HarbourVest Global Private Equity : Annual Financial Report

11 May 2018

Results for the Year Ending 31 January 2018

NAV per share increase of 16% marks ninth consecutive year of positive NAV growth

HarbourVest Global Private Equity Limited ('HVPE' or the 'Company'), a closed-end investment company, announces its audited results for the year ended 31 January 2018. All figures relate to the year ended 31 January 2018 unless otherwise stated.

Strong performance

· Another year of double-digit net asset value ('NAV') per share growth

o Over the 12 months, 16.2% growth to $21.46 from $18.47 (year to 31 January 2017: 10.3%)

o From inception in 2007 to 31 January 2018, NAV per share total return in US dollars was 114.6% against 73.6% total return for the FTSE All World Index

· Share price up 4.8% over year to £12.52 from £11.95

· Credit facility successfully renegotiated; extended to December 2022

· Net cash of $257m on balance sheet, zero borrowings and $500m available facility

Active portfolio management with continued commitments:

· $340m committed to new HarbourVest funds (2017: $425m)

· As at 31 January 2018, $1.2bn yet-to-be funded commitments

· Positive net cash flow trend over year:

o $405.1m distributions received (2017: $251.0m)

o $312.7m invested (2017: $270m)

· Significant exits from top 20 companies, including Lightower Fiber Networks, HVPE's largest portfolio company at 31 January 2017

· $249m value growth from investment portfolio (2017: $148m)

Post year-end, strategic asset allocation targets revised:

· Allocation for Real Assets and Mezzanine investments increased from 5% to 10%; Buyouts reduced from 65% to 60%

· Allocation to Direct Co-investments increased from 15% to 20%; allocation to Primaries reduced from 60% from 55%

Sir Michael Bunbury, Chairman of HVPE, said:

'I am pleased to report another year of significant progress for HVPE, with double-digit NAV per share growth in the Company's functional currency, the US dollar, making this the Company's ninth consecutive year of positive NAV returns.

'During the financial year HVPE celebrated its tenth anniversary, having built a solid 10-year track record of strong and consistent returns for its shareholders via unique access to HarbourVest funds and a well-managed, diversified portfolio.

'HVPE has become one of the few diversified listed private equity companies with the liquidity and scale sufficient to be readily available for investment by all classes of shareholders, and I would like to welcome those new investors who purchased shares during the year.

'With the $500 million credit facility successfully renegotiated during the financial year and extended out to December 2022, we look forward to the future with the confidence that the Company is underpinned by a strong balance sheet and that investment in private market assets will continue to deliver superior long-term returns.'

To view the Company's Annual Financial Report please follow this link:Annual Report - Year Ending 31 January 2018. The annual financial report will also shortly be available on the National Storage Mechanism, which is situated at www.morningstar.co.uk/uk/nsm.

Enquiries:

Notes to Editors:

About HarbourVest Global Private Equity Limited:

HarbourVest Global Private Equity Limited ('HVPE' or the 'Company') is a Guernsey-incorporated, closed-end investment company which is listed on the Main Market of the London Stock Exchange and is a constituent of the FTSE 250 index. HVPE is designed to offer shareholders long-term capital appreciation by investing in a private equity portfolio diversified by geography, stage of investment, vintage year, and industry. The Company invests in and alongside HarbourVest-managed funds which focus on primary fund commitments, secondary investments and direct co-investments in operating companies. HVPE's investment manager is HarbourVest Advisers L.P., an affiliate of HarbourVest Partners, LLC, an independent, global private markets asset manager with more than 35 years of experience.

About HarbourVest Partners, LLC:

HarbourVest is an independent, global private markets asset manager with more than 35 years of experience and more than $45 billion in assets under management. The Firm's powerful global platform offers clients investment opportunities through primary fund investments, secondary investments, and direct co-investments in commingled funds or separately managed accounts. HarbourVest has more than 400 employees, including more than 100 investment professionals across Asia, Europe, and the Americas. This global team has committed more than $32 billion to newly-formed funds, completed over $18 billion in secondary purchases, and invested over $7 billion directly in operating companies. Partnering with HarbourVest, clients have access to customised solutions, longstanding relationships, actionable insights, and proven results.

This announcement is for information purposes only and does not constitute or form part of any offer to issue or sell, or the solicitation of an offer to acquire, purchase or subscribe for, any securities in any jurisdiction and should not be relied upon in connection with any decision to subscribe for or acquire any Shares. In particular, this announcement does not constitute or form part of any offer to issue or sell, or the solicitation of an offer to acquire, purchase or subscribe for, any securities in the United States or to US Persons (as defined in Regulation S under the US Securities Act of 1933, as amended ('US Persons')). Neither this announcement nor any copy of it may be taken, released, published or distributed, directly or indirectly to US Persons or in or into the United States (including its territories and possessions), Canada, Australia or Japan, or any jurisdiction where such action would be unlawful. Accordingly, recipients represent that they are able to receive this announcement without contravention of any applicable legal or regulatory restrictions in the jurisdiction in which they reside or conduct business. No recipient may distribute, or make available, this announcement (directly or indirectly) to any other person. Recipients of this announcement should inform themselves about and observe any applicable legal requirements in their jurisdictions.

The Shares have not been and will not be registered under the US Securities Act of 1933, as amended (the 'Securities Act') or with any securities regulatory authority of any state or other jurisdiction of the United States and, accordingly, may not be offered, sold, resold, transferred, delivered or distributed, directly or indirectly, within the United States or to US Persons. In addition, the Company is not registered under the US Investment Company Act of 1940, as amended (the 'Investment Company Act') and shareholders of the Company will not have the protections of that act. There will be no public offer of the Shares in the United States or to US Persons.

This announcement has been prepared by the Company and its investment manager, HarbourVest Advisers L.P. (the 'Investment Manager'). No liability whatsoever (whether in negligence or otherwise) arising directly or indirectly from the use of this announcement is accepted and no representation, warranty or undertaking, express or implied, is or will be made by the Company, the Investment Manager or any of their respective directors, officers, employees, advisers, representatives or other agents ('Agents') for any information or any of the opinions contained herein or for any errors, omissions or misstatements. None of the Investment Manager nor any of their respective Agents makes or has been authorised to make any representation or warranties (express or implied) in relation to the Company or as to the truth, accuracy or completeness of this announcement, or any other written or oral statement provided. In particular, no representation or warranty is given as to the achievement or reasonableness of, and no reliance should be placed on any projections, targets, estimates or forecasts contained in this announcement and nothing in this announcement is or should be relied on as a promise or representation as to the future.

Other than as required by applicable laws, the Company gives no undertaking to update this announcement or any additional information, or to correct any inaccuracies in it which may become apparent and the distribution of this announcement. The information contained in this announcement is given at the date of its publication and is subject to updating, revision and amendment. The contents of this announcement have not been approved by any competent regulatory or supervisory authority.

This announcement includes statements that are, or may be deemed to be, 'forward looking statements'. These forward looking statements can be identified by the use of forward looking terminology, including the terms 'believes', 'projects', 'estimates', 'anticipates', 'expects', 'intends', 'plans', 'goal', 'target', 'aim', 'may', 'will', 'would', 'could', 'should' or 'continue' or, in each case, their negative or other variations or comparable terminology. These forward looking statements include all matters that are not historical facts and include statements regarding the intentions, beliefs or current expectations of the Company. By their nature, forward looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future and may be beyond the Company's ability to control or predict. Forward looking statements are not guarantees of future performance. More detailed information on the potential factors which could affect the financial results of the Company is contained in the Company's public filings and reports.

All investments are subject to risk. Past performance is no guarantee of future returns. Prospective investors are advised to seek expert legal, financial, tax and other professional advice before making any investment decision. The value of investments may fluctuate. Results achieved in the past are no guarantee of future results.

This announcement is issued by the Company, whose registered address is BNP Paribas House, St Julian's Avenue, St Peter Port, Guernsey, GY1 1WA.

© 2018 HarbourVest Global Private Equity Limited. All rights reserved.

Chairman's Statement

Dear Shareholder

HarbourVest Global Private Equity ('HVPE' or the 'Company') continued to make significant progress in the year to 31 January 2018. Since the main market listing in London in September 2015, the Company has established itself as one of the few diversified listed private equity companies with liquidity and scale sufficient to be readily available for investment by all classes of shareholders from large institutions through to individuals. It has assets of over $1.7 billion, a market capitalisation of approximately £1.0 billion, and shares to the value of over £400,000 are regularly traded daily. It is managed by HarbourVest who have 35 years of experience in private markets and manage in excess of $49 billion of investors' money.

The year was one of significant further progress for the Company's US dollar denominated Net Asset Value per share.

Performance and Asset Values

The Company's functional currency is the US dollar and the year to 31 January 2018 saw a further year of double digit growth in NAV per share from $18.47 to $21.46, or by 16.2%. In many years in the past, such substantial double-digit growth would have materially outpaced that of listed markets. However, the year to 31 January 2018 was, once again, an unusually strong one for those listed markets. The Company benchmarks performance against the total return on the FTSE All World Index which amounted to 28.2% for the year.

Investment in private assets requires a long-term horizon and the ability to live through short-term performance comparisons with volatile listed markets. Private assets are typically revalued no more than every three to six months and often those updated valuations lag those of listed markets, particularly when those listed markets are rising rapidly. Despite that lag, from inception of the Company in 2007 to 31 January 2018 HVPE delivered NAV per share total return in US dollars of 114.6% as against 73.6% total return for the FTSE All World Index.

Share Price Performance

What matters to shareholders is share price performance. Since September 2015, the Company's listing on the Main Market of the London Stock Exchange has been quoted in sterling whilst the Company's functional currency has remained the US dollar. 55% of HVPE's assets consist directly of US investments and a further 23% of assets are denominated in US dollars. In consequence, the exchange rate between the US dollar and sterling is critical to the translation of the US dollar NAV per share performance into sterling and it is that sterling figure that is a key determinant in relation to the share price.

In the year to 31 January 2018, sterling made a significant recovery after the shock of the UK Referendum in June 2016. In addition, the US dollar was going through a weak period with the trade weighted index of the currency depreciating by approximately 8.2% during the year. Against sterling the US dollar moved from $1.258 to $1.419, or an appreciation of sterling by 12.8% which depressed the NAV per share when viewed in sterling. Consequently, notwithstanding the substantial double-digit growth of NAV per share in US dollars, in sterling terms that NAV per share grew by a modest 3.0% on account of the currency movement.

The second factor influencing the share price is the discount to NAV at which the Company's shares trade on the stock market. The reasons for investment companies' shares trading at discounts are many. The reality is that many companies' shares, and indeed whole sectors, do trade regularly at discounts and movements in those discounts are often volatile and unpredictable. For the year to 31 January 2018 the discount narrowed from 19% to 17% and the share price rose from £11.95 to £12.52, or by 4.8%. In contrast to the previous year, US dollar shareholders benefitted from the appreciation of sterling with the share price, translated back into US dollars, rising by 18.2%.

Immediately after the Company's year-end, stock markets suffered a substantial sell-off. HVPE's shares have been trading recently at a discount to NAV per share of some 20% and there has been significant short-term volatility in the US dollar/sterling exchange rate which has been reflected in some movement in the share price. Although the strongest determinant of shareholder value will continue to be the delivery by the Investment Manager of superior growth in NAV per share, the Board is very mindful of the need to aspire towards a lower discount and regularly reviews options with the Company's corporate brokers. However, as I have reported in earlier statements, for an ongoing company investing in illiquid assets options that will have a long-term effect are limited. One, though, that will have a long-term effect is effective spreading of the story to prospective investors as to the merits of listed private equity as an asset class, and of HVPE in particular, and the Board and Investment Manager have dedicated significant additional resources towards marketing and promoting the Company in recent months.

Company Portfolio, Balance Sheet and Fees

The Investment Manager's report follows this Statement and gives details of the Company's business and of the market in private assets. In order to generate future growth in NAV per share, in accordance with the strategic plan presented to and approved by the Board annually, the Investment Manager continued to make new commitments to HarbourVest funds. During the year $340 million was committed and at the year end HVPE had yet-to-be funded commitments of $1.2 billion. At every meeting the Board focuses on those commitments and the future funding thereof, including reviewing balance sheet models which assume both the continuation of optimistic scenarios for markets and asset values and, importantly, possibly more difficult times. When reviewing every model, the Board strives to ensure that the Company will be positioned such that it will be able to conduct its business according to plan, as indeed it was able to do through the Global Financial Crisis of 2008/09.

The Company's balance sheet is strong. At 31 January 2018, the Company had cash balances of $257 million and an undrawn $500 million credit facility provided by Lloyds Bank Plc and Credit Suisse with a repayment date of December 2022. I am pleased to report that during the year the duration of the bank facility was extended by 12 months to 60 months and in the future it is intended that at annual renewal there will always be at least 48 months unexpired on the current facility. In today's climate the Company considers that the risk of being unable to maintain a facility with at least 48 months unexpired is low and thus it is reasonable to continue to make significant new commitments to HarbourVest funds and be ready to participate in any attractive opportunities that HarbourVest might be able to source for HVPE.

I have previously reported that the Investment Manager had expected a reduction in the substantial cash balances that the Company had built up. In fact, in the year to 31 January 2018, strong distributions continued and the Company ended its year with a cash balance which had increased by over $80 million. Movements in cash balances are the residual product of two substantial figures. In the year the Company received distributions of $405 million and subscribed $313 million in calls and relatively small movements in either of these factors can cause significant movement in the cash balances.

In its report the Investment Manager reviews the trend for the increased use of readily available debt throughout the private equity industry. The Investment Manager has taken advantage of that availability to increase the level of debt, particularly in the use of short-term bridging facilities, in some of the HarbourVest funds in which the Company is invested. That increase is directly mirrored in the build-up of cash on the Company's balance sheet. The Investment Manager does not expect future increases in debt to be material and thus expects that a substantial part of the Company's cash balance will be drawn over the next two to three years to fund existing and future commitments.

Management fees are a continued area of focus for investors, and the recent introduction of the Key Information Document has led to increased disclosure with respect to the overall costs incurred in managing investment company portfolios. HVPE continues to benefit from a reduction in the fee rates payable on the HarbourVest funds in which it invests, and this has contributed to a reduction in the total ongoing management fees payable to HarbourVest as a percentage of average NAV from 1.1% in the year ending 31 January 2017 to 1.0% in the year ending 31 January 2018.

