Company Overview
RLF Limited, a public limited company incorporated in 1979 and listed on BSE, operates in textile embroidery and sports academy businesses. The company submitted its 46th Annual Report for FY 2025-26 to BSE, reporting a net loss of ₹31.60 lakhs on total revenue of ₹99.04 lakhs.
Financial Performance
FY26 performance showed Revenue from Operations of ₹49.31 lakhs and Other Income of ₹49.73 lakhs. The company reported a loss before tax of ₹31.60 lakhs, with current liabilities exceeding current assets by ₹156.57 lakhs. Key financial ratios deteriorated, with Debt Service Coverage Ratio at 0.14 and Net Profit Margin at -64%.
Capital Structure Changes
The company forfeited 345,423 equity shares in September 2025 due to calls in arrears, reducing issued capital to 9,643,460 shares. Promoter shareholding stood at 52.62% as of March 31, 2026, with Ashish Khanna and Aditya Khanna each holding 17.34%.
AGM and Corporate Actions
The AGM is scheduled for September 30, 2026, to approve financial statements, reappoint directors, and consider special business including increased director remuneration. Key proposals include raising up to ₹10 crore through unsecured loans from promoters with equity conversion option and approving related party transactions up to ₹5 crore each.
Auditor Qualifications and Controls
Auditors issued a qualified opinion regarding land valuation uncertainties due to possible green belt/road widening restrictions, with external expert valuation at ₹4,007.48 lakhs. However, the company maintained adequate internal financial controls as per the audit report.
Related Party Transactions
Significant transactions include loans to affiliates (₹20.39 lakhs) and borrowings from directors (₹269.36 lakhs) at 9.25% interest. Purchases from related parties included ₹38.33 lakhs from SIPL Textiles and ₹12.41 lakhs from United Leasing & Industries.
Compliance and Governance
The company defaulted in TDS payment of ₹85,242 outstanding for over two years, with no provision for interest and penalty. Corporate governance provisions were not applicable as paid-up capital (₹9.64 crore) and net worth (₹6.90 crore) below SEBI LODR thresholds.
Going Concern Assessment
Despite current liabilities exceeding current assets and operational losses, management believes the positive net worth of ₹2,729.20 lakhs and initiatives including asset monetization will provide sufficient funds to meet financial obligations.