STOCK TITAN

Rectitude (NASDAQ: RECT) profit jumps in first-half 2026 foreign issuer report

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Rectitude Holdings Ltd reported stronger unaudited results for the six months ended September 30, 2025. Revenue rose 10.8% to S$24.48 million, driven mainly by auxiliary products, including new offerings such as AIMS and expanded machinery and metal supplies. Safety equipment remained the core, contributing 74% of sales, while auxiliary products increased to 26%.

Cost of revenue grew 13.8% to S$16.41 million, and gross profit inched up to S$8.07 million, with margin easing from 34.7% to 33.0%. Net income more than doubled to S$2.63 million from S$1.12 million, helped by lower general and administrative expenses and higher other income. EBITDA increased from S$2.6 million to S$4.2 million, reflecting higher profitability.

Operating cash flow was an outflow of S$1.74 million due to higher receivables, inventories and other current assets, while investing activities generated S$0.82 million mainly from loan repayments. Total assets reached S$49.09 million and shareholders’ equity S$27.09 million as of September 30, 2025. Subsequent to period end, Rectitude agreed to purchase a Singapore property for S$1.284 million each unit and adopted a 2026 Equity Incentive Plan covering up to 1,450,000 ordinary shares.

Positive

  • Net income more than doubled from S$1.12 million to S$2.63 million for the six months ended September 30, 2025, supported by higher revenue, increased other income and lower general and administrative expenses.
  • EBITDA strengthened significantly, rising from S$2.6 million to S$4.2 million over the comparable six‑month periods, reflecting improved operating performance despite a modest decline in gross margin.

Negative

  • Operating cash flow remained negative at S$1.74 million used in the six months ended September 30, 2025, as working capital needs increased through higher receivables, inventories and other current assets.
  • Customer and supplier concentration risk is notable, with a single customer (Customer A) contributing S$3.84 million of revenue and S$4.06 million of accounts receivable, and major suppliers each representing a significant share of purchases and payables.

Insights

Profitability improved sharply, but cash generation lagged growth.

Rectitude Holdings delivered solid top-line expansion with revenue up 10.8% to S$24.48 million, driven by a shift toward higher auxiliary product sales. Net income rose from S$1.12 million to S$2.63 million, and EBITDA increased to S$4.2 million, indicating stronger underlying profitability.

Margin dynamics were mixed: gross margin dipped from 34.7% to 33.0%, but lower general and administrative expenses and higher other income more than offset this. Balance sheet strength improved, with total assets at S$49.09 million and shareholders’ equity at S$27.09 million as of September 30, 2025.

Cash flows highlight execution challenges. Operating activities used S$1.74 million despite higher earnings, mainly from increased receivables, inventories and other current assets. Management also continues to expand through property commitments and adopted a 2026 Equity Incentive Plan for up to 1,450,000 shares, so future filings may show how these actions affect costs and dilution.

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of March 2026

 

Commission File Number: 001-42133

 

Rectitude Holdings Ltd

(Translation of registrant’s name into English)

 

35 Tampines Industrial Avenue 5
T5@Tampines
Singapore 528627
+65 6749 6647

(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F ☒ Form 40-F ☐

 

 

 

 

 

 

EXHIBIT INDEX

 

Exhibit No.   Description
99.1   Management’s Discussion and Analysis of Financial Condition And Results Of Operations for the Six Months Ended September 30, 2025 and 2024
99.2   Unaudited Interim Condensed Consolidated Financial Statements for the Six Months ended September 30, 2025 and 2024
101.INS   Inline XBRL Instance Document.
101.SCH   Inline XBRL Taxonomy Extension Schema Document.
101.CAL   Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF   Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB   Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE   Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104   Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

 

1

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Date: March 20, 2026 Rectitude Holdings Ltd
     
  By: /s/ Zhang Jian
  Name:  Zhang Jian
  Title: Chairman of the Board of Directors and Chief Executive Officer

 

2

Exhibit 99.1

 

RECTITUDE HOLDINGS LTD

(Incorporation in Cayman Islands)

 

Unaudited First Half 2026 Financial Results

 

Revenue

 

Our business is principally involved in the provision of safety equipment, encompassing essential items such as (i) personal protective clothing, hand gloves, safety footwear, and personal fall arrest systems (a system used to arrest an employee in a fall from a walking-working surface, usually consisting of a body harness, anchorage, and connector), (ii) portable fire extinguishers and (iii) traffic products such as rubber speed humps, wheel stops and wheel chocks. Additionally, when needed by our customers, we also offer auxiliary products such as industrial hardware tools, electrical hardware, and battery energy storage system which is called All-In-One Intelligent Micro-grid System (AIMS) that required for construction sites.

 

For the six months ended September 30, 2024 and 2025, the provision of safety equipment contributed 81% and 74% of our revenue, respectively.

 

Total revenues increased by S$2,377,062, or 10.8%, from S$22,099,549 for the six months ended September 30, 2024, to S$24,476,611 for the six months ended September 30, 2025.

 

The following table sets forth our revenue by service categories for the periods indicated.

 

   For the six months ended September 30, 
   2025   2024 
       % of       % of 
Sales of products – at a point in time  S$   revenue   S$   revenue 
Safety equipment   18,160,280    74%   17,857,745    81%
Auxiliary products   6,316,331    26%   4,241,804    19%
    24,476,611         22,099,549      

 

During the six months ended September 30, 2024, and 2025, sale of safety equipment accounted for approximately 81.0% and 74.0% of the total revenue, respectively, while sale of auxiliary products accounted for approximately 19.0% and 26.0% of the total revenue, respectively. Total revenue increased by 10.8%, from S$22,099,549 for the six months ended September 30, 2024 to S$24,476,611 for the six months ended September 30, 2025, primarily due to an approximately 7.0% increase in the sale of auxiliary products from S$4,241,804 for the six months ended September 30, 2024 to S$6,316,331 for the six months ended September 30, 2025. Our revenue from the sale of auxiliary products increased due to expanding of business such as sale/rent of AIMS, opening of new outlets, enhance in supplying machinery like forklift, enhance in supplying metal products like hollow section & scaffolding pipe, and get profitable order like supplying AIMS to Thailand.

 

 

 

 

Overall, our revenue increase was driven by higher demand by our potential customers, also some new customers that start business with us during the six months, such as those in the construction sectors driven by new construction projects.

 

Cost of revenue

 

The cost of revenue primarily consisted of purchasing costs of our safety equipment and auxiliary products. The total cost of sales increased by S$1,988,119, or 13.8%, from S$14,422,920 for the six months ended September 30, 2024, to S$16,411,039 for the six months ended September 30, 2025.

 

The approximately 13.8% overall increase in cost of revenue was consistent with the increase of revenue during the six months period. However, procurement costs have increased rising from customizable products made for customers and newly launched auxiliary products embodying the Company’s DADE, Super Sun, SkyHawk, and Osprey brands.

 

Gross profit and Gross profit margin

 

Gross profit for the six months ended September 30, 2025, was S$8.07 million, representing 33.0% of operating revenues. Gross profit for the six months ended September 30, 2025 and 2024 was S$8.07 million and S$7.68 million, representing 33.0% and 34.7% of operating revenues, respectively. The increase in gross profit was mainly due to increased in sales volumes and improved efficiencies.

 

Other income

 

Other income primarily consisted of gain/(loss) from foreign currency exchange, gain on disposal of property, plant and equipment, operating lease modifications income, rental income, government grants and interest income.

 

Other income increased by S$275,443, or approximately 137.2% from S$200,766 for the six months ended September 30, 2024, to S$476,209 for the six months ended September 30, 2025. The increase was mainly driven by operating lease modifications income of S$14,571 for the six months ended September 30, 2025 which arose due to our renegotiation and modification of three existing operating lease contracts for branches by extending the lease term by another 2 to 3 years at revised lease payments during the six months ended September 30, 2025. Total rental income received were S$20,670 and S$111,308 for the six months ended September 30, 2024 and 2025, respectively.

 

Total interest income received were S$122,223 and S$114,917 for the six months ended September 30, 2024 and 2025, respectively. The decrease was mainly driven by loan repayment from the third party.

 

Selling and marketing expenses

 

Selling and marketing expenses primarily included expenses related to advertising and marketing activities and associated costs of our retail branches, which included labor costs, sales commissions and operating lease expenses.

 

Selling and marketing expenses increased by S$24,931, or approximately 1.0%, from S$2,461,020 for the six months ended September 30, 2024, to S$2,485,951 for the six months ended September 30, 2025. The small increase was primarily due to there is only a new branch opened in the six months which is the month of August 2025.

 

Research and development expenses

 

Research and development expenses primarily consisted of compensation cost to engineering, design and product development employees and software expenses. Research and development expenses decreased by S$51,376, or 100%, from S$51,376 for the six months ended September 30, 2024 to NIL for the six months ended September 30, 2025 primarily due to fee charges that required for the latest stage have been fully paid in financial year ended March 31, 2025.

 

2

 

 

General and administrative expenses

 

General and administrative expenses consisted primarily of motor vehicle running expenses, transportation, property maintenance and property tax, allowance for expected credit losses and general administrative expenses such as staff costs, depreciation, legal and professional fees and other miscellaneous administrative expenses.

 

General and administrative expenses decreased by S$980,797 or approximately 25.7%, from S$3,821,950 for the six months ended September 30, 2024, to S$2,841,153 for the six months ended September 30, 2025. The decrease was mainly due to decrease in public company costs, including professional fees and compliance costs incurred related to the Company’s listing on NASDAQ.

 

Interest expense

 

Interest expense primarily consisted of accrued interest from guaranteed bank loans and finance lease liabilities.

 

Interest expenses increased by S$1,902, or approximately 2.1% from S$88,865 for the six months ended September 30, 2024, to S$90,767 for the six months ended September 30, 2025. The small increase was mainly due to an decrease in interest expense from bank loan from S$69,850 for the six months ended September 30, 2024 to S$67,729 for the six months ended September 30, 2025 offset by increase in interest expenses from finance lease from S$19,015 for the six months ended September 30, 2024 to S$23,038 for the six months ended September 30, 2025.

 

Net income

 

As a result of the factors described above, net income for the six months ended September 30, 2025 was approximately $$2.6 million, compared to net income of S$1.1 million, for the six months ended September 30, 2024, these is an increase of approximate S$1.5 million.

 

EBITDA

 

EBITDA represents earnings before interest, taxes, depreciation, and amortization and is used by management as a supplemental measure of operating performance. For the six months ended September 30, 2025, EBITDA increased to S$4.2 million from S$2.6 million for the six months ended September 30, 2024, these is an increase of approximate S$1.6 million, primarily due to higher revenue and improved cost efficiency.

