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TVS Motor Company
BSE: 532343|NSE: TVSMOTOR|ISIN: INE494B01023|SECTOR: Auto - 2 & 3 Wheelers
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ę Mar 14
Auditor's Report (TVS Motor Company) Year End : Mar '15
1. We have audited the accompanying standalone financial statements of
 TVS Motor Company Limited, Chennai (''the Company''), which comprises the
 Balance Sheet as at 31 March, 2015, the Statement of Profit and Loss
 and the Cash Flow Statement for the year then ended, and a summary of
 significant accounting policies and other explanatory information.
 
 Management''s Responsibility for the 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
 that 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.
 
 3. This responsibility also includes maintenance of adequate accounting
 records in accordance with the provisions of the Act for safeguarding
 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.
 
 Auditors'' Responsibility
 
 4. Our responsibility is to express an opinion on these Standalone
 financial statements based on our audit. We have taken into account the
 provisions of the Act, the accounting and auditing standards and
 matters which are required to be included in the audit report under the
 provisions of the Act and the Rules made thereunder.  We conducted our
 audit in accordance with the Standards on Auditing specified under
 Section 143(10) of the Act.  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.
 
 5. An audit involves performing procedures to obtain audit evidence
 about the amounts and 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 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, but not for the purpose of expressing
 an opinion on whether the Company has an adequate internal financial
 controls system over financial reporting and the operating
 effectiveness of such controls.  An audit also includes evaluating the
 appropriateness of 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.
 
 6. 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.
 
 Opinion
 
 7. In our opinion and to the best of our information and according to
 the explanations given to us, the 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 31st March 2015, and its profit and its cash flows for the year
 ended on that date.
 
 Report on Other Legal and Regulatory Requirements
 
 8. As required by the Companies (Auditor''s Report) Order, 2015 (''the
 Order''), issued by the Central Government of India in terms of
 sub-section (11) of section 143 of the Act, we give in the Annexure a
 statement on the matters specified in paragraphs 3 and 4 of the said
 Order, to the extent applicable.
 
 9. 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
 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, 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;
 
 (e) on the basis of written representations received from the directors
 as on 31 March 2015, and taken on record by the Board of Directors,
 none of the directors are disqualified as on 31 March 2015, from being
 appointed as a director in terms of Section 164 (2) of the Act; and
 
 (f) With respect to other matters to be included in the Auditor''s
 Report in accordance with Rule 11 of the Companies (Audit and Auditors)
 Rules, 2014, in our opinion and to the best of our information and
 according to explanations given to us:
 
 i. the Company has disclosed the impact of pending litigations on its
 financial position in its financial statements - Refer Note 12(a) to
 the financial statements.
 
 ii. the Company did not have any long term contracts including
 derivative contracts for which there were any material foreseeable
 losses - Refer Note 2 to the financial statements.
 
 iii. there have been no delays in transferring amounts, required to be
 transferred to the Investor Education and Protection Fund by the
 Company.
 
 Annexure referred to in our report of even date on the accounts for the
 year ended 31st March 2015
 
 (i) (a) The Company has maintained proper records showing full
 particulars, including quantitative details and situation of fixed
 assets.
 
 (b) The Company has a regular program of physically verifying all the
 fixed assets at its plants/ offices in a phased manner over a period of
 2 years, which in our opinion is reasonable having regard to the size
 of the Company and the nature of its assets.  No material discrepancies
 as compared to book records were noticed on such verification.
 
 (ii) (a) The inventories have been physically verified by the
 management during the year. In our opinion, the frequency of physical
 verification is reasonable.
 
 (b) In our opinion and according to the information and explanations
 given to us, the procedures for physical verification of inventory
 followed by the management are reasonable and adequate in relation to
 the size of the Company and nature of its business.
 
 (c) In our opinion, the Company has maintained proper records of
 inventory. The discrepancies noticed on verification between the
 physical stocks and the book stocks were not material and have been
 properly dealt with in the books of account.
 
 (iii) The Company has granted unsecured loans to companies covered in
 the register maintained under Section 189 of the Companies Act 2013,
 the recovery of principal and interest thereon, wherever stipulated, is
 regular.
 
