Company No: 14163876 (England and Wales)

Contents

• Statement of Financial Position
• Notes to the Financial Statements

	Note	2025		2024
		£		£
				Restated - note 2
Fixed assets
Tangible assets	4	5,921,060		4,542,466
		5,921,060		4,542,466
Current assets
Stocks		4,097,105		157,249
Debtors	5	2,375,171		1,441,394
Cash at bank and in hand		2,864,569		211,766
		9,336,845		1,810,409
Creditors: amounts falling due within one year	6	( 16,722,388)		( 6,525,391)
Net current liabilities		(7,385,543)		(4,714,982)
Total assets less current liabilities		(1,464,483)		(172,516)
Provision for liabilities	7	0		( 46,665)
Net liabilities		( 1,464,483)		( 219,181)
Capital and reserves
Called-up share capital	8	9,500		9,500
Capital redemption reserve		500		500
Profit and loss account		( 1,474,483 )		( 229,181 )
Total shareholders' deficit		( 1,464,483)		( 219,181)

For the financial year ending 30 June 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 financial statements for the financial year in accordance with section 476;
• The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements; and
• These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime and a copy of the Profit and Loss Account has not been delivered.

The financial statements of Zorbatek Limited (registered number: 14163876) were approved and authorised for issue by the Board of Directors on 09 September 2026. They were signed on its behalf by:

Graham Gent Director

1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.

General information and basis of accounting

Zorbatek Limited (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the Company's registered office is 37 Urban Road, Kirkby-In-Ashfield, Nottingham, NG17 8AP, United Kingdom.

The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value, and in accordance with Section 1A of Financial Reporting Standard 102 (FRS 102) ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’ issued by the Financial Reporting Council and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime.

The financial statements are presented in pounds sterling which is the functional currency of the Company and rounded to the nearest £.

Going concern

The directors have assessed the Statement of Financial Position and likely future cash flows at the date of approving these financial statements. The directors note that the business has net liabilities of £1,464,483. The Company is supported by the issue of 15,000,000 £1 redeemable preference shares. The preference shares are redeemable at the option of the directors and the shareholder. However, the shareholder redemption must be agreed by an ordinary majority of 50% or more and as such provides comfort that the funds will continue to be available for at least 12 months from the date of signing these financial statements . After making enquiries, the directors believe that any foreseeable debts can be met for at least 12 months from the date of signing these financial statements. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.

Foreign currency

Transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the reporting date are reported at the rates of exchange prevailing at that date.

Exchange differences are recognised in the Profit and Loss Account in the period in which they arise except for exchange differences arising on gains or losses on non-monetary items which are recognised in the Statement of Comprehensive Income.

Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Turnover is recognised when the significant risks and rewards are considered to have been transferred to the customer.

Employee benefits

Defined contribution schemes
The Company operates a defined contribution scheme. The amount charged to the Profit and Loss Account in respect of pension costs and other post-retirement benefits is the contributions payable in the financial year. Differences between contributions payable in the financial year and contributions actually paid are included as either accruals or prepayments in the Statement of Financial Position.

Taxation

Current tax
Current tax is provided at amounts expected to be paid (or recoverable) using the tax rates and laws that have been enacted or substantively enacted at the reporting date.

Deferred tax
Deferred tax arises as a result of including items of income and expenditure in taxation computations in periods different from those in which they are included in the Company's financial statements. Deferred tax is provided in full on timing differences which result in an obligation to pay more or less tax at a future date, at the average tax rates that are expected to apply when the timing differences reverse, based on current tax rates and laws. Deferred tax assets and liabilities are not discounted.

The carrying amount of deferred tax assets is reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.