 

Cash Flows Analysis

 

Operating activities

 

For the period ended September 30, 2024, net cash used in operating activities was S$1,619,530, primarily resulted from our profit for the period of S$1,117,007, as adjusted for non-cash items and non-operating items, changes in operating activities and cash used in operations.

 

Adjustments for non-cash items consisted of depreciation of property, plant and equipment of S$289,103, amortization of ROU asset of S$791,120, reduced lease payments from lease modification of S$40,525, gain on disposal of property, plant and equipment of S$957, allowance for inventory write-down of S$28,214, allowance for expected credit losses of S$133,618 and fair value gain in financial assets of S$3,031, interest income of S$122,123. Changes in operating assets and liabilities mainly included: (i) a increase in accounts receivables, net of S$1,370,888 (ii) a increase in other receivables of S$120,337 (iii) a increase in advances to related parties of S$55,791; (iv) a decrease in other payable of S$1,990,135; (v) a decrease in finance liabilities – interest portion of lease payment of S$19,015 (vi) a decrease in operating liabilities of S$605,737 and (vii)  a decrease in income tax payable of S$530,898 and offset by (i) an decrease in inventories of S$126,330; (ii) an increase in accounts payables of S$754,615.

  

3

 

 

For the period ended September 30, 2025, net cash used in operating activities was S$1,737,590, primarily resulted from our profit for the period of S$2,634,303, as adjusted for non-cash items and non-operating items, changes in operating activities and cash used in operations. Adjustments for non-cash items consisted of depreciation of property, plant and equipment of S$332,077, amortization of ROU asset of S$696,757, reduced lease payments from lease modification of S$14,571, gain on forex of S$87,332, allowance for inventory write-down of S$5,023, allowance for expected credit losses of S$125,825, fair value gain in financial assets of S$3,141, interest income of S$114,917 and gain on disposal of property, plant and equipment of S$34,530. Changes in operating assets and liabilities mainly included: (i) an increase in accounts payables, net of S$2,259,783; (ii) an increase in income tax payable of S$339,466; offset by (i) an increase in trade receivables of S$1,552,583; (ii) an increase in advances to related parties of S$560,914; (iii) an increase in other current assets S$3,099,234; (iv) an increase in inventories of S$1,424,298; (v) a decrease in other payables of S$302,723; (vi) a decrease in operating lease liabilities of S$661,836; (vii) a decrease in interest expenses from finance lease liabilities of S$23,038.

 

Investing activities

 

For the period ended September 30, 2024, net cash used in investing activities was S$7,232,588, which was primarily consisted of purchase of property, plant and equipment, mainly in motor vehicles of S$298,761 and disbursement of loan to a third party of S$6,934,827 and offset by proceeds from disposal of property, plant and equipment of S$1,000.

 

For the period ended September 30, 2025, net cash provided by investing activities was S$820,573, which was primarily consisted of purchase of property, plant and equipment, mainly in motor vehicles of S$113,957; offset by proceeds from disposal of property, plant and equipment of S$34,530 and repayment of loan from third party of S$900,000.

 

Financing activities

 

For the period ended September 30, 2024, net cash provided by financing activities was S$9,354,512 which was primarily consisted of proceeds from guaranteed bank loans of S$252,283, payment of finance lease obligations of S$87,065, and proceeds from common shares issued for cash of S$9,189,294.

 

For the period ended September 30, 2025, net cash provided by financing activities was S$196,486 which was primarily consisted of proceeds from guaranteed bank loans of S$287,027; offset by payment of finance lease obligations of S$90,541.

 

4

 

Exhibit 99.2

 

RECTITUDE HOLDINGS LTD
INDEX TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

    Page
Consolidated Balance Sheet as of March 31, 2025 and Unaudited Interim Condensed Consolidated Balance Sheet as of September 30, 2025   F-2
Unaudited Interim Condensed Consolidated Statements of Operations and Comprehensive Income for the Six Months Ended September 30, 2024 and 2025   F-3
Unaudited Interim Condensed Consolidated Statements of Changes in Shareholders’ Equity for the Six Months Ended September 30, 2024 and 2025   F-4
Unaudited Interim Condensed Consolidated Statements of Cash Flows for the Six Months Ended September 30, 2024 and 2025   F-5
Notes to Unaudited Interim Condensed Consolidated Financial Statements   F-6

 

F-1

 

 

RECTITUDE HOLDINGS LTD
CONSOLIDATED BALANCE SHEET AS OF MARCH 31, 2025 AND UNAUDITED INTERIM
CONDENSED CONSOLIDATED BALANCE SHEET AS OF SEPTEMBER 30, 2025

 

   March 31,
2025
   September 30,
2025
   September 30,
2025
 
   S$   S$   US$ 
Assets            
Current assets            
Cash and cash equivalents   6,646,788    5,926,257    4,593,998 
Accounts receivable, net   11,547,018    13,225,426    10,252,268 
Inventories, net   7,578,048    8,997,323    6,974,669 
Other receivables   1,445,462    4,544,696    3,523,020 
Advances to related parties   236,811    797,725    618,391 
Total current assets   27,454,127    33,491,427    25,962,346 
                
Non-current assets               
Financial instrument   236,771    230,598    178,758 
Loan receivables   5,180,380    4,181,320    3,241,333 
Property, plant and equipment, net   6,399,557    6,432,723    4,986,607 
Right-of-use assets – operating leases   4,420,627    4,756,600    3,687,287 
Total non-current assets   16,237,335    15,601,241    12,093,985 
Total assets   43,691,462    49,092,668    38,056,331 
                
Liabilities and shareholders’ equity               
Current liabilities               
Bank loans, current portion   400,016    655,215    507,919 
Finance lease liabilities, current portion   199,320    196,452    152,288 
Accounts payable   7,571,503    9,831,286    7,621,152 
Operating lease liabilities, current portion   1,298,058    1,472,627    1,141,571 
Other payables   2,208,350    1,905,627    1,477,230 
Provision for income taxes   454,005    793,471    615,094 
Total current liabilities   12,131,252    14,854,678    11,515,254 
Non-current liabilities:               
Bank loans, non-current portion   2,834,183    2,997,111    2,323,342 
Finance lease liabilities, non-current portion   593,510    602,985    467,430 
Operating lease liabilities, non-current portion   3,363,357    3,545,111    2,748,148 
Deferred tax liabilities   1,446    1,446    1,121 
Total non-current liabilities   6,792,496    7,146,653    5,540,041 
Total liabilities   18,923,748    22,001,331    17,055,295 
Commitments and contingencies (Note 20)   
    
    
 
Shareholders’ equity               
Ordinary shares, US$0.0001 par value, authorized 500,000,000 shares, issued 14,500,000 shares outstanding as of March 31, 2025 and issued 14,500,000 shares outstanding as of September 30 2025, respectively   1,978    1,978    1,533 
Additional paid-in capital   11,382,600    11,382,600    8,823,721 
Retained earnings   13,444,178    16,078,481    12,463,939 
Accumulated other comprehensive loss   (61,042)   (371,722)   (288,157)
Total shareholders’ equity   24,767,714    27,091,337    21,001,036 
Total liabilities and shareholders’ equity   43,691,462    49,092,668    38,056,331 

 

The accompanying notes are an integral part of these unaudited condensed interim consolidated financial statements

 

F-2

 

 

RECTITUDE HOLDINGS LTD

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND
COMPREHENISVE INCOME FOR THE SIX MONTHS ENDED SEPTEMBER, 30 2024 AND 2025

 

   For the six months ended September 30, 
   2024   2025   2025 
   S$   S$   US$ 
Revenue   22,099,549    24,476,611    18,974,117 
Cost of revenue   (14,422,920)   (16,411,039)   (12,721,736)
Gross profit   7,676,629    8,065,572    6,252,381 
                
Selling and marketing expenses   (2,461,020)   (2,485,951)   (1,927,094)
Research and development expenses   (51,376)   
    
 
General and administrative expenses   (3,821,950)   (2,841,153)   (2,202,444)
Total operating expenses   (6,334,346)   (5,327,104)   (4,129,538)
                
Income from operations   1,342,283    2,738,468    2,122,843 
                
Other income (expense)               
Other income, net   200,766    476,209    369,154 
Interest expense   (88,865)   (90,767)   (70,362)
Total other income, net   111,901    385,442    298,792 
                
Income before income tax   1,454,184    3,123,910    2,421,635 
Income tax expense   (337,177)   (489,607)   (379,540)
Net income   1,117,007    2,634,303    2,042,095 
                
Other comprehensive loss               
Foreign currency translation adjustment   (388,769)   (310,680)   (240,837)
Total comprehensive income   728,238    2,323,623    1,801,258 
                
Weighted average number of ordinary shares               
Basic   13,614,754    14,500,000    14,500,000 
Diluted   13,614,754    14,500,000    14,500,000 
Earnings per share               
Basic   0.08    0.18    0.14 
Diluted   0.08    0.18    0.14 

 

The accompanying notes are an integral part of these unaudited condensed interim consolidated financial statements

 

F-3

 

 

RECTITUDE HOLDINGS LTD
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN
SHAREHOLDERS’ EQUITY FOR SIX MONTHS ENDED SEPTEMBER 30, 2024 AND 2025

 

   Ordinary shares   Additional       Accumulated other   Total 
   Number of
shares
   Amount   Paid in
capital
   Retained
earnings
   comprehensive loss   shareholders’
equity
 
       S$   S$   S$   S$   S$ 
Balance as at April 1, 2024   12,500,000    1,707    3,377,293    11,206,313    
    14,585,313 
Issuance of ordinary shares   2,000,000    271    8,005,307    
    
    8,005,578 
Net income       
    
    1,117,007    
    1,117,007 
Foreign currency translation adjustment       
    
    
    (388,769)   (388,769)
Balance as at September 30, 2024   14,500,000    1,978    11,382,600    12,323,320    (388,769)   23,319,129 
Balance as at April 1, 2025   14,500,000    1,978    11,382,600    13,444,178    (61,042)   24,767,714 
Net income       
    
    2,634,303    
    2,634,303 
Foreign currency translation adjustment       
    
    
    (310,680)   (310,680)
Balance as at September 30, 2025   14,500,000    1,978    11,382,600    16,078,481    (371,722)   27,091,337 
Balance as at September 30, 2025 (US$)   14,500,000    1,533    8,823,721    12,463,939    (288,157)   21,001,036 

 

The accompanying notes are an integral part of these unaudited condensed interim consolidated financial statements

 

F-4

 

 

RECTITUDE HOLDINGS LTD
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR SIX MONTHS ENDED SEPTEMBER 30, 2024 AND 2025

 

   September 30,
2024
  

September 30,

2025

  

September 30,

2025

 
   S$   S$   US$ 
Cash flows from operating activities            
Net income   1,117,007    2,634,303    2,042,095 
                
