Good day, and welcome to the conference call of Ramakrishna Holdings Limited hosted by Nuvama Institutional Equities. This call has been scheduled to discuss the outcome of the meeting of the audit committee held on 04/26/2025 in relation to the discrepancy observed during the course of annual physical verification of inventory undertaken by the company for the financial year ended thirty first March twenty twenty five in certain cases. As a reminder, all participant lines will be in the listen only mode, and there will be an opportunity for you to ask questions after the presentation concludes. On your touch tone phone. I now hand the conference over to mister Raghunandan from Nuvama Wealth Management. Thank you, and over to you, sir.
Good morning, everyone. On behalf of the Nawama Institutional Equity, I would like to welcome you all to this conference call of Ramakrishna Projeans to discuss the outcome of audit committee meeting held on 04/26/2025. We have with us today, mister Naresh Jalan, managing director, mister Lalit Kumar Khetan, hold line director and chief financial officer, and mister Rajesh Mundra, vice president finance and company secretary. Before we begin the call, may I remind that the company is presently in the silent period and will not be able to deal with questions relating to financial statements or give guidance relating to financial statements. I can now hand over the call to mister, hold time director and chief financial officer for opening remarks. Over to you, Lalit sir.
Thank you, Rahul. Good morning, everyone, and thank you for joining this conference call on ThoughtMotiv. As most of you would be aware of the continuation made to stock exchanges by the company on April 26. During the fourth of the company's annual fiscal verification of the inventory, it was observed that this frequency has emerged in certain inventory, wherein book stock was bound to be higher than the physical inventory. The ongoing preliminary assessment indicates that this discrepancy might primarily be on account of certain in recording of inventory during the process.
It is important to state that this is the first such occurrence in the company history. Nevertheless, recognizing the seriousness of the matter, we have initiated comprehensive remedial actions to address the appropriate discrepancy with the utmost urgency and diligence. To ensure an objective and true fact finding study with an objective of following the best governance practices, the Audit Committee has appointed two reputed independent external agencies to conduct a joint fact finding study and identify specific reasons for the discrepancy in inventory. This decision to appoint these two appointed agency reflects our commitment to transparency, accountability, adherence to the highest standards of corporate governance while also aiming to mitigate risk of any future recurrence. While the fiscal beneficial process remains ongoing, our internal estimates suggest the adverse financial impact to be in the range of 4% to 5% of the Company's network.
Once the independent agencies complete their review, we will appropriately account for the impact in our financial statements for the financial year ending thirty first March twenty twenty five. We will continue to provide you updates, and we remain steadfast in our commitment to learning from this event and emerging even more stronger and better prepared for the future. We further appreciate, as said by Raghu that the company is currently in the silent period. We will not be able to deal with question relating to financial restatement or forward looking guidance relating to future. We will provide the same during the, our earning call meeting after the, our annual financial measures are out.
Now, I, I hand over the to miss the possibility to mister our managing director. Thank you. Over to sir.
Good morning, everyone, and thank you for taking the time for to join the call. I would like to state that our priority at this moment is to ensure correct assessment of the discrepancies and to take appropriate remedial measures.
We are fully cognizant that any action, discrepancy and to take appropriate remedial measures. We are fully cognizant of any actions and recommendations by the reputed agencies and as approved by the board may have implications on the network of the company. We are committed to safeguarding stakeholders' interest and upholding highest standards of corporate governance. I wish to assure all the stakeholders that the promoter entities, Tsurumoto, intend to fund any resultant shortfall through legally permissible instruments under applicable laws. At the same time, I wish to clarify that any action undertaken by the promoters in relation to infusion of funds as approved by the board and the shareholders will be in the best interest of the shareholders and will not be detrimental to the interest of the minority shareholders of the company.
Fund infusion is being undertaken with a single-minded focus of enhancing the financial position of the company. This infusion will also provide additional liquidity to the company and strengthen its leverage position. With that, I conclude my remarks, and I would now like to open the floor for questions.
