1. We have audited the accompanying standalone financial statements of
Bajaj Auto Limited (''the Company''), which comprise the Balance Sheet as
at 31 March 2016, the Statement of Profit and Loss, the Cash Flow
Statement for the year then ended, and a summary of the significant
accounting policies and other explanatory information.
Management''s responsibility for the standalone financial statements
2. The Company''s Board of Directors is responsible for the matters
stated in section 134(5) of the Companies Act, 2013 (''the Act'') with
respect to the preparation of these standalone financial statements to
give a true and fair view of the financial position, financial
performance and cash flows of the Company in accordance with the
accounting principles generally accepted in India, including the
Accounting Standards specified under section 133 of the Act, read with
rule 7 of the Companies (Accounts) Rules, 2014 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 section 133 of
the Act read with rule 7 of Companies (Accounts) Rules, 2014. This
responsibility also includes maintenance of adequate accounting records
in accordance with the provisions of the Act for safeguarding of the
assets of the Company and for preventing and detecting frauds and other
irregularities; selection and application of appropriate accounting
policies; making judgments and estimates that are reasonable and
prudent; and design, implementation and maintenance of adequate
internal financial controls, that were operating effectively for
ensuring the accuracy and completeness of the accounting records,
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.
3. Our responsibility is to express an opinion on these standalone
financial statements based on our audit.
4. We have taken into account the provisions of the Act and the Rules
made thereunder including the Accounting Standards and matters which
are required to be included in the audit report.
5. We conducted our audit in accordance with the Standards on Auditing
specified under section 143(10) of the Act and other applicable
authoritative pronouncements issued by the Institute of Chartered
Accountants of India. Those Standards and pronouncements 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.
6. An audit involves performing procedures to obtain audit evidence
about the amounts and the 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 auditor considers internal financial control relevant
to the Company''s preparation of the financial statements that give a
true and fair view, in order to design audit procedures that are
appropriate in the circumstances. An audit also includes evaluating the
appropriateness of the accounting policies used and the reasonableness
of the accounting estimates made by the Company''s Directors, as well as
evaluating the overall presentation of the financial statements.
7. We believe that the audit evidence we have obtained is sufficient
and appropriate to provide a basis for our audit opinion on the
standalone financial statements.
8. In our opinion and to the best of our information and according to
the explanations given to us, the aforesaid standalone 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, of the state of
affairs of the Company as at 31 March 2016 and its profit and its cash
flows for the year ended on that date.
Report on other legal and regulatory requirements
9. As required by ''the Companies (Auditor''s Report) Order, 2016'',
issued by the Central Government of India in terms of sub-section (11)
of section 143 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 B a statement on the
matters specified in paragraphs 3 and 4 of the Order.
10. As required by section 143(3) of the Act, we report that:
(a) We have sought and obtained all the information and explanations
which to the best of our knowledge and belief were necessary for the
purposes of our audit.
(b) In our opinion, proper books of account as required by law have
been kept by the Company so far as it appears from our examination of
(c) The Balance Sheet, the Statement of Profit 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 aforesaid standalone financial statements
comply with the Accounting Standards specified under section 133 of the
Act, read with rule 7 of the Companies (Accounts) Rules, 2014 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 section 133 of the Act read with rule 7 of Companies
(Accounts) Rules, 2014.
(e) On the basis of the written representations received from the
directors as on 31 March 2016 taken on record by the Board of
Directors, none of the directors is disqualified as on 31 March 2016
from being appointed as a director in terms of section 164(2) of the
(f) With respect to the adequacy of the internal financial controls
over financial reporting of the Company and the operating effectiveness
of such controls, refer to our separate Report in Annexure A.
(g) With respect to the other matters to be included in the Auditors''
Report in accordance with rule 11 of the Companies (Audit and Auditors)
Rules, 2014, in our opinion and to the best of our knowledge and belief
and according to the information and explanations given to us:
i. The Company has disclosed the impact, if any, of pending
litigations as at 31 March 2016 on its financial position in its
standalone financial statements;
ii. The Company has made provision as at 31 March 2016, as required
under the applicable law or accounting standards, for material
foreseeable losses, if any, on long-term contracts including derivative
iii. There has been no delay in transferring amounts, required to be
transferred, to the Investor Education and Protection Fund by the
Company during the year ended 31 March 2016.
