Mitihoon – The Securities and Exchange Commission (SEC) has notified NR Instant Produce Public Company Limited (NRF) to rectify the financial statements for the year 2024 (Revised), the first quarter of 2025 (Revised) and the second quarter of 2025, have them audited and reviewed by the company’s auditor, and subsequently submit them to the SEC. NRF is also required to make simultaneous public disclosure through the Stock Exchange of Thailand’s Electronic Listed Company Information Transmission System (SETLink) by 18 December 2025.
Earlier, the SEC notified NRF to rectify its financial statements for the year 2024 and Q1 of 2025 regarding the accounting of the change in the shareholding proportion in Kairous Asia Limited (KAL), which did not meet the definition of a business according to the relevant financial reporting standards, including the consideration of the impairment of assets related to Regeneration Capital Co., Ltd. (RCL), a subsidiary that is an indirect shareholder of KAL, in separate financial statements. Consequently, NRF has rectified the mentioned issues and submitted the financial statements for the year 2024 (Revised), the first quarter of 2025 (Revised), and the second quarter of 2025.
However, NRF’s auditor expressed a qualified opinion on the financial statements for the year 2024 (Revised), the first quarter of 2025 (Revised) and the second quarter of 2025. The qualification relates to adjustments for inventory count differences at the subsidiary, Botany Petcare Co., Ltd. The auditor was unable to determine the monetary impact of adjustments to inventories, cost of sales, and other related accounts because the Group has not yet identified all quantity differences from the reconciliation of inventory computations. Furthermore, the Group has not yet prepared new unit costs reflecting actual costs.
Nevertheless, from the inventory count of that subsidiary, the Group and the special independent auditor identified differences between the physically counted inventory balance and the book balance. NRF has adjusted these differences in the financial statements for the year 2024 (Revised), the first quarter of 2025 (Revised) and the second quarter of 2025. However, some of the differences arose from the valuation of finished goods and semi-finished goods using the standard cost, which differed from actual cost. Therefore, the Group’s treatment of recording all differences to the cost of sales account without allocation to the finished goods account, combined with the use of unit costs from the accounting system data before difference adjustments in computing such entries, is not in compliance with Thai Financial Reporting Standards.
Therefore, the SEC has notified NRF to rectify its financial statements to comply with the relevant Thai Financial Reporting Standards. NRF is required to rectify the financial statements for the year 2024 (Revised), the first quarter of 2025 (Revised) and the second quarter of 2025 and submit the rectified financial statements that have been audited and reviewed by the auditor to the SEC. NRF must simultaneously report the disclosure of related information in accordance with Section 56 of the Securities and Exchange Act B.E. 2535 (1992). Additionally, the rectified financial statements and the rectification report must be disclosed publicly via the SETLink by 18 December 2025.
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