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« Mar 13
Auditor's Report (Bajaj Auto) Year End : Mar '14
Report on the financial statements
 
 1.  We have audited the accompanying financial statements of Bajaj Auto
 Ltd. (the Company), which comprise the Balance Sheet as at 31 March
 2014, and the Statement of Profit and Loss and Cash Flow Statement for
 the year then ended, and a summary of significant accounting policies
 and other explanatory information, which we have signed under reference
 to this report.
 
 Management''s responsibility for the financial statements
 
 2.  The Company''s Management is responsible for the preparation of
 these financial statements that give a true and fair view of the
 financial position, financial performance and cash flows of the Company
 in accordance with the Accounting Standards referred to in sub-section
 (3C) of section 211 of ''the Companies Act, 1956'' of India (the Act)
 and Accounting Standard 30, Financial Instruments: Recognition and
 Measurement issued by the Institute of Chartered Accountants of India
 to the extent it does not contradict any other accounting standard
 referred to in sub-section (3C) of section 211 of the Act. This
 responsibility includes the design, implementation and maintenance of
 internal control relevant to the preparation and presentation of the
 financial statements that give a true and fair view and are free from
 material misstatement, whether due to fraud or error.
 
 Auditors'' responsibility
 
 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 and other applicable authoritative
 pronouncements issued by the Institute of Chartered Accountants of
 India. Those Standards require that we comply with ethical requirements
 and plan and perform the audit to obtain reasonable assurance about
 whether the financial statements are free from material misstatement.
 
 4.  An audit involves performing procedures to obtain audit evidence,
 about the amounts and disclosures in the financial statements. The
 procedures selected depend on the auditors'' judgment, including the
 assessment of the risks of material misstatement of the financial
 statements, whether due to fraud or error. In making those risk
 assessments, the auditors consider internal control relevant to the
 Company''s preparation and fair presentation of the financial statements
 in order to design audit procedures that are appropriate in the
 circumstances, but not for the purpose of expressing an opinion on the
 effectiveness of the entity''s internal control. An audit also includes
 evaluating the appropriateness of accounting policies used and the
 reasonableness of the accounting estimates made by Management, as well
 as evaluating the overall presentation of the financial statements.
 
 5.  We believe that the audit evidence we have obtained is sufficient
 and appropriate to provide a basis for our audit opinion.
 
 Opinion
 
 6.  In our opinion, and to the best of our information and according to
 the explanations given to us, the accompanying financial 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 affairs of the
 Company as at 31 March 2014;
 
 (b) in the case of the Statement of Profit and Loss, of the profit for
 the year ended on that date; and
 
 (c) in the case of the Cash Flow Statement, of the cash flows 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'', as
 amended by ''the Companies (Auditor''s Report) (Amendment) Order, 2004'',
 issued by the Central Government of India in terms of sub-section (4A)
 of section 227 of the Act (hereinafter referred to as the Order), and
 on the basis of such checks of the books and records of the Company as
 we considered appropriate and according to the information and
 explanations given to us, we give in the Annexure a statement on the
 matters specified 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 purpose of our
 audit;
 
 (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
 those books;
 
 (c) The Balance Sheet, Statement of Profit and Loss, and Cash Flow
 Statement dealt with by this Report are in agreement with the books of
 account;
 
 (d) In our opinion, the Balance Sheet, Statement of Profit and Loss,
 and Cash Flow Statement dealt with by this report comply with the
 Accounting Standards referred to in sub-section (3C) of section 211 of
 the Act;
 
 (e) On the basis of written representations received from the directors
 as on 31 March 2014, and taken on record by the Board of Directors,
 none of the directors is disqualified as on 31 March 2014, from being
 appointed as a director in terms of clause (g) of sub-section (1) of
 section 274 of the Act.
 
 Annexure to Independent Auditors'' Report
 
 Referred to in paragraph 7. of the Independent Auditors'' Report of even
 date to the members of Bajaj Auto Ltd. on the financial statements as
 of and for the year ended 31 March 2014
 
 1.  (a) The Company is maintaining proper records showing full
 particulars, including quantitative details and situation, of fixed
 assets.
 