Tangible fixed assets

Tangible fixed assets are stated at cost (or deemed cost) or valuation less accumulated depreciation and accumulated impairment losses. Cost includes costs directly attributable to making the asset capable of operating as intended. Depreciation is provided on all tangible fixed assets, other than investment properties and freehold land, at rates calculated to write off the cost or valuation, less estimated residual value, of each asset on a straight-line/reducing balance basis over its expected useful life, as follows:

Plant and machinery	3 - 15 years straight line
Vehicles	20 % reducing balance
Fixtures and fittings	3 years straight line
Office equipment	3 years straight line

Residual value represents the estimated amount which would currently be obtained from disposal of an asset, after deducting estimated costs of disposal, if the asset were already of the age and in the condition expected at the end of its useful life.

Impairment of assets

Assets, other than those measured at fair value, are assessed for indicators of impairment at each reporting date. If there is objective evidence of impairment, an impairment loss is recognised in the Profit and Loss Account as described below.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to sell, which is equivalent to the net realisable value. Cost includes materials, direct labour and an attributable proportion of manufacturing overheads based on normal levels of activity. Cost is calculated using the FIFO (first-in, first-out) method. Provision is made for obsolete, slow-moving or defective items where appropriate.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

Trade and other debtors

Trade and other debtors are initially recognised at fair value and thereafter stated at amortised cost using the effective interest method less impairment losses for bad and doubtful debts, except where the effect of discounting would be immaterial. In such cases the receivables are stated at cost less impairment losses for bad and doubtful debts.

Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in creditors: amounts falling due within one year.

Trade and other creditors

Trade and other creditors are initially recognised at fair value and thereafter stated at amortised cost using the effective interest rate method, unless the effect of discounting would be immaterial, in which case they are stated at cost.

Provisions

Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that the Company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows (when the effect of the time value of money is material).

When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.

Ordinary share capital

The ordinary share capital of the Company is presented as equity.

2. Prior year adjustment

In 2024 a van worth £25,580 was purchased using Company funds and was capitalised in the fixed asset register, with appropriate depreciation applied (£2,558) and capital allowances claimed. It was later discovered that this vehicle was actually a private purchase by one of the directors and not intended to be a company asset. This has now been corrected in the accounts and tax computations with adjustments detailed in the table below.

During the year, the directors reviewed the presentation of the company's gemstone holdings. Following this review, it was concluded that the gemstones are held primarily for resale in the ordinary course of business and are therefore more appropriately classified as stock rather than as investment assets.

Accordingly, gemstones with a carrying value of £72,249, previously included within investments at 31 December 2024, have been reclassified to stock in the comparative information. In addition, all gemstone acquisitions during the current year have been recognised as stock.

The reclassification better reflects the nature of the assets and management's intention to actively market and sell the gemstones.

This reclassification affects presentation only and has no impact on the profit or loss account, shareholders' funds, net assets or cash flows of either the current or comparative period.

		As previously reported		Adjustment		As restated
Year ended 30 June 2024		£		£		£
Tangible assets (SoFP)		4,565,488		(23,022)		4,542,466
Depreciation (SOIRE)		265,808		(2,558)		263,250
Amounts owed to directors (SoFP)		1,738,699		(25,580)		1,713,119
Provisions for liabilities - Deferred tax liability (SoFP)		46,639		26		46,665
Tax on loss (SOIRE)		46,639		26		46,665
Investments		72,249		(72,249)		0
Stocks		85,000		72,249		157,249

3. Employees

	2025		2024
	Number		Number
Monthly average number of persons employed by the Company during the year, including directors	10		7

4. Tangible assets

	Plant and machinery		Vehicles		Fixtures and fittings		Office equipment		Total
	£		£		£		£		£
Cost
At 01 July 2024	4,722,431		85,410		0		0		4,807,841
Additions	1,931,755		0		2,350		2,930		1,937,035
Disposals	( 146,400)		0		0		0		( 146,400)
At 30 June 2025	6,507,786		85,410		2,350		2,930		6,598,476
Accumulated depreciation
At 01 July 2024	246,758		18,617		0		0		265,375
Charge for the financial year	402,278		13,359		470		814		416,921
Disposals	( 4,880)		0		0		0		( 4,880)
At 30 June 2025	644,156		31,976		470		814		677,416
Net book value
At 30 June 2025	5,863,630		53,434		1,880		2,116		5,921,060
At 30 June 2024	4,475,673		66,793		0		0		4,542,466

