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Registered number:
FOR THE YEAR ENDED 31 MARCH 2025
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BARCLAY & MATHIESON LIMITED
COMPANY INFORMATION
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BARCLAY & MATHIESON LIMITED
CONTENTS
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BARCLAY & MATHIESON LIMITED
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2025
The directors submit their annual Strategic Report of the Group for the period ended 31 March 2025.
The Group's principal activity is steel stockholding, operating a nationwide network of depots throughout the UK. Barclay & Mathieson is a wholly owned subsidiary of Marubeni-Itochu Steel Europe Gmbh and a proud member of the Marubeni-Itochu Steel Inc (“MISI”) group, one of the world’s largest steel trading businesses.
2024/25 was a challenging year for the Group due to a combination of factors: • Weak demand in the UK construction, engineering and fabrication sectors • A continued decline in the price of steel, mainly due to low demand and excess production capacity in EU steel mills • Persistently high interest rates and general inflation in the UK economy • Continued, above-inflation, increases to the UK minimum wage and the consequential impact on pay differentials • Deferment of customer decision making brought about by the change of government in the UK Despite the above the directors are broadly satisfied with the financial results for the year. The company’s business model, particularly its diverse product offering and customer base, together with our agile inventory holding strategy, has allowed us to remain well positioned for when market conditions improve. During the period the Group generated in excess of £1.8m of EBITDA. For the reasons described above, Gross Margin fell from 20.2% in the prior period to 18.5% in the current year. Net Assets of the Group decreased by £4.1m during the year, from £37.4m to £33.3m while Net Current Assets decreased by £11.1m from £16.7m to £5.6m due to the significant capital investment programme undertaken during the year (see below). With the strong financial backing of MISI the Group undertook a substantial capital investment programme during the year. A total of £6.3m (2024 - £3.7m) of capital expenditure was incurred during the year, with notable investments including:
• RPC robotic coping line at our IMS site in Shoeburyness
• Replacement shot-blast and paint line at IMS • 210kW of solar panels at IMS • 17 replacement HGVs across our fleet, including a number of Hiab vehicles • Various plant and machinery including lasers, press brakes and saws • Refurbishment of Aberdeen depot During the year the group also completed its first M&A transaction under the ownership of MISI, with the strategic acquisition of the entire share capital of Angus F Gunn Limited, a market-leading steel profiling business based in Airdrie, Scotland, demonstrating the Group’s commitment to growing it’s market share even during difficult trading conditions. As a business we continue to prioritise our service to our customers, our customers come first in everything we do. Our record on service and quality has been excellent as this underpins our strategic business model and pricing. Under MISI ownership the Group has set out its main mission stated below: “To be the leading supplier of quality steel, associated products and innovative services to support sustainable business for our customers and partners as the employer of choice in our sector”
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BARCLAY & MATHIESON LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
The Group has set out a clear strategy, six pillar plan and competency framework to ensure success and continued expansion, this includes significant capital investments as described above. The Group is also focusing on the issue of climate change. During the prior period the business completed the task of calculating Scope 3 emissions giving a full end-to-end carbon per tonne related to the business’s activities. Armed with this data the business can focus on targeted carbon reduction initiatives in the short, medium and long term.
We consider that our main Key Performance Indicators are underlying trading profit, and levels of stock. These are set out below for the last 2 years:
The management of the business and the execution of the Group’s strategy are subject to a number of risks.
Price Risk The price of steel fluctuates due to raw material cost and demand. Any tariffs imposed can also impact cost. This is a risk common to all companies operating within the steel industry. The Group’s strategy on this is to maintain a prudent approach to stock levels, actively managing stock using detailed system information to ensure that excess inventory is not carried, whilst also ensuring the stock range covers all our customer requirements. The Group works with a range of suppliers to ensure continuity of supply. UK Market Demand The business invested in a new reporting system in 2021 which has been transformational in giving our business managers instant access to trading information. This information has enabled the business to react swiftly to any change in pricing/demand in the UK market. With international growth being driven from group relationships with MISI as well as organically through our Steel, Plate and Sections business, our dependency on the UK market continues to reduce. The Group has adjusted its procurement activities to mitigate any potential impact from the UK import quota system.
