ZKL INVEST LTD

Company Registration Number:
10894612 (England and Wales)

Unaudited statutory accounts for the year ended 31 January 2026

Period of accounts

Start date: 1 February 2025

End date: 31 January 2026

ZKL INVEST LTD

Contents of the Financial Statements

for the Period Ended 31 January 2026

Directors report
Profit and loss
Balance sheet
Additional notes
Balance sheet notes

ZKL INVEST LTD

Directors' report period ended 31 January 2026

The directors present their report with the financial statements of the company for the period ended 31 January 2026

Principal activities of the company

The directorspresent their report with the financial statements of the company for the period ended 31 january 2026. Principal Activities of the company are Guarantees and Commitment.

Additional information

ZKL INVEST LTD Company Registration Number: 10894612 Directors Report for the year ended 31 January 2026 The Director presents his report together with the unaudited financial statements of ZKL INVEST LTD for the year ended 31 January 2026. Principal Activities During the financial year, the principal activity of the Company continued to be the provision, structuring and management of guarantees and commitments, together with related financial consultancy, underwriting support, risk assessment, transaction monitoring and administrative services. The Company operates in a specialised financial services segment focused on guarantee-related instruments and commitment-based financial solutions. Its activities include, where applicable, the issuance and management of financial guarantees and surety-related instruments, including bid bonds, performance bonds, advance payment bonds, maintenance bonds and other commitment-based products. The business model of the Company is based on prudent risk selection, financial capacity, contractual analysis, counterparty assessment, monitoring of outstanding exposures and preservation of capital strength. Regulatory and Institutional Positioning During the financial year, the Company continued to consolidate its institutional positioning within the European financial services environment. ZKL INVEST LTD is incorporated in England and Wales under company number 10894612. The Company is also registered in Ireland under CRO No. 908750, with Irish registered address at 3 Cavendish Row, Dublin 1, D01 A2T5, Ireland. Based on the registration details issued by the Central Bank of Ireland, the Company is registered under Institution Code C579196 to undertake the Schedule 2 activity of Guarantees and commitments. This registration forms an important part of the European operational framework of the Company. It confirms the position of the Company within the Irish AML and CFT registration framework applicable to Schedule 2 firms and supports the continued development of the Company in the field of guarantees, commitments and related financial services. The Director considers that this institutional framework strengthens the profile of the Company and supports its business model in a market where financial standing, compliance, transparency and professional risk management are increasingly relevant. European Underwriting Platform and MGU Structure During the financial year, the Company also strengthened its European underwriting and operational framework through the establishment and development in Italy of Europe Underwriters S.r.l., formerly ZKL Invest Service S.r.l. Europe Underwriters S.r.l. has been developed as an Italy based Managing General Underwriter and as the operational platform connected with the ZKL Invest Europe MGU brand. Its role is to support underwriting activity, risk assessment, business origination, technical analysis, transaction monitoring and coordination with brokers, partners and institutional counterparties in the European market. The Company considers the creation and development of Europe Underwriters S.r.l. to be a strategic milestone in the construction of a structured European underwriting platform. According to the official register of the Romanian Financial Supervisory Authority, Autoritatea de Supraveghere Financiara - ASF, Europe Underwriters S.r.l. is registered in Romania as EUROPE UNDERWRITERS S.R.L., formerly ZKL INVEST SERVICE SRL. The registration details are as follows: Registration number: B000782973 Romanian registration code: RX-6004 Company type: Principal intermediary Status: Active Type of representation: Freedom to provide services Registered address: Via Cesare Battisti 5, 81100 Caserta, Italy Country: Italy Supervisory authority: Italian insurance supervisory authority, indicated in the ASF register as ISVAP or IVASS. This registration confirms the operational presence of Europe Underwriters S.r.l. in Romania under the freedom to provide services regime and forms part of the broader European distribution and underwriting framework supporting the activities of the Company. The Director considers that the integration of the guarantee and commitment business of ZKL INVEST LTD with a specialised European MGU structure enhances the institutional profile, operational capacity and ability of the Company to manage cross border business opportunities in a more organised and professional manner. Business Review The year ended 31 January 2026 was a positive financial year for the Company. Turnover for the year amounted to GBP 1,014,630, compared with GBP 1,109,332 in the previous year. Gross profit amounted to GBP 797,421. After administrative expenses of GBP 1,083,280 and other operating income of GBP 670,466, the Company generated an operating profit of GBP 384,607. Interest receivable and similar income amounted to GBP 859,853, while interest payable and similar charges amounted to GBP 232,160. Profit before tax was GBP 1,012,300. After taxation of GBP 366,971, the Company reported a profit for the financial year of GBP 645,329. The Director considers these results to be satisfactory and reflective of the ability of the Company to maintain profitability, preserve financial strength and support its guarantee and commitment related business model. Financial Position As at 31 January 2026, the Company maintained a strong balance sheet. Total fixed assets amounted to GBP 16,732. Current assets amounted to GBP 20,193,670, comprising cash at bank and in hand of GBP 1,093,704 and current asset investments of GBP 19,099,966. After accruals and deferred income of GBP 323,225, total net assets amounted to GBP 19,887,177, compared with GBP 