8k Miles Software Ltd, Cloud Computing


(Krishnaraj) #869

Absolutely! Observe a phenomenon, develop a theory, and apply it to predict such future phenomena as they develop. And improve.

If you are presuming that an alleged or actual wrong doing will be caught by authorities, please change that presumption.

Auditor may have complained, but it is really in no one’s interest to take action. Enforcement authorities in India act almost only on approval from higher ups (or incentives to themselves, which can be easily managed), higher ups usually will act if there is lot of noise, or serious systemic risk, or on political orders. Resources are very thin and expertise poor.

A case in point is Satyam, where even after a full blown confession, it took years for authorities to act, and the only shareholders compensated were the ADR holders, under SEC! Sad but true. I followed closely the Geodesic case of a $ 125 million default on FCCB and some bank loans. (BTW, they also had amazing talent and were paying salaries on time). It took 5-6 cases, with date after date, filed by Citibank, the FCCB Trustee, HDFC Bank, some guy from Nashik, some civil, some criminal, to ultimately lead after 5 years to arrest. The company was ordered by the Bombay HC to be liquidated, but what would come of it? Nothing.

In this case, the Promoters will say 8K Miles Software Services shareholders have nothing to do with 8K Miles Media, so these questions are not relevant and won’t be taken at the AGM.

It will take an iron will and a relentless pursuit to even ‘prove’ wrongdoing, even when everyone knows who did it. And if there are distributed shareholders each with a loss that is bearable in face of contemplating a legal course, the wrong doers will get away. Think about NSEL, they are still fighting, and those guys are real fighters. The entire process of seeking justice in India is a travesty and a tragedy. And the counterparties know it :wink:


(Harsh Vijh) #870

@udayp

One more qs for AGM:
100+ Cr loaned to 8K Miles Media should be reversed immediately to restore trust. What are the mgmt views on this?


(Silmaril) #871

Page 181 of AR says
Advances outstanding at the end of the year
8k miles media private Ltd. - 0 cr
8k miles media group - 58. 0844 cr
8k miles media group - 07. 3177 cr (interest)

I agree they should not loan the media group anymore to gain back trust.


(Funda_Buffett) #872

Mr Ramani resigns as CFO from 8K Miles !


(phreak) #874

This looks to have been done in a hurried fashion so that Ramani doesn’t attend the AGM and any and all questions pertaining to 8k Miles Media and Ramani can be brushed off. Astute move. Well played, I guess.


(Nasirul Amin) #877

He holds 83.60% in 8K Miles Media Pvt. Ltd. He just resigns a day before the AGM to wash off responsibility. Also, fraud that came to fore was committed by 8K Miles Media Pvt Ltd, where he is majority shareholder and Suresh was also CEO. The template of fraud is so old. Needs some modification.


(Susindar) #879

There are red flags. Then there are RED FLAGS! I do not understand how some of the investors still keep believing that 8k is off to some good. Pls look at the history of how many such companies existed before and where they are now (HOV, Helios, Aftek, I can literally name dozens). There is always some reason, but the end result is the same that investors loose everything. This time it may be different, but the probability of that happening at this moment I think is very minuscule. And when everything is lost, you have only yourself to blame as sufficient warnings have been posted here for a long time!


(Bharat) #880

The company usually talks about acquiring other companies at good valuations (Inorganic Growth). Is it like that they feel their own company current value is justified. Why not go for buyback their own company shares.

One should not make any personal comments over this Forum. I hope admin will look at it.

They have already gained 120 Cr from selling some stakes at high valuations.

