(DPV3) Downing Planned Exit VCT 3

Downing Planned Exit VCT 3 plc
6 February 2012
Issue of Equity

The Directors of Downing Planned Exit VCT 3 plc are pleased to announce an allotment on 6 February 2012 of 1,302,944 F shares of 0.1p each ("F Shares") payable at 100p per share pursuant to the Offers for Subscription that opened on 12 October 2011.

Application for the F Shares to be admitted to the Official List of the UK Listing Authority and to trading on the London Stock Exchange's market for listed securities will be made at the earliest practical opportunity.

The Offers for Subscription are expected to remain open until 5 April 2012 in respect of the 2011/2012 tax year and 30 April 2012 in respect of the 2012/2013 tax year unless previously extended or fully subscribed earlier.

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Downing Planned Exit VCT 3 plc

Interim Management Statement

for the quarter ended 31 October 2011

In accordance with Rule 4.3 of the Disclosure and Transparency Rules of the UK Listing Authority, Downing Planned Exit VCT 3 plc presents an Interim Management Statement for the quarter period ended 31 October 2011. The statement also includes relevant financial information between the end of the period and the date of this statement.

Offer for Subscription

On 12 October 2011, the Company launched a joint Offer for Subscription with Downing Planned Exit VCT 2 plc seeking to raise up to £20 million by the creation of a new E Share class.

A General Meeting was held on 16 November 2011 seeking Shareholder approval for resolutions in connection with the new Offer for Subscription. All resolutions were approved.

Dividends paid or declared in the period

Interim dividends of 2.5p per 'C' Share and 2.5p per 'D' Share were paid on 25 November 2011. No other dividends were paid or declared during the 3 months to 31 October 2011 or in the period from 1 November 2011 to the date of this announcement.

Performance

'C' Share Pool

	31 Oct  2011	31 Jul 2011	30 Apr 2011	31 Jan 2011
	Pence	Pence	Pence	Pence
NAV per 'C' Share	88.7	88.6	93.0	92.8
NAV per 'A' Share	0.1	0.1	0.1	0.1
Cumulative distributions per C Share	10.0	10.0	5.0	5.0
Total Return per 'C' Share and 'A' Share*	98.8	98.7	98.1	97.9

'D' Share Pool

	31 Oct  2011	31 Jul 2011	30 Apr 2011	31 Jan 2011
	Pence	Pence	Pence	Pence
NAV per 'D' Share	87.7	91.6	94.4	93.5
NAV per 'E' Share	0.1	0.1	0.1	0.1
Cumulative distributions per D Share	5.0	5.0	2.5	2.5
Total Return per 'D' Share and 'E' Share*	92.8	96.7	97.0	96.1

* NAV plus cumulative dividends paid to date

Investment portfolio summary at 31 October 2011
Portfolio investments by value

 'C' Share pool

	Cost	Valuation	Movement from 1 Aug 2011 to 31 Oct 2011
	£'000	£'000	£'000
Qualifying venture capital investments
Bijou Wedding Venues Limited	815	815	-
Future Biogas (SF) Limited	627	627	-
Atlantic Dogstar Limited	429	429	-
Redmed Limited*	438	438	-
East Dulwich Tavern Limited	344	307	(37)
Westow House Limited	304	304	-
The 3D Pub Co Limited	267	267	-
Domestic Solar (ISIS) Limited*	500	500	-
Ecossol Limited	250	250	-
Quadrate Catering Limited*	290	290	-
Quadrate Spa Limited*	258	258	-
Mosaic Spa and Health Clubs Limited*	125	125	-
Chapel Street Food and Beverage Limited	50	50	-
Chapel Street Services Limited	50	50	-
	4,747	4,710	(37)
Non qualifying venture capital investments
Hoole Hall Country Club Holdings Ltd	581	581	-
The Thames Club Limited	500	500	-
Honeycombe Pubs VCT Limited	175	175	-
Vermont Developments Limited	25	25	-
Commercial Street Hotel Limited	12	12	-
Chapel Street Hotel Limited	2	2	-
	1,295	1,295	-
Total	6,042	6,005	(37)

