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Ashok Leyland Ltd.

BSE: 500477 Sector: Auto
NSE: ASHOKLEY ISIN Code: INE208A01029
BSE LIVE 15:45 | 06 Dec 78.05 0.85
(1.10%)
OPEN

77.90

HIGH

78.85

LOW

76.45

NSE LIVE 15:54 | 06 Dec 78.05 0.85
(1.10%)
OPEN

77.70

HIGH

79.00

LOW

76.35

OPEN 77.90
PREVIOUS CLOSE 77.20
VOLUME 733362
52-Week high 112.80
52-Week low 73.60
P/E 20.33
Mkt Cap.(Rs cr) 22212.25
Buy Price 78.20
Buy Qty 459.00
Sell Price 0.00
Sell Qty 0.00
OPEN 77.90
CLOSE 77.20
VOLUME 733362
52-Week high 112.80
52-Week low 73.60
P/E 20.33
Mkt Cap.(Rs cr) 22212.25
Buy Price 78.20
Buy Qty 459.00
Sell Price 0.00
Sell Qty 0.00

Ashok Leyland Ltd. (ASHOKLEY) - Auditors Report

Company auditors report

TO THE MEMBERS OF ASHOK LEYLAND LIMITED

Report on the Standalone Financial Statements

1. We have audited the accompanying standalone financial statements of Ashok LeylandLimited ("the Company") which comprise the Balance Sheet as at March 312016 the Statement of Profit and Loss and the Cash Flow Statement for the year thenended and a summary of the significant accounting policies and other explanatoryinformation.

Management Rs s Responsibility for the Standalone Financial Statements

2. The Company Rs s Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 ("the Act") with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordance with theaccounting principles generally accepted in India including the Accounting Standardsprescribed under Section 133 of the Act as applicable.

This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding the assets of the Company andfor preventing and detecting frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable andprudent; and design implementation and maintenance of adequate internal financialcontrols that were operating effectively for ensuring the accuracy and completeness ofthe accounting records relevant to the preparation and presentation of the financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.

Auditors Rs Responsibility

3. Our responsibility is to express an opinion on these standalone financial statementsbased on our audit.

We have taken into account the provisions of the Act the accounting and auditingstandards and matters which are required to be included in the audit report under theprovisions of the Act and the Rules made thereunder and the Order under Section 143(11) ofthe Act.

4. We conducted our audit of the standalone financial statements in accordance with theStandards on Auditing specified under Section 143(10) of the Act. Those Standards requirethat we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether the financial statements are free from materialmisstatement.

5. An audit involves performing procedures to obtain audit evidence about the amountsand the disclosures in the financial statements. The procedures selected depend on theauditor Rs s judgment including the assessment of the risks of material misstatement ofthe financial statements whether due to fraud or error. In making those risk assessmentsthe auditor considers internal financial control relevant to the Company Rs s preparationof the financial statements that give a true and fair view in order to design auditprocedures that are appropriate in the circumstances. An audit also includes evaluatingthe appropriateness of the accounting policies used and the reasonableness of theaccounting estimates made by the Company Rs s Directors as well as evaluating the overallpresentation of the financial statements.

6. We believe that the audit evidence we have obtained is sufficient and appropriate toprovide 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 explanationsgiven to us the aforesaid standalone financial statements give the information requiredby the Act in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India of the state of affairs of the Companyas at March 31 2016 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 Section 143(3) of the Act we report that:

a) We have sought and obtained all the information and explanations which to the bestof 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 theCompany 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 Statementdealt with by this Report are in agreement with the books of account.

d) In our opinion the aforesaid standalone financial statements comply with theAccounting Standards prescribed under Section 133 of the Act as applicable.

e) On the basis of the written representations received from the directors as on March31 2016 taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2016 from being appointed as a director in terms of Section 164(2) of theAct.

f) With respect to the adequacy of the internal financial controls over financialreporting of the Company and the operating effectiveness of such controls refer to ourseparate Report in "Annexure A". Our report expresses an unmodified opinion onthe adequacy and operating effectiveness of the Company Rs s internal financial controlsover financial reporting.

g) With respect to the other matters to be included in the Auditor Rs s Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinionand to the best of our information and according to the explanations given to us:

i. The Company has in accordance with the generally accepted accounting practicedisclosed the impact of pending litigations on its financial position in its financialstatements - Also Refer Note 3.2.7 to the financial statements.

ii. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses under the applicable law or accountingstandards.

iii. There has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the Company.

