Rushil Decor Limited , a prominent player in the decorative laminates and medium-density fiberboard (MDF) industry, has released its financial results for the second quarter of FY2026, alongside significant corporate developments.

Financial Performance

For Q2 FY2026, Rushil Decor reported:

• Consolidated revenue of Rs 2,356.00 million, marking a 2.3% year-on-year increase
• EBITDA declined 24.1% to Rs 225.00 million with margins at 9.5%
• PAT fell 55% to Rs 51.00 million

The MDF division contributed Rs 1,695.00 million while the Laminates division generated Rs 547.00 million, up 8.9% year-on-year.

Segment-wise Performance

Rushil Decor operates in three primary segments:

1. Laminates and allied products
2. Medium Density Fiber Board (MDF)
3. Polyvinyl Chloride Board

Operational Highlights

• The Andhra Pradesh MDF facility returned to full operations after a fire incident earlier in the year, achieving 79% capacity utilization.
• Commercial dispatches from the Phase 1 Jumbo Laminates unit commenced during the quarter.
• The company added 10 new direct distributors and over 40 retailers to expand its network.

Half-Year Performance

For the first half of FY2026:

• Revenue was Rs 4,148.00 million, down 8.9% year-on-year
• EBITDA stood at Rs 203.00 million
• The company reported a net loss of Rs 89.00 million

Corporate Actions

Subsidiary Stake Dilution

The board has approved reducing Rushil Decor's shareholding in its subsidiary, Rushil Modala Ply Limited, from 51% to 29%. This will be achieved by selling equity shares to existing shareholders of the Modala Group.

Expansion of Laminate Production

In a significant development post the reporting period, Rushil Decor successfully commenced Phase II trial production of its Jumbo Size Laminate Sheets Project in October 2025. This expansion adds 1.6 million sheets per annum to the company's production capacity.

Government Incentives

The company received Rs 14.17 million from the Andhra Pradesh government as incentives under the Industrial Development Policy 2015-20. This includes:

• Rs 103.77 million towards power subsidy
• Rs 10.40 million for stamp duty reimbursement

Outlook

The expansion of the Jumbo Size Laminate Sheets Project positions Rushil Decor to meet growing overseas demand for larger format laminates. With the completion of both phases, the total installed capacity of the Jumbo Plant now stands at approximately 2.8 million sheets per annum.

The decision to dilute stake in its plywood subsidiary aligns with Rushil Decor's strategy to optimize its investment portfolio and enhance operational efficiency, potentially allowing more focus on its core laminate and MDF businesses.

While the company faces challenges, including a decline in EBITDA and PAT, its strategic expansions, network growth, and government incentives may provide support for future operations.

The Securities Appellate Tribunal (SAT) case involving Rushil Decor Limited and Vespera Fund Limited has reached a decisive conclusion with the company's Fund Raising Committee approving the forfeiture of convertible warrants worth ₹7.43 crores. This development follows the expiry of SAT's status quo order and Vespera Fund's agreement to the forfeiture decision.

Fund Raising Committee Decision

The Fund Raising Committee of Rushil Decor's Board of Directors, in its meeting held on December 12, 2025, approved the forfeiture of ₹7.43 crores representing 25% of the amount paid on 10 lakh convertible warrants. The decision was taken due to non-receipt of the remaining 75% consideration from Vespera Fund Limited.

Background and SAT Proceedings

The case originated from Vespera Fund Limited's appeal against SEBI's order concerning Rushil Decor's convertible warrants. SAT had initially dismissed Vespera Fund's appeal against SEBI's order and extended the status quo on 1,000,000 warrants for six weeks. The latest status quo direction given by SAT for a period of two weeks by virtue of order dated November 20, 2025, expired on December 10, 2025.

Mutual Agreement on Forfeiture

Following the expiry of SAT's status quo order, Rushil Decor initiated communication with Vespera Fund Limited to determine the further course of action. The company received communication from Vespera Fund Limited agreeing to the company's decision to forfeit the warrants, paving the way for the Fund Raising Committee's formal approval.

Regulatory Compliance

The forfeiture decision has been taken in accordance with Regulation 169(3) of Chapter V of Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018. This regulation governs the forfeiture of warrants when the warrant holders fail to pay the remaining consideration within the stipulated timeframe.

Impact and Next Steps

With the forfeiture now formalized, Rushil Decor will retain the ₹7.43 crores paid as 25% consideration while the 10 lakh convertible warrants will cease to exist. The company has disclosed this development under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, ensuring transparency for all stakeholders. The matter details are also being made available on the company's website at www.rushil.com .