Thank you very much. We will now begin the question and answer session. Anyone who wishes to ask a question may press and one on their touch tone phone. If you wish to remove yourself from the question queue, you may press and 2. Participants are requested to use handsets while asking a question.
Please note, the call will be for twenty to twenty five minutes, and participants need to restrict to one question per participant. Ladies and gentlemen, we will wait for a moment while the question queue assembles. The first question is from the line of Mr. From Lotus Wealth. Please go ahead.
Good morning. Just small question. Apply inventory approximate 1,400 crore. Hundred crore. Inventory 13 crore.
14 2 4,200 crore or 45%. Yes. 1,300 equivalent to nine months. Our amount of debt be a 1,500 crore. So it's not.
Sir, madam, this is a question related to inventory holding, basically. So you know the company's business model. We have a huge export. So lot of inventory remain in the transit, stock in transit. Lot of inventory remains in the warehouses, foreign warehouses.
And as we have to because all the OEMs has followed just in time Models are in India also we have to keep inventory for them. So that's why the inventory days is supposed to be up near two hundred or hundred twenty days, and that's being maintained as as well as company.
Okay. Thank you, sir. The next question is from the line of from White Pine Investment Management. Please go ahead, mister Shah.
Yeah. I hope I'm audible. Hello?
Yes, sir. Hello, please.
Yeah. So thanks for this opportunity, and a good good partner will try to proactively come out and not wait for the results for this. Just a clarification question. First, sir, is this just, accounting loss or it is a there will be a cash flow impact also? Why I'm asking you, what is the need for promoters to fund our balance sheet is basically good.
It's one fifty or so if we assume that is the number ballpark. It's not that big a number that could affect our network ratios or any other ratio. That's that's one. And second is, if if, Narek, he can clarify what type of instrument he's referring to. Because it will resume it is liquidity addition to that is likely to happen in some of the other form.
If you could clarify on that, it would be helpful.
Chirag, to answer your second question first, I have already said in my opening remarks that we will do what is required to maintain stakeholders' confidence and will not adversely impact any share minority shareholders. So basically and we will go with board and shareholders' approval. So there is an all legally permissible instruments which are there. So I think we are amply making it clear that when we say that it is not going to adversely affect any minority shareholders, so there are a lot of options which clearly indicate that it is not going to be impactful in terms of the holdings of the stakeholders in the current form.
And to answer your second question, Lalit, I think you can take the question.
So, Shiraz, coming to your first question about the if there is no financial loss to the company and what kind of it. So, yes, our assessment right now is that, yes, there is it's an optional loss because it's it will be in recording of inventory. But, certainly, we have to wait for any conclusion. We have to wait for the report of independent agency to come to any final conclusion.
And in terms of need for the promoter, putting up the money, it's only just as promoter stand fully committed by the company. That's why the extra gets up from the promoter as they feel, yes, we need to become under this scenario and include the fund.
And, Chirag, basically, we morally stand steadfast with the stakeholders of the company, and we would like to give confidence to the stakeholders that promoters understand their responsibility and sentiments of the stakeholder. And to give confidence to the stakeholders, we are committed to providing this money, slow motor basis, upfront, approval of the shareholders and the board.
Thank you, sir. The next question is from the line of Mr. Kunal Sangoli from. Please go ahead, Mr. Sangoli.
Yeah. Thanks. Thanks for the opportunity. My question is, sir, this inventory, can you just confirm whether this is basically lying with the, you know, the the the discrepancy that is the witness? It is as far as inventory with us or inventories with third parties?
That's question number one. Second, is that how is this process different than, say, last year? Because if I look at to look at the annual report, auditors have last year with, you know, they have mentioned, you know, in their audit report mentioned that inventory has been physically verified, and there is confidence by them that the frequency verification by management is reasonable and the competitive procedure is such is appropriate. So just wondering that, you know, how will this, you know, come to light?
So, Kunal, so coming to the the first part of the question, the monthly is lined with the company only.
Mhmm. So so all the inventory will line with the company on the books of the year as per book, and it has not been found. Number two, so coming to the 20, if there was an initial verification of inventory last year and there was no difficulty how this change of process has happened, And thus, I can come say, yes, we have found this discrepancy. Still, final assessment is pending. And it will come into the light only once the final report is being concluded.