Strategic Aim

The aim for the Company is that NAV per share should continue to outperform that of listed markets materially over the long term. On a number of occasions in earlier Statements I have referred to an aim that NAV per share should outperform public markets by 5% per annum and indeed that figure was achieved from inception in 2007 to 31 January 2016. However, the volatility of public markets makes the calculation at any one year end an uncertain single measurement and that was certainly the case as at 31 January 2018 which was within a few days of several markets' all-time highs. Nevertheless, on behalf of both the Board and the Investment Manager I reiterate that material long-term outperformance of NAV per share as compared with public markets will continue to be the Company's objective.

Listed markets have been extraordinarily strong since their nadir in March 2009 and inflation has been subdued. Business conditions in many economies generally remain benign. However, it is my view that investors in most risk assets, and that includes all forms of equity shares, whether listed or not, should not expect such strong performance over the next nine years as has been delivered in the last nine. Interest rates in many developed economies look set to rise. At some point in the future the business cycle will reassert itself. Meanwhile the principal risks to the world's economy and to markets would appear to be political, both at a geopolitical scale and, in some countries, unpredictable current and future political leadership.

The Board and the Investment Manager

A year ago I indicated that as some long-serving directors reached and indeed surpassed nine years of service, phased retirements from the Board would begin to be implemented and further new directors appointed. Jean-Bernard Schmidt has been a director since the formation of the Company in 2007 and, as announced on 25 April 2018, he will retire from the Board at the conclusion of the Annual General Meeting ('AGM') to be held on 19 July 2018. Jean-Bernard has been a leading practitioner in the world of private equity for over 40 years. His wealth of experience has been invaluable when guiding the Company through its early years and I pay tribute to him for that guidance and for his many incisive contributions to the deliberations of the Board.

In November 2017, the Company appointed external recruitment consultants to conduct an independent search for a further director. In anticipation of future Board changes the consultants were asked to search for a Chartered Accountant with asset management experience who, if possible, would be a resident of the Channel Islands. The Nomination Committee was pleased to be able to review a very high-quality list of candidates and, after interviewing the four candidates who most closely met the brief, the prospective appointment of Steven Wilderspin was announced on 25 April 2018.

It is intended that Steven will join the Board on 14 May 2018. Steven qualified as a Chartered Accountant with PwC. He is a resident of Jersey and has experience of entities reporting under US GAAP, as HVPE reports, as well as UK GAAP and IFRS. He has substantial experience of the world of private equity, including fund-of-funds. He has recently stepped down after ten years' service on the Board of 3i Infrastructure plc where he served as Chairman of the Audit & Risk Committee. 3i Infrastructure is a constituent of the FTSE 250 Index, as is HVPE. Steven is also a director of London listed Blackstone/GSO Loan Financing. I am very pleased that Steven has agreed to join the Board and look forward to the Company benefitting from his expertise.

All directors are very aware of the relative lack of diversity on the Board and this was considered carefully before the decision was made to appoint Steven. As it has been in the case of recent appointments, diversity will continue to be an important consideration for the Board in all future appointments.

The relationship between the Board and the Investment Manager remains strong and effective, and no material changes have been made in the structure of the management of the Company. I continue to be actively involved working closely with the team at HarbourVest. That team is led on a day to day basis by Richard Hickman who has recently been promoted within HarbourVest to the rank of Principal, one rung below that of Managing Director. This promotion is well deserved. Richard's role in relation to HVPE continues to grow and, although in practice an employee of the Investment Manager, his whole focus is on delivering value for the shareholders of HVPE, of which he is one himself.

Company Secretary and Administrator

On 25 April 2018 the Company announced the appointment, with effect from 11 May 2018, of BNP Paribas Securities Services S.C.A ('BNP'), BNP Paribas House, St Julian's Avenue, St Peter Port, Guernsey GY1 1WA, to be Company Secretary and Administrator. BNP succeeds the JTC Group which had been in place for a number of years and I take this opportunity to thank the individual members of the JTC team for their support through an eventful period in the Company's development.

Annual General Meeting and Informal Shareholder Meeting

As in earlier years the Company's formal AGM will be held in Guernsey on 19 July 2018. Formal notice of the meeting, the agenda and the resolutions are expected to be despatched to shareholders in the week commencing 4 June. In keeping with the AIC Code of Corporate Governance, all directors, save for Jean-Bernard Schmidt who will be retiring, will submit themselves for re-election. The Company's constitution permits the Investment Manager, HarbourVest, to propose two persons for election to the Board and Peter Wilson and Brooks Zug have been duly proposed. Brooks has served on the Board since the Company was listed in 2007. However, as one of the founders of HarbourVest his deep knowledge of the private equity industry and the fund-of-funds business, makes him an invaluable member of the Board and I hope that shareholders will support both his re-election and that of all ongoing directors.

As was the case last year, the Company has appointed a specialist firm, Boudicca, to assist in the liaison between the Company's registered shareholders and decision makers so as to facilitate the process of voting at the AGM. The Company hopes that all shareholders will exercise their votes either in person at the AGM or, more likely, by proxy.

In advance of the formal AGM, HVPE will hold an informal meeting for interested shareholders at Sofitel St James, 6 Waterloo Place, London SW1Y 4AN from 8.15am on Wednesday 13 June 2018. The Investment Manager has recently issued invitations and details by email. Any shareholder who would like to attend, but has not yet received an invitation, should contact cedgar@harbourvest.com.

Conclusion

On behalf of the Board and the Investment Manager I thank shareholders for their continuing support. I look forward to being able to report a continuation of growth in NAV per share in future years and to see that effectively translated into an increased share price. All the directors are shareholders and we look forward to the future with confidence that investment in private assets will deliver superior long-term returns.

I am always happy to receive feedback from shareholders and can be contacted through hvpecosec@bnpparibas.com.

Michael Bunbury

Chairman

10 May 2018

Investment Manager's Review

Performance

NAV per Share

The NAV per share has grown strongly over the 12 months to 31 January 2018, increasing by 16.2%

from $18.47 to $21.46.

During the year the secondary portfolio was the best performing strategy delivering value growth of 18.7%. Geographically, strong gains were made in the Europe portfolio, which generated a value increase of 21.9%, aided by foreign exchange tailwinds; this was closely followed by the Asian assets, which returned 21.6%. Buyouts and Growth Equity performed similarly, growing 17.0% and 16.5% respectively. As might be expected given HVPE's substantial US exposure, in absolute terms the US assets (55% of the Investment Portfolio value) were again the most significant contributor to growth in the period.

HVPE has a history of achieving NAV returns greater than those of comparable public market indices. At the date of the 31 January 2016 Annual Report, HVPE's outperformance from inception stood at 5.0% on an annualised basis against the MSCI ACWI TR*, as quoted in the Chairman's Statement of that year. As at 31 January 2018, the equivalent figure stood at 2.3%. The movement in this outperformance figure over the two-year period is due primarily to the recent dramatic gains made by public market indices, which have outpaced HVPE's NAV growth. Taking a longer-term view, private equity has tended to outperform listed equity over periods of ten years or more** and the Investment Manager continues to believe that the portfolio it is building for HVPE will achieve a return materially in excess of the public markets through the cycle.

As at 31 January 2018, HVPE held 42 HarbourVest funds and two secondary co-investments in total. Of these, the five largest drivers of NAV per share growth over the financial year are shown individually in the chart below.

· Fund VIII Buyout, a 2006 vintage US buyout fund-of-funds programme, is the second largest holding in the portfolio, and is now in the mature phase. Continued strong distributions from this fund helped to deliver growth of 17.7% on HVPE's $137 million holding, adding $0.31 to NAV per share.

· Dover Street VIII, a 2012 vintage global secondary fund, is currently in the growth phase. This fund delivered a return of 17.3% on HVPE's $130 million holding, adding $0.30 to NAV per share.

· HIPEP VI Partnership, a 2008 vintage international fund-of-funds programme, is nearing the end of the growth phase and contributed $0.22 to NAV per share.

· The 2013 Direct Fund, now entering the growth phase, made a solid contribution of $0.18 to NAV per share as several portfolio companies saw strong growth during the year.

· The first fund raised under HarbourVest's Global Fund programme, to which HVPE made a commitment in 2014, delivered the fifth largest increase in NAV per share for HVPE at $0.17. This fund comprises a portfolio of primary, secondary and direct co-investments and was conceived as an efficient vehicle to provide global exposure across the HarbourVest platform.

Outside the top five contributors in absolute terms, several other funds delivered very strong results. Those achieving value growth in excess of 20% included Fund IX Buyout, a 2011 vintage US Buyout fund, both Fund X Buyout and Fund X Venture, 2015 vintage US buyout/venture funds, Dover Street IX, a 2016 vintage global secondary fund, and Real Assets III, also a 2016 vintage secondary fund.

Foreign exchange contributed significantly to NAV per share growth in the period as the US dollar weakened against the euro and other currencies. Translation gains arising on the 25% of the Investment Portfolio denominated in currencies other than the US dollar totalled $0.43 per share. Subsequent to the financial year end, the Investment Manager has released an estimated NAV per share for 1 March 2018 of $21.29. This represents a reduction of $0.17 from the 31 January 2018 audited figure of $21.46, driven by public market adjustments, FX and operating expenses.

Cash Flows

In contrast to the year ending 31 January 2017, when capital calls (investments) outpaced distributions, the 12 months to 31 January 2018 has been characterised by a positive net cash flow trend, with HVPE receiving $405.1 million in distributions while investing $312.7 million. This reflects the wider private equity market, where exit activity has outpaced the rate of new investment. The distributions represent HVPE's largest yearly total to date in absolute terms, though as a percentage of the Investment Portfolio this is in line with the prior record of $362.5 million in the year to 31 January 2016.

At the date of signing of the Semi-Annual Report on 30 September 2017, the Investment Manager expected

that capital calls arising from the level of commitments then in place would result in a large part of the cash balance being drawn over the following two to three years. However, in the six months ending 31 January 2018, HVPE's cash balances moved in the opposite direction due to increased distribution flow, further supported by proceeds from the recapitalisation of a large secondary fund, Dover Street VIII. This, combined with the positive cash flow effect of an increased use of credit facilities by the HarbourVest funds, resulted in HVPE's cash balance increasing from $200 million at 31 July 2017 to $257 million as at 31 January 2018. As part of an established annual process, the Investment Manager has factored these developments into an updated medium-term cash flow forecast for HVPE, based on refreshed inputs from the individual HarbourVest funds and complemented by a top-down sensitivity analysis, resulting in a revised base case model. Informed by the outputs from this model, a commitment plan for calendar year 2018 has since been agreed with the Board, with a view to ensuring that HVPE moves closer to a fully-invested position over the next two to three years.

In recent years, the pace of capital calls across the private equity industry has been influenced by the growing use of bridging and project finance by private equity fund managers including HarbourVest. In the year ending 31 January 2018, HVPE's look-through exposure to debt within the underlying HarbourVest funds held by HVPE increased by $109.2 million, from $129.5 million to $238.7 million. This had the effect of delaying capital calls and accelerating distributions, so that, all else being equal, net cash flow to HVPE in the period was $109.2 million greater than would have been the case in the absence of this additional borrowing. The trend toward increased use of bridging debt, both by HarbourVest and by the underlying managers to which the HarbourVest primary and secondary funds provide exposure, has implications

for HVPE's cash flow modelling, and is discussed in more detail in the 'Managing the Company' section which begins on page 20 of the Company's Annual Report and Accounts.

In the HVPE portfolio, distributions have been driven by the US primary funds, as well as the global secondary and direct co-investment funds, while investments have been concentrated in the 2016 and 2017 global funds, a recent international fund-of-funds programme, a direct co-vestment fund and recent US primary buyout and venture funds.

Portfolio Companies

In the year to 31 January 2018, HVPE saw a number of exits from its top 20 companies, most notably Lightower Fiber Networks ('Lightower'), its largest portfolio company at 31 January 2017 representing 2.1% of the Investment Portfolio. Lightower, a metrofibre network and broadband service provider in Northeastern US markets, was sold in a trade sale to tower operator Crown Castle International for approximately $7 billion. HVPE received proceeds of $33.0 million in November 2017. In the same month, HVPE also received proceeds of $8.5 million from the sale of its 14th largest company, Securus Technologies, to Platinum Equity for $1.5 billion. At 31 January 2017, these two companies, both held in the 2013 Direct Fund, represented a combined 2.8% of the Investment Portfolio value. During their respective holding periods together they added $0.37 to HVPE's NAV per share.

December was the strongest month of the year for distributions for HVPE as it received total proceeds of

$61.0 million - a level only surpassed once before, in December 2015. Contributing to this was the sale of

Censeo Health, a home healthcare services provider and HVPE's 15th largest portfolio company at 31

January 2017. Censeo Health was sold in a secondary transaction to New Mountain Capital, a New York-based investment firm.

During the year, the majority of exits from the HVPE portfolio were via trade sales. Of the 455 liquidity events in the year, 389 of these (85%) were trade sales or sponsor-to-sponsor transactions with the remaining 66 transactions being IPOs. The proportion of exits achieved via IPO fell slightly from the prior year, from 16% to 15%.

* Equivalent to 4.9% against the current benchmark, the FTSE All World TR.

** Globally, private equity funds returned 12.2% annually over the 20 years to 30 September 2017, compared with 6.9% for the MSCI World on a public market equivalent (PME) total return basis. Source: Burgiss. Past performance is not necessarily indicative of future returns.

Evaluation of Absolute Investment*

In 2011, alongside HarbourVest, HVPE made an investment in Absolute Private Equity ('Absolute'), a Swiss listed fund-of-funds with net assets of over $1 billion. Absolute was purchased at a 30% discount to NAV. HVPE initially took 14% of the Absolute transaction directly, financing this through drawing $85 million from its $500 million credit facility. It also acquired an indirect interest in Absolute through its investment in the global secondary fund, Dover Street VII, resulting in a total investment of $97 million.

Through the financial year, the assets of Absolute have been fully realised. We are pleased to report the success of this investment which delivered a gross return of 1.54x cost and a gross Internal Rate of Return ('IRR') of 14.7% over the holding period of six years. This has translated into a $0.55 net increase to HVPE's NAV per share.

* Referred to as: 'HVPE Avalon Co-Investment L.P.' in the consolidated schedule of investments.

Activity

Credit Facility

We are pleased to report that in December 2017 HVPE successfully renegotiated its $500 million multi-currency credit facility with Lloyds Bank plc and Credit Suisse AG. As part of the renewal, the facility was extended out to five years (having been four years at the previous renewal point) and now has an expiry date of December 2022. The lenders have provided an equal commitment of $250 million each.

