Result of AGM

Pembroke VCT plc

Results of Annual General Meeting

At the Annual General Meeting of Pembroke VCT plc (the "Company") held on Thursday 29 September 2016 at 11.00am, the following resolutions were duly passed.

Ordinary Resolutions

1. To receive the Directors' and the Independent Auditor's Reports and the Company's financial statements for the year ended 31 March 2016.

2. To approve final dividends of 2p per Ordinary share and 2p per B Ordinary share in respect of the year ended 31 March 2016 with a payment date of 31 October 2016 and a record date of 30 September 2016.

3. To receive and approve the Directors' Remuneration Report for the year ended 31 March 2016.

4. To re-appoint Grant Thornton UK LLP as auditor of the Company to hold office until the conclusion of the next general meeting at which accounts are laid before the Company.

5. To authorise the Directors to fix the remuneration of the auditor.

6. To re-elect Peter Dubens as a Director of the Company.

7. That, the Directors be authorised to offer holders of Shares in the Company the right to receive Shares, credited as fully paid, instead of cash in respect of the whole (or some part as may be determined by the Directors from time to time) of any dividend

declared in the period commencing of the date of this resolution and this power shall expire on the date falling 15 months after the date of the passing of this resolution pursuant to the Company's dividend investment scheme.

Special Resolution

8. That the Company be and is hereby generally and unconditionally authorised within the meaning of section 701 of the Act to make market purchases of Ordinary and B Ordinary shares of 1p each in the capital of the Company ("Ordinary and B Ordinary shares") provided that:

(i) the maximum number of Ordinary and B Ordinary shares hereby authorised to be purchased is an amount equal to 14.99% of the issued Ordinary and 14.99% of the issued B Ordinary share capital of the Company from time to time;

(ii) the minimum price which may be paid for an Ordinary or B Ordinary share is 1p per share, the nominal amount thereof;

(iii) the maximum price which may be paid for an Ordinary or B Ordinary share is an amount equal to 105% of the average of the middle market prices shown in the quotations for an Ordinary or B Ordinary share as applicable in The London Stock Exchange Daily Official List for the five business days immediately preceding the day on which that share is purchased;

(iv) the authority hereby conferred shall (unless previously renewed or revoked) expire on the earlier of the annual general meeting of the Company to be held in 2017 and the date which is 15 months after the date on which this resolution is passed; and

(v) the Company may make a contract or contracts to purchase its own Ordinary or B Ordinary shares under this authority before the expiry of the authority which will or may be executed wholly or partly after the expiry of the authority, and may make a purchase of its own Ordinary or B Ordinary shares in pursuance of any such contract or contracts as if the authority conferred hereby had not expired.

Proxy votes cast were as follows:

For further details about the Company please either visit the Company's website,

Pembroke VCT plc

www.pembrokevct.com,

or contact:

Oakley Investment Managers LLP (Manager)

+44 20 7766 6900

Peter Dubens / Andrew Wolfson

The City Partnership (UK) Limited (Company Secretary)

0131 243 7210

Doreen Nic