In the meantime, we have said this is our assessment that this is irregularity in recording of production of inventory and that's the decision. This is for which period, how the process is changed or not changed. What we're always conclusion only will come out after the in fact finding study done by the independent internal agency. We should, right now, not comment on that.
Thank you. The next question is from the line of mister from DAM Capital. Please go ahead.
Yes sir, thank you for the opportunity. Sir, first question is, it's effect on the PNL. Of course, this one four to 5% of the network can be considered as a one time impairment impact. But on an ongoing basis, sustainable basis, since last two, three years, our EBITDA margin has been about around 22.5% roughly. So what is your internal assessment?
How one should look at that margin considering this inventory related discrepancy? I think one thing which we can say, this is one of incident which has happened.
And if business is as usual and ongoing and the with the full year results and the guidance which is supposed to come, I think lot more will be clear in terms of the future of the company, and we are very confident as promoters and as leader of the company. I am very confident that we will this is a onetime issue, and in future, we will ensure that this never happens again.
The second question is on this independent investigation by the independent auditor.
So can you give more light on that? What would be the process or who all are we are looking at as appointing people and anything in terms of time frame where we can get something concrete from these people and approximate?
So, Mitul, keeping in mind the best in our next practice is we have appointed two representative external agencies. Now the we expect them to conclude the study before the weekend to publish the result, and everybody knows the thirtieth May is the last date for publishing the result. So we expect them to conclude it before the result, and we can come out with the result providing for all the impact appropriately in the financial statement.
Thank you. The next question is from the line of Dabal Bala from. Please go ahead, sir.
Hello. Thanks for the opportunity, sir. So first, I mean, I think earlier our my colleague also asked, if you could name who are the independent agencies going to investigate, that's point number one. And point number two, this inventory discrepancies was for how many fiscal years as per the current management?
So, Adi, sir, we can only say right now.
We cannot name the agency, but these are two agencies on external agency, which we can very well say when report will come out in future that will be also available. You will be able to know at that point the name of the agency. So that and in terms of what was your second question? I just forgot.
Sir, this inventory discrepancy is amount, I mean, is resultant to how many years? Or is it How much year or so?
So I will say, still this needs to be addressed by this agency only. We cannot comment on this key. This is related to how much we are and how it happened. Only thing is whatever will come out that has to be counted this period in this financial year, that will be provided in this financial statement only.
Thank you. The next question is from the line of Mr. From Garrett Capital. Please go ahead, sir.
Hello, am I audible?
Yes, sir.
Yeah yeah yeah. Thank you for the opportunity, sir. So quickly, two questions.
So one is that, just to clarify, sir, is this a test of the inventory or is it something, you know, some manufacturing related, you know?
You are done with your question?
Sir, we have disconnected. We'll reconnect him Okay. Again. So Davilcha is not in the queue, so I will take the next question. From Sarvesh Gupta from Maximal Capital. Please go ahead, Sarvesh.
Yeah. Hi, sir. Just I think most of the questions are being answered, but pertaining to the previous participant's question, is it, like, is it a test which has happened, or is it something related to the recording of the manufacturing itself that we sort of recorded that this much production has been done by the actual production was lower and that was reflected in the inventory. So that is question number one. And question number two is that in case the promoters decide to include the fund, how will that sort of benefit the minority shareholder or at least because they will get further diluted at the time when, you know, the prices got corrected also.
So unless we are able to use funds at a multiple of the stock price or something like that, that is the only way, you know, you can save the minority shareholder interest. So so what so what is this one's infusion about, you know, and how it will save the interest of the minority shareholder?
To answer your question, second question first, I think taking into cognizant effect and interest of the minority shareholders, we understand the concern and we assure the investor community and the minority shareholders that in the best interest of the minority shareholders, promoter intend to fund it through approved legal method approved by the board and the stakeholders and the shareholders of the company, which is not adversely impacting the minority shareholders. Just to complement that service, what mister Galam is communicating, that instrument will be designed in a manner so that there will be no loss to the minor future holder due to this impact, this adverse impact. That will be made good.
