1. We have audited the attached Balance Sheet of Bajaj Corp Limited as
at March 31, 2010 and also the annexed Profit & Loss Account of the
Company and the Cash Flow Statement for the year ended on that date.
These financial statements are the responsibility of the Companys
management. Our responsibility is to express an opinion on these
financial statements based on our audit.
2. We conducted our audit in accordance with auditing Standards
generally accepted in India. Those Standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatements. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable
3. As required by the Companies (Auditors Report) Order, 2003 as
amended by Companies (Auditors Report) (Amendment) Order, 2004
(together the Order), issued by the Central Government of India in
terms of Section 227(2A) of the Companies Act, 1956, we annex hereto a
statement on the matters specified in paragraph 4 of the said order.
4. Further to our comments in the Annexure referred to in Para 3
above, we report that:
(i) We have obtained all the information and explanations, which to the
best of our knowledge and belief were necessary for the purpose of
(ii) 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
(iii) The Balance Sheet, Profit and Loss Account and Cash Flow
Statement dealt with by this report are in agreement with the books of
account of the Company;
(iv) In our opinion, the Balance Sheet, Profit and Loss Account and
Cash Flow Statement dealt with by this report comply with the
Accounting Standards referred to in Sec 211 (3C) of the Companies Act,
1956, to the extent applicable.
(v) On the basis of written representations received from the directors
and taken on record by the Board of Directors, we report that none of
the directors are disqualified as on March 31, 2010 from being
appointed as director in terms of clause (g) of sub section (1) of
Section 274 of the Companies Act, 1956;
(vi) In our opinion and to the best of our information and according to
the explanations given to us, the said accounts give the information
required by the Companies Act, 1956, in the manner so required and give
a true and fair view in conformity with the accounting principles
generally accepted in India:
(a) in case of the Balance Sheet, of the state of affairs of the
Company as at March 31,2010,
(b) in the case of the Profit and Loss Account, of the profit for the
year ended on that date and
(c) in the case of cash flow statement, of the cash flows for the
period ended on that date.
ANNEXURE TO THE AUDITORS REPORT Referred to in Paragraph 3 of our
Report of even date.
On the basis of the records produced to us for our verification
/perusal, such checks as we considered appropriate, and in terms of
information and explanations given to us on our enquiries, we state
(i) (a) The company has maintained proper records showing full
particulars including quantitative details and situation of fixed
(b) As explained to us, all the fixed assets have been physically
verified by the management at the reasonable intervals during the year.
According to the information and explanations given to us and the
records produced to us for verification, discrepancies noticed on such
physical verification were not, in our opinion, material and the same
have been properly dealt with in the Books of Accounts.
(c) As per the information and explanation given to us on our enquiries
company has not disposed any of its assets during the year.
(ii) (a) The Inventories of finished goods, stores, spare part and raw
materials have been physically verified by the management. In our
opinion the frequency of verification is reasonable.
(b) The procedures of physical verification of Inventories followed by
the management as explained to us are, in our opinion, reasonable and
adequate in relation to the size of the Company and the nature of its
(c) According to the records produced to us for our verification, the
discrepancies noticed on physical verification of Inventories referred
to above, as compared to book records, though not material, have been
properly dealt with in the Book of Accounts.
(iii) (a) As informed to us, the company has granted and taken
unsecured loans from the following parties covered in the register
maintained under section 301 of the Act.
Loan Granted : Bajaj Consumer Care Ltd Rs.5850 Lacs
Loan Taken : Bajaj Consumer Care Ltd Rs. 68 Lacs
(b) The rate of interest and other terms and conditions of above loans
given or taken by the company, are prima facie not prejudicial to the
interest of the company.
(c) During the year loans granted & taken by the company has been
(d) There is no overdue amount of loans taken from or granted to
companies, firms or other parties listed in the Register maintained
under section 301 of the Companies Act, 1956, during the year.
(e) In respect of aforesaid loans, parties were regular in repayment of
principal amount & interest thereon.
(iv) In our opinion and according to the information and explanations
given to us, there are adequate internal control procedures
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. As per the information given to us, no
major weaknesses in the internal controls have been identified by the
management during the year. During the course of our audit, nothing had
come to our notice that may suggest a major weakness in the internal
control systems of the company.
(v) In our opinion, transactions that need to be entered into a
register in pursuance of section 301 of the Companies Act, 1956 have
been so entered.
(vi) During the year 2009-10, Company has not accepted any deposit from
(vii) On the basis of the internal audit reports broadly reviewed by
us, we are of the opinion that the Company has an adequate internal
audit system commensurate with the size and nature of its business.
(viii) During the year 2009-10 the company was engaged in production of
Hair Oil which comes under the list of Cosmetic or Toiletries item for
which Compulsory Cost Accounting records should be maintained by the
Company. On the basis of Records produced we are of the opinion that
prima facie cost records and accounts prescribed by Central Government
under section 209(1 )(d) of the Companies Act,1956 in respect of
products of the Company covered under the rules under the said section
have been maintained.
(ix) (a) According to the records of the Company, the company has been
regular in depositing with the appropriate authorities undisputed
statutory dues including Provident Fund, Investor Education and
Protection Fund, Employees State Insurance, Income-tax, Sales-tax,
Wealth-tax, Service-tax, Custom Duty, Excise Duty and Cess and other
statutory dues to the extent applicable to it.
(b) There are no disputed dues on account of sales tax, wealth tax,
income tax, service tax and cess.
(x) The Company has no accumulated losses at the end of the financial
year and it has not incurred cash losses in the current and immediately
preceding financial year.
(xi) According to the records of the Company examined by us and the
information and explanations given to us, the Company has not defaulted
in repayment of dues to any bank or financial institution. The Company
has not obtained any borrowings by way of debentures.
(xii) The company has not granted any loans or advance secured by
pledge of share, debenture or other security.
(xiii) The company is not a Chit Fund/ Nidhi / Mutual Fund/ Society to
which the provisions of Special Statute relating to Chit Fund are
applicable. Accordingly Clause (xiii) of Para 4 isnotapplicable.
(xiv) The Company has, in our opinion, maintained proper records of the
transactions and contracts with respect to its investments and timely
entries of such transactions are made therein. The Investment was held
in the name of the company.
(xv) There were no guarantees given by the company for loans taken from
the financial institutions and/or banks by others during the year under
(xvi) Based on information and explanations given to us by the
management, term loan availed by the Company was applied by the Company
for the purpose for which the loan was obtained.
(xvii) According to the information and explanation given to us, and
overall examination of the financial statement of the company, we are
of the opinion that short-term funds have not been used for long-term
purpose and vice versa.
(xviii) According to the information and explanation given to us, the
Company has not made any Preferential Allotment of shares during the
(xix) The company has not issued any Debentures during the year ended
March 31, 2010. Accordingly Clause (xix) of Paragraph 4 is not
(xx) The Company has not raised any monies by Public Issue during the
year under review. Accordingly Clause (xx) of Paragraph 4 is not
(xxi) As per the information and explanation given to us on our
enquiries on this behalf there were no frauds on or by the company
which have been noticed or reported during the year;
For R. S. Dani & Company
Place : Delhi
Date : May 04, 2010