Adjustments to reconcile net income to net cash provided by/(used in) operating activities               
Depreciation of property, plant and equipment   289,103    332,077    257,424 
Amortization of right-of-use assets   791,120    696,757    540,122 
Operating lease modifications   (40,525)   (14,571)   (11,295)
Gain on disposal of property, plant and equipment   (957)   (34,530)   (26,767)
Interest income   (122,223)   (114,917)   (89,083)
Allowance for inventories write-down   28,214    5,023    3,894 
Allowance for expected credit losses – third parties   133,618    (125,825)   (97,539)
Fair value change in financial instrument   (3,031)   (3,141)   (2,435)
    Unrealised gain on forex   
-
    (87,389)   (67,743)
                
Changes in operating assets and liabilities               
Accounts receivable, net   (1,370,888)   (1,552,583)   (1,203,553)
Other receivables   (120,337)   (3,099,234)   (2,402,507)
Advances to related parties   (55,791)   (560,914)   (434,817)
Inventories   126,330    (1,424,298)   (1,104,107)
Accounts payable   754,615    2,259,783    1,751,770 
Other payables   (1,990,135)   (302,723)   (234,669)
Finance lease liabilities – interest portion of lease payment   (19,015)   (23,038)   (17,859)
Operating lease liabilities   (605,737)   (661,836)   (513,051)
Income tax payable   (530,898)   339,466    263,152 
Net cash used in operating activities   (1,619,530)   (1,737,590)   (1,346,968)
                
Cash flows from investing activities:               
Purchases of property, plant and equipment   (298,761)   (113,957)   (88,339)
Proceeds from disposal of property, plant and equipment   1,000    34,530    26,767 
Disbursement of loan to third party   (6,934,827)   -    - 
Repayment of loan from third party   
-
    900,000    697,674 
Net cash (used in)/provided by investing activities   (7,232,588)   820,573    636,102 
                
Cash flows from financing activities:               
Proceeds from common shares issued for cash   9,189,294    
    
 
Proceeds of bank loans, net   252,283    287,027    222,502 
Payments for finance lease liabilities – principal portion   (87,065)   (90,541)   (70,187)
Net cash provided by financing activities   9,354,512    196,486    152,315 
                
Net changes in cash and cash equivalents   502,394    (720,531)   (558,551)
Cash and cash equivalents at beginning of the period   3,468,594    6,646,788    5,152,549 
Cash and cash equivalents at end of the period   3,970,988    5,926,257    4,593,998 
                
Supplement disclosures of cash flow information               
Income taxes paid   (868,075)   (150,141)   (116,388)
Interest paid   (88,865)   (90,767)   (70,362)

 

The accompanying notes are an integral part of these unaudited condensed interim consolidated financial statements

 

F-5

 

 

RECTITUDE HOLDINGS LTD
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Note 1 — NATURE OF BUSINESS AND ORGANIZATION

  

Rectitude Holdings Ltd (the “Company” or “Rectitude”) was incorporated as an exempted limited liability company under the laws of the Cayman Islands on June 1, 2023. The Company, through its wholly-owned subsidiaries (collectively, the “Group”), primarily engages wholesale and supply of safety products in Singapore. The Company is principally engaged in investment holding. As at the date of this report, subsidiaries of the Company include the following entities:

 

Entity   Date of
incorporation
  Place of
incorporation
  Ownership   Principal activities
Rectitude Pte. Ltd. (“RPL”)   December 26, 1997   Singapore   100%   Wholesale of safety products
Alturan Supplies Pte. Ltd. (“ALS”)   September 15, 2009   Singapore   100%   Supply of safety products
P.T.H. Pte. Ltd. (“PTH”)   November 3, 2008   Singapore   100%   Supply of safety products

 

On June 21, 2024, the Company completed its initial public offering. In this offering, the Company issued 2,000,000 ordinary shares at a price of US$4.00 per share. The Company received gross proceeds in the amount of US$8.0 million before deducting any underwriting discounts or expenses. The Ordinary Shares began trading on June 21, 2024 on the Nasdaq Capital Market under the ticker symbol “RECT”.

 

Note 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Basis of preparation

 

The unaudited interim condensed consolidated financial statements do not include all the information and footnotes required by the accounting principles generally accepted in the United States of America (“U.S. GAAP”) for complete audited financial statements. Certain information and note disclosures normally included in the audited financial statements prepared in accordance with the U.S. GAAP have been condensed or omitted. In the opinion of the Company’s management, the unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited financial statements and include all adjustments, in normal recurring nature, as necessary for the fair statement of the Company’s financial position as of September 30, 2025, and results of operations and cash flows for the six-months ended September 30, 2025 and 2024. The unaudited interim condensed consolidated balance sheet as of September 30, 2025 has been derived from the audited financial statements but does not include all the information and footnotes required by the U.S. GAAP. Interim results of operations are not necessarily indicative of the results expected for the full fiscal year or for any future period. These unaudited interim condensed financial statements should be read in conjunction with the audited consolidated financial statements as of and for the years ended March 31, 2025 and 2024, and related notes included in the Company’s audited consolidated financial statements. 

  

Principles of consolidation

 

The unaudited interim condensed consolidated financial statements include the financial statements of the Company and its subsidiaries. All inter-company transactions and balances between the Company and its subsidiaries have been eliminated upon consolidation. Subsidiaries are those entities in which the Company, directly or indirectly, controls more than one half of the voting power; or has the power to govern the financial and operating policies to appoint or remove the majority of the members of the board of directors, or to cast a majority of votes at the meeting of directors.

 

F-6

 

 

RECTITUDE HOLDINGS LTD
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Note 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)

 

Risks and uncertainties

 

The main operations of the Company are in Singapore. Accordingly, the Company’s business, financial condition, and results of operations may be influenced by political, economic, and legal environments in Singapore, as well as by the general state of the economy in Singapore. The Company’s results may be adversely affected by changes in the political, regulatory and social conditions in Singapore. The Company believes that it is following existing laws and regulations including its organization and structure disclosed in Note 1, such experience may not be indicative of future results.

 

The Company’s business, financial condition and results of operations may also be negatively impacted by risks related to natural disasters, extreme weather conditions, health epidemics and other catastrophic incidents, which could significantly disrupt the Company’s operations.

 

Use of estimates and assumptions

 

The preparation of unaudited interim condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities as of the date of the unaudited interim condensed consolidated financial statements and the reported amounts of revenues and expenses during the periods presented. On an ongoing basis, management evaluates estimates, including but not limited to, those related to allowance for expected credit losses for accounts receivable, impairment assessment of inventories, impairment assessment of long-lived assets, fair value of financial instrument and incremental borrowing rate of operating leases. Management bases its estimates on historical experience and on various other assumptions believed to be reasonable. As a result, management makes judgments regarding the carrying values of the Company’s assets and liabilities that are not readily apparent from other sources. Authoritative pronouncements, historical experience and assumptions are used as the basis for making estimates. Actual results may differ from these estimates.

 

Foreign currency translation

 

The accompanying unaudited interim condensed consolidated financial statements are presented in the Singapore Dollars (“S$”), which is the reporting currency of the Company. The functional currency of the Company in the Cayman Islands is United States Dollars (“US$”), its other subsidiaries which are incorporated in Singapore are Singapore Dollars (“S$”),which are their respective local currencies based on the criteria of ASC 830, “Foreign Currency Matters”.

 

In the unaudited interim condensed consolidated financial statements of the Company, transactions in currencies other than the functional currency are measured and recorded in the functional currency using the exchange rate in effect at the date of the transaction. At the balance sheet date, monetary assets and liabilities that are denominated in currencies other than the functional currency are translated into the functional currency using the exchange rate at the balance sheet date. All gains and losses arising from foreign currency transactions are recorded in the unaudited interim condensed consolidated statements of operations and comprehensive income during the year in which they occur.

 

The following table outlines the currency exchange rates that were used in creating the unaudited interim condensed consolidated financial statements in this report:

 

   March 31,
2025
  September 30,
2025
Year-end spot rate  US$1=S$1.3445  US$1 = S$1.2900
Average rate  US$1=S$1.3381  US$1 = S$1.2896

 

F-7

 

 

RECTITUDE HOLDINGS LTD
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Note 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)

 

Convenience translation

 

Translations of amounts in the unaudited interim condensed consolidated balance sheet, unaudited interim condensed consolidated statements of operations and comprehensive income and unaudited interim condensed consolidated statements of cash flows from S$ into US$ as of and for the period ended September 30, 2025 are solely for the convenience of the reader and were calculated at the noon buying rate of US$1 = S$1.2900, as published in H.10 statistical release of the United States Federal Reserve Board. No representation is made that the S$ amounts could have been, or could be, converted, realized or settled into US$ at such rate or at any other rate.

 

Accounts receivable, net

 

Accounts receivable include trade accounts due from customers. Management reviews the adequacy of the provision for allowance for expected credit loss on an ongoing basis, using historical collection trends and aging of receivables. Management also periodically evaluates individual customer’s financial condition, credit history, and the current economic conditions to make adjustments in the provision for allowance for expected credit loss when it is considered necessary. Provision for allowance for expected credit loss is write-off after all means of collection have been exhausted and the potential for recovery is considered remote. Management continues to evaluate the reasonableness of the provision for allowance for expected credit loss policy and update, if necessary.

 

Management recognized additional/reversal provision for allowance for expected credit losses of S$133,618 and $125,825 (US$97,539) in profit or loss during the six months ended of September 30, 2024 and 2025, respectively.

 

Inventories, net

 

Inventories, net which comprise mainly of safety products available for sale, and are primarily stated at the lower of cost (on first-in, first-out basis) or net realizable value. Inventories valuation allowance is based on management’s estimate of future consumption for safety products and historical sales volumes.

 

Management recognized additional allowance for inventories write-down of S$28,214 and S$5,023 (US$3,894) in profit or loss during the six months ended of September 30, 2024 and 2025, respectively.

 

Loan receivables

 

Loan receivables are initially measured at the amount of consideration exchanged and subsequently measured at amortized cost and adjusted for potential allowance for expected credit losses. Loan receivables primarily consist of loan made to third party for cash management purpose. These amounts bear an interest of 5% per annum. management reviews its loan receivables placed with counterparties on a regular basis to determine if the allowance is adequate and adjusts the allowance when necessary. As of September 30, 2025, no allowance was deemed necessary. Management believes that the counterparty is high credit quality and continually monitors the credit worthiness of these counterparties.

