Report on the Financial Statements
1. We have audited the accompanying Financial Statements of Ashok
Leyland Limited (the Company), which comprise the Balance Sheet as at
March 31, 2014, the Statement of Profi t and Loss and the Cash Flow
Statement for the year then ended and a summary of signifi cant
accounting policies and other explanatory information.
Management''s Responsibility for the Financial Statements
2. The Company''s Management is responsible for the preparation of
these fi nancial statements that give a true and fair view of the fi
nancial position, fi nancial performance and cash fl ows of the Company
in accordance with the Accounting Standards referred to in Section
211(3C) of the Companies Act, 1956 (the Act) (which continue to be
applicable in respect of Section 133 of the Companies Act, 2013 in
terms of General Circular 15/2013 dated 13 September 2013 of the
Ministry of Corporate Aff airs) and in accordance with the accounting
principles generally accepted in India. This responsibility includes
the design, implementation and maintenance of internal control relevant
to the preparation and presentation of the fi nancial statements that
give a true and fair view and are free from material misstatements,
whether due to fraud or error.
3. Our responsibility is to express an opinion on these
financial statements based on our audit. We conducted our audit in
accordance with the Standards on Auditing issued by the Institute of
Chartered Accountants of India. Those Standards require that we comply
with the ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the fi nancial statements are free
from material misstatement.
4. An audit involves performing procedures to obtain audit evidence
about the amounts and the disclosures in the fi nancial statements. The
procedures selected depend on the auditor''s judgement, including the
assessment of the risks of material misstatement of the fi nancial
statements, whether due to fraud or error. In making those risk
assessments, the auditor considers the internal control relevant to the
Company''s preparation and fair presentation of the fi nancial
statements in order to design audit procedures that are appropriate in
the circumstances, but not for the purpose of expressing an opinion on
the eff ectiveness of the Company''s internal control. An audit also
includes evaluating the appropriateness of accounting policies used and
the reasonableness of the accounting estimates made by the Management,
as well as evaluating the overall presentation of the fi nancial
5. We believe that the audit evidence we have obtained is suffi cient
and appropriate to provide a basis for our audit opinion.
6. In our opinion and to the best of our information and according to
the explanations given to us, the aforesaid fi nancial statements give
the information required by the Act in the manner so required and give
a true and fair view in conformity with the accounting principles
generally accepted in India:
(a) in the case of the Balance Sheet, of the state of aff airs of the
Company as at March 31, 2014;
(b) in the case of the Statement of Profi t and Loss, of the profi t of
the Company for the year ended on that date; and
(c) in the case of the Cash Flow Statement, of the cash fl ows of the
Company for the year ended on that date.
Report on Other Legal and Regulatory Requirements
7. As required by the Companies (Auditor''s Report) Order, 2003 (the
Order) issued by the Central Government of India in terms of Section
227(4A) of the Act, we give in the Annexure a statement on the matters
specifi ed in paragraphs 4 and 5 of the Order.
8. As required by Section 227(3) of the Act, we report that:
(a) we have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purposes of our
(b) in our opinion, proper books of account as required by law have
been kept by the Company so far as appears from our examination of
(c) the Balance Sheet, the Statement of Profi t and Loss, and the Cash
Flow Statement dealt with by this Report are in agreement with the
books of account;
(d) in our opinion, the Balance Sheet, the Statement of Profi t and
Loss, and the Cash Flow Statement comply with the Accounting Standards
referred to in Section 211(3C) of the Act (which continue to be
applicable in respect of Section 133 of the Companies Act, 2013 in
terms of General Circular 15/2013 dated 13th September, 2013 of the
Ministry of Corporate Aff airs).
(e) on the basis of written representations received from the directors
as on March 31, 2014 and taken on record by the Board of Directors,
none of the directors is disqualifi ed as on March 31, 2014 from being
appointed as a director in terms of Section 274(1)(g) of the Act.
In our opinion and on the basis of such checks as we considered
appropriate, and according to the information and explanations given to
us, the nature of the Company''s business/ activities/ results during
the year are such that clauses (vi), (xiii), (xiv), (xviii), and (xx)
of paragraph 4 of the Order are not applicable to the Company. Further,
in respect of other clauses, on the basis of such checks as we
considered appropriate, we report that:
1. In respect of its fi xed assets:
(i) the Company is maintaining proper records showing full particulars
including quantitative details and situation of fi xed assets.
(ii) the fi xed assets were physically verifi ed by the Management
during the year under a phased programme of verifi cation, which, in
our opinion, provides for physical verifi cation of all the fi xed
assets at reasonable intervals having regard to the size of the
Company, nature and value of its assets. According to the information
and explanations given to us, no material discrepancies have been
noticed during the year on such verifi cation.
