RUBFILA International Limited has announced a postal ballot seeking shareholder approval for the continuation of Independent Director Shaukat Hasanali Merchant beyond the statutory age limit of 75 years. The company issued the notice on February 23, 2026, in compliance with Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2025.

Special Resolution Details

The postal ballot seeks approval through a special resolution for the continuation of Shaukat Hasanali Merchant (DIN: 00075865) as Independent Director upon attaining 75 years of age on March 29, 2026. The resolution is required under Regulation 17(1A) of the SEBI Listing Regulations, which mandates shareholder approval for continuation of non-executive directors beyond 75 years.

E-Voting Schedule and Process

The company has established a comprehensive e-voting timeline for shareholders to participate in the decision-making process. The remote e-voting facility will be provided exclusively through electronic means, with no physical postal ballot forms being distributed.

Shareholders whose names appear in the Register of Members or List of Beneficial Owners as on the cut-off date and have registered email addresses with the company, Integrated Registry Management Services Pvt. Ltd, or depositories will be eligible to participate in the e-voting process.

Director Profile and Justification

Shaukat Hasanali Merchant brings significant experience in law, compliance, and general administration to the board. His educational qualifications include BSc. and LLB degrees, positioning him well for his oversight responsibilities.

The board's performance evaluation and the Nomination and Remuneration Committee's recommendation support Merchant's continuation. The company emphasizes his integrity, expertise, experience, and proficiency as key factors justifying his retention beyond the standard age limit.

Regulatory Compliance and Scrutiny

The postal ballot process follows strict regulatory guidelines under the Companies Act, 2013, and SEBI regulations. M/s. SVJS & Associates, Practicing Company Secretaries (Firm Number: 7940), has been appointed as the scrutinizer to ensure fair and transparent conduct of the e-voting process.

The scrutinizer will prepare a report within two working days of the e-voting conclusion and submit findings to the chairman for result declaration. Results will be published on the company's website at www.rubfila.com and the CDSL e-voting platform at www.evoting.cdsl.com , with simultaneous communication to stock exchanges.

Shareholder Participation Guidelines

The company has partnered with Central Depository Services Limited (CDSL) to facilitate the remote e-voting process. Shareholders can access the voting platform through multiple channels, including depository websites and the company's official website. The voting rights will be proportional to shareholding in the paid-up equity share capital as recorded on the cut-off date.

Institutional and corporate shareholders intending to vote through authorized representatives must submit certified copies of board resolutions to the scrutinizer at svjsassociates@gmail.com . The resolution, if approved, will be deemed passed on the last date of e-voting, March 25, 2026.

RUBFILA International Limited has submitted its newspaper publication of unaudited financial results for the quarter ended 31st December 2025 to stock exchanges under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015. The company announced its Q3FY26 financial results with revenue of ₹12,161.10 lakhs, demonstrating steady performance across its business segments.

Regulatory Compliance and Publication

The company submitted the required documentation to both BSE and NSE on 16th February 2026, including copies of financial results published in Hindu Business Line (all editions) in English and Kerala Kaumudi (Palakkad Edition) in Malayalam on 15th February 2026. The submission was made by M Sudhesh, Assistant General Manager (Finance & Legal), ensuring compliance with regulatory requirements.

Standalone Financial Performance

The company's standalone operations showed mixed results for Q3FY26. Revenue from operations reached ₹12,161.10 lakhs, representing a 3.80% increase from ₹11,715.76 lakhs in Q3FY25. However, the quarter-on-quarter comparison showed a decline from ₹12,820.90 lakhs in Q2FY26.

For the nine-month period, the company achieved revenue from operations of ₹37,320.71 lakhs compared to ₹34,250.75 lakhs in the corresponding period of the previous year, marking an 8.96% growth. Net profit for the nine months stood at ₹1,805.51 lakhs versus ₹1,696.02 lakhs, showing a 6.46% increase.

Consolidated Results

The consolidated financial results, which include the wholly-owned subsidiary Premier Tissues India Limited, showed stronger performance. Consolidated revenue from operations for Q3FY26 was ₹14,673.44 lakhs compared to ₹13,796.57 lakhs in Q3FY25, representing a 6.36% growth.

Financial Position and Outlook

The company maintained a strong financial position with total assets of ₹32,909.50 lakhs as of 31st December 2025. Net worth increased to ₹28,159.27 lakhs from ₹27,439.12 lakhs. The company continues to operate as a zero-debt entity, with cash and cash equivalents of ₹3,085.21 lakhs.

The financial results were reviewed by the audit committee and approved by the Board of Directors on 13th February 2026. The statutory auditors issued an unmodified opinion on both standalone and consolidated results. The company addressed the impact of new Labour Codes notified in November 2025, stating no material incremental charges were recognized in the current period results.

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