ACCOUNTS - Final Accounts

Registered number: 12290990

BREAL CAPITAL (PULMAN) HOLDINGS LIMITED

ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

BREAL CAPITAL (PULMAN) HOLDINGS LIMITED

COMPANY INFORMATION

Directors	T Nonaka
	K M Greenwood


Registered number	12290990


Registered office	14th Floor
	33 Cavendish Square
	London
	W1G 0PW


Independent auditors	Sumer Auditco Limited
	14th Floor
	33 Cavendish Square
	London
	W1G 0PW

BREAL CAPITAL (PULMAN) HOLDINGS LIMITED

CONTENTS

	Page
Strategic Report	1
Directors' Report	2 - 3
Independent Auditors' Report	4 - 6
Profit and Loss Account	7
Balance Sheet	8
Statement of Changes in Equity	9
Notes to the Financial Statements	10 - 15

BREAL CAPITAL (PULMAN) HOLDINGS LIMITED

STRATEGIC REPORT

FOR THE YEAR ENDED 31 MARCH 2026

Introduction

The directors present their strategic report on the company for the year ended 31 March 2026.

Principal activities

The company's principal activity continues to be that of a holding company. The principal activity of its subsidiary was that of steel stockholders. On 1 July 2025 the Company’s ultimate parent company in the UK, Barclay & Mathieson Limited, undertook a simplification of its group structure and consequently the trade and assets of the Company’s subsidiary, Abram Pulman & Sons Limited, were hived up to Barclay & Mathieson Limited.

Business review

As described above, after the transfer of the trade and assets of the Company’s subsidiary to Barclay & Mathieson Limited was completed the Company became dormant.

Financial risk management objectives and policies

The management of the business and the execution of the strategy of the Company’s subsidiary are subject to a number of risks.

Price Risk

Following the transfer of the trade and assets of the Company’s subsidiary to Barclay & Mathieson Limited on 1 July 2025 the Company is no longer exposed to this risk.

Credit and liquidity risk

Following the transfer of the trade and assets of the Company’s subsidiary to Barclay & Mathieson Limited on 1 July 2025 the Company is no longer exposed to this risk.

Interest rate risk

Following the transfer of the trade and assets of the Company’s subsidiary to Barclay & Mathieson Limited on 1 July 2025 the Company is no longer exposed to this risk.

Financial key performance indicators

Given the dormant status of the business, the Director is of the opinion that analysis using KPIs is not necessary for an understanding of the performance or position of the Company.

This report was approved by the board and signed on its behalf.

K M Greenwood

Director

Date: 17 September 2026

Page 1

BREAL CAPITAL (PULMAN) HOLDINGS LIMITED

DIRECTORS' REPORT

FOR THE YEAR ENDED 31 MARCH 2026

The directors present their report and the financial statements for the year ended 31 March 2026.

Directors' responsibilities statement

The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.

In preparing these financial statements, the directors are required to:

∙select suitable accounting policies for the Company's financial statements and then apply them consistently;

∙make judgements and accounting estimates that are reasonable and prudent;

∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company 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 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 hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Directors

The directors who served during the year were:

T Nonaka

E Fuji (resigned 31 March 2026)

K M Greenwood

Matters covered in the Strategic Report

The directors have chosen to disclose information on the following, required by the Companies Act 2006 to be included in the Directors' Report, within the Strategic Report:

- information on financial risk management and policies; and

- information on regarding future developments of the business.

Page 2

BREAL CAPITAL (PULMAN) HOLDINGS LIMITED

DIRECTORS' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 MARCH 2026

Disclosure of information to auditors

The director at the time when this Director's Report is approved has confirmed that:

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:

∙so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Auditors

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 and signed on its behalf.

K M Greenwood

Director

Date: 17 September 2026

Page 3

BREAL CAPITAL (PULMAN) HOLDINGS LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BREAL CAPITAL (PULMAN) HOLDINGS LIMITED

Opinion

We have audited the financial statements of Breal Capital (Pulman) Holdings Limited (the 'Company') for the year ended 31 March 2026, which comprise the Profit and Loss Account, the Balance Sheet, the 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).

