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Mahindra and Mahindra
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Mar 12
Auditor's Report (Mahindra and Mahindra) Year End : Mar '13
Report on the Financial Statements
 
 1.  We have audited the accompanying financial statements of Mahindra &
 Mahindra Limited (the Company), which comprise the Balance Sheet as
 at 31st March, 2013, the Statement of Profit and Loss and 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 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 Section
 211(3C) of the Companies Act, 1956 (the Act) 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
 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 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 the disclosures in the financial statements. The
 procedures selected depend on the auditor''s 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 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 Company''s internal control. An audit also includes
 evaluating the appropriateness of the accounting policies used and the
 reasonableness of the accounting estimates made by the Management, as
 well as evaluating the overall presentation of the financial
 statements. We believe that the audit evidence we have obtained is
 sufficient and appropriate to provide a basis for our audit opinion.
 
 Opinion
 
 5.  In our opinion and to the best of our information and according to
 the explanations given to us, the aforesaid 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:
 
 (i) in the case of the Balance Sheet, of the state of affairs of the
 Company as at 31st March, 2013;
 
 (ii) In the case of the Statement of Profit and Loss, of the profit of
 the Company for the year ended on that date; and
 
 (iii) In the case of the Cash Flow Statement, of the cash flows of the
 Company for the year ended on that date.
 
 Report on Other Legal and Regulatory Requirements
 
 6.  As required by the Companies (Auditor''s Report) Order, 2003 (the
 Order) issued by the Central Government in terms of Section 227(4A) of
 the Act, we give in the Annexure a statement on the matters specified
 in paragraphs 4 and 5 of the Order.
 
 7.  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
 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
 those books;
 
 (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 Balance Sheet, the Statement of Profit and Loss
 and the Cash Flow Statement comply with the Accounting Standards
 referred to in Section 211 (3C) of the Act.
 
 (e) On the basis of the written representations received from the
 directors as on 31st March, 2013 taken on record by the Board of
 Directors, none of the directors is disqualified as on 31st March, 2013
 from being appointed as a director in terms of Section 274(1)(g) of the
 Act.
 
 Annexure to the Independent Auditors'' Report
 
 (Referred to in paragraph 6 under ''Report on Other Legal and Regulatory
 Requirements'' section of our report of even date)
 
 In our opinion and according to the information and explanations given
 to us, the nature of the Company''s business/activities during the year
 are such that clauses (x), (xii), (xiii) and (xiv) of paragraph 4 of
 the Order, are not applicable to the Company. In respect of the other
 clauses, we report as under:
 
 i.  In respect of its fixed assets:
 
 (a) The Company has maintained proper records showing full particulars,
 including quantitative details and situation of the fixed assets.
 
 (b) The fixed assets were physically verified during the year by the
 Management in accordance with a regular programme of verification
 which, in our opinion, provides for physical verification of all the
 fixed assets at reasonable intervals. According to the information and
 explanations given to us, no material discrepancies were noticed on
 such verification.
 
 (c) During the year, in our opinion, a substantial part of fixed assets
 has not been disposed off by the Company.
 
 ii.  In respect of its inventories:
 
 (a) As explained to us, the inventories were physically verified during
 the year by the Management at reasonable intervals.
 
 (b) In our opinion and according to the information and explanations
 given to us, the procedures of physical verification of inventories
 followed by the Management were reasonable and adequate in relation to
 the size of the Company and the nature of its business.
 
 (c) In our opinion and according to the information and explanations
 given to us, the Company has maintained proper records of its
 inventories and no material discrepancies were noticed on physical
 verification.
 
 iii. The Company has neither granted nor taken any loans, secured or
 unsecured, to/from companies, firms or other parties covered in the
 Register maintained under Section 301 of the Companies Act, 1956.
 
 iv.  In our opinion and according to the information and explanations
 given to us, having regard to the explanations that some of the items
 purchased are of special nature and suitable alternative sources are
 not readily available for obtaining comparable quotations, there is an
 adequate internal control system commensurate with the size of the
 Company and the nature of its business with regard to purchase of
 inventory and fixed assets and for the sale of goods and services.
 During the course of our audit, we have not observed any major weakness
 in such internal control system.
 
 v.  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 that needed to be entered in the Register maintained under the said
 Section have been so entered.
 