Referred to in paragraph 9 of the Independent Auditors'' Report of even
date to the members of Bajaj Auto Ltd. on the standalone financial
statements as of and for the year ended 31 March 2016
1. (a) The Company is maintaining proper records showing full
particulars, including quantitative details and situation, of fixed
(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) The title deeds of immovable properties, are held in the name of
the Company, except for buildings having gross block of Rs. 15.30 crore
and net block of Rs. 13.12 crore, wherein final registration is
pending, as disclosed in Note 9 on fixed assets to the financial
2. The physical verification of inventory excluding stocks with third
parties have been conducted at reasonable intervals 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.
3. The Company has not granted any loans, secured or unsecured, to
companies, firms or other parties covered in the register maintained
under section 189 of the Act. Therefore, the provisions of clause
3(iii), (iii)(a) and (iii)(b) of the said Order are not applicable to
4. The Company has not granted any loans or provided any guarantees or
security to the parties covered under section 185.
In our opinion, and according to the information and explanations given
to us, the Company has complied with the provisions of section 186 of
the Companies Act, 2013 in respect of investments made by it.
5. The Company has not accepted any deposits from the public within
the meaning of sections 73, 74, 75 and 76 of the Act and the Rules
framed there under to the extent notified.
6. The Central Government of India has not specified the maintenance
of cost records under sub-section (1) of section 148 of the Act for any
of the products of the Company.
7. (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, employees'' state insurance, income tax, sales tax,
service tax, duty of customs, duty of excise, value added tax, cess and
other material statutory dues, as applicable, with the appropriate
(b) According to the information and explanations given to us and the
records of the Company examined by us, the particulars of dues of
income tax, sales tax, service tax, duty of customs and duty of excise,
value added tax as at 31 March 2016 which have not been deposited on
account of a dispute, are as follows:
the statute Nature of dues Amount
Excise duty Additional demand received 1.92
Additional demand received 22.90
Additional demand received 1.79
Additional demand received 6.13
Sales tax Additional demand received on the basis of
assessment order 82.94
Additional demand received on the basis of
assessment order 33.20
Income tax Department appeal against CIT(A) order 12.19
Demand on various matter
Customs duty Recovery of duty by treating the vehicles
as not fuel efficient 3.85
(Rs. In Crore)
Name of the
statute Period to which the Forum where the
amount relates dispute is pending
Excise duty Various years Commissioner Appeals
Various years CESTAT
Various years High Court
1983-84 Supreme Court
Sales tax Joint Commissioner of
Various years Sales Tax
2001-02 to 2004-05,
2008-09 and 2009-10 Tribunal
Income tax Financial year
For the years
2009-10 Commissioner Appeals
Customs duty Financial year
1984-86 High Court
8. As the Company does not have any loans or borrowings from any
financial institution or bank or Government, nor has it issued any
debentures as at the Balance Sheet date, the provisions of clause
3(viii) of the Order are not applicable to the Company.
9. The Company has not raised any moneys by way of initial public
offer, further public offer (including debt instruments) and term
loans. Accordingly, the provisions of clause 3(ix) of the Order are not
applicable to the Company.
10. 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 by the Company or on the Company by its officers or
employees, noticed or reported during the year, nor have we been
informed of any such case by the Management.
11. The Company has paid/ provided for managerial remuneration in
accordance with the requisite approvals mandated by the provisions of
section 197 read with Schedule V to the Act.
12. As the Company is not a Nidhi Company and the Nidhi Rules, 2014 are
not applicable to it, the provisions of clause 3(xii) of the Order are
not applicable to the Company.
13. The Company has entered into transactions with related parties in
compliance with the provisions of sections 177 and 188 of the Act. The
details of such related party transactions have been disclosed in the
financial statements as required under Accounting Standard 18, Related
Party Disclosures specified under section 133 of the Act, read with
rule 7 of the Companies (Accounts) Rules, 2014.
14. The Company has not made any preferential allotment or private
placement of shares or fully or partly convertible debentures during
the year under review. Accordingly, the provisions of clause 3(xiv) of
the Order are not applicable to the Company.
15. The Company has not entered into any non-cash transactions with its
directors or persons connected with him. Accordingly, the provisions
of clause 3(xv) of the Order are not applicable to the Company.
16. The Company is not required to be registered under section 45-IA of
the Reserve Bank of India Act, 1934. Accordingly, the provisions of
clause 3(xvi) of the Order are not applicable to the Company.
For Dalai & Shah LLP
Firm Registration Number: 102021W/W100110
Russell I Parera
Membership Number: 42190
Pune: 25 May 2016