 

F-8

 

 

RECTITUDE HOLDINGS LTD
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Note 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)

 

Property, plant and equipment, net

 

Property, plant and equipment are stated at cost, less accumulated depreciation, and impairment loss, if applicable. Depreciation is computed using the straight-line method after consideration of the estimated useful lives. The estimated useful lives are as follows:

   Useful life
Office equipment  5 years
Motor vehicles  5 years
Computer  1 years
Machinery  5 years
Furniture, fixtures and fittings  5 years
Leasehold building and leasehold improvement 
lesser of lease term or expected useful life

 

The cost and related accumulated depreciation of assets sold or otherwise retired are eliminated from the accounts and any gain or loss is included in the statements of operations and comprehensive income. Expenditures for maintenance and repairs are charged to earnings as incurred, while additions, renewals and betterment, which are expected to extend the useful life of assets, are capitalized. The Company also re-evaluates the periods of depreciation to determine whether subsequent events and circumstances warrant revised estimates of useful lives.

 

Impairment for long-lived assets

 

The Company’s long-lived assets with finite lives, including property, plant and equipment, net are reviewed for impairment whenever events or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying value of an asset may not be recoverable. The Company assesses the recoverability of the assets based on the undiscounted future cash flows the assets are expected to generate and recognizes an impairment loss when estimated undiscounted future cash flows expected to result from the use of the asset plus net proceeds expected from disposition of the asset, if any, are less than the carrying value of the asset. If an impairment is identified, the Company will reduce the carrying amount of the asset to its estimated fair value based on a discounted cash flows approach or, when available and appropriate, to comparable market values. As of March 31, 2025 and September 30, 2025, no impairment of long-lived assets was recognized.

 

Fair value measurement

 

Accounting guidance defines fair value as the price would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact, and it considers assumptions that market participants would use when pricing the asset or liability.

 

Accounting guidance establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Accounting guidance establishes three levels of inputs that may be used to measure fair value:

 

  Level 1 applies to assets or liabilities for which there are quoted prices, in active markets for identical assets or liabilities.

 

  Level 2 applies to assets or liabilities for which there are inputs other than quoted prices included within Level 1 that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical asset or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.

 

  Level 3 applies to asset or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.

 

F-9

 

 

RECTITUDE HOLDINGS LTD
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Note 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)

 

Cash and cash equivalents, accounts receivable, net, other receivables, bank loans — current portion, operating lease liabilities — current portion, finance lease liabilities — current portion, accounts payable, other payables, are financial assets and liabilities and are subject to fair value measurement. The Company’s current financial assets and liabilities are short-term in nature, therefore, management believes their carrying value approximate their fair value.

 

Leases

 

The Company determines if an arrangement is a lease at inception. A lease is classified at the inception date as either a finance lease or an operating lease. As the lessee, a lease is a finance lease if any of the following conditions exists: a) The lease transfers ownership of the underlying asset to the lessee by the end of the lease term, b) The lease grants the lessee an option to purchase the underlying asset that the Company is reasonably certain to exercise, c) the lease term is for 75% or more of the remaining economic life of the underlying asset, unless the commencement date falls within the last 25% of the economic life of the underlying asset, d) the present value of the sum of the lease payments equals or exceeds 90% of the fair value of the underlying asset; and e) the underlying asset is of such a specialized nature that it is expected to have no alternative use to the lessor at the end of the lease term.

 

Finance lease assets are included in property, plant and equipment, net, and finance lease liabilities are included in current and non-current finance lease liabilities.

 

Operating leases are included in operating lease right-of-use (“ROU”) assets, current operating lease liabilities and non-current operating lease liabilities, in the Company’s consolidated balance sheets. ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. When determining the lease term, the Company includes options to extend or terminate the lease when it is reasonably certain that it will exercise that option, if any. As the Company’s leases do not provide an implicit rate, the Company used an incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments.

 

The Company has elected to adopt the following lease policies in conjunction with the adoption of ASU 2016-02: (i) for leases that have lease terms of 12 months or less and does not include a purchase option that is reasonably certain to exercise, the Company elected not to apply ASC 842 recognition requirements; and (ii) the Company elected to apply the package of practical expedients for existing arrangements entered into prior to April 1, 2020 to not reassess (a) whether an arrangement is or contains a lease, (b) the lease classification applied to existing leases, and (c) initial direct costs.

 

Lease modification arose from the Company’s renegotiation and modification of certain existing operating lease contracts for certain outlets by extending the lease term for another 2 to 3 years at revised lease payments during the period ended 30 September, 2025. As these extensions are not part of the terms and conditions of the original operating lease contracts, it is accounted for as operating lease modifications with an addition to ROU of S$24,631 and NIL as of March 31, 2025 and September 30, 2025, respectively. The corresponding remeasurement to operating lease liabilities of S$27,127 and NIL as of March 31, 2025 and September 30, 2025, respectively.

 

Revenue recognition

 

The Company adopted Accounting Standards Codification 606, Revenue from Contracts with Customers (“ASC 606”), on April 1, 2021 using the modified retrospective approach. The Company’s accounting for revenue recognition remains substantially unchanged prior to adoption of ASC 606. There were no cumulative effect adjustments for prior to April 1, 2020. The effect from the adoption of ASC 606 was not material to the Company’s financial statements.

 

F-10

 

 

RECTITUDE HOLDINGS LTD
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Note 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)

 

The Company recognizes revenues when its customer obtains control of promised goods or services, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that an entity determines are within the scope of ASC 606, the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price, including variable consideration, if any; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. The Company only applies the five-step model to contracts when it is probable that the Company will collect the consideration to which it is entitled in exchange for the goods or services it transfers to the client.

 

Revenue for sales of products which are primarily safety equipment and auxiliary products are recognized at a point in time when the Company has satisfied its performance obligation. The key performance obligation of the Company is delivery of goods or collection by customer has occurred, evidenced by the acceptance of products by customers, whereby physical and legal control of the products is passed from the Company to its customer, and there’s no fulfilled obligation from the Company.

 

Upon local customers’ acceptance/acknowledgement on the acceptance of goods, control of the goods is passed from the Company to the customer, at which the Company believes it has satisfied its performance obligation to recognize revenue. For overseas customers, control of the goods is passed to the customer in accordance with terms and conditions ie. Free on Board (“FOB”), as stipulated in the respective contracts with customers. No element of financing is deemed present as typical payment terms range from 30 to 120 days from the date of issuance of invoice.

 

The Company is a principal and records revenue on a gross basis as the Company is primarily responsible for fulfilling the goods or services to the customers, is subject to inventory risk, has discretion in establishing pricing and the ability to direct the control of the promised goods before transferring those goods to the customers.

 

A large portion of the revenue comes from the sale of safety products. Customer returns have historically represented a small percentage of customer sales on an annual basis. The right of return recognized in the statement of operations and comprehensive income, net of revenue were S$49,951 and S$71,274 (US$55,251) during the six months ended September 30, 2024, and September 30, 2025 respectively. The Company does not provide warranty but gives customers one week of validation period for right of return.

 

Cost of revenue

 

Cost of revenue of safety products and other emerging products, which are directly related to revenue-generating transactions, primarily consist of cost of purchasing of products, net of discount received, and freight and handling charges.

 

F-11

 

 

RECTITUDE HOLDINGS LTD
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Note 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)

 

Selling and marketing expenses

 

Selling and marketing expenses mainly consist of promotion and marketing expenses, amortization of ROU — operating leases, rental expenses, media expenses for online and traditional advertising, as well as labor costs. For the six months ended September 30, 2024, and 2025, the Company’s selling and marketing expenses were S$2,461,020 and S$2,485,951 (US$1,927,094), respectively.

 

General and administrative expenses

 

General and administrative expenses consist primarily of motor vehicle running expenses, travelling and entertainment and general administrative expenses such as of staff costs, depreciation, legal and professional fees and other miscellaneous administrative expenses.

 

Employee benefit

 

Defined contribution plan

 

The Company participates in the national pension schemes as defined by the laws of Singapore’s jurisdictions in which it has operations. Contributions to defined contribution pension schemes are recognized as an expense in the period in which the related service is performed.

 

Income taxes

 

The Company accounts for income taxes in accordance with U.S. GAAP for income taxes. The charge for taxation is based on the results for the fiscal year as adjusted for items, which are non-assessable or disallowed. It is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date.

 

Deferred taxes are accounted for using the asset and liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the consolidated financial statements and the corresponding tax basis used in the computation of assessable tax profit. In principle, deferred tax liabilities are recognized for all taxable temporary differences. Deferred tax assets are recognized to the extent that it is probable that taxable profit will be available against which deductible temporary differences can be utilized. Deferred tax is calculated using tax rates that are expected to apply to the period when the asset is realized or the liability is settled. Deferred tax is charged or credited in the income statement, except when it is related to items credited or charged directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Current income taxes are provided for in accordance with the laws of the relevant taxing authorities.

  

F-12

 

 

RECTITUDE HOLDINGS LTD
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Note 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)

 

An uncertain tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. No penalties and interest incurred related to underpayment of income tax for the six months ended September 30, 2024 and 2025. The Company had no uncertain tax positions for the six months ended September 30, 2024 and 2025. The Company does not expect that its assessment regarding unrecognized tax positions will materially change over the next 12 months.

 

Related parties’ transactions

 

Parties, which can be a corporation or individual, are considered to be related if the Company has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Companies are also considered to be related if they are subject to common control or common significant influence, such as a family member or relative, shareholder, or a related corporation.

 

Commitments and contingencies

 

In the normal course of business, the Company is subject to contingencies, including legal proceedings and claims arising out of the business that relate to a wide range of matters, such as government investigations and tax matters. The Company recognizes its liability for such contingency if it determines it is probable that a loss has occurred, and a reasonable estimate of the loss can be made. The Company may consider many factors in making these assessments including historical and the specific facts and circumstances of each matter.

 

Earnings per share

 

The Company computes earnings per share (“EPS”) in accordance with ASC 260, “Earnings per Share”. ASC 260 requires companies to present basic and diluted EPS. Basic EPS is measured as net income divided by the weighted average number of ordinary shares outstanding for the period. Diluted EPS presents the diluted effect on a per share basis of the potential ordinary shares (e.g., convertible securities, options and warrants) as if they had been converted at the beginning of the periods presented, or issuance date, if later. Potential ordinary shares that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS. 

 

Segment reporting

 

ASC 280, “Segment Reporting”, establishes standards for reporting information about operating segments on a basis consistent with the Company’s internal organizational structure as well as information about geographical areas, business segments and major customers in consolidated financial statements for detailing the Company’s business segments. Based on the criteria established by ASC 280, the Company’s chief operating decision maker (“CODM”) has been identified as the Chief Executive Officer, who reviews consolidated results when making decisions about allocating resources and assessing performance of the Company. As a whole and hence, the Company has only one reportable segment. The Company does not distinguish between markets or segments for the purpose of internal reporting. As the Company’s long-lived assets are located in Singapore, no geographical segments are presented.

