Amendment to the Investment Management Agreement

30 April 2020

Triple Point VCT 2011 plc

(the "Company")

 AMENDMENT TO THE INVESTMENT MANAGEMENT AND ADMINISTRATION AGREEMENT

The Company, Triple Point Investment Management LLP ("TPIM") and Triple Point Administration LLP ("TPAL") are parties to an investment management and administration agreement dated 23 September 2010, as subsequently varied (the "IMA"), pursuant to which investment management, administration and receiving agent services are provided by TPIM and TPAL to the Company.

The IMA provided that TPIM may charge companies into which the Company invests an arrangement fee of up to 3% of the total value of the investment by the Company, and any other investor which invests alongside the Company (the "Arrangement Fee Provision"). The Arrangement Fee Provision has today been amended so that, instead of TPIM charging an investee company an arrangement fee, TPIM and TPAL may charge the Company an arrangement fee of up to, in aggregate, 3% of the total value of the investment by the Company, but not any other investor which invests alongside the Company, which fee shall be apportioned 75%/25% between TPIM and TPAL respectively (the "Arrangement Fee Variation").

The aggregate amount that TPIM and TPAL may receive from the Company as a result of the Arrangement Fee Variation in respect of investments made by the Company during each 12 month period shall not exceed such sum as is equal to the lower of i) 3% of the value of the investments made by the Company in that 12 month period and (ii) 3% of the Company's latest published net asset value as at the date of the Arrangement Fee Variation.

The Arrangement Fee Variation constitutes a smaller related party transaction as defined in Listing Rule 11.1.10R as between the Company and each of TPIM and TPAL.

FOR FURTHER INFORMATION ON THE COMPANY, PLEASE CONTACT:

The Company's LEI is 213800AOOAQA5XQDEA89

Further information on the Company can be found on its website https://www.triplepoint.co.uk/current-vcts/triple-point-vct-2011-plc/s2539/.

NOTES:

The Company is a Venture Capital Trust incorporated in July 2010. The Investment Manager is Triple Point Investment Management LLP. The Company was established to fund small and medium sized enterprises (SMEs). The Company launched a new share class, known as The Venture Fund, in March 2019 which is mandated to invest in SMEs producing products or digital services that solve challenges faced by their larger corporate customers.