RSC International Limited reported a net loss of ₹1,119.22 thousand for the quarter ended June 30, 2026, marking a significant deterioration from the net profit of ₹136.27 thousand recorded in the corresponding period of FY25. The Board of Directors approved the unaudited standalone financial results on August 11, 2026, amid growing concerns over the company’s financial health. The loss was driven by rising employee benefit expenses and other operational costs, while the company reported zero income from operations during the quarter.

The financial results were reviewed by the company’s statutory auditors, D G M S & Co., who issued a qualified conclusion. The auditors cited a material uncertainty regarding the company’s ability to continue as a going concern, pointing to continuous cash losses over several years and an erosion in net worth. As of June 30, 2026, RSC International’s net worth stood at a negative ₹1,291.71 thousand. The auditors noted that while the financial results were prepared on a going concern basis, the company failed to adequately disclose this material uncertainty as required under Ind AS 1.

Financial Performance Highlights

The company incurred no income from operations or other income in Q1FY26, contrasting with ₹990.87 thousand in income from operations in Q1FY25. Total expenses rose to ₹1,119.22 thousand in the current quarter, up from ₹709.25 thousand in Q4FY26 and ₹854.60 thousand in Q1FY25. Employee benefit expenses surged to ₹660.00 thousand, a sharp increase from ₹60.00 thousand in the preceding quarter and ₹20.00 thousand in the same quarter last year. Other expenses also climbed to ₹459.22 thousand, compared to ₹649.25 thousand in Q4FY26 and ₹145.00 thousand in Q1FY25.

What the Numbers Show

The divergence between revenue and cost structures highlights operational inefficiencies. While income from operations vanished completely in Q1FY26, fixed costs such as employee benefits and other expenses remained substantial. This imbalance directly contributed to the widened net loss. Furthermore, the negative net worth of ₹1,291.71 thousand indicates that accumulated losses have exceeded the company’s paid-up equity capital of ₹57,497.00 thousand, raising serious questions about capital adequacy and long-term viability.

The company operates in a single business segment and has no subsidiaries, associates, or joint ventures. Previous period figures have been regrouped where necessary to align with current classifications. The financial statements were prepared in accordance with Ind AS 34 and relevant provisions of the Companies Act, 2013.

RSC International approved the acquisition of a 51% stake in FA Wizard Private Limited for a total consideration of ₹20.69 crore. The acquisition will be executed through a share swap mechanism, issuing 62,70,008 equity shares at an issue price of ₹33 each to the shareholders of the target company. This strategic move aims to bolster RSC International's presence in the financial services sector by integrating a technology-driven retail lending distribution platform.

The Board of Directors approved the increase of the company's authorised share capital from ₹7 crore to ₹24 crore. This expansion, divided into 2,40,00,000 equity shares of ₹10 each, is subject to shareholder approval. The capital raise is intended to support the proposed acquisitions and issuance of securities, aligning with the company's growth objectives.

FA Wizard Private Limited, incorporated on November 02, 2020, reported a standalone turnover of ₹15,520.56 lacs for the financial year 2025–26 (provisional and unaudited). The entity operates a pan-India loan distribution platform, partnering with banks and NBFCs. The acquisition is expected to be completed within two months and does not require any specific governmental or regulatory approvals.

In addition to the acquisition, the board approved the issuance of up to 18,00,000 equity shares and 1,00,00,000 convertible warrants on a preferential basis. The equity shares are priced at ₹33 each for an aggregate consideration of ₹5.94 crore, while the warrants, also priced at ₹33 each, aim to raise ₹33 crore. These issuances are directed towards persons forming part of the non-promoter public category and are subject to shareholder and stock exchange approvals.

The company scheduled an Extra-Ordinary General Meeting (EGM) on August 13, 2026, at 12:30 P.M. through Video Conferencing to seek shareholder approval for these proposals. M/s. Agrawal Kushal & Associates was appointed as the scrutinizer for the e-voting process and EGM proceedings. The remote e-voting period begins on August 10, 2026, and ends on August 12, 2026. The record date for determining shareholder eligibility is August 06, 2026.

Financial Details of FA Wizard Private Limited

Proposed Capital Issuances