Jarvis Securities : PrimaryBid Offer, Notice of General Meeting & Reduction of Capital

THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. It contains the resolutions to be voted on at the General Meeting of Jarvis Securities PLC ("Jarvis Securities" or the "Company") to be held on 4 May 2021. If you are in any doubt about the action you should take, you are recommended immediately to seek advice from your stockbroker, solicitor, accountant or other independent financial adviser duly authorised under the Financial Services and Markets Act 2000 (as amended) who specialises in advising on the acquisition of shares and other securities.

The Directors of Jarvis Securities, whose names appear on page 11 of this document, accept responsibility for the information contained in this document. To the best of the knowledge and belief of the Directors (who have taken reasonable care to ensure that such is the case), the information contained in this document is in accordance with the facts and does not omit anything likely to affect the import of such information.

If you have sold or otherwise transferred all of your ordinary shares of 0.25p pence each in the capital of the Company ("Ordinary Shares"), please immediately forward this document to the purchaser or transferee or to the stockbroker, bank or other agent through whom the sale or transfer was effected for onward transmission to the purchaser or transferee. However, this document should not be distributed, forwarded or transmitted in or into the United States of America, Canada, Australia the Republic of South Africa, Republic of Ireland or Japan or any other jurisdiction if to do so would constitute a violation of the relevant laws of such jurisdiction. If you have sold or transferred only part of your holding of ordinary shares you should retain this document, and immediately consult the stockbroker, bank or other agent through whom the sale or transfer was effected. This document should be read in conjunction with the Notice of General Meeting as set out at the end of this document. The whole text of this document should be read.

Notice of a General Meeting of Jarvis Securities plc to be held at 78 Mount Ephraim, Royal Tunbridge Wells TN4 8BS at 9 a.m. on 4 May 2021 is set out at the end of this document.

Jarvis Securities plc

(incorporated in England and Wales with registered number 5107012)

PrimaryBid Offer of up to 898,100 Treasury Shares at 250p per Ordinary Share ("PrimaryBid Offer")

Reduction of Capital

and

Notice of General Meeting

This document does not constitute an offer to sell or issue, or the solicitation of an offer to buy or subscribe for, Treasury Shares in any jurisdiction in which such offer or solicitation is unlawful. This document should not be copied or distributed by recipients and, in particular should not be distributed, published, reproduced or otherwise made available by any means, including electronic transmission, in, into or from the United States of America, Canada, Australia, the Republic of South Africa, Republic of Ireland or Japan or any other jurisdiction where to do so would be in breach of any other law and/or regulation. The Treasury Shares have not been, and will not be, registered in the United States of America under the United States Securities Act of 1933 (as amended) (the "Securities Act") or under the securities laws of any state of the United States of America or under the securities laws of any of Canada, Australia, the Republic of South Africa, or Japan and, subject to certain exemptions, may not be offered or sold, directly or indirectly, within or into the United States of America, Canada, Australia, the Republic of South Africa or Japan or to, or for the account or benefit of, US persons (as such term is defined in Regulation S under the Securities Act) or to any national, resident or citizen of Canada, Australia, the Republic of South Africa, or Japan. Neither this

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document nor any copy of it may be distributed in or sent to or taken into the United States, Canada, Australia, the Republic of South Africa or Japan, nor may it be distributed to any US person (within the meaning of Regulation S under the Securities Act). In addition, the securities to which this document relates must not be marketed into any jurisdiction where to do so would be unlawful. Persons into whose possession this document comes should inform themselves about, and observe any such restrictions.

Notice of a General Meeting of the Company to be held at 78 Mount Ephraim, Royal Tunbridge Wells,TN4 8BS at 9 a.m. on 4 May 2021, is set out at the end of this document. The action to be taken by Shareholders in respect of the General Meeting is set out on pages 18 and 19 of this Circular. At the time of posting, in light of the UK Government's measures introduced in response to the COVID-19 outbreak, including advice to avoid public gatherings and all non-essential travel and social contact, the Board has made the decision that the General Meeting will be held as a closed meeting. This means that the General Meeting will be convened with the minimum quorum of Shareholders as is required to conduct the formal business of the General Meeting. As such, for the safety and security of all involved, Shareholders and their proxies are strongly urged not to attend the General Meeting in person and Shareholders or appointed proxies who do attend will, regrettably, be denied entry. Shareholders are therefore strongly advised to appoint the Chairman of the General Meeting as their proxy to ensure that their vote is counted. Shareholders are also advised not to appoint multiple proxies but to appoint the Chairman of the meeting as their sole proxy. All resolutions will be taken on a poll.

If you hold your Ordinary Shares in certificated form, you are strongly encouraged to deliver your Form of Proxy to Share Registrars Limited at The Courtyard, 17 West Street, Farnham, Surrey, GU9 7DR or, scan and email your Form of Proxy to [e-mail]. Receipt of the Form of Proxy by Share Registrars Limited must be no later than 9 a.m. on 2 May 2021 (or in the case of an adjournment of the General Meeting, not later than 48 hours before the time fixed for the holding

of the adjourned meeting. Alternatively, you can submit your proxy vote online at www.shareregistrars.uk.comas soon as possible, but in any event so as to be received by no later than 9 a.m. on 2 May 2021 (or, in the case of an adjournment of the General Meeting, not later than 48 hours before the time fixed for the holding of the adjourned meeting).