5. Debtors

	2025		2024
	£		£
Trade debtors	594,498		22,464
Amounts owed by directors	52,132		617
Prepayments and accrued income	338,405		330,000
VAT recoverable	85,124		0
Corporation tax	7,405		0
Other debtors	1,297,607		1,088,313
	2,375,171		1,441,394

6. Creditors: amounts falling due within one year

	2025		2024
	£		£
Trade creditors	1,459,676		28,298
Amounts owed to connected companies	143,480		401,000
Amounts owed to directors	4,360		1,713,119
Accruals	85,338		175,019
Corporation tax	0		208
Other taxation and social security	14,925		60,124
Other creditors	15,014,609		4,147,623
	16,722,388		6,525,391

There are no amounts included above in respect of which any security has been given by the small entity.

Other creditors include £15,000,000 in relation to preference shares treated as debt.

During the year the Company issued 15,000,000 £1 cumulative redeemable preference shares at par value. The redeemable preference shares shall be redeemed in full at the holders option at any time. On redemption the company shall pay the holder the original subscription price of the shares. Preference shares have a fixed cumulative preferential dividend at a rate agreed between the holder and the Company from time to time.

7. Deferred tax

	2025		2024
	£		£
At the beginning of financial year	( 46,665)		0
Credited/(charged) to the Profit and Loss Account	46,665		( 46,665)
At the end of financial year	0		( 46,665)

8. Called-up share capital

	2025		2024
	£		£
Allotted, called-up and fully-paid
8,000 A ordinary shares of £ 0.10 each	800		800
7,000 B ordinary shares of £ 0.10 each	700		700
7,000 C ordinary shares of £ 0.10 each	700		700
7,000 D ordinary shares of £ 0.10 each	700		700
7,000 E ordinary shares of £ 0.10 each	700		700
7,000 F ordinary shares of £ 0.10 each	700		700
7,000 G ordinary shares of £ 0.10 each	700		700
7,000 H ordinary shares of £ 0.10 each	700		700
7,000 I ordinary shares of £ 0.10 each	700		700
7,000 J ordinary shares of £ 0.10 each	700		700
7,000 K ordinary shares of £ 0.10 each	700		700
7,000 L ordinary shares of £ 0.10 each	700		700
5,000 N ordinary shares of £ 0.10 each	500		500
5,000 O ordinary shares of £ 0.10 each	500		500
	9,500		9,500
15,000,000 Preference cumulative redeemable shares of £ 1.00 each (2024: nil shares)	15,000,000		0
	15,009,500		9,500

During the year the Company issued redeemable preference shares which are redeemable at the option of the company at any time with 14 days notice or at the option of the shareholder with 30 days notice and subject to an ordinary majority of 50% or more.

In the financial year 2025 15,000.000 Preference shares were allotted with an aggregate nominal value of £15,000000.0 and consideration of £15,000,000 was received.

9. Financial commitments

Commitments

Total future minimum lease payments under non-cancellable operating leases are as follows:

	2025		2024
	£		£
Within one year	65,000		65,000
Between one and five years	162,500		227,500
	227,500		292,500

10. Related party transactions

Transactions with the entity's directors

	2025		2024
	£		£
Amounts owed by Directors	52,132		617
Amounts owed to Directors	4,360		1,713,119

Interest has been charged on overdrawn balances at the HMRC approved rate which changed from 2.25% to 3.75% on the 6 April 2025. There is no set repayment date.

Other related party transactions

	2025		2024
	£		£
Amounts owed to connected companies	143,480		401,000
Amounts owed to shareholders	10,002		4,139,343

Interest has not been charged on shareholder loans and there is no fixed date of repayment.