The commitment fee on the undrawn facility is unchanged at 115 basis points. The LIBOR margin applicable to the current facility is 25 basis points lower than the previous terms at 275 basis points for borrowings of less than $250 million; a further 30 basis points is payable on the total sum drawn if borrowings exceed $250 million (i.e. 305 basis points). Formerly this equated to 330 basis points.

New Fund Commitments

The Investment Manager commits capital with reference to a set of agreed Strategic Asset Allocation ('SAA') targets (as described on page 17). New commitments in the 12 months ending 31 January 2018 of $340 million were focused on the international fund-of-funds programme (HIPEP VIII) and the 2017 Global Fund. During the year, HVPE also made two commitments to deals arising from the Secondary Overflow Fund III. In the first deal, completed in June 2017, HVPE committed $10.2 million to participate, alongside other HarbourVest funds, in the acquisition of a portfolio of seven venture capital funds managed by Asia-based venture managers. The funds in this portfolio span a range of vintage years from 2005 to 2015. In the second deal, in December 2017, the Company committed $9.6 million to participate, alongside other HarbourVest funds, in a secondary transaction to acquire two remaining companies in a 2006 vintage European buyout portfolio.

Post the financial year end, in February 2018, HVPE's SAA targets were amended with a view to optimising NAV growth over the long term. A review of the current portfolio composition with reference to these targets is included on page 18 of the Company's Annual Report and Accounts. HVPE makes commitments to new HarbourVest funds in such a way that the portfolio composition is expected to converge on these targets over a rolling five-year period.

Market Environment

The private markets saw continued strong growth during 2017. A benign fundraising environment resulted in more than $700 billion of capital being drawn into the industry during the year, contributing to a record $1.7 trillion in 'dry powder'* i.e. funds poised for deployment. Investment activity increased, led by Asia where the amount of capital put to work almost doubled versus the prior year. In the US, buyout investment remained steady while venture investment increased sharply, supported by the trend toward leading venture-backed companies remaining private for longer. Consequently, while M&A was robust, IPO activity did not increase as might have been expected given the growing pipeline of large-cap companies with the potential to go public.

Private markets managers remain cautious in deploying capital in the current environment, and in Europe and the US are tending to remain net sellers of assets. Competition for deals has led to record pricing at the top end of the US market, while pricing in the mid-market and below is somewhat less elevated. Managers have responded to this environment by taking a cautious approach to new investment, focusing on value creation strategies that emphasise buy-and-build, operational improvement and the application of new technology in established industries. At HarbourVest, a high level of scrutiny is applied when evaluating new investment opportunities, with downside risk always a key focus. Continued expansion of the HarbourVest platform into newer areas of the private markets, such as real assets and micro-cap buyouts, provides additional scope to deploy capital into attractive new opportunities.

With 35 years' experience, HarbourVest has invested through numerous market cycles and through previous

episodes of political uncertainty. HVPE commits to a variety of HarbourVest funds which, in turn, invest over multi-year periods thereby ensuring that capital is put to work at a measured pace in a diverse

range of investments. This approach has delivered strong returns for HVPE shareholders over a period of more than ten years, and the strategy remains fundamentally unchanged.

* Bain & Company Global Private Equity Report.

Principal Risks and Uncertainties

Risk Factors and Internal Controls

The Board is responsible for the Company's risk management and internal control systems and actively monitors the risks faced by the Company, taking steps to mitigate and minimise these where possible whilst continuing to achieve an attractive return for shareholders. The Board has performed a robust assessment of principal risks and uncertainties and, together with the Investment Manager, has identified a number of risks to the Company's business.

A comprehensive risk review process is undertaken on a half-yearly basis. Those risks which have a higher probability and a significant potential impact on performance, strategy, reputation or operations are identified below as principal risks faced by the Company. The risks reviewed are grouped into four categories:

· financial risk

· operating risk

· strategic and investor relations risk

· governance and regulatory risk

Risks are assessed and classed according to their probability of occurring and the likely impact upon the Company. Risks are then categorised based on priority, being grouped into primary and secondary risks which are subsequently reviewed.

During the financial year, the Board focused on currency risk and how it might impact future returns, potential future liquidity requirements based on scenario analysis by the Investment Manager, and how to maintain the Company's NAV and share price growth.

Board of Directors

Sir Michael Bunbury

Chairman, Independent Non-Executive Director, appointed October 2007

Sir Michael Bunbury (age 71) is an experienced director of listed and private investment, property and financial services companies. He is currently the Chairman of BH Global Limited, a former Director of Foreign & Colonial Investment Trust plc (which has been an investor in numerous HarbourVest funds, including funds in which the Company is invested), and Director of Invesco Perpetual Select Trust plc. Sir Michael began his career in 1968 at Buckmaster & Moore, a member of The Stock Exchange, before joining Smith & Williamson, Investment Managers and Chartered Accountants, in 1974 as a Partner. He later served as Director and Chairman and retired as a consultant to the firm in May 2017.

Committees: Chairman of both the Nomination and Management Engagement and Service Provider Committees.

Keith B. Corbin

Senior Independent Non-Executive Director and Chairman of the Audit Committee, appointed October 2007

Keith Corbin (age 65) is an Associate of the Chartered Institute of Bankers (A.C.I.B.) (1976) and Member of the Society of Trust and Estate Practitioners (T.E.P.) (1990). He has been involved in the management of international financial services businesses in various international centres during the last 34 years. Keith is currently the Group Executive Chairman of Nerine International Holdings Limited, Guernsey, which also has operations in the British Virgin Islands, Hong Kong, India, and Switzerland. He serves as a non-executive Director on various regulated financial services businesses, investment funds, and other companies.

Committees: Chairman of the Audit Committee and member of the Nomination Committee.

Francesca Barnes

Independent Non-Executive Director, appointed April 2017

Francesca Barnes (age 59) is a non-executive director of Coutts and Company, Natwest Holdings Limited and the ringfenced banks, and Capvis private equity. She is also the Chair of Trustees for Penny Brohn UK, and is a member of the University of Southampton council. Most recently Francesca sat as a non-executive director on the Board of Electra Private Equity PLC, a FTSE 250 investment trust specialising in private equity investments - a position she held from 2013 to 2016. Previously, Francesca spent 16 years at UBS AG. For the latter seven of these, she served as Global Head of Private Equity, following on from senior positions in restructuring and loan portfolio management. Prior to this, she spent 11 years with Chase Manhattan UK and US, in roles spanning commodity finance, financial institutions, and private equity.

Committees: Member of the Audit, Nomination, and Management Engagement and Service Provider Committees.

Alan C. Hodson

Independent Non-Executive Director, appointed April 2013

Alan Hodson (age 56) is Chairman of JP Morgan Elect and a Director of Woodford Patient Capital Trust. Alan joined Rowe and Pitman (subsequently SG Warburg, SBC and UBS) in 1984 and worked in a range of roles, all related to listed equity markets. He became Global Head of Equities in April 2001 and was a member of the Executive Committee of UBS Investment Bank and of the UBS AG Group Managing Board. He retired from UBS in June 2005 and has since held positions on a variety of commercial and charity Boards.

Committees:Member of the Audit, Nomination, and Management Engagement and Service Provider Committees.

Andrew W. Moore

Independent Non-Executive Director, appointed October 2007

Andrew Moore (age 63) is Group Chairman of Cherry Godfrey Holdings Limited, Chairman of Sumo Limited and a director of Sumo Acquisitions Limited and Sumo Holdings Limited. Andrew joined Williams & Glyns Bank, which subsequently became The Royal Bank of Scotland, after obtaining a diploma in business studies. He moved to Guernsey to establish and act as Managing Director of a trust company for The Royal Bank of Scotland in 1985. During his career, Andrew held a range of senior management positions, including acting as head of corporate trust and fund administration businesses for The Royal Bank of Scotland in Guernsey, Jersey, and Isle of Man, which provided services to many offshore investment structures holding a wide variety of asset classes. Andrew has over 30 years of experience as both an executive and non-executive Director of companies including investment funds and banks.

Committees: Member of the Audit, Nomination, and Management Engagement and Service Provider Committees.

Jean-Bernard Schmidt

Independent Non-Executive Director, appointed October 2007

Jean-Bernard Schmidt (age 72) is a former Managing Partner of Sofinnova Partners, a leading European venture capital firm based in Paris. Jean-Bernard joined Sofinnova in 1973 as an investment manager. In 1981 he became President of Sofinnova Inc. in San Francisco, managing Sofinnova's US venture capital funds until 1987, when he returned to Paris to head the Sofinnova group. He then began focusing on Sofinnova's investments in Europe and on technology and early stage projects in information technologies and life sciences. In 1989, he launched the first Sofinnova Capital fund. Jean-Bernard retired from Sofinnova group in September 2010. He is a past and current board member of many technology companies in the US and France. Between 1998 and 2001, he was a board member of AFIC, the French Venture Capital Association. From June 2003 to June 2004, he was Chairman of EVCA (the European Private Equity and Venture Capital Association, now Invest Europe). Jean-Bernard is a graduate of Essec Business School in Paris and holds an MBA from Columbia University in New York.

Committees: Member of the Nomination and Management Engagement and Service Provider Committees.

Peter G. Wilson

Non-Executive Director, appointed May 2013

Peter Wilson (age 55) joined HarbourVest's London-based subsidiary in 1996. He is a member of HarbourVest's Executive Management Committee and co-leads HarbourVest's secondary investment activity in Europe. He serves on the advisory committees for partnerships managed by Baring Vostok Capital Partners, CVC Capital Partners, Holtzbrinck Ventures, Index Venture Management, Nordic Capital, and Paragon Partners. Prior to joining HarbourVest, Peter spent three years working for the European Bank for Reconstruction and Development, where he originated and managed two regional venture capital funds in Russia. He served as founding Chairman of the Board of Trustees of City Year London. Peter also spent two years at The Monitor Company, a strategy consulting firm based in Cambridge, Massachusetts. He received a BA (with honours) from McGill University in 1985 and an MBA from Harvard Business School in 1990.

D. Brooks Zug

Non-Executive Director, appointed October 2007

Brooks Zug (age 72) is Senior Managing Director Emeritus of HarbourVest Partners, LLC and a founder of HarbourVest. As Senior Managing Director Emeritus, Brooks' continuing responsibilities include advising the current generation of managing directors and interacting with HarbourVest's most important global clients, including HVPE. He joined the corporate finance department of John Hancock Mutual Life Insurance Company in 1977, and, in 1982, co-founded Hancock Venture Partners, which later became HarbourVest Partners. Brooks is a past Trustee of Lehigh University and a current Trustee of the Boston Symphony Orchestra. He received a BS from Lehigh University in 1967 and an MBA from Harvard Business School in 1970. Brooks received his CFA designation in 1977.

Directors' Report

The directors present their report and Audited Consolidated Financial Statements ('Financial Statements') for the year ended 31 January 2018.

A description of important events which have occurred during the financial year, their impact on the performance of the Company as shown in the financial statements (beginning on page 86 of theCompany's Annual Financial Report) and a description of the principal risks and uncertainties facing the Company, together with an indication of important events that have occurred since the end of the financial year and the Company's likely future development is given in the strategic report, the Chairman's statement and the notes to the Financial Statements and are incorporated here by reference.

Principal Activity

The Company is a closed-ended investment company incorporated in Guernsey on 18 October 2007 with an unlimited life. The Company has one class of shares (the 'Ordinary Shares') and its shares are admitted to trading on the Main Market of the London Stock Exchange.

Until 9 September 2015, the Company had two classes of shares in issue being Class A shares of no par value ('Class A shares') and Class B shares of no par value ('Class B shares'). On 6 December 2007 the Class A shares were admitted to listing and trading on Euronext Amsterdam by NYSE Euronext. On 12 May 2010, the Class A shares were admitted to trading on the Specialist Fund Market of the London Stock Exchange. On 27 August 2015 the Company's Articles of Incorporation ('Articles') were amended to permit the repurchase and cancellation of all Class B shares in issue and on 9 September 2015 all Class B Shares were repurchased for a value of $1 per Class B Share and immediately cancelled.

The transition from the Specialist Fund Market of the London Stock Exchange to the Main Market of the London Stock Exchange took effect on 9 September 2015 and the Company joined the FTSE 250 index on 21 December 2015.

In order to reduce administrative and legal costs and complexity, effective 25 October 2016, the Company consolidated its listing on the Main Market of the London Stock Exchange and its shares were delisted from Euronext Amsterdam. Subsequent to the delisting from Euronext, shareholders who obtained their shares through Euronext Amsterdam will continue to be able to trade these shares on the London Stock Exchange.

Please refer to Note 1 in the Financial Statements for information regarding voting rights.

Investment Objective and Investment Policy

The Company's investment objective is to generate superior shareholder returns through long-term capital appreciation by investing primarily in a diversified portfolio of private market investments. The Company may also make investments in private market assets other than private equity where it identifies attractive opportunities.

The Company seeks to achieve its investment objective primarily by investing in investment funds managed by HarbourVest, which invests in or alongside third-party managed investment funds ('HarbourVest Funds'). HarbourVest Funds are broadly of three types: (i) 'Primary HarbourVest Funds', which make limited partner commitments to underlying private market funds prior to final closing; (ii) 'Secondary HarbourVest Funds', which make purchases of private market assets by acquiring positions in existing private market funds or by acquiring portfolios of investments made by such private market funds; and (iii) 'Direct HarbourVest Funds', which invest into operating companies, projects or assets alongside other investors.

In addition, the Company may, on an opportunistic basis, make investments (generally at the same time and on substantially the same terms) alongside HarbourVest Funds ('Co-investments') and in closed-ended listed private equity funds not managed by HarbourVest ('Third Party Funds'). Co-investments made by the Company may, inter alia, include investments in transactions structured by other HarbourVest vehicles including, but not limited to, commitments to private market funds or operating companies in which other HarbourVest funds have invested.

Cash, at any time not held in such longer term investments is, pending such investment, held in cash, cash equivalents, and money market instruments.

The Company uses an over-commitment strategy in order to remain as fully invested as possible, consistent with the investment guidelines. To achieve this objective, the Company has undrawn capital commitments to HarbourVest Funds and Co-investments which exceed its liquid funding resources, but uses its best endeavours to maintain capital resources which, together with anticipated cash flows, will be sufficient to enable the Company to satisfy such commitments as they are called.