18,874,887 in the previous year. The capital and reserves of the Company consisted of called up share capital of GBP 16,040,000 and a share premium account of GBP 3,847,177, resulting in total shareholders funds of GBP 19,887,177. The Director considers that the capital structure, investment position and liquidity profile of the Company provide an appropriate foundation for the continuation and development of its activities. Investment and Financial Income The Company held current asset investments during the year with the objective of obtaining a gross annual coupon of 4.75 percent. The investment strategy of the Company is intended to support financial resilience, liquidity planning and preservation of capital. Investment income continues to represent an important component of the overall financial performance of the Company. The Director remains committed to ensuring that investment activity is carried out prudently and consistently with the financial objectives, risk profile and operational requirements of the Company. Guarantee and Commitment Activities The core business of the Company involves guarantees and commitments, which require careful underwriting, contractual review and continuous monitoring. During the year, the Company continued to focus on disciplined risk assessment before accepting new exposures. This included the review of underlying contractual obligations, counterparty profile, financial standing, duration of the relevant commitment, potential claim triggers, supporting documentation and, where appropriate, collateral or other forms of risk mitigation. At the date of approval of the financial statements, there were no requests for execution or payment under any guarantee issued by the Company. Management was not aware of any circumstances that would give rise to a probable loss under the guarantees outstanding at the balance sheet date. The Director considers this position to be an important indicator of the prudent underwriting discipline and monitoring approach of the Company during the relevant reporting period. Risk Management The activities of the Company require a structured and conservative approach to risk management. The Director continues to place particular emphasis on prudent underwriting and counterparty assessment, monitoring of outstanding guarantees and commitments, liquidity and capital preservation, assessment of contractual enforceability and claim risk, documentation standards and transaction traceability, review of financial exposures and maturity profiles, compliance awareness and governance discipline, and coordination between the UK company, the Irish registration framework and the European underwriting platform. The risk management approach of the Company is designed to ensure that business development remains consistent with financial capacity, professional standards and long term sustainability. Governance, Compliance and Internal Controls The Company recognises that governance, compliance and internal controls are essential in the financial services sector, particularly in relation to guarantee and commitment based activities. During the year, the Director continued to promote a governance framework based on responsible management, financial discipline, proper accounting records, professional risk assessment and regulatory awareness. The development by the Company of its Irish registration framework and European underwriting structure reflects its broader commitment to strengthening governance, operational transparency, risk monitoring and institutional credibility. The Director acknowledges his responsibility for ensuring that the Company complies with the requirements of the Companies Act 2006 in relation to accounting records and the preparation of financial statements. The Company remains committed to strengthening its internal procedures, improving the quality of its documentation and maintaining appropriate standards in relation to financial reporting, transaction monitoring, regulatory awareness and business conduct. Employees and Professional Resources The average number of employees during the year was 5, consistent with the previous year. The Director recognises the importance of specialist expertise in the business of the Company, particularly in the areas of financial analysis, guarantee structuring, risk assessment, administration, monitoring, compliance and underwriting support. The Company intends to continue developing its internal and professional capacity in line with the evolution of its business activities and its European operational framework. Future Developments The Director expects the Company to continue developing its activities in the field of guarantees, commitments, underwriting support and related financial services. Future development will remain focused on prudent growth, disciplined underwriting, preservation of financial strength, liquidity management, regulatory alignment and continued improvement of internal procedures. The Company intends to further strengthen its European institutional profile through the combination of its UK corporate structure, its Irish Schedule 2 registration for guarantees and commitments, and the development of its Italian and European underwriting platform through Europe Underwriters S.r.l. The Director believes that the Company is well positioned to pursue its business strategy, supported by its capital structure, investment base, experience in guarantee related activities, European operational reach and commitment to professional governance. Going Concern The Director has considered the financial position of the Company, available resources, profitability, investment base, cash position and expected future activities. On the basis of this assessment, the Director considers that the Company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, the financial statements have been prepared on a going concern basis. Directors The following Director held office throughout the period from 1 February 2025 to 31 January 2026: AGOSTINO RAFFAELE LUONGO Statement of Directors Responsibilities The Director acknowledges his responsibility for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements. The Director is responsible for preparing the Directors Report and the financial statements in accordance with applicable law and regulations. Small Companies Regime This report has been prepared in accordance with the special provisions relating to small companies under Part 15 of the Companies Act 2006