 

F-13

 

 

RECTITUDE HOLDINGS LTD

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Note 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)

 

Recently issued accounting pronouncements

 

Adoption of Accounting Standards Update (ASU) No. 2023-07, Improvements to Reportable Segment Disclosures (Topic 280): Segment Reporting

 

On November 27, 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2023-07, Improvements to Reportable Segment Disclosures (“ASU 2023-07”). ASU 2023-07 amends ASC 280, Segment Reporting(“ASC 280”) to expand segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the Company’s chief operating decision maker (“CODM”), the amount and description of other segment items, the title and position of the CODM, and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources. ASU 2023-07 further permits disclosure of more than one measure of segment profit or loss and extends the full disclosure requirements of ASC 280 to companies with single reportable segments. The Company adopted ASU 2023-07 on April 1, 2024, expansion of segment disclosure is presented in Note 22.

 

New Accounting Standards That Have Not Yet Been Adopted:

 

Accounting Standards Update 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures

 

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The ASU requires the annual financial statements to include consistent categories and greater disaggregation of information in the rate reconciliation, and income taxes paid disaggregated by jurisdiction. ASU 2023-09 is effective for public business entities for annual periods beginning after December 15, 2024, and interim periods within those annual periods; early adoption is permitted. Adoption is either with a prospective method or a fully retrospective method of transition. The Company plans to adopt ASU 2023-09 for the year beginning on April 1, 2025. The Company is currently evaluating the effect the updated guidance will have on its disclosures.

 

Accounting Standards Update 2024-03, Comprehensive income (Topic 220): Disaggregation of Income Statement expenses.

 

On November 4, 2024, the FASB issued ASU No. 2024-03, Expense Disaggregation Disclosures (“ASU 2024-03”). ASU 2024-03 amends ASC 220, Comprehensive Income to expand income statement expense disclosures and require disclosure in the notes to the financial statements of specified information about certain costs and expenses. ASU 2024-03 is required to be adopted for fiscal years commencing after December 15, 2026, with early adoption permitted. The Company is currently evaluating the impact of adopting the standard on the Consolidated Financial Statements.

 

The Company considers the applicability and impact of all accounting standards updates (“ASUs”). Management periodically reviews new accounting standards that are issued. Under the Jumpstart Our Business Startups Act of 2012, as amended (the “JOBS Act”), the Company meets the definition of an emerging growth company and has elected the extended transition period for complying with new or revised accounting standards, which delays the adoption of these accounting standards until they would apply to private companies.

 

F-14

 

 

RECTITUDE HOLDINGS LTD
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Note 3 — REVENUE

 

The following table presents the Company’s revenue disaggregated by product categories for the six months ended September 30, 2024 and 2025, respectively:

 

   Six months ended September 30 
   2024   2025   2025 
   S$   S$   US$ 
Sales of products – at a point in time            
Safety equipment   17,857,745    18,160,280    14,077,736 
Auxiliary products   4,241,804    6,316,331    4,896,381 
Total revenue   22,099,549    24,476,611    18,974,117 

 

Note 4 — OTHER INCOME, NET

 

   Six months ended September 30 
   2024   2025   2025 
   S$   S$   US$ 
Gain on foreign currency exchange, net   183    186,416    144,509 
Operating lease modifications   40,525    14,571    11,295 
Gain on disposal of property, plant and equipment   957    34,530    26,767 
Rental income   20,670    111,308    86,285 
Fair value change in financial instrument   3,031    3,141    2,435 
Government grants   3,260    11,326    8,780 
Interest income (Note 11)   122,223    114,917    89,083 
Other income   9,917    
    
 
Toal other income, net   200,766    476,209    369,154 

 

Rental income related to short-term leasing of premises and rental of battery energy storage system (AIMS) to a third-party customers for the six months ended September 30, 2025.

 

Note 5 — INVENTORIES, NET

 

Inventories, net consist of the following:

 

   As of 
   March 31,
2025
   September 30,
2025
   September 30,
2025
 
   S$   S$   US$ 
Goods in transit   896,791    773,436    599,563 
Inventories   7,472,866    9,020,519    6,992,650 
Less: Inventories allowance   (791,609)   (796,632)   (617,544)
Inventories, net   7,578,048    8,997,323    6,974,669 

  

F-15

 

 

RECTITUDE HOLDINGS LTD
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Note 6 — ACCOUNTS RECEIVABLE, NET

 

Accounts receivable, net consist of the following:

 

   As of 
   March 31,
2025
   September 30,
2025
   September 30,
2025
 
   S$   S$   US$ 
Accounts receivable – third parties   12,656,589    14,209,172    11,014,862 
Less: Allowance for credit losses – third parties   (1,109,571)   (983,746)   (762,594)
Accounts receivable, net   11,547,018    13,225,426    10,252,268 

 

As at the end of each reporting period, the aging analysis of accounts receivable, net of allowance for expected credit losses, based on due date is as follows:

 

   As of 
   March 31,
2025
   September 30,
2025
  

September 30,

2025

 
   S$   S$   US$ 
Within 30 days   6,767,079    4,304,410    3,336,752 
Between 31 and 60 days   1,354,777    3,041,016    2,357,377 
Between 61 and 90 days   1,260,919    1,922,850    1,490,581 
Between 91 and 120 days   649,852    1,437,306    1,114,191 
Over 120 days   1,514,391    2,519,844    1,953,367 
Total accounts receivable, net   11,547,018    13,225,426    10,252,268 

 

Movements of allowance for credit losses — third parties are as follows:

 

   As of 
   March 31,
2025
   September 30,
2025
   September 30,
2025
 
   S$   S$   US$ 
Allowance for expected credit losses, beginning   751,145    1,109,571    860,133 
Additions/(Reversal)   358,426    (125,825)   (97,539)
Allowance for expected credit losses, ending   1,109,571    983,746    762,594 

 

F-16

 

 

RECTITUDE HOLDINGS LTD
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Note 7 — OTHER RECEIVABLES

 

As at the end of each reporting period, other receivables are as follows:

 

   As of 
   March 31,
2025
   September 30,
2025
  

September 30,

2025

 
   S$   S$   US$ 
Amount due from third parties   112,319    16,912    13,110 
Deposits   344,221    395,003    306,204 
Advance to a supplier*   800,000    4,020,000    3,116,279 
Prepayments   188,922    112,781    87,427 
Other receivables   1,445,462    4,544,696    3,523,020 

 

* Advance to a supplier was related to a purchase order for SuperSun Lithium Battery Energy Storage System.

 

Note 8 — FINANCIAL INSTRUMENT

 

   As of 
   March 31,
2025
   September 30,
2025
   September 30,
2025
 
   S$   S$   US$ 
Financial instrument, beginning   231,293    236,771    183,543 
Net fair value change   5,478    3,141    2,435 
Foreign currency adjustment   
    (9,314)   (7,220)
Financial instrument, ending   236,771    230,598    178,758 

 

The fair value is based on the redemption value quoted by the insurance company. There is no change in valuation approach and technique. The insurance policy is pledged to the bank as security for the Company’s bank loans (Note 12).

 

This Policy is recorded in the consolidated financial statements as “financial instrument”, represented by the total cash surrender value of the contract stated in the annual statement of the policy (Level 3). Changes in the cash value is recognized as “other income” in the unaudited interim condensed consolidated statements of operations and comprehensive income.

 

F-17

 

 

RECTITUDE HOLDINGS LTD
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Note 9 — PROPERTY, PLANT AND EQUIPMENT, NET

 

Property, plant and equipment, net, consist of the following:

 

   As of 
   March 31,
2025
   September 30,
2025
   September 30,
2025
 
   S$   S$   US$ 
Leasehold buildings and leasehold improvement   8,288,008    8,475,458    6,570,122 
Computers   70,635    77,466    60,051 
Office equipment   49,695    51,040    39,566 
Machinery   530,182    530,183    410,995 
Furniture, fixtures & fittings   61,971    78,183    60,607 
Motor vehicles   2,745,758    2,822,400    2,187,907 
Subtotal   11,746,249    12,034,730    9,329,248 
Less: Accumulated depreciation and amortization   (5,346,692)   (5,602,007)   (4,342,641)
Property, plant and equipment, net   6,399,557    6,432,723    4,986,607 

 

Depreciation expenses of owned assets for the six months ended September 30, 2024 and September 30, 2025 amounted to S$289,103 and S$332,077 (US$257,424), respectively. Certain leasehold properties are pledged to the banks for the Company’s bank loans (Note 12).

 

No impairment loss had been recognized during the six months ended September 30, 2024 and September 30, 2025, respectively.

 

Note 10 — RIGHT-OF-USE ASSETS — OPERATING LEASES

 

Amounts relating to right-of-use assets on operating lease held by us and the associated accumulated amortization are summarized as follows:

 

    As of  
    March 31,
2025
    September 30,
2025
    September 30,
2025
 
    S$     S$     US$  
Leasehold buildings     6,336,278       7,092,973       5,498,429  
Less: Accumulated amortization     (1,915,651 )     (2,336,373 )     (1,811,142 )
Right-of-use assets – operating leases     4,420,627       4,756,600       3,687,287  

 

Amortization expenses of right-of-use assets — operating leases for the six months ended September 30, 2024 and September 30, 2025 amounted to S$791,120 and S$696,757 (US$540,122), respectively.

 

F-18

 

  

RECTITUDE HOLDINGS LTD
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Note 11 — LOAN RECEIVABLES

 

   As of 
   March 31,
2025
   September 30,
2025
   September 30,
2025
 
   S$   S$   US$ 
Loan receivables, beginning   
-
    5,180,380    4,015,798 
Additions   7,380,251    
-
    
-
 
Interest income   300,129    114,917    89,083 
Repayment   (2,500,000)   (900,000)   (697,674)
Loss on foreign currency exchange   
-
    (213,977)   (165,874)
Loan receivables, ending   5,180,380    4,181,320    3,241,333 

 

Amount due from third party bears interest of 5.50% per annum, unsecured and repayable in 2 years. Company receive another repayment of S$1,791,686 (US$1,388,904) from loan receivable subsequent to the financial period.

 

Note 12 — BANK LOANS

 

Long-term and short-term bank loans are as follows:

 

   As of 
   March 31,
2025
   September 30,
2025
   September 30,
2025
 
   S$   S$   US$ 
Total bank loans   3,234,199    3,652,326    2,831,261 
Less: current portion of bank loans   (400,016)   (655,215)   (507,919)
Long-term bank loans   2,834,183    2,997,111    2,323,342 

 

F-19

 

 

RECTITUDE HOLDINGS LTD
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Note 12 — BANK LOANS (cont.)