 (b) The fixed assets are physically verified by the Management
 according to a phased programme designed to cover all the items over a
 period of three years which, in our opinion, is reasonable having
 regard to the size of the Company and the nature of its assets.
 Pursuant to the programme, a portion of the fixed assets has been
 physically verified by the Management during the year and no material
 discrepancies have been noticed on such verification.
 
 (c) In our opinion, and according to the information and explanations
 given to us, a substantial part of fixed assets has not been disposed
 off by the Company during the year.
 
 2.  (a) The inventory (excluding stocks with third parties) has been
 physically verified by the Management during the year. In respect of
 inventory lying with third parties, these have substantially been
 confirmed by them.  In our opinion, the frequency of verification is
 reasonable.
 
 (b) In our opinion, the procedures of physical verification of
 inventory followed by the Management are reasonable and adequate in
 relation to the size of the Company and the nature of its business.
 
 (c) On the basis of our examination of the inventory records, in our
 opinion, the Company is maintaining proper records of inventory. The
 discrepancies noticed on physical verification of inventory as compared
 to book records were not material.
 
 3.  The Company has not granted/taken any loans, secured or unsecured,
 to companies, firms or other parties covered in the register maintained
 under section 301 of the Act. Therefore, the provisions of clause
 4(iii)[(b),(c) and (d)/(f) and (g)] of the said Order are not
 applicable to the Company.
 
 4.  In our opinion, and according to the information and explanations
 given to us, there is an adequate internal control system commensurate
 with the size of the Company and the nature of its business for the
 purchase of inventory and fixed assets and for the sale of goods and
 services. Further, on the basis of our examination of the books and
 records of the Company, and according to the information and
 explanations given to us, we have neither come across, nor have been
 informed of, any continuing failure to correct major weaknesses in the
 aforesaid internal control system.
 
 5.  (a) According to the information and explanations given to us, we
 are of the opinion that the particulars of all contracts or
 arrangements that need to be entered into the register maintained under
 section 301 of the Companies Act, 1956 have been so entered.
 
 (b) In our opinion, and according to the information and explanations
 given to us, the transactions made in pursuance of such contracts or
 arrangements and exceeding the value of Rs. 5 lakh in respect of any
 party during the year have been made at prices which are reasonable
 having regard to the prevailing market prices at the relevant time.
 
 6.  In our opinion, and according to the information and explanations
 given to us, the Company has complied with the provisions of sections
 58A and 58AA or any other relevant provisions of the Act and the
 ''Companies (Acceptance of Deposits) Rules, 1975'' with regard to the
 deposits accepted from the public. According to the information and
 explanations given to us, no order has been passed by the Company Law
 Board or National Company Law Tribunal or Reserve Bank of India or any
 Court or any other Tribunal on the Company in respect of the aforesaid
 deposits.
 
 7.  In our opinion, the Company has an internal audit system
 commensurate with its size and the nature of its business.
 
 8.  We have broadly reviewed the books of account maintained by the
 Company in respect of products where, pursuant to the rules made by the
 Central Government of India, the maintenance of cost records has been
 prescribed under clause (d) of sub-section (1) of section 209 of the
 Act, and are of the opinion that, prima facie, the prescribed accounts
 and records have been made and maintained. We have not, however, made a
 detailed examination of the records with a view to determine whether
 they are accurate or complete.
 
 9.  (a) According to the information and explanations given to us and
 the records of the Company examined by us, in our opinion, the Company
 is regular in depositing the 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 and other material statutory dues, as
 applicable, with the appropriate authorities.
 