*partially non-qualifying investment

'D' Share pool

	Cost	Valuation	Movement from 1 Aug 2011 to 31 Oct 2011
	£'000	£'000	£'000
Qualifying venture capital investments
Gingerbread Pre-School (UK) Limited*	565	424	(141)
Future Biogas (Reepham Road) Limited*	748	748	-
Alpha Schools Holdings Limited	367	367	-
Avon Solar Energy Limited	250	250	-
Green Electricity Generation Limited	250	250	-
Ecossol Limited	250	250	-
Westcountry Solar Solutions Limited	250	250	-
Quadrate Catering Limited*	436	436	-
Camandale Limited*	531	136	(262)
Domestic Solar (ISIS) Limited*	400	400
Quadrate Spa Limited*	386	386	-
Slopingtactic Limited	196	196	-
Progressive Energies Limited	170	170	-
Ridgeway Pub Company Limited	136	136	-
Mosaic Spa and Health Clubs Limited*	125	125	-
	5,060	4,524	(403)
Non qualifying venture capital investments
Aminghurst Limited	2,000	2,000	-
Lullingstone Limited	619	619	-
Retallack Surfpods Limited	250	250	-
Kirkhouse Limited	175	175	-
Fenkle Street LLP	146	146	-
Kidspace Adventures Limited	135	135	-
Hoi Polloi Pub Co Limited	70	70	-
Westcountry Solar Solutions Limited	47	47	-
Commercial Street Hotel Limited	18	18	-
	3,460	3,460	-
Total	8,520	7,984	(403)

*partially non-qualifying investment

Ordinary Share pool

	Cost	Valuation	Movement from 1 Aug 2011 to 31 Oct 2011
	£'000	£'000	£'000
Non qualifying venture capital investments
Tancred Trading Limited	5	5	-
Total	5	5	-

Investment additions
The Ordinary Share pool made no investment additions or disposals during the three months ended 31 October 2011 or in the period from 1 November 2011 to the date of this announcement.

The 'C' Share and 'D' Share pool additions and disposals are summarised as follows:
'C' Share investment additions during the 3 months ended 31 October 2011

	Cost
	£'000
Ecossol Limited	250
Bijou Wedding Venues Limited	150
Redmed Limited	88
	488

'D' Share investment additions during the 3 months ended 31 October 2011

	Cost
	£'000
Westcountry Solar Solutions Limited	297
Avon Solar Energy Limited	250
Ecossol Limited	250
Lullingstone Limited	21
Gingerbread Pre-School (UK) Limited	14
	832

	Cost	Market value at 1 August  2011	Disposal proceeds	Gain against cost	Total realised gain
	£'000	£'000	£'000	£'000	£'000
'C' Share pool
Bijou Wedding Venues Limited	150	150	150	-	-
Future Biogas (SF) Limited	100	100	100	-	-
	250	250	250	-	-
'D' Share pool
Looe Road Student Accommodation	350	350	350	-	-
Lullingstone Limited	50	50	50	-	-
Hoi Polloi Pub Co Limited	10	10	10	-	-
	410	410	410	-	-
	660	660	660	-	-

Between 1 November 2011 and the date of this announcement the following 'C' Share pool investments were made:

	Cost
	£'000
Commercial Street Hotel Limited	80
	80

Between 1 November 2011 and the date of this announcement the following 'D' Share pool investments were made:

	Cost
	£'000
Mosaic Spa and Healthclubs (Shrewsbury) Limited	350
Commercial Street Hotel Limited	120
Lullingstone Limited	81
Gingerbread Pre-School (UK) Limited	9
	560

Between 1 November 2011 and the date of this announcement the 'C' Share pool disposed of Sanguine Hospitality Limited, the cost being £2.

