[Latest UPDATE: 2 NOVEMBER] Octopus Titan VCT plc - matters of concern (to be continued)
[UPDATE 2 NOVEMBER]
Food for thought. e&oe
Outright proof that VCTs are not only a PONZI scheme but a total rip-off on taxpayers who, in this case, paid for more than the cost of the entire Investment Portfolio as an outright gift to the "super-rich". Octopus Investments should be hanging their heads in shame.
Listen to the new CEO (ex the Silicon Valley Bank farce) admit the VCT structural failures at:
https://sifted.eu/articles/erin-platts-podcast
Do read and follow the new blog about the proposal to Liquidate OTV2 and save more than £100,000,000.
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[UPDATE 20 OCTOBER]
FOR STUDENTS OF THE INVESTMENT PORTFOLIO OF OCTOPUS TITAN VCT PLC, THE URL BELOW IS AN ANALYSIS OF ALL THE HOLDINGS at 31.12.24 WITH VALUATIONS GOING BACK TO 31.12.19.
https://app.box.com/s/ct30barc75qfpi35xczt4eldxdjkwyz2
IT MAKES TRULY DREADFUL READING, AND DO NOTE THE ROLE OF THE AUDITORS.
NB. Octopus, unlike all but one other of the 13 VCTA members (Molten) accounting for more than 90% of all VCTs, does not provide costs or valuations of all individual investments - only the top 10/15/20. Why?
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[UPDATE 18 OCTOBER]
Response received to request to inspect and take a copy of the Register- Rejected.
Octopus' solicitors request I resubmit on "correct form" with prepayment of £95 fee - no guarantee of refund if rejected.
Copy form at https://app.box.com/s/943cklc2ppy74zkqexegpqv20vssyk01
Given the refusal of the Chairman to disclose at last week's meeting the financial basis of the decisions taken to continue with Octopus and/or "wind-down" and/or liquidation, and the false statements that Octopus Apollo VCT had no investments in common, as well as the discovery of the omission of some Octopus relationships on pages 103-107 of the accounts for 2024, as well as different valuations of the same shares by different VCTs using the same Valuation Standard (!) I shall be delivering the completed form and fee to reset the clock once more.
The Chairman's statements that Octopus are best placed to manage the portfolio and cash but must be paid 1.75% (£17,000,000 pa) plus performance fees to do so is palpable nonsense:
1. The portfolio has only 138 investments of which 88 are also held by other Octopus funds.
2. Of the remaining 50 investments, one is listed on NASDAQ, and all others - WITHOUT EXCEPTION - have fellow Fund Managers as investees - I have checked and verified with legal filings.
Full analysis will accompany the form and be posted here.
Where Octopus manages investments shared in other funds it has a fiduciary duty, and fee incentive, to properly manage those investments. A liquidator can piggy-back on that without payment of any fees - perhaps even giving Octopus a proxy to vote those shares to help the other funds and Octopus' rights to appoint a Director that might otherwise be compromised.
Where other Fund Managers are involved they will welcome the opportunity to accept a Proxy to protect their own interests. No fees payable.
Liquidation with instant dividend of 95% of cash balances and a "self-liquidating Trust" will save >£100,000,000 over the period the Directors insist Octopus stay involved and will preserve all upside for Titan members without nonsensical "performance fees".
"You know it makes sense"*
* HM Government seat-belt campaign 1963. So buckle up and enjoy the ride.
[UPDATE 14 OCTOBER]
The Company Meeting held today was, predictably, downbeat. Recording by attendees was not allowed on the grounds of Privacy, but apparently a transcript is being made of the Company's own recording.
The Chairman confirmed that the 2025 AGM was not recorded at all.
The votes: 800 members by proxy and about 45 in the room including the multitude of of Directors, Octopus employees and legal advisers who were probably, just, in the minority. Total votes cast <2.7% of the issued shares. https://www.londonstockexchange.com/news-article/OTV2/result-of-general-meeting/17278528
I did formally accuse the Directors and Octopus Investments of "massaging" the Valuations of Elliptic and Seatfrog compared to the valuations (on the same stated International Standards basis) of other VCTs invested in those same companies in order to create a "slush fund" to the advantage of the Portfolio Managers fees. A copy of the detailed schedules were provided to the Company Secretary.
The Elephant in the Room? Time is now ticking on the statutory 5 working days to respond to my request (deemed to have been served 2 hours before the Meeting) to inspect and take a copy of the Register of Members to seek to convene a Meeting to place the company into Liquidation.
Copy request at https://app.box.com/s/nolpv50cas8fykagngg25n6ks1lagvkt
Shortly before the meeting the Share Price had fallen to a new low of 15p (100,628 shares) or 69% discount to NAV.
Full financial analysis is being prepared Investment by Investment to show that, whilst preserving all tax benefits, Liquidation saves Members more than £100,000,000 (yes One Hundred Million).
But let us see what next week brings...... tbc
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[UPDATE 9th 0CTOBER]
Solicitors acting for Octopus Titan VCT plc have this morning written as follows:
"We note that your request purports to be made in your capacity as a member of the Company even though you accept that you are only the beneficial owner of a single share in the Company, the legal owner being Lawshare Nominees Limited. The alleged purpose of your request is to enable you to contact other shareholders to convene a general meeting of the Company for the purposes of passing a special resolution to place the Company into voluntary liquidation. In the circumstances, the request set out in your letter is made pursuant to section 116(1)(a) of the CA 2006.
Section 112(2) of the CA 2006 Act defines a member of a company as a person whose name is entered in the register of members. Since by your own admission you are not a member of the company because Lawshare Nominees Limited is the registered owner of the sole share, you have no standing to make a request to inspect the register of members of the Company pursuant to Section 116 (1)(a). We note your reference to government guidance concerning nominee and custodial arrangements. However, this guidance does not override the statutory definition of a member under Section 112 and cure the fact that you are not a member of the Company.
In all the circumstances, your request to inspect the register of members of the Company is rejected because the request is an invalid request because you are not a member of the Company."
Copy full request and reply is available for viewing/download at:
https://app.box.com/s/op4lr2piiakq0nr109gsgyvv3y2h3lnb
The High Court may decide to rule on this at a half day hearing in the Albion Technology and General VCT matter - open Court at 14.00hrs Thursday 16 October 2025
Will be interesting to see how the conflict with s250(1) Income Tax Act 2007 is dealt with. Also see HMRC Internal Manual: Venture Capital Schemes Manual
https://www.gov.uk/hmrc-internal-manuals/venture-capital-schemes-manual
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They say a picture is worth a thousand words:
Directors Declared NAV: 47.7p RNS 12 September 2025
Traded Share price 17 September? 17p
65% discount to NAV
I wonder what we will be told it is at 13.00hrs on 14 October 2025 at the shareholder meeting in Holborn?
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