Suppose you build a IT/ Tech company with 10 Cr initial capital (100% Ownership). The best thing is you do not need to show much Fixed assets. You start making up the numbers in profit and Loss statements while your Free Cash flows are negative. You acquire a lot of unknown companies abroad whose books of accounts are not Audited by a single firm. You start showing unbelievable numbers and sales figures from these subsidiaries located abroad. Though your principal company which undergoes Audit does not earn much.
Investors attract towards your too good to see numbers. Now you think to dilute some stakes. Market looking at your great sets of numbers value your company at 100 Cr. You offer around 25% Shares in IPO. By this you yourself raises around 25 Cr. Now you keep on showing great numbers and your market cap reaches around 500 Cr. You sell 5% of your Shares in Open Market at that Valuations. You make around another 25 Cr in quick time. You do not pay dividends and say that the company needs funds for acquiring many other companies. You have made total 50 Cr and still hold 70% ownership. Now suppose your market cap goes for a toss and reaches 200 Cr , you do not worry as you know what is your actual net worth is. You still can make 140 Cr more from selling all stakes but that will be tough as MCap can reach very low levels. so you wait for next bull run. Many share holders will sell in losses and many new joins your company. Your shares remain out of demand for some time and then people forget everything in next bull market.

The best thing every investor of 8K Miles should do is :slight_smile:

  1. To ask the management to provide a detailed Audit of all the subsidiaries by a Single Firm for say Deloitte.
  2. To ask them to buyback the shares at good valuations may be around Rs 500 per share.
  3. To delay any further acquisitions and uplift their Parent company


Source: 8K Miles March 2018 Consolidated Results

They recently acquired Cornerstone Advisors ! Was looking for this company on google. Found three companies with almost same name.
https://www.crnrstone.com/our-story/in-the-news
http://www.cornerstoneadvisors.com
wwwdotcornerstone-advisors.com

The third one is the website on acquired company which is a private LLC. Looks like Cornerstone Advisor is a very common name to build a company!


(Altruist) #881

Not sure if resignation is a solution or even appropriate.

It is rather unfair to assume malicious intent on the part of forum members - most want clarity around the intrinsic value, the actual business model and nos. / cash flow. If there is wrongdoing, it needs to certainly be pointed out and addressed one way or the other, so investors / good businesses can be protected & benefit over the long term.


(Altruist) #882

Point 1 is unlikely to happen. They would say that all subsidiaries are being operated in compliance with local regulations and that unaudited (or locally audited, if required by local law) statements would be attached as applicable.

On a related note, look at TCS’ fully audited report on subsidiary financials. This is the level of transparency and detail that can earn you investors’ trust for a lifetime.

https://www.tcs.com/content/dam/tcs/investor-relations/financial-statements/2017-18/fs/tcs-subsidiary-financials-2017-18.pdf


(udayp) #884

The AGM was eventful with many questions. And I think the management did fairly well with some convincing answers. Some of the main highlights:

  1. They are in the process of making Delloitte the sole auditor for all subsidiaries. They did not commit on the timelines but said that they are undertaking efforts to do at the earliest. Delloitte has already visited some of the subsidiary offices in US and gathered information.
  2. The audited detailed financial reports of all the subsidiaries for FY 2017-2018 will be made accessible in about two weeks.
  3. Hired a investor relations firm to increase investor confidence. This firm will be responsible to interact with institutional investors and also respond to emails from retail investors.
  4. CEO has repeatedly stated that convincing institutional buyers to invest is his top priority.
  5. He will be in India for the next 3-4 weeks meeting analysts and investors.
  6. On the issue of long delay in trade receivables, the company has not written off any revenue in the past five years showing 100% recovery.
  7. Reason given for not paying dividends: As most of the revenue is generated outside India, bringing back that revenue to India has huge tax implications. They are looking at various ways to tackle this problem, including having an entity in Singapore where the tax implications are very low, issuing ADRs and so on.
  8. CEO informed that they will not make any new acquisitions for the next 18 months from internal accruals after completing the acquisition that is in progress. He stressed on the term internal accruals after clarification was sought by investors. They may raise external funds if some compelling acquisition target comes along. They want to improve cash flow substantially.
  9. Did not give very convincing answers on the reason for CFO selling the stake and loaning it back. He said that selling stake and loaning to the company happened at very different times.
  10. Suresh has categorically stated that he has not decreased stake in the past one year.
  11. They have collected all the “rumors” (they call them rumors) that are circulating on social media and will send consolidated responses to the exchanges. They are formalizing the responses with their accounting and legal teams.

These are the important points that I remember off the top of my head. I’ll add more if I remember.


