APM Industries' record carries a clean audit history, seven straight unqualified opinions, but the numbers around it do not line up. The related party transaction table lists only small amounts such as rent, dividends, and remuneration, with no sales or purchases of ₹10.45 crore to any of the ten named parties, and the company says it has no subsidiaries while a demerged finance arm was acquired by new promoters in 2022.
Key findings
- APM Industries' FY2024-25 annual report shows no large related party sales or purchases
Critical- The FY2024-25 annual report's related party transaction table lists only small amounts such as rent, dividends, and remuneration, with no sales or purchases of ₹10.45 crore to any of the ten named parties. The Board's Report states no materially significant related party transactions were entered into and Form AOC-2 disclosure is not applicable. The FY2025-26 report contains no related party transaction figures. - No subsidiaries reported for seven years, yet the demerged finance arm was acquired by new promoters in 2022, and consolidated PAT is 5.3x standalone
Major- APM Industries reported "no subsidiaries, joint ventures or associate companies" in every annual report from FY2019-20 through FY2025-26. The Finance and Investment undertaking was demerged to APM Finvest Ltd in 2019, and on March 09, 2022, Hindon Mercantile Limited and Mr. Kapil Garg became its promoters. For FY2018, consolidated PAT was ₹13cr versus standalone PAT of ₹2.4cr, meaning 81% of profit was generated at subsidiaries. - Reported profit is shaped by recurring exceptional items and tax-rate-driven deferred tax adjustments, while the company states no accounting policy changes occurred
Major- FY2025-26 exceptional items included a ₹1.95 crore loss on disposal of 2 Power Generating Sets due to pollution-related restrictions, partially offset by ₹43 lakh compensation from a Real Estate Developer. FY2024-25 total tax expense was a net benefit of ₹303 lakhs (current tax ₹0, deferred tax credit ₹302, tax related to earlier years ₹1) on a loss before tax of ₹364 lakhs, with the reconciliation showing tax at the statutory rate of ₹95 lakhs offset by a ₹217 lakh effect of change in tax rate. The ₹72.83 crore difference between assets and liabilities transferred under the demerger scheme was appropriated against reserves. - Seven years of unqualified opinions with no key audit matters in the last two years, but a recurring Rule 11(g) audit trail exception persists
Minor- The statutory auditor issued unqualified opinions for every year from FY2019-20 through FY2025-26, with no key audit matters for FY2024-25 and FY2025-26. The audit trail feature was not enabled under administrative access rights for direct data changes, an exception reported identically in FY2023-24, FY2024-25 and FY2025-26, with no tampering found in any year. The auditor confirmed no fraud, no whistleblower complaints, and no wilful defaulter declaration for FY2025-26. - Promoter family members hold multiple board and executive positions, with related-party appointments approved through shareholder votes where promoter votes dominate
Minor- Shri Rajendra Kumar Rajgarhia (promoter, 17.92% holding) was re-appointed as Whole-time Director and Chairman for 3 years from June 1, 2024, with remuneration not exceeding ₹2.30 crores per annum. His son Shri Ajay Rajgarhia was approved to hold office of profit as Vice President with remuneration up to ₹42,00,000 per annum. At the September 2025 AGM, promoter and promoter group voted 100% in favour of all resolutions, while Public-Non Institutions polled only 3.52% of their holding. - Cash generation swung from 2x PAT to under half of PAT, while dividends were suspended for three years and resumed at a reduced rate despite solar capex payback claims
Minor- CFO/PAT swung from 2.01x in FY18 to 0.47x in FY17, a 4.3x deterioration in cash conversion year-over-year. No dividend was declared for FY2019-20, FY2020-21, or FY2024-25, with the FY2024-25 Board citing losses. Dividend per share fell from ₹1.60 for FY2022-23 to ₹0.50 for FY2023-24, a 69% cut, despite claimed solar payback periods of \~4-5 years on investments of ₹4.15 crore and ₹6.16 crore. - Chaturvedi & Partners has served as statutory auditor for over a decade with the same signing partner since FY2020-21, and no regulatory action appears in the dossier
Clean- Chaturvedi & Partners was appointed at the 43rd AGM in 2017 and re-appointed for a second 5-year term at the 48th AGM, approved by shareholders with 99.9962% votes in favour. The signing partner has been Laxmi Narain Jain for every year from FY2020-21 through FY2025-26. No auditor resignation, casual vacancy, or action by NFRA, ICAI, SEBI, or courts appears anywhere in the dossier.
What to watch
- JVVNL appeals. Outcome of the Rajasthan High Court appeals on the ₹12.01 crore Electricity Duty demand (provisioned at ₹5.19 crore) and the ₹3.6 crore demand paid under protest; no hearing date disclosed in the FY2025-26 annual report.
- Rule 11(g) audit trail exception. Whether the audit trail gap under administrative access rights persists for a fourth consecutive year in the FY2026-27 audit.
- Related party disclosures. Whether the FY2026-27 annual report again omits related party transaction figures and again states Form AOC-2 is "not applicable", following the FY2025-26 report's omission of such figures.
- Chairman re-appointment. Shri Rajendra Kumar Rajgarhia's term as Whole-time Director and Chairman runs to May 31, 2027, when fresh shareholder approval will be required.
- Auditor term expiry. Chaturvedi & Partners' second term runs until the 53rd AGM in 2027, when a new appointment or re-appointment resolution will be required.
Bottom line: This is an audited record with a stable auditor and no fraud findings, but the consistency stops there. The related party table lists only small amounts such as rent, dividends, and remuneration with no sales or purchases of ₹10.45 crore, the restated net debt, and the gap between consolidated and standalone profit all point to a structure where the reported numbers may not tell the full story. The risk is concentrated in disclosure quality and related party arrangements, watch the JVVNL appeals, the audit trail exception, and whether the related party figures repeat in the FY2026-27 annual report.