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Registration number: 02774350

Prodir Limited
Unaudited Filleted Financial Statements
for the Year Ended 31 December 2025

Prodir Limited

Contents

Company Information | 1
Statement of financial position | 2
Notes to the Unaudited Financial Statements | 3 to 8

Prodir Limited

Company Information

Directors | Ms R Porotti Mr A Marotta Mr T D Kleyn

Registered office | Unit 21 Horsley's Fields King's Lynn Norfolk PE30 5DD

Accountants | Hayhow & Co Chartered Certified Accountants & Business AdvisersUnit 21 Horsley's Fields Kings Lynn Norfolk PE30 5DD

Prodir Limited

(Registration number: 02774350)
Statement of financial position as at 31 December 2025

| Note | 2025 £ | 2024 £
Fixed assets |  |  |
Tangible assets | 4 | 3,877 | 5,878
Current assets |  |  |
Debtors | 5 | 43,782 | 42,440
Cash at bank and in hand |  | 174,504 | 120,850
|  | 218,286 | 163,290
Creditors: Amounts falling due within one year | 6 | (1,789,539) | (1,754,169)
Net current liabilities |  | (1,571,253) | (1,590,879)
Total assets less current liabilities |  | (1,567,376) | (1,585,001)
Creditors: Amounts falling due after more than one year | 6 | (209,856) | (194,371)
Net liabilities |  | (1,777,232) | (1,779,372)
Capital and reserves |  |  |
Called up share capital | 7 | 293,000 | 293,000
Retained earnings |  | (2,070,232) | (2,072,372)
Shareholders' deficit |  | (1,777,232) | (1,779,372)

For the financial year ending 31 December 2025 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

• | The members have not required the company to obtain an audit of its accounts for the year in question in accordance with section 476; and
• | The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime. As permitted by section 444 (5A) of the Companies Act 2006, the directors have not delivered to the registrar a copy of the Statement of comprehensive income.

Approved and authorised by the Board on 4 June 2026 and signed on its behalf by:

......................................... Ms R Porotti Director

Prodir Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2025

1 | General information

The company is a private company limited by share capital, incorporated in England.

The address of its registered office is:
Unit 21 Horsley's Fields
King's Lynn
Norfolk
PE30 5DD

The principal place of business is:
8 Marsh Parade
Newcastle
ST5 1BT

These financial statements were authorised for issue by the Board on 4 June 2026.

2 | Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A smaller entities - 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' and the Companies Act 2006 (as applicable to companies subject to the small companies' regime).

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

Going concern

The financial statements have been prepared on a going concern basis. The directors consider this appropriate despite the statement of financial position deficit of £1,777,232 (2024: £1,779,372) as the company has the agreed financial support of its parent company, Pagani Pens SA, for at least 12 months from the signing of these accounts.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts.
The company recognises revenue when:
The amount of revenue can be reliably measured;
it is probable that future economic benefits will flow to the entity;
and specific criteria have been met for each of the company's activities.

Prodir Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2025

Foreign currency transactions and balances

Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rate on the date when the fair value is re-measured.
Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

Tangible assets

Tangible assets are stated in the statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.
The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class | Depreciation method and rate
Plant and machinery | 15% Straight Line
Fittings, fixtures and Equipment | 15% Straight Line

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Trade debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.
Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables.

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.
Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Prodir Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2025

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.
Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

3 | Staff numbers

The average number of persons employed by the company (including directors) during the year, was 6 (2024 - 7).

4 | Tangible assets

| Fixtures and fittings £ | Plant and machinery £ | Total £
Cost or valuation
At 1 January 2025 | 32,185 | 10,185 | 42,370
At 31 December 2025 | 32,185 | 10,185 | 42,370
Depreciation
At 1 January 2025 | 30,329 | 6,163 | 36,492
Charge for the year | 493 | 1,508 | 2,001
At 31 December 2025 | 30,822 | 7,671 | 38,493
Carrying amount
At 31 December 2025 | 1,363 | 2,514 | 3,877
At 31 December 2024 | 1,856 | 4,022 | 5,878

5 | Debtors

| Note | 2025 £ | 2024 £
Amounts owed by group undertakings and undertakings in which the company has a participating interest | 8 | 29,295 | 24,326
Prepayments |  | 2,615 | 4,872
Other debtors |  | 11,872 | 13,242
|  | 43,782 | 42,440

Prodir Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2025

6 | Creditors

Creditors: amounts falling due within one year

| Note | 2025 £ | 2024 £
Due within one year |  |  |
Trade creditors |  | 9,251 | 7,478
Amounts due to related parties | 8 | 1,774,638 | 1,740,596
Social security and other taxes |  | 3,125 | 3,180
Outstanding defined contribution pension costs |  | - | 462
Accruals |  | 2,525 | 2,453
|  | 1,789,539 | 1,754,169
Due after one year |  |  |
Other financial liabilities |  | 209,856 | 194,371

7 | Share capital

Allotted, called up and fully paid shares

| 2025 | 2024
| No. | £ | No. | £
Ordinary shares of £1 each | 293,000 | 293,000 | 293,000 | 293,000

Each share is entitled to one vote in any circumstances and each share is also entitled pari passu to dividend payments or any other distribution, including a distribution arising from a winding up of the company.

8 | Related party transactions

Summary of transactions with parent

At the year end the parent company Pagani Pens SA owe Prodir Limited £29,295 (2024: £24,326) which is shown with debtors due in one year, relating to commission and recharges outstanding at the year end.
Prodir Limited owe Pagani Pens SA £207,777 (2024: £178,556) at the year end with regards to loan interest, which is shown within creditors due within one year.

Prodir Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2025

Income and receivables from related parties

2025 | Parent £
Commission | 190,997
Receipt of services | 31,320
| 222,317

2024 | Parent £
Commission | 212,178
Receipt of services | 31,320
| 243,498

Expenditure with and payables to related parties

2025 | Parent £
Purchase of goods | 825,693

2024 | Parent £
Purchase of goods | 938,025

Loans from related parties

2025 | Parent £ | Total £
At start of period | 1,934,967 | 1,934,967
Advanced | 16,944 | 16,944
Interest transactions | 32,583 | 32,583
At end of period | 1,984,494 | 1,984,494

2024 | Parent £ | Total £
At start of period | 2,033,427 | 2,033,427
Repaid | (131,132) | (131,132)
Interest transactions | 32,672 | 32,672
At end of period | 1,934,967 | 1,934,967

Terms of loans from related parties

A loan from the parent company bears interest at a rate of 2% and is repayable early without penalty.

Prodir Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2025

9 | Parent and ultimate parent undertaking

The company's immediate parent is Pagani Pens SA, incorporated in Switzerland.
These financial statements are available upon request from Via Serta 22, CH6814, Lamone, Switzerland