 (b) According to the information and explanations given to us and the
 records of the Company examined by us, there are no dues of wealth-tax
 which have not been deposited on account of any dispute. The
 particulars of dues of income tax, sales tax, service tax, customs duty
 and excise duty as at 31 March 2014 which have not been deposited on
 account of a dispute, are as follows:
 
                                                           (Rs. In Crore)
 
 Name of the                                 Period to 
                                             which 
                                             the            Forum where 
                                                            the
 statute    Nature of dues Amount  amount    relates        dispute is
                                                            pending
 
 Excise 
 Duty       Additional demand 
            received                0.88     Various years  Commissioner
                                                            Appeals
 
            Additional demand 
            received                3.79     Various years  CEGAT
 
            Additional demand 
            received                1.79     Various years  High Court
 
            Additional demand 
            received                6.25     Various years  Supreme Court
 
 Sales Tax  Additional demand 
            received on                                     Joint 
                                                            Commissioner
            the basis of 
            Assessment Order       77.21     Various years  of Sales tax
 
            Additional demand                Financial 
                                             year 
                                             2001-02 to
            received on the 
            basis of                         2004-05, 
                                             2008-09, 
                                             2009-10
            Assessment Order       39.89     and 2011-12    Tribunal
 
 Income 
 Tax        Department appeal 
            received on
            the basis of
            Assessment Order       12.19     Financial 
                                             Year 2007-08   ITAT
 
 Service 
 Tax        Other matters           3.78     For the year 
                                             1997-2000      High Court
 
            Denial of credit        2.38     Various years 
                                             2004 to 2008   CESAT
 
 Customs 
 Duty       Recovery of duty by 
            treating                3.85
            the vehicles as not 
            fuel efficient                   Financial 
                                             year 
                                             1984-86        High Court
 
 10. The Company has no accumulated losses as at the end of the
 financial year and it has not incurred any cash losses in the financial
 year ended on that date or in the immediately preceding financial year.
 
 11. As the Company does not have any borrowings from any financial
 institution or bank nor has it issued any debentures as at the Balance
 Sheet date, the provisions of clause 4(xi) of the Order are not
 applicable to the Company.
 
 12. The Company has not granted any loans and advances on the basis of
 security by way of pledge of shares, debentures and other securities.
 Therefore, the provisions of clause 4(xii) of the Order are not
 applicable to the Company.
 
 13. As the provisions of any special statute applicable to chit fund/
 nidhi/ mutual benefit fund/ societies are not applicable to the
 Company, the provisions of clause 4(xiii) of the Order are not
 applicable to the Company.
 
 14.  In our opinion, the Company is not dealing in or trading in
 shares, securities, debentures and other investments.  Accordingly, the
 provisions of clause 4(xiv) of the Order are not applicable to the
 Company
 
 15.  In our opinion, and according to the information and explanations
 given to us, the Company has not given any guarantee for loans taken by
 others from banks or financial institutions during the year.
 Accordingly, the provisions of clause 4(xv) of the Order are not
 applicable to the Company
 
 16. The Company has not raised any term loans. Accordingly, the
 provisions of clause 4(xvi) of the Order are not applicable to the
 Company.
 
 17. The Company has not raised any funds on short-term basis.
 Accordingly the provisions of clause 4(xvii) of the Order are not
 applicable to the Company.
 
 18. The Company has not made any preferential allotment of shares to
 parties and companies covered in the register maintained under section
 301 of the Act during the year. Accordingly the provisions of clause
 4(xviii) of the Order are not applicable to the Company.
 
 19. The Company has not issued any debentures during the year and does
 not have any debentures outstanding as at the beginning of the year and
 at the year end. Accordingly the provisions of clause 4(xix) of the
 Order are not applicable to the Company.
 
 20. The Company has not raised any money by public issues during the
 year. Accordingly the provisions of clause 4(xx) of the Order are not
 applicable to the Company.
 
 21.  During the course of our examination of the books and records of
 the Company carried out in accordance with the generally accepted
 auditing practices in India, and according to the information and
 explanations given to us, we have neither come across any instance of
 material fraud on or by the Company, noticed or reported during the
 year, nor have we been informed of any such case by the Management.
 
 For Dalal & Shah
 
 Firm Registration Number: 102021W
 
 Chartered Accountants
 
 Anish P Amin
 
 Partner
 
 Membership Number: 40451
 
 Pune: 15 May 2014
Source : Dion Global Solutions Limited
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