Instrument may be designed in future with the help of all experts or the approval of board and shareholders. Coming to the first question, there was no, as we can assume, there were no shortage of inventory. It is irregularity in recording of production of inventory.
Thank you. The next question is from the line of Madhu Kaila from MK Ventures. Please go ahead.
Madhu, good morning. I just wanted to ask you two things. One, obviously, it's a great gesture that the promoter sub is serving and are assuring minority shareholders that there will be it will be in the best interest of the minority shareholders. So that's a great gesture. But can you assure the minority shareholders that this kind of lapses of any kind will not happen in the future?
And what kind of safeguarding systems you are going to pay so that this reoccurrence doesn't happen. And I'm very cognizant of the fact that this will happen for the first time in twenty five years. But can you just assure that? And will you have a concurrent auditor or in above whatever you have? Or will you have some kind of a processing system by which we can keep checking on our financial record and the system overall?
Good morning, sir. Sir, first of all, promoters are fully cognizant to the responsibility of protecting interest of the minority shareholders. And I can assure you and the entire stakeholder community that the fund inclusion is going to happen in a method which is not adversely going to affect the minority shareholders. And second, sir, being in capital markets for so many years, and there has been no single instance of such kind of work. We have also had a learning with what has happened, and we are doing all in our means and consulting the best of experts and post the reports being submitted by these external agencies.
We are going to ensure that this never ever happens and never is getting repeated in future. And I assure the entire investor community that as a leader of the company, I take moral responsibility of what has happened, and we will ensure that we live up to the expectations of the investor community and will ensure the best in corporate governance going future. Hello?
Please hello. Thank you. Please please note that there is a time constraint, and we'll be closing the call in next five to seven minutes. And the next question is from the line of from Ventures. Please go ahead.
Thank you, sir. Just want to check if this inventory discrepancy primarily seen in finished goods or raw materials or work in progress, you know, based on your initial findings. If you can help us understand this. Thanks.
So, because it is mainly the stock is processed.
Most of the other day, raw material and other issue. Right?
So does it mean that is pertaining to some outsourcing activity that is this this this this discrepancy is related to?
So you we cannot conclude on anything right now. Yeah.
This is task. The time to tell you this, Only thing is there is no shortage in raw material or stores. It's only relating to WIP of inventory.
Thank you, sir. The next question is from the line of Bharat Shah from Ask Investment Managers. Please go ahead.
Yeah. Hi. Lalitik, the two external agencies which are going to review this, these are appointed in consultation with the current auditors, Ernst and Young.
So, the the agencies are the the bureaucracy of audit committee. This has been appointed by the audit committee of the company. Only scope of that finding is being shared with the auditors, and they will conclude it. And if they find to be scope to be added or deleted anything, they will do that. So they are actually satisfied by the scope of the fact finding.
Thank you, sir. The next question is from the line of Manish Shotswala from Nirmal Bank Securities. Please go ahead, sir.
Yes. Thank you for the opportunity, sir. I have only one question. Most of the question already answered. So in terms of the understand this event related issue, so is there any is related gap between the what the auditor established versus what the management is calculating.
So the difference is the actual sort of quantity of raw material or there's a calculation difference between auditor and the management. So can you explain the reason of the discrepancies?
So there is no difference on any account established that way. Only thing we can say right now is it's the error of recording or in the working recording of production of inventory. And that needs to be again concluded by the fact finding agencies, and then only we will come to the final conclusion. Okay.
Thank you. We will take this as the last question for today, and I now hand the conference over to the management for closing comments.
Thank you. I would like to thank all the participants for joining the call on a relatively short notice. On behalf of Ramakrishna Holdings Limited, wish you all a very wonderful week ahead. Thank you once again for joining and sparing your time and joining the call. Thank you.
Thank you. On behalf of Newama Institutional Equities, that concludes this conference. Thank you for joining us, and you may now disconnect your lines.