In our opinion the financial statements:

∙give a true and fair view of the state of the Company's affairs as at 31 March 2026 and of its profit for the year then ended;

∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

∙have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

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 Company 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.

Emphasis of matter - financial statements prepared on a basis other than going concern

We draw attention to Note 2.3 to the financial statements which explains that the decision was taken by the Directors to cease trade within the Company. Therefore, the Directors do not deem it appropriate to adopt the going concern basis of accounting in preparing the financial statements. Accordingly, the financial statements have been prepared on a basis other than that of going concern as described in Note 2.3. Our opinion is not modified in respect of this matter.

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 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.

Page 4

BREAL CAPITAL (PULMAN) HOLDINGS LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BREAL CAPITAL (PULMAN) HOLDINGS LIMITED (CONTINUED)

Other information

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.

Opinion on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

∙the information given in the 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 Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

∙adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

∙the financial statements are not in agreement with the accounting records and returns; or

∙certain disclosures of directors' remuneration specified by law are not made; or

∙we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Directors' Responsibilities Statement set out on page 2, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

Page 5

BREAL CAPITAL (PULMAN) HOLDINGS LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BREAL CAPITAL (PULMAN) HOLDINGS LIMITED (CONTINUED)

Auditors' responsibilities for the audit of the financial statements

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 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:

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.

Use of our 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.

James Hallett (ACA) (Senior Statutory Auditor)

for and on behalf of

Sumer Auditco Limited

Statutory Auditors

14th Floor

33 Cavendish Square

London

W1G 0PW

17 September 2026

Page 6

BREAL CAPITAL (PULMAN) HOLDINGS LIMITED

PROFIT AND LOSS ACCOUNT

FOR THE YEAR ENDED 31 MARCH 2026


	2026	2025
	£	£


Administrative expenses		(2,944,306)	-
Operating (loss)/profit		(2,944,306)	-
Income from other fixed asset investments	5	5,653,789	-
Profit before tax		2,709,483	-

Page 7

BREAL CAPITAL (PULMAN) HOLDINGS LIMITED

REGISTERED NUMBER: 12290990

BALANCE SHEET

AS AT 31 MARCH 2026

		2026		2025
Note		£		£

Fixed assets
Investments	8		-		2,944,306
			-		2,944,306
Current assets
Debtors: amounts falling due within one year	9	100		100
		100		100
Creditors: amounts falling due within one year	10	-		(2,944,306)
Net current assets/(liabilities)			100		(2,944,206)

Net assets			100		100

Capital and reserves
Called up share capital	11	100	100
		100	100

The financial statements were approved and authorised for issue by the board and were signed on its behalf by:

K M Greenwood

Director

Date: 17 September 2026

The notes on pages 10 to 15 form part of these financial statements.

Page 8

BREAL CAPITAL (PULMAN) HOLDINGS LIMITED

STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 MARCH 2026

	Called up share capital	Profit and loss account	Total equity
	£	£	£
At 1 April 2024	100	-	100
Profit for the year	-	-	-

At 1 April 2025	100	-	100
Comprehensive income for the year
Profit for the year	-	2,709,483	2,709,483
Contributions by and distributions to owners
Dividends: Equity capital	-	(2,709,483)	(2,709,483)
At 31 March 2026	100	-	100

The notes on pages 10 to 15 form part of these financial statements.

Page 9

BREAL CAPITAL (PULMAN) HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

1.	General information

The company is a private company limited by shares, incorporated in England and Wales. The address of the registered office and principal trading address is 14th Floor, 33 Cavendish Square, London, United Kingdom, W1G 0PW.

2.Accounting policies

2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies.

