Issue of Circular

ANNOUNCEMENT

FORESIGHT 4 VCT PLC ("THE COMPANY")

17 DECEMBER 2010

RECOMMENDED  PROPOSALS  TO  RENEW  AND  INCREASE  THE  AUTHORITY  TO  ISSUE  AND
REPURCHASE  SHARES, TO AMEND  AND ADOPT NEW  ARTICLES OF ASSOCIATION AND APPROVE
REVISED PERFORMANCE INCENTIVE ARRANGEMENTS.


SUMMARY

The  board of directors of the Company  ("Board"), which is managed by Foresight
Group LLP, is pleased to advise that they are today writing to shareholders with
proposals  to increase the authority to issue shares in connection with an offer
for subscription to be launched jointly with Foresight 3 VCT plc to raise up to,
in aggregate, £20 million.

The  Board  also  proposes  to  take  the  opportunity to renew and increase the
general  authorities  to  issue  and  repurchase  shares, to amend and adopt new
articles of association to reflect the new provisions of the Companies Act 2006
("CA  2006"), as  amended  by  the  Companies (Shareholders' Rights Regulations)
2009, as   well  as  propose  revised  performance  incentive  arrangements  for
Foresight Group LLP.

These  proposals require the approval of shareholders  and is being sought at an
Extraordinary General Meeting of the Company to be held at 3.00 pm on 11 January
2011 at the offices of Martineau, 35 New Bridge Street, London EC4V 6BW.

THE JOINT OFFER AND RENEWAL OF GENERAL SHARE ISSUE AND REPURCHASE AUTHORITIES

The  Company intends to launch a joint offer with Foresight 3 in January 2011 to
raise up to £20 million in aggregate ("Offer") through the issue of new ordinary
shares  of 1p each  in the  Company ("Shares")  and new  shares in Foresight 3.
Foresight  Group continues  to experience  general investor  interest and strong
dealflow  and further  funds are  sought to  enable investment in the attractive
opportunities  arising.  The  Board  believes  that  this  continues  to  be  an
advantageous  time  in  the  UK  economic  cycle  to  be  making venture capital
investments in smaller companies.

In  order to  launch the  joint offer,  shareholders will  need to authorise the
Board  to issue  shares (having  disapplied pre-emption  rights) pursuant to the
joint  offer.  The  Company  also  proposes  to  renew  and increase its general
authorities  to  issue  (having  disapplied  pre-emption  rights) and repurchase
shares  (in particular, to take into account the expected enlarged share capital
of the Company following the joint offer).

NEW ARTICLES

The Board also proposes to take this opportunity to amend and adopt new Articles
which  incorporate changes to the current Articles to reflect the new provisions
introduced by the CA 2006 that came into force between 2007 and 2009, as amended
by  the Shareholders'  Rights Regulations,  and to  make certain  clarifying and
conforming changes.

REVISED PERFORMANCE INCENTIVE ARRANGEMENTS

The  Board believes that the existing  performance incentive arrangements do not
incentivise  Foresight Group or reflect its performance over the last few years.
It  is,  therefore,  proposed  to  replace  the existing arrangements with a new
performance  incentive arrangement  to more  appropriately incentivise Foresight
Group  and better align the performance interests of the investment manager with
those of the shareholders.

The revised arrangements would entitle Foresight Group to a payment equal to 15
per  cent. of a  dividend paid to  Shareholders, subject to  the net asset value
plus cumulative dividends paid per Share following the date of the Extraordinary
General  Meeting exceeding 100.0p per Share ("High Watermark"), both immediately
before and immediately after the performance related incentive fee is paid.

After  each distribution is  made to Shareholders  where a performance incentive
fee  is paid to Foresight  Group, the High Watermark  required to be achieved by
the  Company to trigger a  further performance incentive fee  increases by a per
Share  amount equivalent to the  aggregate amount of the  dividend paid less the
15 per cent. performance fee paid to Foresight Group.

The  performance incentive fee may be satisfied  by either a cash payment or the
issue  of  Shares  (or  by  a  combination  of  both)  ultimately at the Board's
discretion.  Any new Shares to be issued  to Foresight Group would be calculated
by  dividing the performance fee cash equivalent  amount by the latest net asset
value per Share after adding the cumulative dividends to be paid.

The  Board believes  that this  performance incentive  fee structure will better
align  the interests of Foresight Group and Shareholders as Foresight Group will
only receive a payment following Shareholders having received a dividend payment
and if a minimum total return hurdle is maintained.

Foresight  Group is (in its capacity as investment manager of the Company, being
a  closed-ended investment  fund) regarded  as a  'related party' of the Company
under   the  Listing  Rules.  The  revised  performance  incentive  arrangements
constitute,  therefore, a  related party  transaction requiring  the approval of
shareholders pursuant to the Listing Rules.

FORESIGHT GROUP LLP

Foresight Group LLP was founded in 1984 by Bernard Fairman and Peter English and
has  now grown into a  team of 32 people. Foresight  Group LLP is an alternative
asset  manager  with  a  strong  25 year  track record and specific expertise in
environmental infrastructure, solar energy and private equity. The team has over
200 years   of  collective  investment  experience  and  offers  entrepreneurial
managers  capital and hands-on expertise to  create long-term value and generate
higher  returns for shareholders.  Foresight offers private,  high net-worth and
institutional  investors access  to a  number of  investment opportunities and a
complete management service.

FURTHER INFORMATION

Shareholders  will  receive  a  copy  of  a circular convening the Extraordinary
General  Meeting to  be held  on 11 January  2011 at which  shareholders will be
invited  to approve resolutions in connection with  the proposals. A copy of the
circular for the Company has also been submitted to the UK Listing Authority and
will be shortly available for inspection at the National Storage Mechanism which
is located at:



http://www.hemscott.com/nsm.do

For further information, please contact:

Investment Manager/Company Secretary
Gary Fraser
Foresight Group LLP/Foresight Fund Managers Limited
Telephone: [phone]

Solicitors to the Company
Martineau
Kavita Patel
Telephone: [phone]









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Source: Foresight 4 VCT PLC via Thomson Reuters ONE

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