Diversification and Investment Guidelines

The Company will, by investing in a range of HarbourVest Funds, Co-investments and Third Party Funds, seek to achieve portfolio diversification in terms of:

· geography: providing exposure to assets in the United States, Europe, Asia and other markets;

· stage of investment: providing exposure to investments at different stages of development such as early stage, balanced and late stage venture capital, small and middle market businesses or projects, large capitalisation investments, mezzanine investments and special situations such as restructuring of funds or distressed debt;

· strategy: providing exposure to primary, secondary and direct investment strategies;

· vintage year: providing exposure to investments made across many years; and

· industry: with investments exposed, directly or indirectly, to a large number of different companies across a broad array of industries.

In addition, the Company will observe the following investment restrictions:

· with the exception, at any time, of not more than one HarbourVest Fund or Co-investment to which up to 40% of the Company's Gross Assets may be committed or in which up to 40% of the Company's Gross Assets may be invested, no more than 20% of the Company's Gross Assets will be invested in or committed at any time to a single HarbourVest Fund or Co-investment;

· no more than 10% of the Company's Gross Assets will be invested (in aggregate) in Third Party Funds;

· the Investment Manager will use its reasonable endeavours to ensure that no more than 20% of the Company's Gross Assets, at the time of making the commitment, will be committed to or invested in, directly or indirectly, whether by way of a Co-investment or through a HarbourVest Fund, to (a) any single ultimate underlying investment, or (b) one or more collective investment undertakings which may each invest more than 20% of the Company's Gross Assets in other collective investment undertakings (ignoring, for these purposes, appreciations and depreciations in the value of assets, fluctuations in exchange rates and other circumstances affecting every holder of the relevant asset);

· any commitment to a single Co-investment which exceeds 5% of the Company's NAV (calculated at the time of making such commitment) shall require prior Board approval, provided however that no commitment shall be made to any single Co-investment which, at the time of making such commitment, represents more than 10% (or, in the case of a Co-investment that is an investment into an entity which is not itself a collective investment undertaking (a 'Direct Investment'), 5%) of the aggregate of: (a) the Company's NAV at the time of the commitment; and (b) undrawn amounts available to the Company under any credit facilities;

· the Company will not, without the prior approval of the Board, acquire any interest in any HarbourVest Fund from a third party in a secondary transaction for a purchase price that:

(i) exceeds 5% of the Company's NAV; or

(ii) is greater than 105% of the most recently reported net asset value of such interest (adjusted for contributions made to and distributions made by such HarbourVest Fund since such date).

Save for cash awaiting investment which may be invested in temporary investments, the Company will invest only in HarbourVest Funds (either by subscribing for an interest during the initial offering period of the relevant fund or by acquiring such an interest in a secondary transaction), in Co-Investments or in Third Party Funds.

Company's Right to Invest in HarbourVest Funds

Pursuant to contractual arrangements with HarbourVest, the Company has the right to invest in each new HarbourVest Fund, subject to the following conditions:

· unless the Board agrees otherwise, no capital commitment to any HarbourVest Fund may, at the time of making the commitment, represent more than 35% or less than 5% of the aggregate total capital commitments to such HarbourVest Fund from all its investors;

· unless HarbourVest agrees otherwise, the Company shall not have a right to make an investment in, or a commitment to, any HarbourVest Fund to which 10 or fewer investors (investors who are associates being treated as one investor for these purposes) make commitments.

Leverage

The Company does not intend to have aggregate leverage outstanding at Company level for investment purposes at any time in excess of 20% of the Company's NAV. The Company may, however, have additional borrowings for cash management purposes which may persist for extended periods of time depending on market conditions.

Results

The results for the financial year ended 31 January 2018 are set out in the Consolidated Statements of Operations within the Financial Statements that begin on page 87 of the Company's Annual Financial Report. In accordance with the investment objective of the Company to generate superior shareholder returns through long-term capital appreciation, the directors did not declare any dividends during the year under review and the directors do not recommend the payment of dividends as at the date of this report.

Directors

The directors as shown on pages 58 to 59 of the Company's Annual Financial Report all held office throughout the reporting period and at the date of signature of these Financial Statements. Brooks Zug is Senior Managing Director Emeritus of HarbourVest Partners, LLC, an affiliate of the Investment Manager. Peter Wilson is Managing Director of HarbourVest Partners (UK) Limited, a subsidiary of HarbourVest Partners, LLC. Jean-Bernard Schmidt is a former Managing Partner of Sofinnova Partners, which manages partnerships into which HarbourVest fund-of-funds invest.

Save as disclosed in these Financial Statements, the Company is not aware of any other potential conflicts of interest between any duty of any of the directors owed to it and their respective private interests. All directors, other than Mr. Zug and Mr. Wilson, are considered to be independent. Mr. Corbin is the Senior Independent Director.

Directors' Interests in Shares

There has been no change in Directors' interests between 31 January 2018 and the date of signing of this report.

Shareholder Information

The Company announces the estimated net asset value of an Ordinary Share on a monthly basis together with commentary on the investment performance provided by the Investment Manager. These monthly statements are available on the Company's website.

The last traded price of Ordinary Shares is available on Reuters, Bloomberg, and the London Stock Exchange.

A copy of the original Prospectus of the Company is available from the Company's registered office and on the Company's website.

All Ordinary Shares may be dealt in directly through a stockbroker or professional adviser acting on an investor's behalf. The buying and selling of Ordinary Shares may be settled through CREST.

Relations with Shareholders

The Board recognises that it is important to maintain appropriate contact with major shareholders to understand their issues and concerns. Members of the Board have had the opportunity to attend meetings with major shareholders, and the Board accesses major shareholders' views of the Company via, among other methods, direct face-to-face contact and analyst and broker briefings. The Chairman and other independent directors regularly meet with shareholders.

In addition, the Investment Manager maintains dialogue with institutional shareholders, the feedback from which is reported to the Board. The Company has also appointed J.P. Morgan Cazenove and Jefferies Hoare Govett as its joint corporate brokers to enhance communications with shareholders. Scott Harris has been engaged to report on and to liaise with shareholders. In addition, Scott Harris also arrange shareholder meetings for the Investment Manager.

The Board monitors the Company's trading activity on a regular basis.

The Company reports formally to shareholders twice a year. In addition, current information is provided to shareholders on an ongoing basis through the Company's website and monthly factsheet. Shareholders may contact the directors, including the Chairman and the Senior Independent Director through the Company Secretary.

Substantial Shareholders

In the year ending 31 January 2018, HVPE continued to see a reduction in the proportion of its shares held by US investors, from 30% to 24%. From the time of HVPE's listing on the Main Market of the London Stock Exchange in September 2015, the upper limit allowable under the prevailing regulatory regime has been 50%. As the Company is no longer at risk of breaching this limit, the figure is no longer reported in the monthly factsheets. The table below shows the interests of major shareholders based on the best available information received by the Company's share register analysis provider, incorporating any disclosures provided to the Company in accordance with DTR 5 in the period under review and to 9 May 2018.

Corporate Responsibility

The Board of the Company considers the ongoing interests of investors on the basis of open and regular dialogue with the Investment Manager. The Board receives regular updates outlining regulatory and statutory developments and responds as appropriate.

Responsible Investment Policy

The Company delegates responsibility to its Investment Manager for taking environmental, social and governance ('ESG') issues into account when considering investments. The Board expects the Investment Manager to engage with investee funds and companies on ESG issues and to promote best practice. The Investment Manager is a signatory to the United Nations' Principles of Responsible Investing. Further information about this is provided on page 31 of theCompany's Annual Financial Report.

Anti-Bribery Policy

The directors have undertaken to operate the business in an honest and ethical manner and accordingly take a zero-tolerance approach to bribery and corruption. The key components of this approach are implemented as follows:

· the Board is committed to acting professionally, fairly and with integrity in all its business dealings and relationships;

· the Company implements and enforces effective procedures to counter bribery; and

· the Company requires all its service providers and advisors to adopt equivalent or similar principles.

Zero Tolerance Policy towards the Facilitation of Tax Evasion

Following the entry into force of the UK Criminal Finance Act 2017, the Board has reaffirmed its zero tolerance policy towards the facilitation of corporate tax evasion.

Disclosures Required Under LR 9.8.4R

The Financial Conduct Authority's Listing Rule 9.8.4R, pertaining to the annual report, requires that the Company includes certain information, relating, inter alia, to arrangements made between a controlling shareholder and the Company, waivers of directors' fees, and long term incentive schemes in force, in a single identifiable section of the annual report or a cross reference table indicating where the information is set out. The directors confirm that there are no disclosures to be made in this regard.

Investment Manager

A description of how the Company has invested its assets, including a quantitative analysis, may be found on pages 1 to 57 of theCompany's Annual Financial Report, with further information disclosed in the Financial Statements and the Notes to the Financial Statements on pages 94 to 101 of theCompany's Annual Financial Report. The Board has considered the appointment of the Investment Manager and, in the opinion of the directors of the Company, the continuing appointment of the Investment Manager on the terms agreed is in the interests of its shareholders as a whole.

In considering this appointment, the Board has reviewed the past performance of the Investment Manager, the engagement of the Investment Manager with shareholders and the Board, and the strategic plan presented to the Board by the Investment Manager.

The Investment Manager is HarbourVest Advisors L.P. and the principal contents of the Investment Management Agreement are as follows:

· to manage the assets of the Company (subject always to control and supervision by the Board and subject to both the investment policy of the Company and any restrictions contained in any prospectuses published by the Company);

· to assist the Company with shareholder liaison;

· to monitor compliance with the Investment Policy on a regular basis;

· to nominate up to two Board representatives for election by shareholders at the Company's Annual General Meeting.

The Investment Manager is not entitled to any direct remuneration (save expenses incurred in the performance of its duties) from the Company, instead deriving its fees from the management fees and carried interest payable by the Company on its investments in underlying HarbourVest Funds. The investment management agreement, which was amended and restated on 27 August 2015 (the 'Investment Management Agreement'), may be terminated by either party by giving 12 months' notice. In the event of termination within ten years and three months of the date of the listing on the Main Market, the Company would be required to pay a contribution, which would have been $6.3 million at 31 January 2018 and $6.1 million as at 27 April 2018, as reimbursement of the Investment Manager's remaining unamortised IPO costs. In addition, the Company would be required to pay a fee equal to the aggregate of the management fees for the underlying investments payable over the course of the 12-month period preceding the effective date of such termination to the Investment Manager.

Delegation of Responsibilities

Under the Investment Management Agreement, the Board has delegated to the Investment Manager substantial authority for carrying out the day-to-day management and operations of the Company, including making specific investment decisions, subject at all times to the control of, and review by, the Board. In particular, the Investment Management Agreement provides that the Board and the Investment Manager shall agree a strategy mandate which sets out a five-year plan for the Company.

Directors' Indemnity

Under the Company's Articles, the directors, Secretary and officers are indemnified out of the Company's assets and profits from and against all actions, expenses, and liabilities which they may incur by reason of any contract entered into, or any act in or about the execution of their respective offices or trusts, except as incurred by their own negligence, breach of duty or breach of trust. The Company also maintains directors' and officers' insurance cover on the directors' behalf.

International Tax Reporting

The Company is subject to Guernsey regulations and guidance based on reciprocal information sharing inter-governmental agreements which Guernsey has entered into with a number of jurisdictions. The Board has taken the necessary actions to ensure that the Company is compliant with Guernsey regulations and guidance in this regard.

Risk Management

The Board has an ongoing process in place for identifying, evaluating and managing the significant risks faced by the Company. Further details of this process and a description of the principal risks and uncertainties facing the Company is given on pages 27 to 29 of theCompany's Annual Financial Report.

Financial Risk Management

The Company is wholly funded from equity balances, comprising issued ordinary share capital as detailed in Note 1 to the Financial Statements and retained earnings. The Company has access to borrowings pursuant to the Credit Facility of up to $500 million.

The Company's financial risk management objectives and policies are outlined in the Audit Committee report beginning on page 68 of theCompany's Annual Financial Report and the Principal Risks section of this report beginning on page 27of the Company's Annual Financial Report. The Company's policy on hedging is considered under Foreign Exchange risks in the Principal Risks section of this report. Its approach to leverage is outlined on page 62 of theCompany's Annual Financial Report.

The Investment Manager and the Directors ensure that all investment activity is performed in accordance with the investment guidelines. The Company's investment activities expose it to various types of risks that are associated with the financial instruments and markets in which it invests. Risk is inherent in the Company's activities and it is managed through a process of ongoing identification, measurement and monitoring. The financial risks to which the Company is exposed include price risk, liquidity risk and cash flow risk and these risks are explained in greater detail in the Principal Risks section of this report beginning on page 27 of theCompany's Annual Financial Report.

Going Concern

After making enquiries, and mindful of the closed-ended nature of the Company with no fixed life and the nature of its investments, the directors are satisfied that it is appropriate to continue to adopt the going concern basis in preparing the Financial Statements, and, after due consideration, the directors consider that the Company is able to continue for a period of at least the next 12 months. In addition, the Board monitors and manages the ongoing commitments via the criteria set out on page 60 of theCompany's Annual Financial Report. When considering the criteria, the Board reviews reports from the Investment Manager detailing ongoing commitments and the Investment Pipeline. Furthermore, the Board, as part of its regular review of the Consolidated Statement of Assets and Liabilities and debt position, considers model scenario outputs that are based on a look-through to the anticipated underlying fund and portfolio cash flows.

Board Structure and Committees

The activities of the Company are overseen by a majority independent Board of directors. The Board meets at least five times a year, and between these scheduled meetings there is regular contact between directors, the Investment Manager and the administrator and Company Secretary, including a formal strategy meeting and scheduled Board update calls.

The directors are kept fully informed of investment and financial controls and other matters that are relevant to the business of the Company. Such information is brought to the attention of the Board by the Investment Manager and by the administrator and Company Secretary in their quarterly reports to the Board. The directors also have access where necessary, in the furtherance of their duties, to professional advice at the expense of the Company. Committee terms of reference are available on the Company's website:www.hvpe.com.

The Board of Directors

Audit Committee

Role

To oversee the Company's financial reporting and controls framework and liaise with and evaluate the performance of the Company's Auditor.

Nomination Committee

Role

To oversee succession planning and new director appointment and induction.

Management Engagement and Service Provider Committee

Role

To review the Company's Investment Manager and service providers to ensure that a good value service of satisfactory quality is delivered and to manage the appointment process of new or replacement service providers.

Inside Information Committee

Role

To consider any developments which may require an immediate announcement by virtue of being price sensitive information.

Board and Committee Meetings

In the financial year ending 31 January 2018, the Board held the following meetings:

All directors received notice of the meetings, the agenda and supporting documents and were able to comment on the matters to be raised at the proposed meeting. In addition to the formal quarterly, strategy and ad-hoc meetings, the Board also receives detailed updates from the Investment Manager via update calls.