9. As required by the Companies (Auditor Rs s Report) Order 2016 ("theOrder") issued by the Central Government in terms of Section 143(11) of the Act wegive in "Annexure B" a statement on the matters specified in paragraphs 3 and 4of the Order.

For M. S. Krishnaswami & Rajan For Deloitte Haskins & Sells LLP
Chartered Accountants Chartered Accountants
Firm Rs s Registration No. 01554S Firm Rs s Registration No. 117366W/W-100018
M. S. Murali A. Siddharth
Partner Partner
Membership No. 26453 Membership No. 31467
May 25 2016
Mumbai

ANNEXURE "A" TO THE INDEPENDENT AUDITORS Rs REPORT

(Referred to in paragraph 8(f) under Rs Report on Other Legal and RegulatoryRequirements Rs section of our report of even date) Report on the Internal FinancialControls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of theCompanies Act 2013 ("the Act")

1. We have audited the internal financial controls over financial reporting of AshokLeyland Limited ("the Company") as of March 31 2016 in conjunction with ouraudit of the standalone financial statements of the Company for the year ended on thatdate.

Management Rs s Responsibility for Internal Financial Controls

2. The Company Rs s management is responsible for establishing and maintaining internalfinancial controls based on the internal control over financial reporting criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note on Audit of Internal Financial Controls Over Financial Reportingissued by the Institute of Chartered Accountants of India. These responsibilities includethe design implementation and maintenance of adequate internal financial controls thatwere operating effectively for ensuring the orderly and efficient conduct of its businessincluding adherence to company Rs s policies the safeguarding of its assets theprevention and detection of frauds and errors the accuracy and completeness of theaccounting records and the timely preparation of reliable financial information asrequired under the Companies Act 2013.

Auditors Rs Responsibility

3. Our responsibility is to express an opinion on the Company Rs s internal financialcontrols over financial reporting based on our audit. We conducted our audit in accordancewith the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting(the "Guidance Note") issued by the Institute of Chartered Accountants of Indiaand the Standards on Auditing deemed to be prescribed under Section 143(10) of theCompanies Act 2013 to the extent applicable to an audit of internal financial controls.Those Standards and the Guidance Note require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether adequate internalfinancial controls over financial reporting was established and maintained and if suchcontrols operated effectively in all material respects.

4. Our audit involves performing procedures to obtain audit evidence about the adequacyof the internal financial controls system over financial reporting and their operatingeffectiveness. Our audit of internal financial controls over financial reporting includedobtaining an understanding of internal financial controls over financial reportingassessing the risk that a material weakness exists and testing and evaluating the designand operating effectiveness of internal control based on the assessed risk. The proceduresselected depend on the auditor Rs s judgement including the assessment of the risks ofmaterial misstatement of the financial statements whether due to fraud or error.

5. We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the Company Rs s internal financial controlssystem over financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

6. A company Rs s internal financial control over financial reporting is a processdesigned to provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordance withgenerally accepted accounting principles. A company Rs s internal financial control overfinancial reporting includes those policies and procedures that (1) pertain to themaintenance of records that in reasonable detail accurately and fairly reflect thetransactions and dispositions of the assets of the company; (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of financialstatements in accordance with generally accepted accounting principles and that receiptsand expenditures of the company are being made only in accordance with authorisations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorised acquisition use or disposition of thecompany Rs s assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

7. Because of the inherent limitations of internal financial controls over financialreporting including the possibility of collusion or improper management override ofcontrols material misstatements due to error or fraud may occur and not be detected.Also projections of any evaluation of the internal financial controls over financialreporting to future periods are subject to the risk that the internal financial controlover financial reporting may become inadequate because of changes in conditions or thatthe degree of compliance with the policies or procedures may deteriorate.