If you hold your Ordinary Shares in uncertificated form (that is, in CREST) you may vote using the CREST Proxy Voting service in accordance with the procedures set out in the CREST Manual (please also refer to the accompanying notes to the Notice of the General Meeting set out at the end of this Circular). Proxies submitted via CREST must be received by the Company's agent, Share Registrars Limited (whose CREST ID is 7RA36) by no later than 9 a.m. on 2 May 2021 (or, in the case of an adjournment, not later than 48 hours before the time fixed for the holding of the adjourned meeting).

A copy of this document will be made available on the Company's website, www.jarvissecurities.co.uk. Neither the content of the Company's website nor any website accessible by hyperlinks from or to the Company's website is incorporated in, or forms part of, this document.

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FORWARD-LOOKING STATEMENTS

This document 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", "envisages", "estimates", "anticipates", "projects", "expects", "intends", "may", "will", "could", "seeks", or "should" or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. These forward-looking statements include matters that are not historical facts. They appear in a number of places throughout this document and include statements regarding the Company's and Directors' current intentions, beliefs or expectations concerning, amongst other things, investment strategy, financing strategy, performance, results of operations, financial condition, liquidity, prospects, growth, strategies and the industry in which the Group operates.

By their nature, forward-looking statements involve risks (including 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 an assurance of future performance. The Company's actual performance, results of operations, financial condition, liquidity and dividend policy and the development of the business sector in which the Group operates, may differ materially from those suggested by the forward-looking statements contained in this document. In addition, even if the Company's performance, results of operations, financial condition, liquidity and dividend policy and the development of the industry in which the Group operates, are consistent with the forward-looking statements contained in this document, those results or developments may not be indicative of results or developments in subsequent periods. In light of these risks, uncertainties and assumptions, the events described in the forward-looking statements in this document may or may not occur.

Any forward-looking statement in this document reflects the Company's current view with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to the matters referred to above. Prospective investors should specifically consider the factors identified in this document which could cause actual results to differ before making an investment decision. Other than in accordance with the Company's obligations under the AIM Rules, the Company does not undertake to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

Neither the forward-looking statements nor the underlying assumptions have been verified or audited by any third party.

SOURCES

Various market data and forecasts used in this document have been obtained from independent industry sources. Where such information has been used, the source of such information has been identified. The Company has not verified the data, statistics or information obtained from these sources and cannot give any guarantee of the accuracy or completeness of the data. Forecasts and other forward-looking information obtained from these sources are subject to the same qualifications risks and uncertainties as above.

BASIS ON WHICH INFORMATION IS PRESENTED

Various figures and percentages in the tables in this document, including financial information, have been rounded and accordingly may not match the total figure or percentage shown not total. As a result of this rounding, the totals of data presented in this document may vary slightly from the actual arithmetical totals of such data.

In this document, references to "pounds sterling", "£", "pence" and "p" are to the lawful currency of the United Kingdom.

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CONTENTS
	Page
DEFINITIONS ......................................................................................................................	5
EXPECTED TIMETABLE.....................................................................................................	8
PRIMARYBID OFFER STATISTICS ....................................................................................	9
DIRECTORS, COMPANY SECRETARY AND ADVISERS ................................................	10
LETTER FROM THE CHAIRMAN OF JARVIS SECURITIES PLC ....................................	11
NOTICE OF GENERAL MEETING ....................................................................................	18

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DEFINITIONS

The following definitions apply throughout this document unless the context requires otherwise:

"Act"

"AIM"

"AIM Rules"

"AM Rules for Companies"

"AIM Rules for Nominated Advisers"

"Articles"

"Board" or "Directors"

"Capital Reduction"

"Certificated" or "in certificated form"

"Company or Jarvis Securities"

"Court"

"Court Hearing"

"CREST"

the Companies Act 2006

AIM, a market of the London Stock Exchange

the AIM Rules for Companies and the AIM Rules for Nominated Advisers, as applicable

the rules for AIM companies published by the London Stock Exchange, as amended or re-issued from time to time

the rules for nominated advisers to AIM companies published by the London Stock Exchange, as amended or re-issued from time to time

the articles of association of the Company

the directors of the Company

the proposed cancellation of the Company's share premium account which as at 6 April 2021 stood at £1,690,043

the description of a share or other security which is not in uncertificated form (that is, not in CREST)

Jarvis Securities plc, a company incorporated in England and Wales with registration number 5107012 with its registered office at 78 Mount Ephraim, Royal Tunbridge Wells, Kent TN4 8BS

the High Court of Justice in England and Wales

the hearing by the Court to confirm the Capital Reduction

the computerised settlement system, facilitating the paperless settlement of trades and the holding of uncertificated shares administered by Euroclear UK & Ireland Limited, the operator of

CREST

"CREST Regulations"	the Uncertificated Securities Regulations 2001 of the UK (SI
	2001/3755)

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