Director Attendance

Below is a summary of the director attendance at the quarterly and strategic Board meetings held in the financial year:

* Ms Barnes was appointed during the year under review in April 2017. She had a prior engagement which pre-dated her appointment to the Board and hence was unable to attend one meeting.

Board Evaluation

The Board undertakes a formal annual evaluation of its performance and the performance of the Investment Manager and the Company Secretary. Each director's performance is reviewed annually by the Chairman, and the performance of the Chairman is assessed by the remaining directors by way of a performance evaluation questionnaire and a subsequent scheduled interview. As part of the review, succession planning, the scope of the director's role including any committee memberships, any training and development requirements, and the ability of the director to devote sufficient time to the Company are considered. In addition to the annual evaluation, in 2016 the Board commissioned an external appraisal by Board Alpha Limited to review its operation and effectiveness.

Board Composition

The Board has a balance of skills, experience and length of service relevant to the Company, and the directors believe that any changes to the Board's composition can be managed without undue disruption. With any new director appointment to the Board, the new director will participate in an appropriate, structured induction process.

The Board has carefully considered its composition, with specific reference to the fact that Sir Michael Bunbury, Mr. Corbin, Mr. Moore, Mr. Schmidt and Mr. Zug had served on the Board for ten years in October 2017. The Board is of the view that, with the exception of Mr Schmidt who is retiring from the Board, these directors can continue beyond a tenure of ten years, noting that they will be subject to continuing scrutiny as to their effectiveness and independence, and to annual re-election. The Board confirms that Sir Michael Bunbury, Mr. Corbin, Mr. Moore and Mr. Schmidt remain independent of the Investment Manager, notwithstanding their ten years service.

Audit Committee

About the Committee

The Audit Committee consists of Mr. Corbin (Chairman), Ms. Barnes, Mr. Hodson and Mr. Moore. All committee members are deemed by the Board to have recent and relevant financial and sector experience. Ms. Barnes, Mr. Hodson and Mr. Moore have each held senior banking roles for a number of years as described in their biographies; Mr. Corbin has extensive experience as a member and chairman of various audit committees, as well holding banking qualifications and having acted as a senior manager of a financial services business for more than 30 years. The terms of reference of the Audit Committee are available on the Company's website and from the Company Secretary on request.

The Audit Committee is responsible for the review of the Company's accounting policies, periodic financial statements, auditor engagement and certain regulatory compliance matters.

Additionally, the Audit Committee is responsible for making appropriate recommendations to the Board and ensuring that the Company complies to the best of its ability with applicable laws and regulations and adheres to the tenet of generally-accepted codes of conduct.

The Company does not have an internal audit department. All of the Company's management and administration functions are delegated to independent third parties or the Investment Manager and it is therefore felt there is no need for the Company to have an internal audit facility. This matter will be reviewed annually.

Activities of the Committee

Audit Committee Report

In the year under review, the Audit Committee examined the effectiveness of the Company's internal control systems, the annual and interim reports and financial statements, the auditor's remuneration and engagement, as well as the auditor's independence and any non-audit services provided. Further details about the activities of the committee are set out over the next few paragraphs.

Audit Committee Meetings

In the financial year ended 31 January 2018, the Audit Committee met four times: twice on a scheduled basis, and twice on an ad-hoc basis. The entire Audit Committee was not required to attend the short notice ad-hoc meetings, which were convened to provide final sign-off on the financial reports, a detailed discussion and review having taken place at an earlier meeting. Below is a summary of director attendance at the committee meetings held in the financial year, compared with those for which they were eligible:

*Ms Barnes was appointed to the Audit committee on 18 May 2017.

**As cited above the entire Audit Committee is not required to attend the ad-hoc meetings.
Mr. Hodson had a prior engagement.

Auditor Tender

Pursuant to best practice, the Audit Committee undertook an audit tender process during 2017 in respect of the audit of the Company's Financial Statements for the year ending 31 January 2018 and onwards. Four audit firms were approached to participate in the tender process and two firms met with the Audit Committee in May 2017. Following this process, the continued appointment of Ernst and Young LLP was confirmed.

Auditors

The Audit Committee reviewed the effectiveness of the external audit process during the year, considering performance, objectivity, independence and relevant experience, and concluded that Ernst & Young LLP's appointment as the Company's auditor should be continued. The Company's auditors, Ernst & Young LLP, have been appointed to the Company since 2007. The Company's auditors performed an audit of the Company's financial statements in accordance with applicable law, US Generally Accepted Auditing Standards ('GAAS'), and International Standards on Auditing (UK). The audit approach remained unchanged relative to the prior year and the Audit Committee was informed that a majority of the audit field work would be performed by Ernst & Young in Boston, United States, under the direction and supervision of Ernst & Young LLP Guernsey.

Auditor Independence

The Audit Committee understands the importance of auditor independence and, during the year, the Audit Committee reviewed the independence and objectivity of the Company's auditor, Ernst & Young LLP. The Audit Committee received a report from the external auditor describing its independence, controls and current practices to safeguard and maintain auditor independence. Non-audit fees paid to the auditor by the Company were nil. Ernst & Young was paid non-audit fees of $103,200 by the Investment Manager, in relation to tax services provided for the year ended 31 January 2018, which were reimbursed by the Company. The Investment Manager has informed the Committee that future tax services as described above will be provided by PricewaterhouseCoopers LLP. The Audit Committee considers all non-audit services to be provided to the Company by the auditor prior to their appointment to ensure that the auditor is the most appropriate party to deliver these services and to put in place safeguards, where appropriate, to manage any threats to auditor independence. It is the intention of the Committee that the value of non-audit services provided to the Company will not exceed the audit fee.

Terms of Engagement

The Audit Committee reviewed the audit scope and fee proposal set out by the auditors in their audit planning report and discussed the same with the auditors at an Audit Committee meeting. The Audit Committee considered the proposed fee of $135,400 for audit services related to the 31 January 2018 annual accounts. Having been satisfied by the scope of the engagement letter and fee proposal, the Committee recommended to the Board to approve the fee proposal and letter of engagement.

Audited Financial Statements and Significant Reporting Matters

As part of the 31 January 2018 year-end audit, the Audit Committee reviewed and discussed the most relevant issues for the Company, most notably the misstatement or manipulation of the valuation of its investments in underlying HarbourVest funds, and received a report from the auditors. The Committee concluded that the Annual Report and Accounts were fair, balanced and understandable.

Internal Controls

The Audit Committee reviewed the Board's processes for evaluating risk to ensure that the systems covered all the potential risks facing the Company and confirmed to the Board that the risk review was both thorough and rigorous and the Company's risk management and internal control systems were effective. The Audit Committee confirms that there is an ongoing process for identifying, evaluating, monitoring and managing the significant risks faced by the Company. This process has been in place for the year under review and up to the date of approval of this Annual Report and Financial Statements. It is reviewed by the Board on a regular basis and is in accordance with the internal controls: Guidance on Risk Management, Internal Control and Related Financial and Business Reporting.

The internal control systems are designed to meet the Company's particular needs and the risks to which it is exposed. Accordingly, the internal control systems are designed to manage rather than eliminate the risk of failure to achieve business objectives and by their nature can only provide reasonable and not absolute assurance against misstatement and loss. The Company places reliance on the control environment of its service providers, including its independent administrator and the Investment Manager. In order to satisfy itself that the controls in place at the Investment Manager are adequate, the Audit Committee has reviewed a Type II SOC I Report - Private Equity Fund Administration Report on Controls Placed in Operation and Tests of Operating Effectiveness for the period from 14 January 2017 to 30 September 2017 (a bridging letter covers the period 1 October 2017 to 4 May 2018), detailing the controls environment in place at the Investment Manager. There were no significant findings disclosed in this report which warranted further investigation by the committee. In addition, the Management Engagement and Service Provider Committee conducted a detailed review of the performance of the Company's service providers, including the Company's administrator, and the Audit Committee reviewed their findings to ensure that the Company's control environment was operating satisfactorily.

The following sections discuss the assessments made by the Audit Committee during the year.

Investment Valuations

The Audit Committee reviews the monthly NAV statements issued by the Company prior to release. In the year under review members of the Audit Committee met with operations staff of the Investment Manager and satisfied themselves that the Company's valuations process was conducted in accordance with the process reviewed in detail in the prior year. The Audit Committee remains satisfied that the valuation techniques used are accurate and appropriate for the Company's investments and consistent with the requirements of US GAAP.

Fees and Expenses

The Chairman of the Audit Committee reviewed the calculation of fees and expenses paid by the Company to the Investment Manager on a sample of four HarbourVest funds in which the Company is currently invested. No errors or omissions were noted in these calculations, and this was communicated to the Audit Committee. Discussing the calculation and disclosure of fees paid to the Investment Manager, the Audit Committee noted the enhanced disclosures and presentation in the Annual Report and concluded that the information was in a clear and understandable format. The Audit Committee noted the discussions between the Board and the Investment Manager to ensure that fees charged to the Company were comparable with those charged to other significant investors in HarbourVest funds. The overall percentage rate of fees and expenses paid to the Investment Manager continues to be reduced from the levels of previous financial years, and the Audit Committee also reviewed the information regarding those fees contained in this Annual Report to ensure that it was presented in a clear and consistent manner.

Risk Management

The Audit Committee reviewed the Board's policies and procedures regarding the identification, management, and monitoring of risks that could affect the Company, which were in place for the year under review and up to the date of approval of the Annual Report. No significant failings or weaknesses were identified in the review. The Audit Committee considers that the Board is engaged on an ongoing basis in the process of identifying, evaluating and managing (where possible) the principal risks facing the Company as shown on pages 27 to 29 of the Company's Annual Financial Report. This is in accordance with relevant best practice detailed in the Financial Reporting Council's guidance on Risk Management, Internal Control and Related Financial and Business Reporting. In addition, the Audit Committee members participated in the consideration by the Board of the viability of the Company until 31 January 2021, details of which are shown on page 76 of the Company's Annual Financial Report.

Corporate Governance

The Audit Committee continues to monitor the review by the Board of the Company's compliance with the AIC Code of Corporate Governance for Investment Companies and best practice following the admission to trading of the Company's Ordinary Shares on the Main Market of the London Stock Exchange which took place on 9 September 2015.

Governance and Effectiveness

On 2 May 2018 the Committee conducted a review of its activities against its constitution and terms of reference in respect of the year under review.

Other Matters

In presenting this report, I have set out for the Company's shareholders the key areas that the Audit Committee focuses on. The Audit Committee advised the Board that the Annual Report and Accounts are fair, balanced, and understandable. If any shareholders would like any further information about how the Audit Committee operates and its review process, I, or any of the other members of the Audit Committee would be pleased to meet with them to discuss this.

Keith Corbin

Chairman of the Audit Committee

10 May 2018

Nomination Committee

About the Committee

The Nomination Committee was established on 24 November 2015 and is chaired by the Chairman of the Company and its members are Ms. Barnes, Mr. Corbin, Mr. Hodson, Mr. Moore and Mr. Schmidt.

All members of the committee attended all meetings held during the year. The mandate of the Nomination Committee is to consider issues related to Board composition and the appointment of directors. The Terms of Reference for this committee may be found on the Company's website www.hvpe.com.

Activities of the Committee

Changes to Board Composition

Following the decision by the Board that an orderly succession process should take place for the retirement of those directors who had served on the Board for longer than nine years, the committee Chairman and members drew up a person specification cognisant of best practice on ensuring that a diverse range of qualified candidates should be considered and Cornforth Consulting was appointed as external search consultants. Cornforth Consulting does not have any other relationship with the Company. Committee members met with a shortlist of candidates and following this independent process, Ms. Francesca Barnes was appointed as a director of the Company on 3 April 2017.

The members of the committee then met in September and agreed the approach for the appointment of another director as part of the succession process. Again a person specification was drawn up taking into account best practice relating to non-executive director appointments and Cornforth Consulting were engaged as external search consultants. Committee members met with a shortlist of candidates and it was announced on 25 April 2018 that Mr. Steven Wilderspin would be appointed as a director of the Company effective 14 May 2018. It was also announced that Mr. Jean-Bernard Schmidt intended to retire at the Company's Annual General Meeting in July 2018.

The committee also actively engaged with the Investment Manager and Company Secretary to ensure that Ms. Barnes was given a suitable induction process.

Induction Process and Board Effectiveness Review

The committee members reviewed the Company's induction processes and considered matters relating to the composition of the Board, incorporating these conclusions in the person specifications drawn up as part of the succession process.

Governance and Effectiveness

In February 2018 the committee conducted a review of its activities against its constitution and terms of reference in respect of the year under review and concluded that it had satisfactorily complied with all of its terms of reference.

Management Engagement and Service Provider Committee

About the Committee

The Management Engagement and Service Provider Committee ('MESPC') was established on 24 November 2015 and is chaired by the Chairman of the Company. Its members are Ms. Barnes, Mr. Schmidt, Mr. Hodson and Mr. Moore. The other directors of the Company may attend by invitation of the committee.

The MESPC held two meetings in the year under review and all members of the committee attended those meetings. The Terms of Reference for this committee may be found on the Company's website www.hvpe.com.

Activities of the Committee

In the course of the year under review, the MESPC conducted a review of the Company's service providers to ensure the safe and accurate management and administration of the Company's affairs and business on terms which were competitive and reasonable for the shareholders. As part of this process, the Committee additionally oversaw a tender process in 2017 for the appointment of the Company's secretary and administrator, as detailed later.

Investment Manager Review

The Board as a whole undertakes annual visits to the Investment Manager's offices usually alternating between Boston and London. In May and November 2017, the Board visited the Investment Manager's London office. As part of these visits, the MESPC received presentations from various operational teams and senior management of the Investment Manager regarding investment strategy and other matters relating to the Company's affairs and discussed the conclusions of this review with the Investment Manager. The Board was satisfied with the performance of the Investment Manager with respect to investment returns and the overall level of service provided to the Company.

Changes of Secretary and Administrator

The committee conducted a tender process in 2017 for the appointment of the Company's secretary and administrator, a shortlist of firms which had the potential to meet the requirements identified by the committee was drawn up, and firms invited to tender were assessed against the following criteria:

· publicly traded company experience and client base;

· familiarity and experience with private equity as an asset class;

· regulatory advice and support;

· profile of the Company Secretarial team;

· any outsourcing arrangements to be utilised in servicing the Company;

· proposed Service Level Agreement terms;

· IT platform and controls environment; and

· fees and pricing structure.