Directors

The director shown below has held office during the whole of the period from
1 February 2025 to 31 January 2026

AGOSTINO RAFFAELE LUONGO

The above report has been prepared in accordance with the special provisions in part 15 of the Companies Act 2006

This report was approved by the board of directors on
13 April 2026

And signed on behalf of the board by:
Name: AGOSTINO RAFFAELE LUONGO
Status: Director

ZKL INVEST LTD

Profit And Loss Account

for the Period Ended 31 January 2026

2026 2025


£
£
Turnover: 1,014,630 1,109,332
Cost of sales: ( 217,209 ) ( 172,542 )
Gross profit(or loss): 797,421 936,790
Administrative expenses: ( 1,083,280 ) ( 758,094 )
Other operating income: 670,466
Operating profit(or loss): 384,607 178,696
Interest receivable and similar income: 859,853 852,233
Interest payable and similar charges: ( 232,160 ) ( 285,499 )
Profit(or loss) before tax: 1,012,300 745,430
Tax: ( 366,971 ) ( 171,448 )
Profit(or loss) for the financial year: 645,329 573,982

ZKL INVEST LTD

Balance sheet

As at 31 January 2026

Notes 2026 2025


£
£
Fixed assets
Tangible assets: 3 16,732 16,732
Total fixed assets: 16,732 16,732
Current assets
Cash at bank and in hand: 1,093,704 788,774
Investments: 4 19,099,966 18,592,573
Total current assets: 20,193,670 19,381,347
Net current assets (liabilities): 20,193,670 19,381,347
Total assets less current liabilities: 20,210,402 19,398,079
Accruals and deferred income: ( 323,225 ) ( 523,192 )
Total net assets (liabilities): 19,887,177 18,874,887
Capital and reserves
Called up share capital: 16,040,000 16,040,000
Share premium account: 3,847,177 2,834,887
Total Shareholders' funds: 19,887,177 18,874,887

The notes form part of these financial statements

ZKL INVEST LTD

Balance sheet statements

For the year ending 31 January 2026 the company was entitled to exemption under section 477 of the Companies Act 2006 relating to small companies.

The members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

These accounts have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

This report was approved by the board of directors on 13 April 2026
and signed on behalf of the board by:

Name: AGOSTINO RAFFAELE LUONGO
Status: Director

The notes form part of these financial statements

ZKL INVEST LTD

Notes to the Financial Statements

for the Period Ended 31 January 2026

  • 1. Accounting policies

    Basis of measurement and preparation

    These financial statements have been prepared in accordance with the provisions of Section 1A (Small Entities) of Financial Reporting Standard 102

    Turnover policy

    Turnover Policy for a Financial Services Company (FRS 102-Compliant) Turnover represents the fair value of consideration receivable for services provided in the ordinary course of business, net of value added tax, trade discounts, and other sales-based taxes. The Company’s principal activity is the issuance and management of financial guarantees and surety instruments, including bid bonds, performance bonds, advance payment bonds, maintenance bonds, and related underwriting services. Revenue is recognised when it is probable that the economic benefits associated with the transaction will flow to the Company and the amount of revenue can be measured reliably. Turnover is derived primarily from the following sources: (a) Underwriting and guarantee fees Fees and commissions earned from the issuance of financial guarantees and surety bonds are recognised as revenue over the period of risk coverage to which the guarantee relates, in proportion to the elapsed time or exposure under the contract. Where a guarantee extends beyond the reporting period, the unearned portion of the fee is deferred as “income received in advance” and recognised in subsequent periods. (b) Fronting, administration, and monitoring fees Service fees charged for underwriting support, policy administration, risk assessment, and monitoring activities are recognised as the related services are performed. Fees invoiced in advance of performance are deferred and recognised on an accruals basis. (c) Success-based and arrangement fees Success-based income or arrangement fees linked to the completion of a specific transaction are recognised when the underlying transaction has been completed and the Company’s right to consideration is established. (d) Interest income and financial income Interest income on deposits, cash collateral, or other financial assets is recognised using the effective interest method. Any change in the fair value of financial instruments measured at fair value through profit or loss is presented separately under Other operating income.