Opinion

8. In our opinion to the best of our information and according to the explanationsgiven to us the Company has in all material respects an adequate internal financialcontrols system over financial reporting and such internal financial controls overfinancial reporting were operating effectively as at March 31 2016 based on the internalcontrol over financial reporting criteria established by the Company considering theessential components of internal control stated in the Guidance Note on Audit of InternalFinancial Controls Over Financial Reporting issued by the Institute of CharteredAccountants of India.

For M. S. Krishnaswami & Rajan For Deloitte Haskins & Sells LLP
Chartered Accountants Chartered Accountants
Firm Rs s Registration No. 01554S Firm Rs s Registration No. 117366W/W-100018
M. S. Murali A. Siddharth
Partner Partner
Membership No. 26453 Membership No. 31467
May 25 2016
Mumbai

ANNEXURE "B" TO THE INDEPENDENT AUDITORS' REPORT

(Referred to in paragraph 9 under Rs Report on Other Legal and Regulatory RequirementsRs section of our report of even date on the accounts of ASHOK LEYLAND LIMITED ("theCompany") for the year ended March 31 2016)

(i) In respect of its fixed assets:

a) The Company has maintained proper records showing full particulars includingquantitative details and situation of the fixed assets.

b) The fixed assets were physically verified during the year by the Management inaccordance with a phased programme of verification which in our opinion provides forphysical verification of all the fixed assets at reasonable intervals having regard to thesize of the Company nature and value of its assets. According to the information andexplanation given to us no material discrepancies were noticed on such verification.

c) According to the information and explanations given to us and the records examinedby us and based on the examination of the registered sale deeds/ transfer deeds/conveyance deeds provided to us we report that the title deeds comprising all theimmovable properties of land and buildings are held in the name of the Company as at thebalance sheet date except for certain portion of land at Bhandara unit of the Companyadmeasuring 25.16 acres in respect of which the title deed is not in the name of theCompany - Also Refer Note 1.11 (2) to the Financial Statements. Immovable properties ofland and buildings whose title deeds have been pledged as security for loans guaranteesetc. are held in the name of the Company based on the confirmations directly received byus from lenders. In respect of immovable properties of land and buildings that have beentaken on lease and disclosed as fixed asset in the financial statements the leaseagreements are in the name of the Company where the Company is the lessee in theagreement.

(ii) As explained to us the inventories other than goods in transit and stock lyingwith third parties where certificates confirming physical inventory are received werephysically verified during the year by the Management at reasonable intervals and nomaterial discrepancies were noticed on physical verification.

(iii) According to the information and explanations given to us the Company hasgranted unsecured loan to a company covered in the register maintained under Section 189of the Companies Act 2013 in respect of which:

a. The terms and conditions of the grant of such loan are in our opinion primafacienot prejudicial to the Company Rs s interest.

b. The schedule of repayment of principal and payment of interest has been stipulatedand repayments or receipts of principal amounts and interest have been regular as perstipulations.

c. There is no overdue amount remaining outstanding as at the year-end.

(iv) In our opinion and according to the information and explanations given to us theCompany has complied with the provisions of Sections 185 and 186 of the Companies Act2013 in respect of grant of loans making investments and providing guarantees andsecurities as applicable.

(v) According to information and explanations given to us the Company has not acceptedany deposit during the year.

There are no unclaimed deposits to which the provisions of Section 73 to 76 or anyother relevant provisions of the Companies Act 2013 are applicable.