Following this review, BNP Paribas Securities Services S.C.A was selected to provide company secretarial, compliance and administration services effective 11 May 2018.

Management Engagement and Service Provider Review

The Committee met in September 2017 and conducted a detailed review of the performance of all key service providers to the Company against the following criteria for the year under review:

· scope of service;

· key personnel;

· key results achieved for the Company;

· fees charged to the Company;

· breaches and errors in the year under review;

· cyber security; and

· IT Controls environment.

Governance and Effectiveness

In February 2018 the Committee conducted a review of its activities against its constitution and terms of reference in respect of the year under review.

Inside Information Committee

About the Committee

The Committee was formed on 12 July 2016 to consider information which may need to be made public in order for the Company to comply with its obligations under the EU Market Abuse Regulation ('EU MAR'). It had no cause to meet in the year under review since discussion of any announcements which may have been required to be released under EU MAR took place at the Board level.

Statement of Compliance with the AIC Code of Corporate Governance

The directors place a large degree of importance on ensuring that high standards of corporate governance are maintained and have therefore chosen to comply with the provisions of the AIC Code of Corporate Governance for Investment Companies published in July 2016 (the 'AIC Code').

The Board of the Company has considered the principles and recommendations of the AIC Code by reference to the AIC Corporate Governance Guide for Investment Companies ('AIC Guide'). The AIC Code, as explained by the AIC Guide, addresses all the principles set out in the UK Corporate Governance Code April 2016 edition (the 'UK Code'), as well as setting out additional principles and recommendations on issues that are of specific relevance to the Company.

The Board considers that reporting against the principles and recommendations of the AIC Code, and by reference to the AIC Guide (which incorporates the UK Code), will provide better information to shareholders. Copies of the AIC Code and the AIC Guide can be found at www.theaic.co.uk.

The Board has set out compliance with the AIC Code in the table below.

The UK Code includes provisions relating to:

· the role of the chief executive;

· executive directors' remuneration; and

· the need for an internal audit function.

For the reasons set out in the AIC Guide, and as explained in the UK Code, the Board considers these provisions not relevant to the position of the Company, being an externally-managed investment company. In particular, all of the Company's day-to-day management and administrative functions are outsourced to third parties. As a result, the Company has no full time executive directors, no direct employees or internal operations. The Company has therefore not reported further in respect of these provisions.

This statement forms part of the directors' report, starting on page 60 of theCompany's Annual Financial Report.

Viability Statement

Pursuant to provision C.2.2 of the UK Code and Principle 21 of the AIC Code, the Board has assessed the viability of the Company over a three-year period from 31 January 2018. Whilst the Board has no reason to believe that the Company will not be viable over a longer period, it has chosen this period as this falls within the Board's strategic horizon and within the Company's expected investment lifecycle.

The Company's investment objective is to generate superior shareholder returns through long-term capital appreciation by investing primarily in a diversified portfolio of private equity investments. The majority of the Company's investments are in HarbourVest-managed private equity fund-of-funds, which have fund lives of 10‑14 years.

While the Company's investment lifecycle spans a time period of ten years or more, the Board focuses on a five-year time horizon when considering the strategic planning of the Company, as discussed on page 17 of theCompany's Annual Financial Report. The strategic planning focuses on building a portfolio of long-term assets through capital allocation into a set of rolling five-year portfolio construction targets defined by investment state, geography, and strategy. While reviewed and updated annually, this rolling five-year process allows the Board a medium-term view of potential growth, projected cash flow and potential future commitments under various economic scenarios.

As part of its strategic planning, the Board considered a model scenario that replicated the impact of the global financial crisis on the Company's portfolio, which caused large NAV declines and a material reduction in realisations from underlying company investments. This severe downside scenario included projected returns and cash flows based on certain assumptions at least as significant as HVPE's experience during 2008 and 2009. The Board concluded that new commitments would need to be materially reduced under this scenario, but that the Company's cash balance and available credit facility would be sufficient to cover any capital requirements (as it was during the Global Financial Crisis). The results of these model scenarios showed that the Company would be able to withstand the impact of these scenarios occurring over the three year period.

The Board considers that a three-year period to 31 January 2021 is a more appropriate period of time to assess the Company's viability as this reflects greater predictability of the Company's cash flow and new commitments over that time period, and also reflects a typical minimum remaining term of the Company's credit facility, which is a significant component in supporting the Company's over commitment strategy. This three year period of time is further supported by the Rolling Coverage Ratio metric that the Investment Manager uses, as explained further on page 22 of theCompany's Annual Financial Report.

The Board, in assessing the viability of the Company, has also paid particular attention to the principal risks faced by the Company as disclosed on pages 27 to 29of theCompany's Annual Financial Report. In addition, the Board has established a risk management framework, reviewed on a quarterly basis, which is intended to identify, measure, monitor, report and, where appropriate, mitigate the risks to the Company's investment objective, including any liquidity or solvency issues. The Board does not consider any other risks to be principal risks as defined in the UK Code.

Based on its review, the Board has a reasonable expectation that the Company will be able to continue in operation and meet its liabilities as they fall due over a three year period to 31 January 2021.

Statement of Directors' Responsibilities in Respect of the Financial Statements

The directors are required to prepare financial statements for each financial year which give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company in accordance with US GAAP at the end of the financial year and of the gain or loss for that period. In preparing those financial statements, the directors are required to:

· select suitable accounting policies and apply them consistently;

· make judgements and estimates that are reasonable and prudent;

· state whether applicable accounting standards have been followed subject to any material departures disclosed and explained in the financial statements; and

· prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

The directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements have been properly prepared in accordance with The Companies (Guernsey) Law, 2008 (as amended). They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The directors are responsible for ensuring that the Annual Report and Financial Statements include the information required by the Listing Rules and the Disclosure Guidance and Transparency Rules of the Financial Conduct Authority (together 'the Rules'). They are also responsible for ensuring that the Company complies with the provisions of the Rules which, with regard to corporate governance, require the Company to disclose how it has applied the principles, and complied with the provisions, of the corporate governance code applicable to the Company.

Disclosure of Information to the Auditor

So far as each of the directors is aware, there is no relevant audit information of which the Company's auditor is unaware, and each has taken all the steps they ought to have taken as a director to make themself aware of any relevant audit information and to establish that the Company's auditor is aware of that information.

Responsibility Statement

The Board of directors, as identified on pages 58 and 59 of theCompany's Annual Financial Report, jointly and severally confirm that, to the best of their knowledge:

· this report includes a fair review of the development and performance of the business and the position of the Company and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face;

· the Financial Statements, prepared in accordance with US GAAP, give a true and fair view of the assets, liabilities, financial position and profits of the Company and its undertakings;

· the Annual Report and Financial Statements taken as a whole are fair, balanced and understandable and provide the information necessary for shareholders to assess the Company and its undertaking's performance, business model and strategy; and

· the Annual Report and Financial Statements includes information required by the Financial Conduct Authority for the purpose of ensuring that the Company and its undertakings comply with the provisions of the Listing Rules and the Disclosure Guidance and Transparency Rules of the UK Listing Authority.

By order of the Board

Michael Bunbury

Chairman

Keith Corbin

Chairman of the Audit Committee

10 May 2018

Directors' Remuneration Report

An ordinary resolution for the approval of this Directors' Remuneration Report will be put to shareholders at the forthcoming Annual General Meeting to be held in 2018. Due to the Company's domicile and structure there is no requirement to include a remuneration report and this report is provided voluntarily by the Board of the Company.

There are no long term incentive schemes provided by the Company and no performance fees are paid to directors.

No director has a service contract with the Company, however, each director is appointed by a letter of appointment which sets out the terms of the appointment.

Directors are remunerated in the form of fees, payable quarterly in arrears, to the director personally. The table below details the fees paid to each director of the Company for the years ended 31 January 2018 and 31 January 2017. The Company's Articles limit the aggregate fees payable to directors to a maximum of $750,000 per annum.

Under the Company's Articles, directors are entitled to additional ad-hoc remuneration for project work outside of the scope of their ordinary duties. No such payments were made in the year ending 31 January 2018.

* The Board resolved to pay directors' fees in sterling from 1 October 2017 onwards.

Signed on behalf of the Board by:

Michael Bunbury

Chairman

Keith Corbin

Chairman of the Audit Committee

10 May 2018

Independent Auditor's Report
To the Members of HarbourVest Global Private Equity Limited

Opinion

We have audited the Financial Statements of HarbourVest Global Private Equity Limited (the 'Company') and its subsidiaries (together the 'Group') for the year ended 31 January 2018, which comprise the Consolidated Statement of Assets and Liabilities, the Consolidated Statement of Operations, Consolidated Statement of Changes in Net Assets, the Consolidated Statement of Cash Flows, the Consolidated Schedule of Investments, and the related notes 1 to 11, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United States Generally Accepted Accounting Principles ('US GAAP').

In our opinion, the Financial Statements:

· give a true and fair view of the state of the Group's affairs as at 31 January 2018 and of its profit for the year then ended;

· have been properly prepared in accordance with US GAAP; and

· have been properly prepared in accordance with the requirements of the Companies (Guernsey) Law, 2008.

Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing (UK) ('ISAs (UK)') and applicable law. Our responsibilities under those standards are further described in the 'Auditor's responsibilities for the audit of the Financial Statements' section of our report below. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the Financial Statements in the UK, including the FRC's Ethical Standard as applied to listed entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Use of Our Report

This report is made solely to the Company's members, as a body, in accordance with Section 262 of the Companies (Guernsey) Law, 2008. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Conclusions Relating to Principal Risks, Going Concern and Viability Statement

We have nothing to report in respect of the following information in the Annual Report, in relation to which the ISAs (UK) require us to report to you whether we have anything material to add or draw attention to:

· the disclosures in the Annual Report set out on pages 27 to 29 that describe the principal risks and explain how they are being managed or mitigated;

· the directors' confirmation set out on pages 27 to 29 in the Annual Report that they have carried out a robust assessment of the principal risks facing the entity, including those that would threaten its business model, future performance, solvency or liquidity;

· the directors' statement set out on page 65 of the Company's Annual Financial Reportin the Financial Statements about whether they considered it appropriate to adopt the going concern basis of accounting in preparing them, and their identification of any material uncertainties to the entity's ability to continue to do so over a period of at least twelve months from the date of approval of the Financial Statements;

· whether the directors' statement in relation to going concern required under the Listing Rules is materially inconsistent with our knowledge obtained in the audit; or

· the Directors' explanation set out on page 76 in the Annual Report as to how they have assessed the prospects of the entity, over what period they have done so and why they consider that period to be appropriate, and their statement as to whether they have a reasonable expectation that the entity will be able to continue in operation and meet its liabilities as they fall due over the period of their assessment, including any related disclosures drawing attention to any necessary qualifications or assumptions.

Overview of our Audit Approach

Risk of material misstatement:

We have determined that misstatement or manipulation of the valuation of the Group's investments in the underlying funds/HarbourVest Direct Investment funds is the only key audit matter for the current year.

Audit Scope:

We have audited the Financial Statements of HarbourVest Global Private Equity Limited (the 'Company') and its subsidiaries (together the 'Group') for the year ended 31 January 2018.

The audit was led from Guernsey. The audit team mainly included individuals from the Guernsey office of Ernst & Young LLP and from the Boston office of Ernst & Young LLP in the US, and utilised private equity valuation specialists from the Boston office of Ernst & Young LLP in the US. We operated as an integrated audit team and we performed audit procedures and responded to the risk identified as described below.

Materiality:

Overall materiality of $33.6 million (2017: $29.5 million), which is 2 per cent of net assets.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Financial Statements of the current year and include the most significant assessed risks of material misstatement (whether or not due to fraud) that we identified. These matters included those which had the greatest effect on the overall audit strategy, the allocation of resources in the audit and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the Financial Statements as a whole, and in our opinion thereon, and we do not provide a separate opinion on these matters.

An Overview of the Scope of Our Audit

Tailoring the Scope

Our assessment of audit risk, our evaluation of materiality and our allocation of performance materiality determine our audit scope for the Group. This enables us to form an opinion on the Financial Statements. We take into account size, risk profile, the organisation of the Group and effectiveness of controls, including controls and changes in the business environment when assessing the level of work to be performed. All audit work was performed directly by the audit engagement team.

The audit was led from Guernsey and utilised audit team members from the Boston office of Ernst & Young LLP in the US. We operated as an integrated audit team across the two jurisdictions and we performed audit procedures and responded to the risk identified as described above.

The Group comprises the Company and its five wholly owned subsidiaries as explained in note 2 to the financial statements. The Company, each subsidiary and the consolidation are subject to full scope audit procedures. Other than the investments which the Company holds directly, the subsidiaries own the investments, which are set out in the consolidated schedule of investments, and on which we performed our work on valuation.

Our Application of Materiality

We apply the concept of materiality in planning and performing the audit, in evaluating the effect of identified misstatements on the audit and in forming our audit opinion.

Materiality

'Materiality' is the magnitude of omissions or misstatements that, individually or in aggregate, could reasonably be expected to influence the economic decisions of the users of the Financial Statements. Materiality provides a basis for determining the nature and extent of our audit procedures.

We determined planning materiality for the Group to be $33.6 million (2017: $29.5 million), which is 2 per cent (2017: 2 per cent) of net asset value. This provided a basis for determining the nature, timing and extent of risk assessment procedures, identifying and assessing the risk of material misstatement and determining the nature, timing and extent of further audit procedures. We used net asset value as a basis for determining planning materiality because the Group's primary performance measures for internal and external reporting are based on net asset value.

Performance Materiality

'Performance materiality' is the application of materiality at the individual account or balance level. It is set at an amount to reduce to an appropriately low level the probability that the aggregate of uncorrected and undetected misstatements exceeds materiality.

On the basis of our risk assessments, together with our assessment of the Group's overall control environment, our judgement was that overall performance materiality (i.e. our tolerance for misstatement in an individual account or balance) for the Group should be 75 per cent of materiality, namely $25.2 million (2017: 75 per cent. of materiality, namely $22.1 million). Our objective in adopting this approach was to ensure that total uncorrected and undetected audit differences in the Financial Statements did not exceed our materiality level.

Reporting Threshold

'Reporting threshold' is an amount below which identified misstatements are considered as being clearly trivial.

We agreed with the Audit Committee that we would report to them all audit differences in excess of $1.7 million (2017: $1.5 million) which is set at 5 per cent of planning materiality, as well as differences below that threshold that, in our view, warranted reporting on qualitative grounds.