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BARCLAY & MATHIESON LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
Credit and liquidity risk The Group's principal financial assets are trade debtors, the majority of which are fully insured. The Group has no significant concentration of credit risk with a single counterparty as exposure is spread over a number of counterparties. The Group's principal financial liabilities are its bank loans and trade creditors, which are managed through detailed cash forecasting. Interest rate risk The Group monitors the financial risk of interest rate movements on a regular basis, and the impact rises would have on profitability. Interest rates are expected to rise in the short to medium term, but the Group is well placed to deal with any such increases. Equally, as the Barclay & Mathieson Group integrates within the Marubeni-Itochu Steel Inc. group it will benefit from the strengths of wider organisation. Based on the profitable financial results in the period and with the continued support of the Group’s banks, the financial statements have been prepared on a going concern basis.
Section 172 Statement – BM Group
In accordance with Section 172 of the Companies Act 2006, the Directors of BM Group confirm that they have acted in a manner they consider, in good faith, to be most likely to promote the long-term success of the Company for the benefit of its members as a whole. In doing so, the Directors have had regard to the interests of employees, customers, suppliers, and other stakeholders, as well as the impact of the Group’s operations on the community and the environment. Principal Activity and Governance BM Group is a leading steel stockholding business, operating multiple depots across the United Kingdom. The Board is responsible for ensuring that the Group operates in a safe, sustainable, efficient, and commercially viable manner. The Board’s overarching responsibility is to drive long-term sustainable performance that meets the expectations of key stakeholders—shareholders, employees, customers, and suppliers—by delivering quality outcomes, safely, on time, and within budget, thus ensuring the financial stability of the Group. Strategic Oversight and Decision-Making BM Group operates to a clearly defined strategic plan, structured over a four-year horizon, which is reviewed annually and monitored on an ongoing basis. This plan considers a range of influencing factors including market conditions, operational footprint, inflation forecasts, customer and supplier needs, workforce planning, technological advancements, environmental targets, and wider economic and societal trends. Monthly Board meetings are held to assess financial performance, strategic priorities, operational risks and opportunities, internal controls, and resource allocation. Directors are collectively responsible for the strategic direction of the Group, while the senior management team oversees day-to-day operations.
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BARCLAY & MATHIESON LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
Decisions are taken with consideration to the long-term consequences for the Group and with full regard for stakeholder interests. This includes assessing the potential impact on employees, customers, suppliers, communities, and the environment. Our People Our employees are fundamental to the continued success of BM Group. Each member of staff is supported by a line manager and assessed against clear performance indicators. Training and development needs are identified through annual performance development reviews (PDRs) and supplemented with on-the-job coaching and external training opportunities. We are committed to attracting and retaining skilled and motivated individuals. We strongly support internal promotion, which rewards performance and provides clear pathways for career development. Many of our senior leaders have progressed from within the business. Communication with employees is maintained through regular internal updates, newsletters, team presentations, and dedicated group-wide communications. Two-way engagement is encouraged through depot-level and regional meetings, as well as Town Hall sessions. Our expanding use of social media further supports transparent and accessible communication. Customers and Suppliers Long-standing, trusted relationships with customers and suppliers are central to BM Group’s continued growth. The Board and senior leaders maintain strong, collaborative relationships with key partners, enabling a deeper understanding of mutual objectives and operational alignment. Close supplier collaboration has enabled us to increase supply chain efficiency and improve stock availability, ensuring that we meet the expectations of our customers. Our ability to maintain continuity of supply throughout the Covid-19 pandemic, despite significant logistical and credit challenges, is testament to the strength of these relationships. Environmental and Community Impact BM Group is committed to minimising its environmental footprint and supporting the communities in which we operate. Our Environmental and Sustainability Policy outlines ambitious targets, and we are dedicated to continual improvement in environmental performance. Sustainable development is embedded within our business strategy. We operate in full compliance with environmental legislation, but also strive to exceed these standards through proactive initiatives that prevent pollution, reduce waste, and promote responsible sourcing and operations. We engage our employees and supply chain partners to ensure alignment with our environmental objectives and provide relevant education and communication to support this commitment. The policy is reviewed regularly and is endorsed by the Board and Management Team, who are accountable for its implementation. Commitment to Quality and Continuous Improvement BM Group is built on a culture of high standards, integrity, and operational excellence. We are dedicated to continual improvement and the development of quality objectives that respond to emerging risks and opportunities. Our approach is underpinned by key principles: customer focus, leadership, employee engagement, process optimisation, innovation, and collaborative relationships. These values are integral to delivering consistent quality and reinforcing our reputation across the sector.