(iii) the fi xed assets disposed off during the year, in our opinion,
do not constitute a substantial part of the fi xed assets of the
Company and such disposal has, in our opinion, not aff ected the going
concern status of the Company.
2. In respect of its inventories:
(i) the inventories have been physically verifi ed during the year by
the Management at reasonable intervals.
(ii) in our opinion and according to the information and explanations
given to us, the procedures of physical verifi cation of the inventory
followed by the Management are reasonable and adequate in relation to
the size of the Company and the nature of its business.
(iii) in our opinion and according to the information and explanations
given to us, the Company is generally maintaining proper records of its
inventories and no material discrepancies were noticed on physical
3. On the basis of our examination of the books of account, the
Company has neither granted nor taken any loans, secured or unsecured,
to / from companies, fi rms or other parties covered in the register
maintained under section 301 of the Act.
4. In our opinion and according to the information and explanations
given to us, there is generally an adequate internal control system
commensurate with the size of the Company and the nature of its
business, for the purchase of inventories and fi xed assets, for
payment of expenses and for sale of goods and services. Further, on the
basis of our examination of the books and records of the Company, we
have neither come across nor have been informed of any continuing
failure to correct major weaknesses in the aforesaid internal control
5. In respect of contracts or arrangements entered in the Register
maintained in pursuance of Section 301 of the Companies Act, 1956, to
the best of our knowledge and belief and according to the information
and explanations given to us:
a) the particulars of contracts or arrangements referred to in Section
301 of the Act that needed to be entered into the register, maintained
under the said section have been so entered.
b) where each of such transactions is in excess of Rs.5 lakhs in respect
of any party, the transactions have been made at prices which are prima
facie reasonable having regard to the prevailing market prices at the
6. In our opinion, the Company has an internal audit system
commensurate with its size and nature of its business.
7. We have broadly reviewed the cost records maintained by the Company
pursuant to the Companies (Cost Accounting Records) Rules, 2011
prescribed by the Central Government of India under Section 209(1)(d)
of the Act and are of the opinion that, prima facie, the prescribed
accounts and cost records have been made and maintained. We have,
however, not made a detailed examination of the cost records with a
view to determine whether they are accurate or complete.
8. According to the information and explanations given to us and the
books of account examined by us, in respect of statutory dues:
(i) the Company is generally regular in depositing undisputed statutory
dues including provident fund, investor education and protection fund,
employees'' state insurance, income tax, sales tax, wealth tax, service
tax, customs duty, excise duty, cess and other material statutory dues,
as applicable, with the appropriate authorities during the year.
(ii) there were no undisputed amounts payable in respect of such
statutory dues outstanding as at March 31, 2014 for a period of more
than six months from the date they became payable.
(iii) there are no dues of wealth-tax and customs duty which have not
been deposited on account of any dispute. Details of dues towards
income tax, sales tax, service tax, excise duty and cess that have not
been deposited as at March 31, 2014 on account of disputes are as
9. The Company does not have any accumulated losses as at March 31,
2014 and has not incurred any cash losses in the fi nancial year ended
on that date or in the immediate- ly preceding fi nancial year.
10. In our opinion, the Company has not defaulted in repayment of dues
to any fi nancial institutions, banks or debenture holders during the
11. In our opinion and according to the information and explanations
given to us, no loans and advances have been granted by the Company on
the basis of security by way of pledge of shares, debentures and other
12. In our opinion and according to the information and explanations
given to us, the terms and conditions of the guarantees given by the
Company, for loans taken by others from banks or fi nancial
institutions, are not, prima facie, prejudicial to the interest of the
13. In our opinion and according to the information and explanations
given to us, the term loans availed by the Company were, prima facie,
applied for the purpose for which they were obtained.
14. In our opinion and according to the information and explanations
given to us, and on an overall examination of the fi nancial statements
of the Company, funds raised during the year on short-term basis have,
prima facie, not been used for long-term investment.
15. According to the information and explanations given to us, during
the period covered by our audit report, the Company has created
securities / charges in respect of debentures issued.
16. To the best of our knowledge and belief, and according to the
information and explanations given to us, and considering the size and
nature of the Company''s operations, no fraud of material signifi cance
on or by the Company has been noticed or reported during the year.
For M.S. Krishnaswami & Rajan For Deloitte Haskins & Sells LLP
Chartered Accountants Chartered Accountants
Registration No. 01554S Firm''s Registration No.
M.S. Murali A. Siddharth
Membership No. 26453 Membership No. 31467
May 22, 2014 Chennai