 (b) Where each of such transaction is in excess of Rs. 5 lakhs in
 respect of any party, having regard to the explanations that some of
 items purchase, are of special nature and suitable alternative sources
 are not readily available for obtaining comparable quotations, the
 transactions have been made at prices which are prima facie reasonable
 having regard to the prevailing market prices at the relevant time.
 
 vi.  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 Companies Act,
 1956 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 the National Company Law Tribunal or the Reserve Bank of
 India or any Court or any other Tribunal.
 
 vii. In our opinion, the Company has an adequate internal audit system
 commensurate with the size of the Company and the nature of its
 business.
 
 viii.  We have broadly reviewed the cost records maintained by the
 Company, as prescribed by the Central Government under Section 209(1
 )(d) of the Companies Act, 1956 and are of the opinion that, prima
 facie, the prescribed cost records have been maintained and are being
 made up. We have, however, not made a detailed examination of the cost
 records with a view to determine whether they are accurate or complete.
 
 ix.  According to the information and explanations given to us, in
 respect of statutory dues:
 
 (a) The Company has generally been 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 applicable to it with the appropriate
 authorities.
 
 (b) There were no undisputed amounts payable in respect of 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 in arrears as
 at 31st March, 2013 for a period of more than six months from the date
 they became payable.
 
 (c) As at 31st March, 2013, the following are the particulars of dues
 on account of Income-Tax, Sales Tax, Service Tax, Wealth Tax, Customs
 Duty, Excise Duty and Cess that have not been deposited on account of
 any dispute:
 
 Name of Statute     Nature of Dues   Forum where the Dispute is 
                                      pending
 
 Income-Tax Laws     Income-Tax       Appellate Authority - 
                                      Commissioner (Appeals)
 
 Sales Tax Laws      Sales Tax        High Court
 
                                      Appellate Authority - Tribunal 
                                      Level 
 
                                      Appellate Authority - Commissioner
                                     (Appeals) 
 
 Service Tax Laws    Service Tax      Appellate Authority - Tribunal
                                      Level
 
                                      Appellate Authority - Commissioner
 
 Excise Duty Laws    Excise Duty      Supreme Court
 
                                      High Court
 
                                      Appellate Authority - Tribunal 
                                      Level 
 
                                      Appellate Authority - Commissioner
 
 Customs Duty Laws   Customs Duty     Appellate Authority - Tribunal 
                                      Level
 
 Name of Statute      Period to which the      Amount involved 
                      amount relates          (Rs. in crores)
 
 Income Tax Laws      1999-2012                     76.97
 
 Sales Tax Laws       1987-2013                    191.07
 
                      1987-2011                     10.55
 
                      1997-2010                     42.77
 
 Service Tax Laws     2001-2009                      1.00 
 
                      2007-2012                     44.84 
 
 Excise Duty Laws     1991-1996                    506.88
 
                      2007-2008                     29.69
 
                      1990-2012                    497.72
 
                      2002-2013                    127.46
 
 Customs Duty Laws    2008-2009                      1.14
 
 x.  In our opinion and according to the information and explanations
 given to us, the Company has not defaulted in repayment of dues to
 financial institutions, banks and debenture holders.
 
 xi.  According to the information and explanations given to us, the
 Company has not given any guarantees for loans taken by others from
 banks or financial institutions, the terms and conditions, whereof, in
 our opinion are prejudicial to the interests of the Company.
 
 xii. In our opinion and according to the information and explanations
 given to us, the term loans have been applied for the purposes for
 which they were obtained.
 
 xiii.  In our opinion and according to the information and explanations
 given to us and on an overall examination of the Balance Sheet, we
 report that funds raised on short term basis, have not been used during
 the year for long-term investment.
 
 xiv. The Company has not made any preferential allotment of shares to
 parties and companies covered in the register maintained under Section
 301 of the Companies Act, 1956, during the year.
 
 xv.  According to the information and explanations given to us, the
 Company has created security in respect of the debentures issued in
 earlier years.
 
 xvi. The Company has not raised any money by public issue during the
 year.
 
 xvii.  To the best of our knowledge and according to the information
 and explanations given to us, no fraud by the Company and no
 significant fraud on the Company has been noticed or reported during
 the year.
 
                                      For DELOITTE HASKINS & SELLS
 
                                             Chartered Accountants 
 
                                    (Firm Registration No. 117364W)
 
                                                    Shyamak R Tata 
 
                                                           Partner
 
                                             (Membership No. 38320)
 
 MUMBAI : 30th May, 2013
Source : Dion Global Solutions Limited
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