Between 1 November 2011 and the date of this announcement the following 'D' Share pool disposals were made:

	Cost
	£'000
Hoi Polloi Pub Co Limited	10
The Kirkhouse Limited	175
Lullingstone Limited	700
	885

Changes to share capital
Share capital movements in the period are summarised as follows:

	Ordinary Shares of 1p each
	Shares	£000
As at 1 August 2011	10,064,617	101
Shares issued	-	-
Shares bought back and cancelled	-	-
As at 31 October 2011	10,064,617	101

	'C 'Shares of 0.1p each		'A' Shares of 0.1p each
	Shares	£000	Shares	£000
As at 1 August 2011	7,173,376	7	10,760,064	11
Shares issued	-	-	-	-
Shares bought back and cancelled	-	-	-	-
As at 31 October 2011	7,173,376	7	10,760,064	11

	'D 'Shares of 0.1p each		'E' Shares of 0.1p each
	Shares	£000	Shares	£000
As at 1 August 2011	9,994,109	10	14,994,862	15
Shares issued	-	-	-	-
Shares bought back and cancelled	-	-	-	-
As at 31 October 2011	9,994,109	10	14,994,862	15

No Shares have been bought back or issued since 1 November 2011 and the date of this announcement.

Material events
Other than described above, there were no material events during the period from 1 August 2011 to 31 October 2011 or in the period from 1 November 2011 to the date of this announcement.

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Downing Planned Exit VCT 3 plc
18 November 2011

At the General Meeting of Downing Planned Exit VCT 3 plc, held on 16 November 2011, all resolutions were passed.

Details of the proxy votes in respect of the resolutions passed at the General Meeting received as at 10.35am on 14 November 2011, 48 hours before the time of the meeting, at Downing LLP are set out below:

	For	Discretionary	Against	Withheld
Resolution No.	No. of Votes	No. of Votes	No. of Votes	No. of Votes	Total Votes
	% of votes	% of votes	% of votes		% of votes
1	2,330,249	185,493	180,407	-	2,696,149
	86.43%	6.88%	6.69%		100.00%
2	2,330,249	185,493	180,407	-	2,696,149
	86.43%	6.88%	6.69%		100.00%
3	2,192,237	185,493	313,257	5,162	2,690,987
	81.47%	6.89%	11.64%		100.00%
4	2,280,249	185,493	230,407	-	2,696,149
	84.57%	6.88%	8.55%		100.00%
5	2,309,949	205,793	180,407	-	2,696,149
	85.68%	7.63%	6.69%		100.00%
6	2,340,199	185,493	170,457	-	2,696,149
	86.80%	6.88%	6.32%		100.00%
7	2,320,249	185,493	180,407	10,000	2,686,149
	86.37%	6.91%	6.72%		100.00%

A copy of the resolutions passed has been submitted to the National Storage Mechanism and will shortly be available for inspection at www.hemscott.com/nsm.do.

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Downing Planned Exit VCT 2 plc and Downing Planned Exit VCT 3 plc
12 October 2011
Offers for Subscription

Downing Planned Exit VCT 2 plc and Downing Planned Exit VCT 3 plc (the
"Companies") announce that they have published a Prospectus (comprising a
Securities Note, Registration Document and Summary) to raise, in aggregate, up
to £20 million (the "Offers") through a new share class issue.

The Companies have also published a Circular seeking shareholder approval for
matters in connection with the Offers and giving notice for General Meetings to
be held on 16 November 2011.

The Offers opened on 12 October 2011 and are expected to close no later than 5
April 2012 in the case of the 2011/12 Offer and 30 April 2012 in the case of the
2012/13 Offer (unless previously extended).  The Offers are for up to
10,000,000 F Shares in each Company.

To obtain a copy of the Securities Note, private investors and financial
advisers should call 020 7416 7780. A downloadable version of the Securities
Note will also be available from www.downing.co.uk.

A copy of the Prospectus (comprising a Securities Note, Registration Document
and Summary) and Circular is available, free of charge, from the Companies'
registered office:

Downing LLP
10 Lower Grosvenor Place
London SW1W 0EN

In accordance with the Listing Rules, the Prospectus and Circular have been
submitted to the National Storage Mechanism and will shortly be available for
inspection at: www.hemscott.com/nsm.do







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Source: Downing Planned Exit VCT 3 PLC via Thomson Reuters ONE

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