We evaluated any uncorrected misstatements against both the quantitative measures of materiality discussed above and in light of other relevant qualitative considerations in forming our opinion.

Other Information

The other information comprises the information included in the Annual Report set out on pages 1 to 78 and 102 to 124, other than the Financial Statements and our auditor's report thereon. The directors are responsible for the other information.

In connection with our audit of the Financial Statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the Financial Statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the Financial Statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of the other information, we are required to report that fact.

We have nothing to report in this regard.

In this context, we also have nothing to report in regard to our responsibility to specifically address the following items in the other information and to report as uncorrected material misstatements of the other information where we conclude that those items meet the following conditions:

Fair, balanced and understandable set out on page 77of the Company's Annual Financial Report -the statement given by the directors that they consider the Annual Report and Financial Statements taken as a whole is fair, balanced and understandable and provides the information necessary for Shareholders to assess the Group's performance, business model and strategy, is materially inconsistent with our knowledge obtained in the audit; or

Audit committee reporting set out on pages 68 to 70of the Company's Annual Financial Report -the section describing the work of the audit committee does not appropriately address matters communicated by us to the audit committee is materially inconsistent with our knowledge obtained in the audit; or

Directors' statement of compliance with the UK Corporate Governance Code set out on pages 73 to 77of the Company's Annual Financial Report -the parts of the directors' statement required under the Listing Rules relating to the Group's compliance with the UK Corporate Governance Code containing provisions specified for review by the auditor in accordance with Listing Rule 9.8.10R(2) do not properly disclose a departure from a relevant provision of the UK Corporate Governance Code.

Matters on which we are Required to Report by Exception

We have nothing to report in respect of the following matters in relation to which the Companies (Guernsey) Law, 2008 requires us to report to you if, in our opinion:

· proper accounting records have not been kept by the Company; or

· the Financial Statements are not in agreement with the Company's accounting records and returns; or

· we have not received all the information and explanations we require for our audit.

Responsibilities of Directors

As explained more fully in the directors' Responsibilities Statement set out on page 77of the Company's Annual Financial Report, the directors are responsible for the preparation of the Financial Statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of Financial Statements that are free from material misstatement, whether due to fraud or error.

In preparing the Financial Statements, the directors are responsible for assessing the Group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group to cease operations, or have no realistic alternative but to do so.

Auditor's Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Financial Statements.

A further description of our responsibilities for the audit of the Financial Statements is located on the Financial Reporting Council's website at https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

David Robert John Moore, ACA

For and on behalf of Ernst & Young LLP

Guernsey, Channel Islands

10 May 2018

Notes:

1. The maintenance and integrity of the Company's website is the sole responsibility of the Directors; the work carried out by the auditors does not involve consideration of these matters and, accordingly, the auditor accepts no responsibility for any changes that may have occurred to the Financial Statements since they were initially presented on the website.

2. Legislation in Guernsey governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

Independent Auditor's Report

To the Directors of HarbourVest Global Private Equity Limited

We have audited the accompanying consolidated financial statements of HarbourVest Global Private Equity Limited (the 'Company') and its subsidiaries (together the 'Group'), which comprise the consolidated statement of assets and liabilities, including the consolidated schedule of investments, as at 31 January 2018, and the related consolidated statements of operations, changes in net assets, and cash flows for the year then ended, and the related notes to the financial statements.

Management's Responsibility for the Financial Statements

Management is responsible for the preparation and fair presentation of these financial statements in conformity with United States Generally Accepted Accounting Principles ('US GAAP'); this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free of material misstatement, whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated financial position of HarbourVest Global Private Equity Limited at 31 January 2018, and the consolidated results of its operations, changes in its net assets, and its cash flows for the year then ended, in conformity with United States Generally Accepted Accounting Principles.

Ernst & Young LLP

Guernsey, Channel Islands

10 May 2018

Consolidated Statements of Assets and Liabilities

At 31 January 2018 and 2017

The accompanying notes are an integral part of the consolidated financial statements.

The Audited Consolidated Financial Statements on pages 86 to 101 of the Company's Annual Financial Report were approved by the Board on 10 May 2018 and were signed on its behalf by:

Michael Bunbury Keith Corbin

Chairman Chairman of the Audit Committee

Consolidated Statements of Operations

For the Years Ended 31 January 2018 and 2017

The accompanying notes are an integral part of the consolidated financial statements.

Consolidated Statements of Changes in Net Assets

For the Years Ended 31 January 2018 and 2017

The accompanying notes are an integral part of the consolidated financial statements.

Consolidated Statements of Cashflows

For the Years Ended 31 January 2018 and 2017

The accompanying notes are an integral part of the consolidated financial statements.

Consolidated Schedule of Investments

At 31 January 2018

* Includes purchase of limited partner interests for shares and cash at the time of HVPE's IPO.

† Includes ownership interests in HarbourVest Partners VII-Cayman Partnership entities.

‡ Includes ownership interest in Dover Street VII (AIV 1) Cayman L.P.

§ Fund denominated in euros. Commitment amount is €47,450,000.

** Fund denominated in euros. Commitment amount is €100,000,000.

†† Fund denominated in euros. Commitment amount is €63,000,000.

‡‡ Fund denominated in Canadian dollars. Commitment amount is C$32,000,000.

As of 31 January 2018, the cost basis of partnership investments is $1,291,341,910.

The accompanying notes are an integral part of the consolidated financial statements.

* Includes purchase of limited partner interests for shares and cash at the time of HVPE's IPO.

† Includes ownership interests in HarbourVest Partners VII-Cayman Partnership entities.

‡ Includes ownership interest in Dover Street VII (AIV 1) Cayman L.P.

§ Fund denominated in euros. Commitment amount is €47,450,000.

** Fund denominated in euros. Commitment amount is €100,000,000.

†† Fund denominated in euros. Commitment amount is €63,000,000.

‡‡ Fund denominated in Canadian dollars. Commitment amount is C$32,000,000.

As of 31 January 2017, the cost basis of partnership investments is $1,226,407,488.

The accompanying notes are an integral part of the consolidated financial statements.

Notes to Consolidated Financial Statements

Note 1 Company Organisation and Investment Objective

HarbourVest Global Private Equity Limited (the 'Company' or 'HVPE') is a closed-end investment company registered with the Registrar of Companies in Guernsey under The Companies (Guernsey) Law, 2008 (as amended). The Company's registered office is Ground Floor, Dorey Court, Admiral Park, St Peter Port, Guernsey, GY1 2HT.

The Company was incorporated and registered in Guernsey on 18 October 2007. HVPE is designed to offer shareholders long-term capital appreciation by investing in a diversified portfolio of private equity investments. The Company invests in private equity through private equity funds and may make co-investments or other opportunistic investments. The Company is managed by HarbourVest Advisers L.P. (the 'Investment Manager'), an affiliate of HarbourVest Partners, LLC ('HarbourVest'), a private equity fund-of-funds manager. The Company is intended to invest in and alongside existing and newly-formed HarbourVest funds. HarbourVest is a global private equity fund-of-funds manager and typically invests capital in primary partnerships, secondary investments, and direct investments across vintage years, geographies, industries, and strategies.

Operations of the Company commenced on 6 December 2007, following the initial global offering of the Class A ordinary shares.

Share Capital

At 31 January 2018, the Company's shares were listed on the London Stock Exchange under the symbol 'HVPE'. At 31 January 2018, there were 79,862,486 shares issued and outstanding. The shares are entitled to the income and increases and decreases in the net asset value ('NAV') of the Company, and to any dividends declared and paid, and have full voting rights. Dividends may be declared by the Board of Directors and paid from available assets subject to the directors being satisfied that the Company will, immediately after payment of the dividend, satisfy the statutory solvency test prescribed by The Companies (Guernsey) Law, 2008 (as amended).

Dividends will be paid to shareholders pro rata to their shareholdings.

The shareholders must approve any amendment to the Memorandum and Articles of Incorporation. The approval of 75% of the shares is required in respect of any changes that are administrative in nature, any material change from the investment strategy and/or investment objective of the Company, or any change to the terms of the investment management agreement.

There is no minimum statutory capital requirement under Guernsey law.

Investment Manager, Company Secretary, and Administrator

The directors have delegated certain day-to-day operations of the Company to the Investment Manager and the Company Secretary and Fund Administrator, under advice to the directors, pursuant to service agreements with those parties, within the context of the strategy set by the Board. The Investment Manager is responsible for, among other things, selecting, acquiring, and disposing of the Company's investments, carrying out financing, cash management, and risk management activities, providing investment advisory services, including with respect to HVPE's investment policies and procedures, and arranging for personnel and support staff of the Investment Manager to assist in the administrative and executive functions of the Company.

Directors

The directors are responsible for the determination of the investment policy of the Company on the advice of the Investment Manager and have overall responsibility for the Company's activities. This includes the periodic review of the Investment Manager's compliance with the Company's investment policies and procedures and the approval of certain investments. A majority of directors must be independent directors and not affiliated with HarbourVest or any affiliate of HarbourVest.

Note 2 Summary of Significant Accounting Policies

The following accounting policies have been applied consistently in dealing with items which are considered material in relation to the Company's consolidated financial position.

Basis of Presentation

The consolidated financial statements include the accounts of HarbourVest Global Private Equity Limited and its five wholly owned subsidiaries: HVGPE - Domestic A L.P., HVGPE - Domestic B L.P., HVGPE - Domestic C L.P., HVGPE - International A L.P., and HVGPE - International B L.P. (together 'the undertakings'). Each of the subsidiaries is a Cayman Islands limited partnership formed to facilitate the purchase of certain investments. All intercompany accounts and transactions have been eliminated in consolidation. Certain comparative amounts have been reclassified to conform to the current year presentation.

Method of Accounting

The consolidated financial statements are prepared in conformity with US generally accepted accounting principles ('US GAAP'), The Companies (Guernsey) Law, 2008 (as amended), and the Principal Documents. Under applicable rules of Guernsey law implementing the EU Transparency Directive, the Company is allowed to prepare its financial statements in accordance with US GAAP instead of IFRS.

The Company is an investment company following the accounting and reporting guidance of the Financial Accounting Standards Boards (FASB) Accounting Standards Codification ('ASC') Topic 946 Financial Services - Investment Companies.

Estimates

The preparation of the financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates.

Investments

Investments are stated at fair value in accordance with the Company's investment valuation policy. The inputs used to determine fair value include financial statements provided by the investment partnerships which typically include fair market value capital account balances. In reviewing the underlying financial statements and capital account balances, the Company considers compliance with ASC 820, the currency in which the investment is denominated, and other information deemed appropriate.

The fair value of the Company's investments is primarily based on the most recently reported NAV provided by the underlying investment manager as a practical expedient under ASC 820. This fair value is then adjusted for known investment operating expenses and subsequent transactions, including investments, realisations, changes in foreign currency exchange rates, and changes in value of private and public securities. This valuation does not necessarily reflect amounts that might ultimately be realised from the investment and the difference can be material.

Securities for which a public market does exist are valued by the Company at quoted market prices at the balance sheet date. Generally, the partnership investments have a defined term and cannot be transferred without the consent of the General Partner of the limited partnership in which the investment has been made.

Foreign Currency Transactions

The currency in which the Company operates is US dollars, which is also the presentation currency. Transactions denominated in foreign currencies are recorded in the local currency at the exchange rate in effect at the transaction dates. Foreign currency investments, investment commitments, cash and equivalents, and other assets and liabilities are translated at the rates in effect at the balance sheet date. Foreign currency translation gains and losses are included in realised and unrealised gains (losses) on investments as incurred. The Company does not segregate that portion of realised or unrealised gains and losses attributable to foreign currency translation on investments.

Cash and Equivalents

The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. The carrying amount included in the balance sheet for cash and equivalents approximates their fair value. The Company maintains bank accounts denominated in US dollars, in euros, and in pounds sterling. The Company may invest excess cash balances in highly liquid instruments such as certificates of deposit, sovereign debt obligations of certain countries, and money market funds that are highly rated by the credit rating agencies. The associated credit risk of the cash and equivalents is monitored by the Board and the Investment Manager on a regular basis. The Board has authorised the Investment Manager to manage the cash balances on a daily basis according to the terms set out in the treasury policies created by the Board.

Investment Income

Investment income includes interest from cash and equivalents and dividends. Dividends are recorded when they are declared and interest is recorded when earned.

Operating Expenses

Operating expenses include amounts directly incurred by the Company as part of its operations, and do not include amounts incurred from the operations of the investment entities.

Net Realised Gains and Losses on Investments

For investments in private equity funds, the Company records its share of realised gains and losses as reported by the Investment Manager including fund level related expenses and management fees, and is net of any carry allocation. Realised gains and losses are calculated as the difference between proceeds received and the related cost of the investment.

Net Change in Unrealised Appreciation and Depreciation on Investments

For investments in private equity funds, the Company records its share of change in unrealised gains and losses as reported by the investment manager as an increase or decrease in unrealised appreciation or depreciation of investments and is net of any carry allocation. When an investment is realised, the related unrealised appreciation or depreciation is recognised as realised.

Income Taxes

The Company is registered in Guernsey as a tax exempt company. The States of Guernsey Income Tax Authority has granted the Company exemption from Guernsey income tax under the provision of the Income Tax (Exempt Bodies) (Guernsey) Ordinance 1989 (as amended) and the Company will be charged an annual exemption fee of £1,200 included as other expenses in the Consolidated Statements of Operations.

Income may be subject to withholding taxes imposed by the US or other countries which will impact the Company's effective tax rate.

Investments made in entities that generate US source income may subject the Company to certain US federal and state income tax consequences. A US withholding tax at the rate of 30% may be applied on the distributive share of any US source dividends and interest (subject to certain exemptions) and certain other income that is received directly or through one or more entities treated as either partnerships or disregarded entities for US federal income tax purposes. Furthermore, investments made in entities that generate income that is effectively connected with a US trade or business may also subject the Company to certain US federal and state income tax consequences. The US requires withholding on effectively connected income at the highest US rate (generally 35%). In addition, the Company may also be subject to a branch profits tax which can be imposed at a rate of up to 30% of any after-tax, effectively connected income associated with a US trade or business. However, no amounts have been accrued.