The financial statements contain information about Breal Capital (Pulman) Holdings Limited as an individual company and do not contain consolidated financial information as the parent of the group. The company is exempt under Section 400 of the Companies Act 2006 from the requirements to prepare consolidated financial statements as it and its subsidiary undertaking are included by full consolidation in the consolidated financial statements of Barclay & Mathieson Limited, a company registered in Scotland, and the parent undertaking of the smallest group of which the company is a member and for which group financial statements are prepared.

The following principal accounting policies have been applied:

2.2

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

∙the requirements of Section 7 Statement of Cash Flows;

∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);

∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);

∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;

∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Barclay & Mathieson Limited as at 31 March 2026 and these financial statements may be obtained from their registered address, 180 Hardgate Road, Glasgow, Scotland, G51 4TB.

2.3

Going concern

On 1 July 2025, the trade and assets of its subsidiary were hived up as a going concern to the Barclay and Mathieson Limited. Both the company and its subsidiary became dormant from that date, therefore the financial statements have been prepared on a basis other than going concern.

Page 10

BREAL CAPITAL (PULMAN) HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

2.Accounting policies (continued)

2.4

Impairment of fixed assets and goodwill

Assets that are subject to depreciation or amortisation are assessed at each balance sheet date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's (or CGU's) fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (CGUs). Non-financial assets that have been previously impaired are reviewed at each balance sheet date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.

2.5

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

2.6

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

2.7

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

2.8

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there 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 trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Basic financial liabilities

Page 11

BREAL CAPITAL (PULMAN) HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

2.Accounting policies (continued)

2.8

Financial instruments (continued)

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans and other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

2.9

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

3.	Auditors' remuneration

The Company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidated accounts of the parent Company.

Employees

The average monthly number of employees, including the directors, during the year was as follows:

	2026	2025
	No.	No.

Management and administration	3	3

Page 12

BREAL CAPITAL (PULMAN) HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

5.	Income from investments
		2026	2025
		£	£

	Dividends received from unlisted investments	5,653,789	-

6.	Taxation

		2026	2025
		£	£

Total current tax

	Deferred tax
	Total deferred tax	-	-


	Tax on profit	-	-

Factors affecting tax charge for the year
The tax assessed for the year is lower than (2025 - lower than) the standard rate of corporation tax in the UK of 25% (2025 - 25%). The differences are explained below:
	2026	2025
	£	£

Profit on ordinary activities before tax

2,709,483

Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2025 - 25%)	677,371	-
Effects of:
Capital allowances for year in excess of depreciation	(1,413,447)	-
Impairment of investments	736,076	-
Total tax charge for the year	-	-

Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 13

BREAL CAPITAL (PULMAN) HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

6.Taxation (continued)

Enter details here

7.	Dividends
		2026	2025
		£	£

Dividends paid

2,709,483

8.	Fixed asset investments

		Investments in subsidiary companies
		£
	Cost
	At 1 April 2025	2,944,306
	At 31 March 2026	2,944,306
	Impairment
	Impairment on disposals	2,944,306
	At 31 March 2026	2,944,306
	Net book value
	At 31 March 2026	-

Debtors

					2026	2025
					£	£


Called up share capital not paid	100	100

Page 14

BREAL CAPITAL (PULMAN) HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

10.	Creditors: Amounts falling due within one year
		2026	2025
		£	£

	Amounts owed to group undertakings	-	2,944,306

11.	Share capital
		2026	2025
		£	£

Allotted, called up and fully paid

10,000 (2025 - 10,000) Ordinary shares of £0.01 each	100	100

There is a single class of Ordinary shares. There are no restrictions on distribution of dividends and the repayment of capital.

12.	Controlling party

The immediate parent undertaking of the company is Barclay and Mathieson Limited which is registered in England and Wales. The share capital of Barclay & Mathieson Limited is held by Marubeni-Itochu Steel Europe Gmbh.

The ultimate parent undertaking is Marubeni-Itochu Steel Inc, parent company of Marubeni- Itochu Steel Europe Gmbh.

Page 15