1. We have audited the attached Balance Sheet of Bajaj Corp Limited as
at March 31, 2012 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 Company''s
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 basis for
3. As required by the Companies (Auditor''s Report) Order, 2003 as
amended by Companies (Auditor''s Report) (Amendment) Order, 2004
(together ''the Order''), issued by the Central Government of India in
terms of Section 227(4A) of the Companies Act, 1956, we annex hereto a
statement on the matters specified in paragraph 4 and 5 of the said
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 our
(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
applicable Accounting Standards referred to in Sec 211 (3C) of the
Companies Act, 1956.
(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, 2012 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, 2012,
(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 year
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 assets.
(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) Fixed assets disposed of during the year were not material enough
to affect the going concern identity of the Company
(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) On the basis of our examination of the records of inventory, we are
of the opinion that the Company is maintaining proper records of
inventory. The discrepancies noticed on verification between the
physical stocks and book records were not material and have been
properly dealt with in the books of accounts.
(iii) (a) According to the information and explanations given to us,
the Company has not granted any loans, secured or unsecured to
companies, firms or other parties covered in the register maintained
under Section 301 of the Companies Act, 1956. Therefore, the provisions
of the clauses 4(iii) (a) to (d) of the Order are not applicable to the
Company and hence not commented upon.
(b) According to the information and explanations given to us, the
Company has not taken any loans, secured or unsecured from companies,
firms or other parties covered in the register maintained under Section
301 of the Companies Act, 1956. Therefore, the provisions of the
clauses 4(iii) (e) to (g) of the Order are not applicable to the
Company and hence not commented upon.
(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) (a) Based on audit procedures applied by us and according to the
information and explanations provided by the management, we are of the
opinion that contracts or arrangements referred to in section 301 of the
Act have been entered in the register maintained under that section.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of such contracts or
arrangements have been made at prices which are reasonable having
regard to prevailing market price at the relevant time.
(vi) During the year 2011-12, Company has not accepted any deposit from
(vii) In our opinion, the Company has an adequate internal audit system
commensurate with the size and nature of its business.
(viii) During the year 2011-12 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 appropriate authorities undisputed statutory
dues including Provident Fund, Investor Education and Protection Fund,
Employee''s 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 is no disputed due on account of sales tax, wealth tax,
income tax, service tax, custom duty, excise duty 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 shares, debentures or other securities.
(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 is not Applicable.
(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. We also report that the
Company has held the investments in its own name.
(xv) According to the information and explanations given to us, the
Company has given guarantee for loans taken by others from banks or
financial institutions, the terms & condition whereof are not
prejudicial to the interest of the Company.
(xvi) The Company has not accepted any term loan during the year under
(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
year to parties and Companies covered in the Register maintained under
section 301 of the Companies Act, 1956.
(xix) The Company has not issued any debentures during the year.
Accordingly Clause (xix) of Paragraph 4 is not applicable.
(xx) The Management has disclosed the end use of money raised by public
issues and we have verified the same.
(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
Registration No. : 000243C
C. P. Kothari
Place : Mumbai Partner
Date : April 24, 2011 M.No. 072229