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BARCLAY & MATHIESON LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
Stakeholder Consideration In every strategic decision, the Directors balance the interests of the Company’s key stakeholders—including investors, employees, regulators, government bodies, customers, suppliers, and local communities. This balanced approach ensures that BM Group maintains its integrity, reputation, and long-term sustainability. The Board is committed to upholding the Group’s values and strategic vision, with the ultimate goal of securing long-term value creation for all stakeholders.
This report was approved by the board on 18 August 2025 and signed on its behalf.
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BARCLAY & MATHIESON LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2025
The directors present their report and the financial statements for the year ended 31 March 2025.
The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated financial statements in accordance with applicable law and regulations.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Group's financial statements and then apply them consistently;
∙make judgments and accounting estimates that are reasonable and prudent;
∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The loss for the year, after taxation, amounted to £4,125,461 (2024 - profit £3,901,425).
The directors who served during the year were:
T Kojima and T Murakami were appointed after the year end, on 1 April 2025.
The Group keeps employees informed of matters affecting them as employees and of the financial and economic factors affecting the performance of the Group. There are procedures in place for employees to make their views known to management so that the flow of information is maintained.
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BARCLAY & MATHIESON LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
Methodology
• The methodology used to calculate total energy consumption and carbon emissions has been invoice data for the financial years stated. Where data was unavailable, estimates were calculated using historical profiles and details kept in the client's evidence pack. • FY23/24 did not include subsidiaries Avon Steel Ltd and Abram Pulman & Sons Ltd but did include the Winchester site until the end of May when the site ceased trading. • FY24/25 is for the entire BM Group. This adds the previously omitted Avon Steel Ltd and Abram Pulman & Sons Ltd, and Angus F Gunn Ltd, acquired in October 2024. • Energy and fuel consumption has been converted to carbon (tCO2e) using DEFRA-published conversion factors. • New DEFRA conversion tables are issued in June and cover January to December; our financial year covers two data sets. This report has used the annually published factors covering 2025 to maintain consistency. • Transport data in FY2025 was reported as mileage and converted into litres of fuel using the DEFRA tables to calculate average miles per litre, and this conversion was applied. • The results for FY24/25, take into consideration that there have been three additional sites added in comparison to the FY23/24 figures. • Due to updated invoices and corrected conversion factors, there has been an increase of 115,043 kWh, 1.34 tCO2e reported for 2024 in this report, compared to the energy and emissions reported last year for the same reporting period. • We have selected the most appropriate intensity metric in line with the primary drivers of energy consumption, where possible. For this report, we have selected Million Pound Turnover (£M) as the most appropriate to achieve a benchmark.
Energy Efficient Action Taken
Energy efficiency action update: • Lighting - Replacement of all warehouse and office lighting, including the installation of PIR sensors or timers – ongoing approx. 70% complete. • Solar PV - Installation of solar panels at the Shoeburyness site. Installed on Unit 77 with the capacity to create 208,278 kWh pa. The installation finished June 2024 first full month of generation was July 24. From the data collected, solar accounts for 22.3% of total site use. • Renewable Electricity - From 1st October 2023, all locations in the group are on 100% renewable electricity supplied by Smartest Energy, which is still in contract. • Transport Optimisation – Ongoing monitoring and incentivising of drivers for efficient use of the Optidrive system. All drivers receive CPC training. Ongoing, new transport route planning system is in place at all sites. • Transport Fleet Replacement Programme – A 3-year plan to upgrade the fleet. Phase 1 will ensure all vehicles are Euro 6 compliant by the end of 2024. – Phase 1 completed with all trucks Euro 6 compliant. The 3-year plan has been put on hold, however so no further upgrades are planned this FY.
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BARCLAY & MATHIESON LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
• Company Cars – No petrol/diesel company cars have been approved in the last year. All company cars are either EVs or hybrids. This is ongoing.
The directors have chosen to disclose information on the following, required by the Companies Act 2006, to be included in the Director's Report, within the Strategic Report;
- information on financial risk management and policies; - information on suppliers, customers and other; and - information regarding future developments of the business and post balance sheet events.
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BARCLAY & MATHIESON LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
On 24 June 2025, Avon Steel Company Limited completed a capital reduction of the share premium and capital redemption reserves. While each of these reserves were reduced to £Nil there was a combined increase in the profit and loss account of £147,500.