    Tangible fixed assets depreciation policy

    Tangible Fixed Assets and Depreciation Policy (FRS 102-Compliant) Tangible fixed assets are stated at cost less accumulated depreciation and any accumulated impairment losses. Cost includes all expenditure directly attributable to bringing the asset to its working condition for its intended use. Subsequent costs are capitalised only when they increase the future economic benefits associated with the asset. All other expenditure, including routine repairs and maintenance, is charged to the profit and loss account as incurred. The carrying value of tangible fixed assets is reviewed at each reporting date to determine whether there is any indication of impairment. If such indication exists, the recoverable amount is estimated and any impairment loss is recognised immediately in the profit and loss account. Depreciation Depreciation is provided to write off the cost of tangible fixed assets, less estimated residual value, on a straight-line basis over their estimated useful lives, as follows: Asset CategoryUseful LifeMethod Office furniture and equipment3 yearsStraight-line Computer hardware3 yearsStraight-line The residual value, useful life, and depreciation method are reviewed at least annually and adjusted prospectively if appropriate. Depreciation commences when the asset is available for use and ceases at the earlier of the date the asset is classified as held for sale or the date it is derecognised.

    Valuation information and policy

    Reporting period The comparative period is for 12 months to 31 January 2024. The current accounting year is for 12 months to 31 January 2025, which is the company's year end. Accounting Convention These financial statements have been prepared in accordance with FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view. The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest£. The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below. Cash and cash equivalents Cash and cash equivalents are basic financial assets and include cash in hand, deposit held at call with bank, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities. Financial instruments The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instruments Issues' of FRS 102 to all of its financial instruments. Financial instruments are recognised in the company's balance sheet when the company becomes party to contractual provisions of the instrument. Financial assets and liabilities are offset, with the net amounts presented in the financial statemtns, when theree is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously. Basic financial assets Basic financial assets which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at teh present value of the future receipts discounted at a market rate of interest. Financial assets are classified as receivables within one year are not amortised. Basic financial liabilities Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the futute payments discounted at a market rate of interest. Financial liabilites classifed as payeble within one year are not amortised. Equity instruments Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company. Revenue recognition Income is derived from interest on investments held by the company. Income is recognised on the accruals basis in the period it arises. Taxation A current tax liability is recognised for the tax payable on the taxable profit of the current and past periods. A current tax asset is recognised in respect of a tax loss that can be carried back to recover tax paid in a previous period. Deferred tax is recognised in respect of all timing differences between the recognition of income and expenses in the financial statements and their inclusion in tax assessments. Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference, except for revalued land and investment property where the tax rate that applies to the sale of the asset is used. Current and deferred tax assets and liabilities are not discounted. Foreign currency translation Transactions in foreign currencies are initially recognised at the rate of exchange ruling at the date of the transaction. At the end of each reporting period foreign currency monetary items are translated at the closing rate of exchange. Non-monetary items that are measured at historical cost are translated at the rate ruling at the date of the transaction. All differences are charged to profit or loss. Judgements and key sources of estimation uncertainty In the application of the company's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

ZKL INVEST LTD

Notes to the Financial Statements

for the Period Ended 31 January 2026

  • 2. Employees

    2026 2025
    Average number of employees during the period 5 5

ZKL INVEST LTD

Notes to the Financial Statements

for the Period Ended 31 January 2026

3. Tangible assets

Land & buildings Plant & machinery Fixtures & fittings Office equipment Motor vehicles Total
Cost £ £ £ £ £ £
At 1 February 2025 16,732 16,732
Additions
Disposals
Revaluations
Transfers
At 31 January 2026 16,732 16,732
Depreciation
At 1 February 2025
Charge for year
On disposals
Other adjustments
At 31 January 2026
Net book value
At 31 January 2026 16,732 16,732
At 31 January 2025 16,732 16,732

ZKL INVEST LTD

Notes to the Financial Statements

for the Period Ended 31 January 2026

4. Current assets investments note

Investments are made with the objective of obtaining a gross annual coupon of 4.75%.

ZKL INVEST LTD

Notes to the Financial Statements

for the Period Ended 31 January 2026

5. Financial Commitments

At the date of approval of these financial statements, there are no requests for execution or payment under any guarantee issued by the Company. Accordingly, management is not aware of any circumstances that would give rise to a probable loss under the guarantees outstanding at the balance-sheet date.

ZKL INVEST LTD

Notes to the Financial Statements

for the Period Ended 31 January 2026

6. Loans to directors

Name of director receiving advance or credit: AGOSTINO RAFFAELE LUONGO
Description of the transaction:
DIRECTOR'S LOAN FOR PERSONAL NEEDS
£
Balance at 31 January 2025 4,285
Advances or credits made:
Advances or credits repaid:
Balance at 31 January 2026 4,285
Name of director receiving advance or credit: AGOSTINO RAFFAELE LUONGO
Description of the transaction:
DIRECTOR'S LOAN FOR PERSONAL NEEDS
£
Balance at 31 January 2025 4,285
Advances or credits made:
Advances or credits repaid:
Balance at 31 January 2026 4,285

DIRECTOR'S LOAN FOR PERSONAL NEEDS