Zeusa Ltd - Accounts to registrar (filleted)

REGISTERED NUMBER: 13889713 (England and Wales)

Unaudited Financial Statements

for the Period 1 March 2025 to 31 December 2025

for

Zeusa Ltd

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

4

DIRECTORS:

Z Ayoub

A F Awdish

R G Sawabini

Professor S C Littlechild

M Fafalios

REGISTERED OFFICE:

115 Baker Street

London

W1U 6RT

REGISTERED NUMBER:

13889713 (England and Wales)

FIXED ASSETS

Tangible assets

4

5,569

7,105

Investments

5

50,100

55,669

57,205

CURRENT ASSETS

Debtors

6

362,288

167,620

Cash at bank

328,330

550,067

690,618

717,687

CREDITORS

Amounts falling due within one year

7

7,069

6,201

NET CURRENT ASSETS

683,549

711,486

TOTAL ASSETS LESS CURRENT LIABILITIES

739,218

768,691

CREDITORS

Amounts falling due after more than one year

8

865,404

823,853

NET LIABILITIES

(126,186

)

(55,162

)

CAPITAL AND RESERVES

Called up share capital

9

101

Retained earnings

(126,287

)

(55,263

)

SHAREHOLDERS' FUNDS

(126,186

)

(55,162

)

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the period ended 31 December 2025.

The members have not required the company to obtain an audit of its financial statements for the period ended 31 December 2025 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 7 October 2026 and were signed on its behalf by:

Z Ayoub - Director

A F Awdish - Director

1.	STATUTORY INFORMATION

Zeusa Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared using the historical cost convention.

The financial statements are prepared in sterling, which is the functional currency of the entity.

These financial statements cover a shortened period from 1 March 2025 to 31 December 2025. Accordingly the amounts presented in these financial statements are not entirely comparable with those of subsequent periods.

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).

Going Concern

At the balance sheet date the company had net current assets of £683,549 (2025: £711,486) and retained losses of £126,287 (2025: £55,263) The company will be funded for the next 12 months by the investors in the company's convertible loan notes.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Computer equipment

-

25% on cost

Taxation

Taxation for the period comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the period end and that are expected to apply to the reversal of the timing difference.

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.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits.

Trade debtors

Trade debtors are amounts due from customers for services performed in the ordinary course of business.

Trade debtors are recognised at the transaction price.

Trade creditors

Trade creditors are obligations to pay for 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 at the transaction price.

Convertible loan note

Unsecured 5% fixed-rate convertible loan notes totalling £7,500 (2025: £807,500) were issued during the year.

Interest accrues daily from the date of issue and is payable on redemption or conversion.

The notes mature 36 months from issue and may convert into shares at a 20% discount or a £12.5 million valuation cap.

Related party transactions

At the balance sheet date the company owed £321 (2024: £325) to Mr Z Ayoub, the director of the company. This loan is provided interest free and is repayable on demand.

At the balance sheet date the company was owed £0 (2024: £25) by Mr A Awdish, the director of the company. This loan is repayable within 9 months and as such no interest is charged.

At the balance sheet date the company was owed £340,105 (2024: £144,797) by Zeusa Energy Ltd, a wholly owned subsidiary. This balance is provided interest free and is repayable on demand.

At the balance sheet date the company owed £100 (2024:£100) to Zeusa Technologies Ltd, a wholly owned subsidiary. This balance is provided interest free and is repayable on demand.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the period was 5 (2025 - 5 ) .

4.	TANGIBLE FIXED ASSETS

Computer

equipment

£

COST

At 1 March 2025

and 31 December 2025

7,370

DEPRECIATION

At 1 March 2025

265

Charge for period

1,536

At 31 December 2025

1,801

NET BOOK VALUE

At 31 December 2025

5,569

At 28 February 2025

7,105

5.	FIXED ASSET INVESTMENTS

Other

investments

£

COST

At 1 March 2025

and 31 December 2025

50,100

NET BOOK VALUE

At 31 December 2025

50,100

At 28 February 2025

50,100

6.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

£

Amounts owed by group undertakings

340,105

144,797

Other debtors

22,183

22,823

362,288

167,620

7.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

£

Trade creditors

5,168

3,576

Amounts owed to group undertakings

100

Other creditors

1,801

2,525

7,069

6,201

8.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2025

£

Other creditors

865,404

823,853

9.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2025

value:

£

10,050

Ordinary

0.01

101