 (iv) In our opinion and according to the information and explanations
 given to us, having regard to the explanation that some of the items
 are of special nature and suitable alternative sources are not
 available for obtaining comparable quotation, there are adequate
 internal control procedures commensurate with the size of the Company
 and the nature of its business, with regard to purchase of inventory,
 fixed assets and for the sale of goods and services. During the course
 of our audit, we have not observed any continuing failure to correct
 major weaknesses in the internal control system.
 
 (v) According to the information and explanations given to us, the
 Company has not accepted any deposits from the public. Therefore, the
 provisions of clause (v) of the para 3 of the Order are not applicable
 to the Company.
 
 (vi) The Central Government has not prescribed maintenance of cost
 records under Section 148(1) of the Companies Act, 2013 read with the
 Companies (cost records and audit) Rules 2014, for any of the products
 manufactured / services rendered by the Company.
 
 (vii) (a) According to the records of the Company, the Company is
 generally regular in depositing undisputed statutory dues payable
 including Provident Fund, Employees'' State Insurance, Income Tax, Sales
 Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty, Value Added
 Tax and Cess and other statutory dues with the appropriate authorities.
 
 (b) According to the information and explanations given to us and the
 records of the Company, the dues of sales tax / income-tax / customs
 duty / wealth tax / service tax / excise duty /value added tax/ cess
 which have not been deposited on account of any dispute are as follows:
 
 Name of the Statute/     Period   Amount       Forum where 
 (Nature of dues)         of dues  (Rs. in Cr)  dispute is pending
 
                                                Central Excise and 
                         1986-2015   42.96      Service Tax Appellate
                                                Tribunal, Chennai
 
 Central Excise                                 Assistant/Deputy/
 Act, 1944               2005-2014    2.08      Commissioner of Central
 (Cenvat/Excise Duty)                           Excise, Hosur and Mysore
 
                                                Hon''ble High Court of
                         2008-2010    0.07      Karnataka
 
                         2005-2014   10.11      Hon''ble Supreme Court
 
                                                Assistant/Deputy/
                         1999-2014    4.63      Commissioner of Central
 Finance Act, 1994                              Excise, Hosur and Mysore
 (Service Tax)                                  Central Exciseand Service
 
                        2005- 2006    0.22      Tax Appellate Tribunal,
                                                Chennai/Bangalore
 
                                                Assistant/Deputy/
                         2011-2012    0.09      Commissioner of Central
 Customs Act, 1962                              Excise, Hosur and Mysore
 (Customs Duty)
 
                         1999-2001    1.87      Hon''ble High Court of
                                                Judicature at Madras
 
                         1998-2014    0.90      Department Authorities
 
 Sales Tax / VAT Laws    1998-2013    0.37      Tribunals
 (Sales Tax)                                    Hon''ble High Court of
 
                         2006-2012    0.05      Orissa
 
 Income Tax Act, 1961 
 (|ncome Tax and         2009-2010   87.31      Commissioner of Income
 Interest thereon)                              Tax (Appeals)
 
 
 (c) According to the information and explanations given to us, the
 amount required to be transferred to the investor education and
 protection fund in accordance with the relevant provisions of the
 Companies Act 1956 and rules made thereunder have been transferred by
 the Company to the fund within time.
 
 (viii) The Company does not have any accumulated losses at the end of
 the financial year. The Company has not incurred any cash losses during
 the financial year covered by our audit and in the immediately
 preceding financial year.
 
 (ix) On the basis of verification of records and according to the
 information and explanations given to us, the Company has not defaulted
 in repayment of dues to Financial Institutions/Banks. The Company has
 not raised any monies against issue of debentures.
 
 (x) In our opinion and according to the information and explanations
 given to us, the terms and conditions of guarantees given by the
 Company for loans taken by others from banks or financial institutions
 are not prejudicial to the interest of the Company.
 
 (xi) In our opinion, the term loans availed by the Company have been
 applied for the purpose for which they were obtained.
 
 (xii) Based upon the audit procedures performed for the purpose of
 reporting the true and fair view of the financial statements and as per
 the information and explanations given to us by the Management, no
 material fraud on or by the Company has been noticed or reported during
 the course of our audit.
 
                                    For V. Sankar Aiyar & Co 
                                    Chartered Accountants
                                    Firm Regn. No.: 109208W
 
                                    S. VENKATRAMAN
 Place: Bengaluru                   Partner
 Date : 29th April 2015             Membership No.: 34319
Source : Dion Global Solutions Limited
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