(Manojlion) #885

Many thanks for the update Uday :slight_smile: Shows the company in positive light.
Points 1 and 2 are huge plusses
Point 7 Was there any update ,if the company would do “share Buyback” as they cannot pay dividents due to reason mentioned

Was there any clarification about Mr Ramani coming back to stake as CFO. I hope he does not make a comeback ,as I believe,there are more doubts about him rather than anyone else in the company?

Will be awaiting the Concall Transcript

PS: I dearly hoped that the AGM would not go well and I can sell my shares.But this AGM again gives me hope


(Funda_Buffett) #886

Things said at AGM:
1- addressing the issue regarding investor communication by appointing adfactor as the IR

2- 8K media allegations are baseless & CFO has stepped down to focus on legal action on the accusations

3- US subsidiary is audited by another auditor and they are planning to bring Deloitte for the audit of all its entities

4- Has won many new clients and are making significant development in exploring different geographies. (For ex- They have set up a office in Singapore for the same)

5- They will be addressing to all the rumors very soon in an appropriate manner and are very much aware of the accusations made on them.

6- Will be uploading US subsidiary financials in next 2 weeks.

My take- Did all my queries were satisfactorily answered? NO ! But next one month will be crucial to see as to what kind of communication is management putting forward to address the issues.


(Manojlion) #889

Were there any questions pointed at the Auditor Deloitte? Just asking this to know the confidence level of Deloitte on this company
I hope there was some representative of DSP Black rock.Were there any questions from them?


(Funda_Buffett) #890

DSP -I don’t know ! But the auditors were present and no questions were directed towards them apart from the fact that the investors in general wish to see them auditing the subsidiaries as well.


(Praveen Ravindran) #891

(esoteric) #892

“At today’s annual general meeting, which was barred for the media, the CMD & CEO, Suresh Venkatachari, had a tough time convincing shareholders about various allegations against the company.”
Shoot the messenger.All your problems will get solved.


(jaman) #893

In my opinion, resignation of Mr. S. R. Ramani, CFO of 8k miles, is very positive sign for the company as his activity in the market and other financial activities of the company lead to such down fall of the price. Further, It is not desired that he is again buying back his shares in this company as this may make investors again suspicious about the activity of the company; the unsecured loan of Rs. 37.50 crores from him may also be repaid as soon as possible. Gradually bringing back the confidence of investors may be one of the top most priority.

As the company is doing very well under the CEO Mr.Suresh Venkatachari, the new CFO should very cautious about all the financial transactions of the company and everything should be in black and white.


(esoteric) #896

Comments by CARE Ratings vide their report dt28 Sep’18.
All instruments outlook Revised to Negative

The negative outlook reflects the likelihood of material misstatement in the consolidated financials of 8K miles as highlighted by the statutory auditors of the company in FY18 Annual report. The auditors has expressed qualified opinion in terms of material weakness identified in the company’s internal financial controls over financial reporting as at March 31 2018 with regard to adequacy and operating effectiveness of the management’s oversight and review of financial information and book closing procedures at the subsidiaries.
Rating Rationale
The revision in ratings assigned to the bank facilities and instrument of 8K Miles Software Services Limited (8K Miles) takes cognizance of resignation of statutory auditors of “8K Miles Media Private Limited” which is a related party to 8K miles having two common promoter directors. The previous auditor “M/s. GHG Associates” have accused the management of 8K Miles Media Private Limited of misusing the firm’s letter head, seal and the signature of the firm’s partner in 9 outward direct investment (ODI) certificates submitted by the company to the bank to transfer the funds equivalent to Rs.46.12 crore overseas to M/s 8K miles Media Holdings Inc. on various dates during the period June 21 2017 to March 28 2018. Further, there is a sharp decline in the share price of 8K Miles during the period June 2018-September 26 2018.

Looks certainly headed to SEBI.


(Silmaril) #897

Page 135 of AR
“We have considered the material weakness identified and reported above in determining the nature, timing, and extent of audit tests applied in our audit of the consolidated Ind AS financial statements of the Company for the year ended 31 March 2018, and the material weakness does not affect our opinion on the said consolidated Ind AS financial statements of the Company.”

If it had to go to SEBI it would have gone by now, 5 month on…