Microcourt Limited – Tax Strategy

This document, which has been approved by the Board of Directors of Microcourt Limited ('Microcourt'), provides an overview of the tax strategy, tax policy and risk management of Microcourt. The strategy is drawn up in accordance with the requirements of Schedule 19 of the Finance Act 2016 and is effective from the start of the accounting period commencing 1 March 2017.

Microcourt is a UK based, wholly owned subsidiary of AG Interactive, Inc.

We are committed to being a responsible business in all aspects, and paying the right amount of tax at the right time is a fundamental principle of our operation.

We are therefore committed to:

Risk Management

We consider our tax affairs to be transparent and compliant with tax legislation. We however recognise that tax compliance is increasingly complex. Eliminating Tax Risks (being the incorrect application of tax rules or calculations within tax returns) entirely is impossible, as such Microcourt's assessment of the level of control required over the processes designed to reduce these Tax Risks is driven by the likelihood of occurrence and the scales of the impact.

We seek to identify, evaluate, monitor and manage these risks to ensure they remain in line with our objectives. There is very close liaison with our professional advisors, from whom advice is sought on all tax related matters where there is uncertainty or complexity. There is also a close working relationship with AG Interactive's tax department on group related matters that impact Microcourt.

The Board of Directors have responsibility for tax and advise AG Interactive on the tax position and risks of the Company, to ensure:

Tax planning

The Company will avail itself to available tax reliefs and allowances that are permitted by law, however we will not engage in tax schemes that are contrary to the clear intentions of tax legislation.

We will use tax planning within the confines of the above and such planning will be to support the business strategy, and to ensure that commercial transactions are structured in a tax efficient way. Consideration will be given, in arriving at such tax planning decisions, to ensure that that such decisions would not adversely impact on our reputation with our stakeholders.

We use external tax advisors to ensure that we receive the necessary technical guidance to ensure these tax planning concepts are adhered to.

HMRC relationship

The company seeks to have a transparent and constructive relationship with HMRC in which the Company acts in an open and honest manner. We engage with HMRC in a number of ways evidencing this approach.

In particular

January 2018