The VCT’s objectives when managing capital are to safeguard the VCT’s ability to provide returns for Shareholders by allocating its capital to assets
commensurately with the level of risk.
By its nature, the VCT has an amount of capital, at least 80% (as measured under the tax legislation; and for the VCT, effective 1October 2019) of
which is and must be, and remain, invested in the relatively high risk asset class of small UK companies within three years of that capital being
subscribed. The VCT accordingly has limited scope to manage its capital structure in the light of changes in economic conditions and the risk
characteristics of the underlying assets. Subject to this overall constraint upon changing the capital structure, the VCT may adjust the amount of
dividends paid to Shareholders, return capital to Shareholders, issue new shares, or sell assets if so required to maintain a level of liquidity.
As the Investment Policy implies, the Board would consider levels of gearing. As at 31March 2026, the VCT had loans from investee companies of
£3,967,000 (30September 2024:£4,417,000). It regards the net assets of the VCT as the VCT’s capital, as the level of liabilities are small and the
management of them is not directly related to managing the return to Shareholders. There has been no change in this approach from the previous period.
As part of the sale of the remaining solar assets on 22June 2026, the VCTs loans of £3,967,000 were cleared.
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Gresham House Renewable Energy VCT1 plc
19. Contingencies, guarantees and financial commitments
At 31 March 2026, the VCT had no contingencies or guarantees. During the 18-month period ended 31 March 2026, the VCT had financial commitments
in respect of the Managed Wind Down process. Considering the completion of the sale of remaining assets on 22 June 2026, the financial
commitments at 31 March 2026 were £186,000 (30 September 2024: £255,000).
Previously declared unpaid dividends to the value of £148,201 remain unclaimed and therefore unpaid for which a receivable has not been recognised
as 12years have not lapsed since the date of their declaration.
20. Controlling party and related party transactions
In the opinion of the Directors there is no immediate or ultimate controlling party. For total Directors’ remuneration during the 18-month period ended
31March 2026, please refer to Note5 as well as the Directors‘ Remuneration Report on pages 31 to 33.
21. Significant interests
The details of all shareholdings in the remaining companies where the VCT’s holding, as at 31March 2026, represents more than 20% of the nominal
value of any class of shares issued by the portfolio company are disclosed in the Review of Investments on pages 9 to 13.
22. Net debt reconciliation
1October
2024
£’000
Non cash
flows
£’000
Cash
flows
£’000
31March
2026
£’000
Cash at bank and in hand 1 8 9
Other loans 4,417 (450) 3,967
23. Events after the end of the reporting period
On 23June 2026, the sale of the Company’s remaining solar assets, co-owned with VCT2, was announced. The five ground-mounted solar
investments, namely Lunar 2 Limited, Lunar 1 Limited, New Energy Era Limited, Vicarage Solar Limited and Lunar 3 Limited, were sold for a total
consideration of approximately £20mn across both VCTs. Following the repayment of certain outstanding loan balances, this equates to net
proceeds of approximately £6.3mn for VCT1. The costs incurred on the sale of remaining solar assets after 31March 2026 payable post completion
amount to approximately £0.4mn per VCT.
Following this disposal, the Company has ceased, its principal trading activities. The disposal has been treated as a non-adjusting event after the
reporting date except to the extent that it provides evidence of the recoverable amount of assets held at the balance sheet date.
The Directors have considered the impact of the disposal on the carrying value of assets and the appropriateness of the going concern basis of
preparation. As a result of the sale and the Companys expected cessation of trade, the financial statements have not been prepared on a going
concern basis.
A dividend arising from the proceeds of the sale of 17.0p per Ordinary share was announced on 23 July 2026 for Shareholders on the register on
23July 2026 for payment on 21 August 2026. No amount is payable to 'A' Shares on 21 August 2026.
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Gresham House Renewable Energy VCT1 plc
Financial
StatementsGovernanceOverview
Registered number
07378392
Directors
Gill Nott (Chairman)
David Hunter
Giles Clark
Company Secretary and Registered Office
JTC (UK) Limited
The Scalpel, 18th Floor
52 Lime Street
London EC3M 7AF
Investment Adviser
Gresham House Asset Management Limited
5 New Street Square
London EC4A 3TW
Tel: 020 3837 6270
www.greshamhouse.com
Administrator
JTC (UK) Limited
The Scalpel, 18th Floor
52 Lime Street
London EC3M 7AF
Tel: 020 7409 0181
www.jtcgroup.com
Auditor
BDO LLP
55 Baker Street
London W1U 7EU
VCT status advisers
Philip Hare & Associates LLP
Bridge House
181 Queen Victoria Street
London EC4V 4EG
Registrars
MUFG Corporate Markets
10th Floor
Central Square
29 Wellington Street
Leeds LS1 4DL
Solicitors
Dickson Minto LLP
69 Old Broad Street
London EC2M 1QS
Bankers
Royal Bank of Scotland plc
London Victoria Branch
119/121 Victoria Street
London SW1E 6RA
Corporate Broker
Panmure Liberum Limited
25 Ropemaker Street
London EC2Y 9LY
Company
Information
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Gresham House Renewable Energy VCT1 plc