 

Bank loans comprised of the following:

 

Loan  Principal
amount
   Maturity
date
  Interest Rate  Repayment
method
  March 31,
2025
   September 30,
2025
   September 30,
2025
 
                S$   S$   US$ 
Mortgage loan I  S$ 3,270,400   July 31, 2030  Fixed at 1.68% for first 2 years. Subsequent years- 1.30% to 2.00% over the applicable 3-month Compounded Singapore Overnight Rate Average (“SORA”)  Monthly repayment   1,188,377    1,098,208    851,324 
Mortgage loan II  S$ 1,062,500   May 31, 2036  1.30% to 2.00% over the applicable 3-month SORA  Monthly repayment   670,829    650,835    504,523 
Mortgage loan III  S$ 887,000   March 31, 2031  1.30% to 2.00% over the applicable 3-month SORA  Monthly repayment   565,504    523,950    406,163 
Mortgage loan IV  S$ 907,000   August 31, 2036  1.30% to 2.00% over the applicable 3-month SORA  Monthly repayment   595,455    574,486    445,338 
  Mortgage loan V   S$ 1,311,000   March 21, 2040    Fixed at 3.00% for first 2 years   Subsequent years 3.00% over the applicable 3-month   Compounded Singapore Overnight Rate Average (“SORA”)   Monthly repayment   131,219    258,857    200,665 
Term loan I  S$ 960,000   August 31, 2036  1.30% to 2.00% over the applicable 3-month SORA  Monthly repayment   66,617    64,271    49,822 
Term loan II  S$ 200,000   August 31, 2036  1.30% to 2.00% over the applicable 3-month SORA  Monthly repayment   16,198    15,628    12,114 
  Term loan III   S$ 350,000   March 21,   2030   Prevailing 3-month Cost of Funds plus 1.50%  Monthly repayment   
    334,311    259,156 
Trust receipts  S$ 1,000,000   November 26, 2025  Prevailing Cost of Funds plus 1.50%  Upon 90 to 120 days   
    131,780    102,156 
Total bank loans                 3,234,199    3,652,326    2,831,261 

 

F-20

 

 

RECTITUDE HOLDINGS LTD
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Note 12 — BANK LOANS (cont.)

 

For the six months ended September 30, 2024 and September 30, 2025, the effective interest rate of the Company’s bank loans ranged from 1.50% to 5.00% and 1.50% to 5.01%, respectively.

 

Interest expenses arising from the Company’s bank loans for the six months ended September 30, 2024 and September 30, 2025 amounted to S$69,850 and S$67,729 (US$52,503) respectively.

 

The Company’s bank loan agreements contain certain covenants, which require compliance with certain financial ratios. As of March 31, 2025 and September 30, 2025, the Company were in compliance with all the financial covenants under its existing loan agreements.

 

Note 13 — TAXES

 

Income tax

 

Cayman Islands

 

The Company is incorporated in the Cayman Islands and is not subject to tax on income or capital gains under current Cayman Islands law. In addition, upon payments of dividends by the Company entities to their shareholders, no Cayman Islands withholding tax will be imposed. Accordingly, the Company do not accrue for taxes.

 

Singapore

 

The following table reconciles Singapore statutory rates to the Company’s effective tax rate:

 

   Six months ended September 30 
   2024   2025   2025 
   S$   S$   US$ 
Income before income tax   1,454,184    3,123,910    2,421,635 
Singapore statutory income tax rate   17%   17%   17%
Income tax expense computed at statutory rate   247,211    531,065    411,678 
                
Reconciling items:               
Income not subject to tax in Singapore   (163)   (2,120)   (1,643)
Non-deductible expenses   48,876    32,779    25,410 
Tax exemption and rebates   (48,732)   (37,092)   (28,753)
Underprovision of tax in prior financial year   89,985    (35,025)   (27,152)
Others   
    
    
 
Income tax expense   337,177    489,607    379,540 

 

F-21

 

 

RECTITUDE HOLDINGS LTD
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Note 14 — OTHER PAYABLES

 

The components of other payables are as follows:

 

   As of 
   March 31,
2025
   September 30,
2025
   September 30,
2025
 
   S$   S$   US$ 
Other payables            
Accrued expenses   1,952,121    1,689,646    1,309,803 
Other payables   256,229    215,981    167,427 
    2,208,350    1,905,627    1,477,230 

 

Accrued expenses mainly consist of professional service fees and cost incurred for operating activities which are yet to bill.

  

Other payables mainly consist of payable for other services and utilities expenses.

 

Note 15 — RELATED PARTY BALANCES AND TRANSACTIONS

 

The Company’s relationships with related parties who had transactions with the Company are summarized as follows:

 

Related Party Name   Relationship to the Company
Mr Zhang Jian (“Mr Zhang”)   Shareholder and Director
Ms Xu Yukai (“Mrs Zhang”)   Shareholder
Mr Huang Dong (“Mr Huang”)   Shareholder and Director
Ms Ang Siew Siang (“Ms Ang”)   Director
PTH Safety equipment Sdn Bhd   Shareholder and director is Mr Zhang and Mr Huang
Zhikai International Trade (Shanghai) Co., Ltd   Shareholder and director is Mr Zhang
Greenly Trading Company   Shareholder is Ms Ang

 

a. Related party balances

 

      As of 
Nature  Name  March 31,
2025
   September 30,
2025
   September 30,
2025
 
      S$   S$   US$ 
Advances to  Zhikai International Trade (Shanghai) Co., Ltd(1)   55,507    53,365    41,368 
                   
Advances to  PTH Safety Equipment Sdn Bhd(2)   181,304    744,360    577,023 
Total      236,811    797,725    618,391 

 

(1)On April 1, 2021, the Company entered into a sales and supply service agreement with Zhikai International Trade (Shanghai) Co.,Ltd, whose shareholder is Mr Zhang, to provide products supplies services to the Company. The balances due from Zhikai International Trade (Shanghai) Co.,Ltd represent downpayment made for manufacture of products.

 

(2)On April 1, 2021, the Company entered into a sales and supply service agreement with PTH Safety Equipment Sdn Bhd, whose shareholders and directors are Mr Zhang and Mr Huang, to provide products supplies services to PTH Safety Equipment Sdn Bhd. The balances due from PTH Safety Equipment Sdn Bhd. represent downpayment made for manufacture of products.

 

F-22

 

 

RECTITUDE HOLDINGS LTD
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Note 15 — RELATED PARTY BALANCES AND TRANSACTIONS (cont.)

 

b. Related party transactions

 

      As of 
Nature  Name  September 30,
2024
   September 30,
2025
   September 30,
2025
 
      S$   S$   US$ 
Accountancy fees  Greenly Trading Company   (36,300)   (37,480)   (29,054)
                   
Sales to  PTH Safety Equipment Sdn Bhd   31,867    563,055    436,477 
                   
Purchases from  PTH Safety Equipment Sdn Bhd   (24,565)   
    
 
                   
Purchases from  Zhikai International Trade (Shanghai) Co., Ltd   (542,842)   (291,003)   (225,584)

 

Note 16 — EQUITY

 

Ordinary shares

 

The Company was incorporated in the Cayman Islands on June 1, 2023, with an authorized share capital of US$50,000 divided into 500,000,000 ordinary shares of US$0.0001 each.

 

A further 2,000,000 ordinary shares were issued by June 21, 2024, resulting in 14,500,000  ordinary shares outstanding as at September 30, 2025. The Company only has one class of ordinary shares that are accounted for as equity.

 

Note 17 — OPERATING LEASE LIABILITIES

 

The Company entered into various non-cancellable operating lease agreements for certain leasehold properties. The Company determine if an arrangement is a lease, or contains a lease, at inception and record the lease in the financial statements upon lease commencement, which is the date when the underlying asset is made available for use by the lessor. The lease terms may include one or more options to extend the lease terms, for periods from one to three years, when it is reasonably certain that the Company will exercise that option.

 

As of September 30, 2025, the options to extend the leases were recognized as ROU assets — operating leases and operating lease liabilities on the consolidated balance sheets. The Company has elected not to present short-term leases on the consolidated balance sheets as these leases have a lease term of 12 months or less at lease inception.

 

Future operating lease payments, excluding short-term leases, as of September 30, 2025, are detailed as follows:

 

Operating leases  S$   US$ 
2026   1,741,810    1,350,241 
2027   1,250,093    969,064 
2028   1,157,779    897,503 
2029   690,174    535,019 
2030   481,878    373,548 
Thereafter   412,800    320,000 
Total future lease payment   5,734,534    4,445,375 
Less: Imputed interest   (716,796)   (555,656)
Present value of operating lease liabilities   5,017,738    3,889,719 
Less: Current portion   (1,472,627)   (1,141,571)
Long-term portion of lease liabilities   3,545,111    2,748,148 

 

The following table shows the weighted-average lease terms and discount rates for operating leases:

 

   2025 
Weighted average remaining lease term (Years)    
Operating leases   3 
      
Weighted average discount rate (%)     
Operating leases   6%

 

F-23

 

 

RECTITUDE HOLDINGS LTD
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Note 18 — FINANCE LEASE LIABILITIES

 

The Company has entered into various non-cancellable finance lease agreements for certain Company’s vehicles. The Company determine if an arrangement is a lease, or contains a lease, at inception and record the leases in the financial statements upon lease commencement, which is the date when the underlying asset is made available for use by the lessor.

 

Finance leases are included in property, plant and equipment and current and non-current finance lease liabilities on the consolidated balance sheets.

 

Future finance lease payments as of September 30, 2025, are detailed as follows:

 

Finance leases  S$   US$ 
2026   234,994    182,166 
2027   210,705    163,337 
2028   180,912    140,242 
2029   115,707    89,695 
2030   82,836    64,214 
Thereafter   79,324    61,491 
Total future lease payment   904,478    701,145 
Less: Imputed interest   (105,041)   (81,427)
Present value of finance lease liabilities   799,437    619,718 
Less: Current portion   (196,452)   (152,288)
Long-term portion of finance lease liabilities   602,985    467,430 

 

The following table shows the weighted-average lease terms and discount rates for operating leases and finance leases:

 

   2025 
Weighted average remaining lease term (Years)    
Finance leases   3 
      
Weighted average discount rate (%)     
Finance leases   4%

 

The components of the finance lease cost are as follows:

 

   Six months ended September 30 
   2024   2025   2025 
   S$   S$   US$ 
Finance lease cost:            
Depreciation of property, plant and equipment   152,785    166,083    128,747 
Interest on finance lease (Included in interest expense)   19,015    23,038    17,859 
    171,800    189,121    146,606 

 

Note 19 — CONCENTRATION AND RISKS

 

The following table sets forth a summary of single customers who represent 10% or more of the Company’s total revenue:

 

   Six months ended September 30 
   2024   2025   2025 
   S$   S$   US$ 
Amount of the Company’s revenue            
Customer A(1)   2,609,834    3,840,080    2,976,806 

 

F-24

 

 

RECTITUDE HOLDINGS LTD
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Note 19 — CONCENTRATION AND RISKS (cont.)