On 24 June 2025, Abram Pulman & Sons Limited completed a capital reduction of the share premium, capital redemption reserve and other reserves. While each of these reserves were reduced to £Nil there was a combined increase in the profit and loss account of £217,515. On 1 July 2025, Breal Capital (Pulman) Holdings Limited, Abram Pulman & Sons Limited and Avon Steel Company Limited completed a hive up of their trade, assets and liabilities to Barclay and Mathieson Limited. After the hive up was completed Breal Capital (Pulman) Holdings Limited, Abram Pulman & Sons Limited and Avon Steel Company Limited ceased trading.
The auditors, Sumer Auditco Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board on
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BARCLAY & MATHIESON LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BARCLAY & MATHIESON LIMITED
We have audited the financial statements of Barclay & Mathieson Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 March 2025, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group's or the parent Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
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BARCLAY & MATHIESON LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BARCLAY & MATHIESON LIMITED (CONTINUED)
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Group Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Group Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Directors' Report.
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BARCLAY & MATHIESON LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BARCLAY & MATHIESON LIMITED (CONTINUED)
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Group financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
In order to identify and assess the risks of material misstatements, including fraud and non-compliance with laws and regulations that could be expected to have a material impact on the financial statements, we have considered:
∙the results of our enquiries of management and those charged with governance of their assessment of the risks of fraud and irregularities;
∙the nature of the group, including its management structure and control systems (including the opportunity for management to override such controls);
∙management’s incentives and opportunities for fraudulent manipulation of the financial statements including the group’s remuneration and bonus policies and performance targets; and
∙the industry and environment in which it operates.
We also considered UK tax and pension legislation and laws and regulations relating to employment and the preparation and presentation of the financial statements such as the Companies Act 2006.
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BARCLAY & MATHIESON LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BARCLAY & MATHIESON LIMITED (CONTINUED)
Based on this understanding we identified the following matters as being of significance to the entity:
∙laws and regulations considered to have a direct effect on the financial statements including UK financial reporting standards, Company Law, tax and pension legislation and distributable profits legislation;
∙the timing of the recognition of income:
∙compliance with legislation relating to health and safety, environmental legislation and ISO accreditation 45001;
∙management bias in selecting accounting policies and determining estimates;
∙valuation of stock;
∙inappropriate journal entries; and
∙recoverability of debtors.
We communicated the outcomes of these discussions and enquiries, as well as consideration as to where and how fraud may occur in the entity, to all engagement team members
Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised:
∙enquiries of management and those charged with governance as to whether the entity complies with such laws and regulations;
∙enquiries with the same concerning any actual or potential litigation or claims;
∙discussion with the same regarding any known or suspected instances of non-compliance with laws and regulation and fraud;
∙inspection of relevant legal correspondence;
∙assessment of matters reported to management and the result of the subsequent investigation;
∙obtaining an understanding of the relevant controls during the year;
∙obtaining an understanding of the policies and controls over the recognition of income and testing their implementation during the year;
∙review documentation relating to compliance with the regulations relating to health and safety including review of certificates held;
∙identifying and testing journal entries, in particular any journal entries posted with unusual account combinations or crediting revenue or cash;
∙assessing the recovery of debtors in the period since the balance sheet date and challenging assumptions made by management regarding the recovery of balances which remain outstanding;
∙reviewing the financial statements for compliance with the relevant disclosure requirements;
∙performing analytical procedures to identify any unusual or unexpected relationships or unexpected movements in account balances which may be indicative of fraud;
∙reviewing the minutes of Board meetings and correspondence with HMRC;
∙ensuring the carrying value of stock os stated at the lower of cost and net realisable value;
∙evaluating the underlying business reasons for any unusual transactions; and
∙considered the implementation of controls during the year.
No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity’s controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).
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BARCLAY & MATHIESON LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BARCLAY & MATHIESON LIMITED (CONTINUED)
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.
This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.
for and on behalf of
Statutory Auditors
14th Floor
33 Cavendish Square
W1G 0PW
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BARCLAY & MATHIESON LIMITED
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2025
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BARCLAY & MATHIESON LIMITED
REGISTERED NUMBER: SC030987
CONSOLIDATED BALANCE SHEET
AS AT 31 MARCH 2025
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
The notes on pages 23 to 51 form part of these financial statements.
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BARCLAY & MATHIESON LIMITED
REGISTERED NUMBER: SC030987
COMPANY BALANCE SHEET
AS AT 31 MARCH 2025
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
The notes on pages 23 to 51 form part of these financial statements.
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