The Company accounts for income taxes under the provisions of ASC 740, 'Income Taxes.' This standard establishes consistent thresholds as it relates to accounting for income taxes. It defines the threshold for recognising the benefits of tax-return positions in the financial statements as 'more-likely-than-not' to be sustained by the taxing authority and requires measurement of a tax position meeting the more-likely-than-not criterion, based on the largest benefit that is more than 50% likely to be realised. For the year ended 31 January 2018, the Investment Manager has analysed the Company's inventory of tax positions taken with respect to all applicable income tax issues for all open tax years (in each respective jurisdiction), and has concluded that no provision for income tax is required in the Company's financial statements.

Shareholders in certain jurisdictions may have individual tax consequences from ownership of the Company's shares. The Company has not accounted for any such tax consequences in these consolidated financial statements.

Market and Other Risk Factors

The Company's investments are subject to various risk factors including market, credit, interest rate, and currency risk. Investments are based primarily in the US, Europe and Asia Pacific, and thus have concentrations in such regions. The Company's investments are also subject to the risks associated with investing in leveraged buyout and venture capital transactions that are illiquid and non-publicly traded. Such investments are inherently more sensitive to declines in revenues and to increases in expenses that may occur due to general downward swings in the world economy or other risk factors including increasingly intense competition, rapid changes in technology, changes in federal, state and foreign regulations, and limited capital investments.

The Company is subject to credit and liquidity risk to the extent any financial institution with which it conducts business is unable to fulfil contracted obligations on its behalf. Management monitors the financial condition of those financial institutions and does not anticipate any losses from these counterparties.

Note 3 Material Agreements and Related Fees

Administrative Agreement

The Company retained JTC Group ('JTC') as Company Secretary and Administrator for the year. Fees for these services are paid as invoiced by JTC and include an administration fee of £14,372 per annum, a secretarial fee of £30,631 per annum, an additional value fee equal to 1/12 of 0.005% of the net asset value of the Company above $200 million as at the last business day of each month, and reimbursable expenses.

During the year ended 31 January 2018, fees of $130,439 were incurred to JTC and are included as other expenses in the Consolidated Statements of Operations.

Registrar

The Company has retained Link Asset Services (formerly 'Capita') as share registrar. Fees for this service include a base fee of £22,262, plus other miscellaneous expenses. During the year ended 31 January 2018, registrar fees of $52,608 were incurred and are included as other expenses in the Consolidated Statements of Operations.

Independent Auditor's Fees

For the year ended 31 January 2018, $135,400 has been accrued for auditor's fees and is included in professional fees in the Consolidated Statements of Operations. Non-audit fees paid to the Auditor by the Company were nil. Ernst & Young in the US was paid non-audit fees of $103,200 by the Investment Manager, in relation to tax services provided for the year ended 31 January 2018, which were reimbursed by the Company.

Investment Management Agreement

The Company has retained HarbourVest Advisers L.P. as the Investment Manager. The Investment Manager is reimbursed for costs and expenses incurred on behalf of the Company in connection with the management and operation of the Company. The Investment Manager does not directly charge HVPE management fees or performance fees other than with respect to parallel investments. However, as an investor in the HarbourVest funds, HVPE is charged the same management fees and is subject to the same performance allocations as other investors in such HarbourVest funds. During the year ended 31 January 2018, reimbursements for services provided by the Investment Manager were $1,457,264.

During the year ended 31 January 2018, HVPE had two parallel investments: HarbourVest Acquisition S.à.r.l. (via HVPE Avalon Co-Investment L.P.) and HarbourVest Structured Solutions II, L.P. (via HVPE Charlotte Co-Investment L.P.). Management fees paid for the parallel investments made by the Company were consistent with the fees charged by the funds alongside which the parallel investments were made during the years ended 31 January 2018 and 2017. Management fees included in the Consolidated Statements of Operations are shown in the table below:

For the period from 1 February 2017 through 30 September 2017 (termination date of fee), management fees on the HVPE Avalon Co-Investment L.P. investment were calculated based on a weighted average effective annual rate of 1.08% on committed capital to the parallel investment. For the year ended 31 January 2018, management fees on the HVPE Charlotte Co-Investment L.P. investment were calculated based on a weighted average effective annual rate of 0.95% on capital originally committed (0.91% on committed capital net of management fee offsets) to the parallel investment.

Note 4 Investments

In accordance with the authoritative guidance on fair value measurements and disclosures under generally accepted accounting principles in the United States, the Company discloses the fair value of its investments in a hierarchy that prioritises the inputs to valuation techniques used to measure the fair value. The hierarchy gives the highest priority to un‑adjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The guidance establishes three levels of the fair value hierarchy as follows:

Level 1 - Inputs that reflect unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date;

Level 2 - Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly, including inputs in markets that are not considered to be active;

Level 3 - Inputs that are unobservable. Generally, the majority of the Company's investments are valued utilizing unobservable inputs, and are therefore classified within Level 3.

Level 3 investments include limited partnership interests in HarbourVest funds which report under US generally accepted accounting principles. Inputs used to determine fair value are primarily based on the most recently reported NAV provided by the underlying investment manager as a practical expedient under ASC 820. The fair value is then adjusted for known investment operating expenses and subsequent transactions, including investments, realisations, changes in foreign currency exchange rates, and changes in value of private and public securities.

Income derived from investments in HarbourVest funds is recorded using the equity pick-up method. Under the equity pick-up-method of accounting, the Company's proportionate share of the net income (loss) and net realised gains (losses), as reported by the HarbourVest funds, is reflected in the consolidated statements of operations as net realised gain (loss) on investments. The Company's proportionate share of the aggregate increase or decrease in unrealised appreciation (depreciation), as reported by the HarbourVest funds, is reflected in the consolidated statements of operations as net change in unrealised appreciation (depreciation) on investments.

Because of the inherent uncertainty of these valuations, the estimated fair value may differ significantly from the value that would have been used had a ready market for this security existed, and the difference could be material.

The following table summarises the Company's investments that were accounted for at fair value by level within the fair value hierarchy:

The Company recognises transfers at the current value at the transfer date. There were no transfers during the year ended 31 January 2018. Investments include limited partnership interests in private equity partnerships, all of which carry restrictions on redemption. The investments are non-redeemable and the Investment Manager estimates an average remaining life of 10 years with a range of 1 to 17 years remaining.

As of 31 January 2018, the Company had invested $2,768,586,847, or 69.1% of the Company's committed capital in investments and had received $2,335,668,619 in cumulative distributions (including dividends from the formerly held investment HarbourVest Senior Loans Europe).

There were no investment transactions during the year ended 31 January 2018 in which an investment was acquired and disposed of during the year.

Note 5 Commitments

As of 31 January 2018, the Company has unfunded investment commitments to other limited partnerships of $1,237,494,068 which are payable upon notice by the partnerships to which the commitments have been made. Unfunded investment commitments of $1,157,772,486 are denominated in US dollars, $55,690,445 are denominated in euros, and $24,031,137 are denominated in Canadian dollars.

Note 6 Debt Facility

On 4 December 2007, the Company entered into an agreement with Lloyds Bank plc regarding a multi-currency revolving credit facility ('Facility') for an aggregate amount up to $500 million. As of 28 September 2015, the debt facility was amended to include Credit Suisse as an additional lender to the Company's Facility Agreement with Lloyds Bank Plc. On 1 December 2017, the debt facility was amended to extend the facility to December 2022 and to adjustment lender commitments. Lloyds Bank plc commitment was amended to $250 million, and Credit Suisse commitment was amended to $250 million.

Amounts borrowed against the Facility accrue interest at an aggregate rate of the LIBOR/EURIBOR, a margin, and, under certain circumstances, a mandatory minimum cost. The Facility was secured by the private equity investments and cash and equivalents of the Company, as defined in the agreement. Availability of funds under the Facility and interim repayments of amounts borrowed are subject to certain covenants and diversity tests applied to the Investment Portfolio of the Company. At 31 January 2018 and 2017, there was no debt outstanding against the Facility. Included in other assets at 31 January 2018 are deferred financing costs of $6,364,430 related to refinancing the facility. The deferred financing costs are amortised on the terms of the facility. The Company is required to pay a non-utilisation fee calculated as 90 basis points per annum from 1 February 2016 to 22 December 2016 and 115 basis points per annum from 23 December 2016 to 31 January 2018. For the year ended 31 January 2018, $5,829,861 in non-utilisation fees have been incurred.

Note 7 Financial Highlights

For the Years Ended 31 January 2018 and 2017

* Represents share price of £12.52 converted.

† Does not include operating expenses of underlying investments.

††The turnover ratio has been calculated as the number of transactions divided by the average net assets.

Note 8 Publication and Calculation of Net Asset Value

The NAV of the Company is equal to the value of its total assets less its total liabilities. The NAV per share is calculated by dividing the net asset value by the number of shares in issue on that day. The Company publishes the NAV per share of the shares as calculated, monthly in arrears, at each month-end, generally within 15 days.

Note 9 Related party transactions

Other amounts payable to HarbourVest Advisers L.P. of $227,767 represent expenses of the Company incurred in the ordinary course of business, which have been paid by and are reimbursable to HarbourVest Advisers L.P. at 31 January 2018.

Board-related expenses, primarily compensation, of $580,491 were incurred during the year ended 31 January 2018.

Note 10 Indemnifications

General Indemnifications

In the normal course of business, the Company may enter into contracts that contain a variety of representations and warranties and which provide for general indemnifications. The Company's maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Company that have not yet occurred. Based on the prior experience of the Investment Manager, the Company expects the risk of loss under these indemnifications to be remote.

Investment Manager Indemnifications

Consistent with standard business practices in the normal course of business, the Company has provided general indemnifications to the Investment Manager, any affiliate of the Investment Manager and any person acting on behalf of the Investment Manager or such affiliate when they act in good faith, in the best interest of the Company. The Company is unable to develop an estimate of the maximum potential amount of future payments that could potentially result from any hypothetical future claim, but expects the risk of having to make any payments under these general business indemnifications to be remote.

Directors and Officers Indemnifications

The Company's articles of incorporation provide that the directors, managers or other officers of the Company shall be fully indemnified by the Company from and against all actions, expenses and liabilities which they may incur by reason of any contract entered into or any act in or about the execution of their offices, except such (if any) as they shall incur by or through their own negligence, default, breach of duty or breach of trust respectively.

Note 11 Subsequent Events

In the preparation of the financial statements, the Company has evaluated the effects, if any, of events occurring after 31 January 2018 to 10 May 2018, the date that the financial statements were issued.

On 26 March 2018, the Company committed $35 million to the HarbourVest XI Buyout, $10 million to HarbourVest XI Micro Buyout and $20 million to HarbourVest XI Venture.

On 30 March 2018, the Company committed $20 million to the HarbourVest 2018 Global Fund.

On 30 April 2018, the Company committed $40 million to Fund XI Buyout, $10 million to Fund XI Micro Buyout, and $20 million to Fund XI Venture.

There were no other events or material transactions subsequent to 31 January 2018 that required recognition or disclosure in the financial statements.

Disclosures

Investments

The companies represented within this report are provided for illustrative purposes only, as example portfolio holdings. There are over 7,700 individual companies in the HVPE portfolio, with no one company comprising more than 1.5% of the entire portfolio.

The deal summaries, general partners (managers), and/or companies shown within the report are intended for illustrative purposes only. While they may represent an actual investment or relationship in the HVPE portfolio, there is no guarantee they will remain in the portfolio in the future.

Past performance is no guarantee of future returns.

Forward-Looking Statements

This report contains certain forward-looking statements.

Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. In some cases, for-ward-looking statements can be identified by terms such as ''anticipate,'' ''believe,'' ''could,'' ''estimate,'' ''expect,'' ''intend,'' ''may,'' ''plan,'' ''potential,'' ''should,'' ''will,'' and ''would,'' or the negative of those terms or other comparable terminology. The forward-looking statements are based on the Investment Manager's beliefs, assumptions, and expectations of future performance and market developments, taking into account all information currently available. These beliefs, assumptions, and expectations can change as a result of many possible events or factors, not all of which are known or are within the Investment Manager's control. If a change occurs, the Company's business, financial condition, liquidity, and results of operations may vary materially from those expressed in forward-looking statements.

By their nature, forward-looking statements involve known and unknown risks and uncertainties because they relate to events, and depend on circumstances, that may or may not occur in the future. Forward-looking statements are not guarantees of future performance. Any forward-looking statements are only made as at the date of this document, and the Investment Manager neither intends nor assumes any obligation to update forward-looking statements set forth in this document whether as a result of new information, future events, or otherwise, except as required by law or other applicable regulation.

In light of these risks, uncertainties, and assumptions, the events described by any such forward-looking statements might not occur. The Investment Manager qualifies any and all of its forward-looking statements by these cautionary factors.

Please keep this cautionary note in mind while reading this report.

Some of the factors that could cause actual results to vary from those expressed in forward-looking statements include, but are not limited to:

· the factors described in this report;

· the rate at which HVPE deploys its capital in investments and achieves expected rates of return;

· HarbourVest's ability to execute its investment strategy, including through the identification of a sufficient number of appropriate investments;

· the ability of third-party managers of funds in which
the HarbourVest funds are invested and of funds in which the Company may invest through parallel investments to execute their own strategies and achieve intended returns;

· the continuation of the Investment Manager as manager of the Company's investments, the continued affiliation with HarbourVest of its key investment professionals, and the continued willingness of HarbourVest to sponsor the formation of and capital raising by, and to manage, new private equity funds;

· HVPE's financial condition and liquidity, including its ability to access or obtain new sources of financing at attractive rates in order to fund short-term liquidity needs in accordance with the investment strategy and commitment policy;

· changes in the values of, or returns on, investments that the Company makes;

· changes in financial markets, interest rates or industry, general economic or political conditions; and

· the general volatility of the capital markets and the market price of HVPE's shares.

Publication and Calculation of Net Asset Value

The NAV of the Company is equal to the value of its total assets less its total liabilities. The NAV per share of each class is calculated by dividing the net asset value of the relevant class account by the number of shares of the relevant class in issue on that day. The Company intends to publish the estimated NAV per share and the NAV per share for the Ordinary shares as calculated, monthly in arrears, as at each month-end, generally within 15 days.

Regulatory Information

HVPE is required to comply with the Listing, Disclosure Guidance and Transparency Rules of the Financial Conduct Authority in the United Kingdom (the 'LPDGT Rules'). It is also authorised by the Guernsey Financial Services Commission as an authorised closed-ended investment scheme under the Protection of Investors (Bailiwick of Guernsey) Law, 1987, as amended (the 'POI Law'). HVPE is subject to certain ongoing requirements under the LPDGT Rules and the POI Law and certain rules promulgated thereunder relating to the disclosure of certain information to investors, including the publication of annual and half-yearly financial reports.