New incentive scheme

JELF GROUP PLC

("Jelf" or the "Company")

New incentive scheme

Jelf, an independent full service UK based brokerage that supports businesses and individuals, announces that it has implemented a new incentive scheme (the "Scheme") for Executive Management and a small number of key revenue producers.

The Scheme is a cash scheme which would only be triggered in the event of a successful offer for the entire issued share capital of the Company at a price in excess of a threshold price (the "Threshold Price"). The Threshold Price has been set at a significant premium over the closing mid-market price of a Jelf share on 5 December 2014 of 123.5 pence.

The Non-Executive Directors believe that it is in the interests of the Company and its shareholders if management are incentivised to deliver exceptional performance which could lead to a highly attractive exit valuation for the Company. In addition, they believe that it is in the interests of the Company that key executives and revenue producers are incentivised to remain with the company up to the date of any possible transaction.

The aggregate value of any payments pursuant to the Scheme will be equivalent to up to 25 per cent. of the excess value per share of an offer for the Company over the Threshold Price, subject to appropriate adjustments in the event of a capital restructuring event, major change in dividend policy or return of capital to shareholders. The Scheme will lapse in the event that an offer for the entire issued share capital of the Company has not been completed by 30 September 2017.

Alex Alway, Christopher Jelf, John Harding, Philip Barton and Glenn Thomas are beneficiaries of the Scheme and Directors / PDMR's of Jelf and, accordingly, the potential payments to each of them are related party transactions pursuant to Rule 13 of the AIM Rules.

Alex Alway's participation in the Scheme is up to 9.0 per cent. of the aggregate value of the Scheme.

Philip Barton's participation in the Scheme is up to 15.0 per cent. of the aggregate value of the Scheme.

John Harding's participation in the Scheme is up to 2.0 per cent. of the aggregate value of the Scheme.

Christopher Jelf's participation in the Scheme is up to 5.0 per cent. of the aggregate value of the Scheme.

Glenn Thomas's participation in the Scheme is up to 17.0 per cent. of the aggregate value of the Scheme.

With the exception of Alex Alway, Philip Barton, John Harding and Christopher Jelf, who are interested in the Scheme as related parties pursuant to the AIM Rules the Jelf Directors, namely Les Owen, Alex Rowe, Grahame Stott, Jonathan Kelly and Christopher Hanks consider, having consulted with finnCap in its capacity as the Company's nominated adviser that the terms of the Scheme are fair and reasonable insofar as Jelf's shareholders are concerned.

Enquiries

Jelf Group plc 01454 272727

Les Owen Non-Executive Chairman

Alex Rowe Non-Executive Director and Chairman of the Remuneration and Nominations Committee

finnCap Nomad & Broker 0207 220 0500

Matt Goode Corporate Finance

Grant Bergman Corporate Finance

Stephen Norcross Corporate Broking

Further information is available about Jelf at the Group's website: www.jelfgroup.com