 

The following table sets forth a summary of single customers who represent 10% or more of the Company’s total accounts receivable, net:

 

   As of 
   March 31,
2025
   September 30,
2025
   September 30,
2025
 
   S$   S$   US$ 
Amount of the Company’s accounts receivable, net            
Customer A(1)   2,089,269    4,058,277    3,145,951 

 

(1) Customer is a multinational construction corporation based in Singapore.

 

The following table sets forth a summary of suppliers who represent 10% or more of the Company’s total purchases:

 

   Six months ended September 30 
   2024   2025   2025 
   S$   S$   US$ 
Amount of the Company’s purchases            
Supplier X(3)   2,030,838    1,909,540    1,480,263 
Supplier Y(4)   2,021,302    1,900,960    1,473,612 

 

The following table sets forth a summary of suppliers who represent 10% or more of the Company’s total accounts payable:

 

   As of 
   March 31, 2025   September 30,
2025
   September 30,
2025
 
   S$   S$   US$ 
Amount of the Company’s accounts payable            
Supplier X(3)   809,796    1,138,772    882,769 
Supplier Y(4)   953,941    
-
    
-
 
Supplier Z(5)   391,527    1,322,076    1,024,865 

 

(3) Supplier X is a safety equipment manufactory corporation based in People’s Republic of China.

 

(4)Supplier Y is an industrial hardware trading and manufactory corporation based in People’s Republic of China

 

(5)Supplier Z is a battery energy equipment manufactory corporation based in People’s Republic of China.

 

Credit risk

 

Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash and cash equivalents, accounts receivable, loan receivable, investments, amount due from related parties and other current assets. As of March 31, 2025 and September 30, 2025, all of the Company’s cash and cash equivalents were held in financial institutions with high credit ratings and quality in Singapore. Management believes that these financial institutions are of high credit quality and continually monitors the credit worthiness of these financial institutions.

 

Accounts receivable primarily comprise of amounts receivable from the product customers. To reduce credit risk, the Company performs ongoing credit evaluations of the financial condition of these customers and generally does not require collateral or other security from the customers. The Company has established a provision matrix applied on the portfolio segmented by factors such as geographic region and products that are considered to have similar credit characteristics and risk of loss. Historically, such losses have been within management’s expectations.

 

Loan receivables due from third parties, potentially expose the Company to concentrations of credit risk. As of March 31, 2025 and 2024, loan receivables due from third parties are of high credit ratings and quality. Management believes that these third parties are of high credit quality and continually monitors the credit worthiness of these third parties.

 

F-25

 

 

RECTITUDE HOLDINGS LTD
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Note 19 — CONCENTRATION AND RISKS (cont.)

 

To reduce credit risk, the Company performs ongoing credit evaluations of the financial condition of these third parties and generally does not require collateral or other security from the third parties. The Company’s policy is to review its loans receivables due from third parties for impairment semi-annually. In determining whether an impairment loss should be recorded in the consolidated statement of operation and comprehensive income at the reporting date, the Company makes judgements as to whether any observable data exists indicating evidence of impairment which would be likely to result in a measurable decrease in the timings and amounts of the estimated future cash flows.

 

Liquidity risk

 

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company’s reputation.

 

The Company ensures that it has sufficient cash and bank balances, and liquid assets to meet its expected operational expenses, including servicing for financial obligations and bank loans.

 

Interest rate risk

 

Interest rate risk is the risk that the fair value or future cash flows of the Company’s financial instruments will fluctuate because of changes in market interest rates. The Company’s exposure to interest rate risk arises primarily from bank loans. The Company does not expect any significant effect on the Company’s profit or loss arising from the effects of reasonably possible changes to interest rates on interest bearing financial instruments at the end of the financial year.

 

As at the reporting date, if the interest rates had been 50 basis points higher/lower with all other variables held constant, the Company’s profit before tax would have been approximately S$19,000 (US$15,000) lower/higher arising mainly as a result of higher/lower interest expense on bank loans.

 

Foreign currency risk

 

The Company’s foreign exchange risk results mainly from cash flows from transactions denominated in foreign currencies. At present, the Company does not have any formal policy for hedging against currency risk. The Company ensures that the net exposure is kept to an acceptable level by buying or selling foreign currencies at spot rates, where necessary, to address short-term imbalances.

 

The Company has transactional currency exposures arising from sales or purchases that are denominated in a currency other than the functional currency of the Company, primarily Chinese Renminbi. The Company’s exposure to Chinese Renminbi is minimal and is not expect to have a material impact.

 

Note 20 — COMMITMENTS AND CONTINGENCIES

 

In the ordinary course of business, the Company may be subject to legal proceedings regarding contractual and employment relationships and a variety of other matters. The Company records contingent liabilities resulting from such a claim, when a loss is assessed to be probable, and the amount of the loss is reasonably estimable.

 

In the opinion of management, there were no pending or threatened claim and litigation as of March 31, 2025 and September 30, 2025, and through the issuance date of these unaudited interim consolidated financial statements.

 

F-26

 

 

RECTITUDE HOLDINGS LTD
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Note 21 — SEGMENT INFORMATION

 

The Company applies ASC 280, Segment Reporting, in determining its reportable segments. The Company manages its business under one operating segment and does not allocate its assets to different reporting segments for management reporting purposes.

 

The following table presents significant expense categories for the six months ended September 30, 2024 & 2025.

 

   Six months ended September 30 
   2024   2025   2025 
   S$   S$   US$ 
Revenue   22,099,549    24,476,611    18,974,117 
Cost of sales   (14,422,920)   (16,411,039)   (12,721,736)
Gross profit   7,676,629    8,065,572    6,252,381 
Payroll expense   (2,981,202)   (3,021,595)   (2,342,322)
Retail outlets related expenses   (980,192)   (897,944)   (696,081)
Other segment expenses*   (2,598,228)   (1,511,730)   (1,171,883)
Net income   1,117,007    2,634,303    2,042,095 

 

* Other segment expenses include research and development expenses, selling and marketing expenses and general and administrative expenses other than payroll expense and retail outlets related expenses.

 

Note 22 — SUBSEQUENT EVENTS

 

The Company evaluated all events and transactions that from September 30, 2025 up through March 20, 2026 which is the date that these unaudited interim condensed consolidated financial statements are available to be issued, there were no other any material subsequent events that require disclosure in these unaudited interim condensed consolidated financial statements except below:

 

On November 28, 2025, the Company entered into a sales and purchase agreement to purchase a property at 23 Lok Yang Way #01-05 & #01-06 Lok Yang Connection Singapore 628638 at a purchase price of S$1,284,000 each from a third party. The construction of the property is expected to be completed by 2031.

 

On March 4, 2026, the Company adopted The Rectitude Holdings Ltd 2026 Equity Incentive Plan (the “2026 Equity Incentive Plan”) to motivate, attract and retain directors, consultants or key employees to exert their best efforts on behalf of the Company and link their personal interests to those of the Company’s shareholders. The 2026 Plan has a maximum number of 1,450,000 ordinary shares, of $0.0001 par value per share, of the Company available for issuance pursuant to all awards under the 2026 Equity Incentive Plan.

 

F-27

 

