Audited results, FCA redress and a wind-down plan: where Jarvis stands now
Jarvis Securities has published its audited results for the 18 months to 30 June 2025 and set out a clear path to wind down its regulated subsidiary, Jarvis Investment Management Limited (JIML). The period was dominated by the sale of the retail execution-only client book, fresh FCA-related provisions, and preparations for a likely cancellation from AIM with a return of any remaining distributable reserves to shareholders.
The retail client sale to Interactive Investor completed on 7 July 2025, with £9.0 million received on 8 July. Two further deferred consideration payments of £1.0 million each are due 12 and 24 months after completion, subject to criteria disclosed previously. S&W Partners LLP has been appointed to oversee an effective wind-down and review any remaining assets for value realisation.
Results headline: profits lower, costs elevated by remediation and wind-down
Jarvis delivered revenue of £17.85 million and profit before tax of £2.97 million for the 18-month period. Exceptional administrative expenses of £4.05 million include £2.83 million of FCA-related redress provisions, which were the main drag on profitability. After tax, profit was £2.18 million, equating to reported EPS of 4.88p for the extended period and an annualised EPS of 3.25p versus 8.90p for 2023.
Management’s adjusted lens shows PBT plus exceptional costs of £7.0 million for the 18 months, which is lower on an annualised basis than the 2023 equivalent (£6.5 million). The picture reflects lower trading commission as Model B clients reduced, and sustained spend on remediation and the Skilled Person work, partly offset by higher average interest income earlier in the period.
Retail client sale: up to £11.0 million, wind-down underway
The retail execution-only business was sold for up to £11.0 million cash consideration. £9.0 million was received on 8 July 2025, with two £1.0 million deferred payments due in July 2026 and July 2027, subject to conditions. With the client book gone, JIML is in wind-down, and Jarvis expects to become an AIM Rule 15 “Cash Shell” once all or substantially all client agreements or assets are transferred.
The Board does not intend to pursue acquisitions. Instead, the current plan is to seek an AIM cancellation under Rule 41 in due course, with a return of any distributable reserves after the FCA Voluntary Agreed restrictions (VReQ) are lifted. This will require shareholder approval.
FCA redress provisions of £2.83 million: what went wrong and what could change
As part of the FCA engagement and wind-down, JIML has identified historic breaches requiring client redress:
- Inducements breach – commission sharing with an introducer.
- Unclear or potentially misleading language in legacy client terms concerning the rate and conditions for paying interest on client money.
JIML currently estimates a redress liability over the next 12 months of about £2.8 million. This is complex and subject to FCA engagement, client scope and opt-in assumptions, and the calculation approach. Management cautions that the amount may be materially adjusted if assumptions change. Sensitivity disclosed: a 25% uplift would add £707,962, and a 0.5% increase in the interest rate used would increase the provision by £1,489,162.
Cash, dividends and capital: the runway to closure
Group cash and cash equivalents were £6.42 million at 30 June 2025. Including post-period movements, the Group reports cash of £10.4 million as at 29 December 2025. Interest income continues, though reduced as client money shrinks, and there are other small revenue streams. The Board will review its ability to pay dividends quarterly.
During the period, Jarvis paid interim dividends totalling 6.75p per share. A special dividend of 2.90p per share was declared on 31 July 2025 and paid on 3 September 2025. No final dividend is proposed. Note that JIML is currently restricted from paying dividends to Jarvis Securities plc under the FCA VReQ, so any distributions depend on cash at the plc level and regulatory constraints.
Regulatory capital and controls: solvency recovered post-sale
At 30 June 2025, JIML reported regulatory capital resources of £0.7 million and an Own Funds Threshold Requirement of £7.1 million, a solvency ratio of 11% while awaiting completion of the sale. After completion, solvency returned to 204% as at 31 July 2025. JIML maintains an Internal Capital and Risk Assessment (ICARA) and publishes annual MIFIDPRU 8 disclosures on its website.
S&W Partners will also review remaining Group assets for potential disposals to enhance value. The Directors currently believe JIML has headroom to cover its costs until final close-down, which will be monitored with S&W.
Key figures you should know
| Metric | Figure |
|---|---|
| Period | 18 months to 30 June 2025 |
| Revenue | £17,850,462 |
| Gross interest income | £12,063,459 |
| Commissions | £3,177,939 |
| Fees | £2,609,064 |
| Profit before tax | £2,973,363 |
| Exceptional admin expenses | £4,050,186 |
| Redress provision within exceptional | £2,831,848 |
| Income tax charge | £790,719 |
| Profit after tax | £2,182,644 |
| EPS (reported) | 4.88p |
| EPS (annualised) | 3.25p |
| Average share price during period | 49p |
| P/E ratio | 10.08 |
| Cash and cash equivalents (30 Jun 2025) | £6,423,956 |
| Group cash (29 Dec 2025) | £10.4 million |
| Retail book sale proceeds received | £9,000,000 |
| Deferred consideration due | £1,000,000 + £1,000,000 |
| Dividends during period | 6.75p per share |
| Special dividend (declared 31 Jul 2025) | 2.90p per share |
| Solvency ratio | 11% at 30 Jun 2025; 204% at 31 Jul 2025 |
My take: why this matters for shareholders
This update makes the strategy explicit. Jarvis is not trying to rebuild the old business. It has sold the retail book, is winding JIML down, and intends to cancel the AIM listing and return surplus cash, subject to regulatory constraints and shareholder approval. For investors, the story now is about cash stewardship, redress resolution, and unlocking remaining value efficiently.
Positives: cash of £10.4 million at 29 December 2025, two potential £1.0 million deferred payments to come, and solvency restored post-sale. Negatives: profitability is much lower, redress could move materially, and costs remain significant during wind-down. Until the VReQ is lifted, distributions are constrained, and the timing and quantum of any return of capital remain uncertain.
What to watch next
- General Meeting on 29 January 2026 at 9am to approve the accounts.
- FCA engagement on the redress scheme terms, client scope and methodology. Final cost could move from the current £2.83 million estimate.
- Cash movements as wind-down progresses, including potential receipt of the £1.0 million deferred consideration in July 2026.
- Any update on the VReQ being lifted, enabling a return of distributable reserves.
- Formal steps toward AIM cancellation and the proposed return of capital.
- S&W Partners’ review of remaining assets and potential disposals.
Essential housekeeping and dates
The Annual Report and Accounts for the 18 months ended 30 June 2025 and the GM notice will be available at www.jarvissecurities.co.uk. The GM is set for 29 January 2026 at Spa Hotel, Tunbridge Wells, TN4 8XJ.
Bottom line: Jarvis is now a wind-down and cash-return situation. Execution quality on redress, cost control and regulatory closure will determine how much comes back to shareholders and how quickly.