http://fasb.org/us-gaap/2025#UsefulLifeTermOfLeaseMember 0001995116 false 2025-09-30 2026 Q2 --03-31 0001995116 2025-04-01 2025-09-30 0001995116 2025-03-31 0001995116 2025-09-30 0001995116 us-gaap:RelatedPartyMember 2025-03-31 0001995116 us-gaap:RelatedPartyMember 2025-09-30 0001995116 2024-04-01 2024-09-30 0001995116 us-gaap:CommonStockMember 2024-03-31 0001995116 us-gaap:AdditionalPaidInCapitalMember 2024-03-31 0001995116 us-gaap:RetainedEarningsMember 2024-03-31 0001995116 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2024-03-31 0001995116 2024-03-31 0001995116 us-gaap:CommonStockMember 2024-04-01 2024-09-30 0001995116 us-gaap:AdditionalPaidInCapitalMember 2024-04-01 2024-09-30 0001995116 us-gaap:RetainedEarningsMember 2024-04-01 2024-09-30 0001995116 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2024-04-01 2024-09-30 0001995116 us-gaap:CommonStockMember 2024-09-30 0001995116 us-gaap:AdditionalPaidInCapitalMember 2024-09-30 0001995116 us-gaap:RetainedEarningsMember 2024-09-30 0001995116 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2024-09-30 0001995116 2024-09-30 0001995116 us-gaap:CommonStockMember 2025-03-31 0001995116 us-gaap:AdditionalPaidInCapitalMember 2025-03-31 0001995116 us-gaap:RetainedEarningsMember 2025-03-31 0001995116 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2025-03-31 0001995116 us-gaap:CommonStockMember 2025-04-01 2025-09-30 0001995116 us-gaap:AdditionalPaidInCapitalMember 2025-04-01 2025-09-30 0001995116 us-gaap:RetainedEarningsMember 2025-04-01 2025-09-30 0001995116 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2025-04-01 2025-09-30 0001995116 us-gaap:CommonStockMember 2025-09-30 0001995116 us-gaap:AdditionalPaidInCapitalMember 2025-09-30 0001995116 us-gaap:RetainedEarningsMember 2025-09-30 0001995116 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2025-09-30 0001995116 us-gaap:IPOMember 2024-06-21 2024-06-21 0001995116 us-gaap:IPOMember 2024-06-21 0001995116 2024-06-21 2024-06-21 0001995116 rect:RectitudePteLtdRPLMember 2025-04-01 2025-09-30 0001995116 rect:AlturanSuppliesPteLtdALSMember 2025-04-01 2025-09-30 0001995116 rect:PTHPteLtdPTHMember 2025-04-01 2025-09-30 0001995116 2024-04-01 2025-03-31 0001995116 srt:MinimumMember 2025-09-30 0001995116 srt:MaximumMember 2025-09-30 0001995116 rect:OperatingLeaseContractsMember 2025-03-31 0001995116 rect:OperatingLeaseContractsMember 2025-09-30 0001995116 srt:MinimumMember 2025-04-01 2025-09-30 0001995116 srt:MaximumMember 2025-04-01 2025-09-30 0001995116 country:US rect:YearEndSpotRateMember 2025-03-31 0001995116 country:SG rect:YearEndSpotRateMember 2025-03-31 0001995116 country:US rect:YearEndSpotRateMember 2025-09-30 0001995116 country:SG rect:YearEndSpotRateMember 2025-09-30 0001995116 country:US rect:AverageRateMember 2025-03-31 0001995116 country:SG rect:AverageRateMember 2025-03-31 0001995116 country:US rect:AverageRateMember 2025-09-30 0001995116 country:SG rect:AverageRateMember 2025-09-30 0001995116 us-gaap:OfficeEquipmentMember 2025-09-30 0001995116 us-gaap:VehiclesMember 2025-09-30 0001995116 us-gaap:ComputerEquipmentMember 2025-09-30 0001995116 us-gaap:MachineryAndEquipmentMember 2025-09-30 0001995116 us-gaap:FurnitureAndFixturesMember 2025-09-30 0001995116 us-gaap:LeaseholdsAndLeaseholdImprovementsMember 2025-09-30 0001995116 rect:SafetyEquipmentMember 2024-04-01 2024-09-30 0001995116 rect:SafetyEquipmentMember 2025-04-01 2025-09-30 0001995116 rect:AuxiliaryProductsMember 2024-04-01 2024-09-30 0001995116 rect:AuxiliaryProductsMember 2025-04-01 2025-09-30 0001995116 rect:Within30DaysMember 2025-03-31 0001995116 rect:Within30DaysMember 2025-09-30 0001995116 rect:Between31And60DaysMember 2025-03-31 0001995116 rect:Between31And60DaysMember 2025-09-30 0001995116 rect:Between61And90DaysMember 2025-03-31 0001995116 rect:Between61And90DaysMember 2025-09-30 0001995116 rect:Between91And120DaysMember 2025-03-31 0001995116 rect:Between91And120DaysMember 2025-09-30 0001995116 rect:Over120DaysMember 2025-03-31 0001995116 rect:Over120DaysMember 2025-09-30 0001995116 rect:ThirdPartiesMember 2025-04-01 2025-09-30 0001995116 us-gaap:LeaseholdsAndLeaseholdImprovementsMember 2025-03-31 0001995116 us-gaap:ComputerEquipmentMember 2025-03-31 0001995116 us-gaap:OfficeEquipmentMember 2025-03-31 0001995116 us-gaap:MachineryAndEquipmentMember 2025-03-31 0001995116 us-gaap:FurnitureAndFixturesMember 2025-03-31 0001995116 us-gaap:VehiclesMember 2025-03-31 0001995116 srt:MinimumMember 2024-09-30 0001995116 srt:MaximumMember 2024-09-30 0001995116 rect:MortgageLoanIMember 2025-04-01 2025-09-30 0001995116 rect:MortgageLoanIMember 2025-03-31 0001995116 rect:MortgageLoanIMember 2025-09-30 0001995116 rect:MortgageLoanIIMember 2025-04-01 2025-09-30 0001995116 rect:MortgageLoanIIMember 2025-03-31 0001995116 rect:MortgageLoanIIMember 2025-09-30 0001995116 rect:MortgageLoanIIIMember 2025-04-01 2025-09-30 0001995116 rect:MortgageLoanIIIMember 2025-03-31 0001995116 rect:MortgageLoanIIIMember 2025-09-30 0001995116 rect:MortgageLoanIVMember 2025-04-01 2025-09-30 0001995116 rect:MortgageLoanIVMember 2025-03-31 0001995116 rect:MortgageLoanIVMember 2025-09-30 0001995116 rect:MortgageLoanVMember 2025-04-01 2025-09-30 0001995116 rect:MortgageLoanVMember 2025-03-31 0001995116 rect:MortgageLoanVMember 2025-09-30 0001995116 rect:TermLoanIMember 2025-04-01 2025-09-30 0001995116 rect:TermLoanIMember 2025-03-31 0001995116 rect:TermLoanIMember 2025-09-30 0001995116 rect:TermLoanIIMember 2025-04-01 2025-09-30 0001995116 rect:TermLoanIIMember 2025-03-31 0001995116 rect:TermLoanIIMember 2025-09-30 0001995116 rect:TermLoanIIIMember 2025-04-01 2025-09-30 0001995116 rect:TermLoanIIIMember 2025-03-31 0001995116 rect:TermLoanIIIMember 2025-09-30 0001995116 rect:TrustReceiptsMember 2025-04-01 2025-09-30 0001995116 rect:TrustReceiptsMember 2025-03-31 0001995116 rect:TrustReceiptsMember 2025-09-30 0001995116 rect:MrZhangJianMember 2025-04-01 2025-09-30 0001995116 rect:MsXuYukaiMember 2025-04-01 2025-09-30 0001995116 rect:MrHuangDongMember 2025-04-01 2025-09-30 0001995116 rect:MsAngSiewSangMember 2025-04-01 2025-09-30 0001995116 rect:PTHSafetyEquipmentSdnBhdMember 2025-04-01 2025-09-30 0001995116 rect:ZhikaiInternationalTradeShanghaiCoLtdMember 2025-04-01 2025-09-30 0001995116 rect:GreenlyTradingCompanyMember 2025-04-01 2025-09-30 0001995116 rect:AdvancesMember rect:ZhikaiInternationalTradeShanghaiCoLtdMember 2024-04-01 2025-03-31 0001995116 rect:AdvancesMember rect:ZhikaiInternationalTradeShanghaiCoLtdMember 2025-04-01 2025-09-30 0001995116 rect:AdvancesMember rect:PTHSafetyEquipmentSdnBhdMember 2024-04-01 2025-03-31 0001995116 rect:AdvancesMember rect:PTHSafetyEquipmentSdnBhdMember 2025-04-01 2025-09-30 0001995116 rect:AccountancyFeesMember rect:GreenlyTradingCompanyMember 2024-04-01 2024-09-30 0001995116 rect:AccountancyFeesMember rect:GreenlyTradingCompanyMember 2025-04-01 2025-09-30 0001995116 us-gaap:SalesMember rect:PTHSafetyEquipmentSdnBhdMember 2024-04-01 2024-09-30 0001995116 us-gaap:SalesMember rect:PTHSafetyEquipmentSdnBhdMember 2025-04-01 2025-09-30 0001995116 rect:PurchasesMember rect:PTHSafetyEquipmentSdnBhdMember 2024-04-01 2024-09-30 0001995116 rect:PurchasesMember rect:PTHSafetyEquipmentSdnBhdMember 2025-04-01 2025-09-30 0001995116 rect:PurchasesMember rect:ZhikaiInternationalTradeShanghaiCoLtdMember 2024-04-01 2024-09-30 0001995116 rect:PurchasesMember rect:ZhikaiInternationalTradeShanghaiCoLtdMember 2025-04-01 2025-09-30 0001995116 us-gaap:CommonStockMember 2023-06-01 0001995116 us-gaap:CommonStockMember 2024-06-21 0001995116 rect:CustomerAMember us-gaap:SalesRevenueNetMember us-gaap:CustomerConcentrationRiskMember 2024-04-01 2024-09-30 0001995116 rect:CustomerAMember us-gaap:SalesRevenueNetMember us-gaap:CustomerConcentrationRiskMember 2025-04-01 2025-09-30 0001995116 rect:CustomerAMember us-gaap:AccountsReceivableMember us-gaap:CustomerConcentrationRiskMember 2024-04-01 2025-03-31 0001995116 rect:CustomerAMember us-gaap:AccountsReceivableMember us-gaap:CustomerConcentrationRiskMember 2025-04-01 2025-09-30 0001995116 rect:PurchaseMember us-gaap:SupplierConcentrationRiskMember rect:SupplierXMember 2024-04-01 2024-09-30 0001995116 rect:PurchaseMember us-gaap:SupplierConcentrationRiskMember rect:SupplierXMember 2025-04-01 2025-09-30 0001995116 rect:PurchaseMember us-gaap:SupplierConcentrationRiskMember rect:SupplierYMember 2024-04-01 2024-09-30 0001995116 rect:PurchaseMember us-gaap:SupplierConcentrationRiskMember rect:SupplierYMember 2025-04-01 2025-09-30 0001995116 us-gaap:AccountsPayableMember us-gaap:SupplierConcentrationRiskMember rect:SupplierXMember 2024-04-01 2025-03-31 0001995116 us-gaap:AccountsPayableMember us-gaap:SupplierConcentrationRiskMember rect:SupplierXMember 2025-04-01 2025-09-30 0001995116 us-gaap:AccountsPayableMember us-gaap:SupplierConcentrationRiskMember rect:SupplierYMember 2024-04-01 2025-03-31 0001995116 us-gaap:AccountsPayableMember us-gaap:SupplierConcentrationRiskMember rect:SupplierYMember 2025-04-01 2025-09-30 0001995116 us-gaap:AccountsPayableMember us-gaap:SupplierConcentrationRiskMember rect:SupplierZMember 2024-04-01 2025-03-31 0001995116 us-gaap:AccountsPayableMember us-gaap:SupplierConcentrationRiskMember rect:SupplierZMember 2025-04-01 2025-09-30 0001995116 us-gaap:SubsequentEventMember 2025-11-28 2025-11-28 0001995116 rect:TwoThousandTwentySixEquityIncentivePlanMember us-gaap:SubsequentEventMember 2026-03-04 iso4217:SGD iso4217:USD iso4217:SGD xbrli:shares xbrli:shares iso4217:USD xbrli:shares xbrli:pure

FAQ

How did Rectitude (RECT) perform financially in the six months ended September 30, 2025?

Rectitude delivered higher revenue and sharply improved profit. Revenue rose 10.8% to S$24.48 million, while net income more than doubled to S$2.63 million. EBITDA grew from S$2.6 million to S$4.2 million, indicating stronger underlying operating performance.

What drove Rectitude (RECT) revenue growth in the latest half-year period?

Growth was driven mainly by auxiliary products. Total revenue increased to S$24.48 million, helped by higher sales of auxiliary products such as AIMS, machinery and metal products, while safety equipment remained the largest category, accounting for 74% of revenue.

How did Rectitude’s margins and expenses change year over year?

Gross margin dipped slightly, but overall profitability improved. Gross profit margin decreased from 34.7% to 33.0%. However, general and administrative expenses fell by about 25.7% to S$2.84 million, helping income from operations rise to S$2.74 million.

What was Rectitude (RECT) cash flow profile for the six months ended September 30, 2025?

Rectitude generated earnings but used cash in operations. Operating activities consumed S$1.74 million due to higher receivables, inventories and other current assets. Investing activities provided S$0.82 million, mainly from loan repayments, while financing activities added S$0.20 million.

How strong is Rectitude’s balance sheet as of September 30, 2025?

The company reported higher assets and equity. Total assets reached S$49.09 million and total liabilities S$22.00 million, resulting in shareholders’ equity of S$27.09 million. Bank loans totaled S$3.65 million, with the company in compliance with its loan covenants.

What notable subsequent events did Rectitude (RECT) disclose in this 6-K?

Rectitude reported a property purchase and a new equity plan. It agreed to buy property units for S$1.284 million each, with construction expected to complete by 2031, and adopted a 2026 Equity Incentive Plan covering up to 1,450,000 ordinary shares.

Filing Exhibits & Attachments

7 documents
Rectitude Holdings Ltd

NASDAQ:RECT

View RECT Stock Overview

RECT Rankings

RECT Latest News

RECT Latest SEC Filings

RECT Stock Data

18.27M
2.40M
Specialty Retail
Consumer Cyclical
Link
Singapore
Singapore