(vi) The maintenance of cost records has been specified by the Central Government underSection 148(1) of the Companies Act 2013 for certain products of the Company. We havebroadly reviewed the cost records maintained by the Company pursuant to the Companies(Cost Records and Audit) Rules 2014 as amended prescribed by the Central Governmentunder Sub-section (1) of Section 148 of the Companies Act 2013 and are of the opinionthat prima facie the prescribed cost records have been made and maintained. We havehowever not made a detailed examination of the cost records with a view to determinewhether they are accurate or complete.

(vii) According to the information and explanations given to us and the books ofaccount examined by us in respect of statutory dues:

a) The Company has generally been regular in depositing undisputed statutory duesincluding Provident Fund Employees Rs State Insurance Income-tax Sales Tax ServiceTax Customs Duty Excise Duty Value Added Tax Cess and other material statutory duesapplicable to it with the appropriate authorities during the year. There were noundisputed amounts payable in respect of the aforesaid statutory dues in arrears as atMarch 31 2016 for a period of more than six months from the date they became payable.

b) There are no dues of Customs Duty which have not been deposited on account of anydispute with the relevant authorities. Details of dues of Income-tax Sales Tax ServiceTax Excise Duty Value Added Tax and Cess which have not been deposited as at March 312016 on account of disputes are as stated below:

Nature of Dues Disputed Dues Period to which the amount relates Forum where the dispute is pending Amount stayed out of disputed dues
Income Tax 6414.70 Assessment years 200506 2006-07 and 200809 Appellate authority - Income Tax Appellate Tribunal 6414.70
279.37 Assessment year 201112 Appellate authority - CIT (Appeals) 279.37
Sales Tax and Value Added Tax 13274.81 Various periods from 1993 - 2014 Appellate authority - upto Commissioner level 9963.29
184.19 Various periods from 1987 - 2013 Appellate authority - Tribunal 175.37
660.48 Various periods from 19862001 Central Sales tax Appellate authority 660.48
108.92 Various periods from 1986 - 2012 High Court 108.92
Nature of Dues Disputed Dues Period to which the amount relates Forum where the dispute is pending Amount stayed out of disputed dues
Excise Duty and cess thereon 62.43 Various periods from 2008 - 2012 Appellate authority - upto Commissioner level
1251.75 Appellate authority - Tribunal 1246.75
Service Tax and cess thereon 2393.99 Various periods from 2011 - 2014 Appellate authority - upto Commissioner level 2393.99

(viii) In our opinion and according to the information and explanations given to usthe Company has not defaulted in the repayment of loans or borrowings to banks andgovernment and dues to debenture holders. There are no loans or borrowings from thefinancial institutions.

(ix) In our opinion and according to the information and explanation given to us termloans have been applied by the Company during the year for the purpose for which they wereraised. The Company has not raised moneys by way of initial public offer or further publicoffer (including debt instruments) during the year.

(x) To the best of our knowledge and belief and according to the information andexplanations given to us and considering the size and nature of the Company Rs soperations no fraud by the Company and no fraud of material significance on the Companyby its officers or employees has been noticed or reported during the year.

(xi) In our opinion and according to the information and explanations given to us theCompany has paid/ provided managerial remuneration in accordance with the requisiteapprovals mandated by the provisions of Section 197 read with Schedule V to the CompaniesAct 2013.

(xii) The Company is not a Nidhi Company and hence reporting under clause (xii) of theOrder is not applicable.

(xiii) In our opinion and according to the information and explanations given to us theCompany is in compliance with Sections 177 and 188 of the Companies Act 2013 whereapplicable for all transactions with the related parties and the details of related partytransactions have been disclosed in the financial statements etc. as required by theapplicable accounting standards.

(xiv) During the year the Company has not made any preferential allotment or privateplacement of shares or fully or partly convertible debentures and hence reporting underclause (xiv) of the Order is not applicable to the Company.

(xv) In our opinion and according to the information and explanations given to usduring the year the Company has not entered into any non-cash transactions with itsdirectors or persons connected with him and hence provisions of Section 192 of theCompanies Act 2013 are not applicable.

(xvi) The Company is not required to be registered under Section 45-IA of the ReserveBank of India Act 1934.

For M. S. Krishnaswami & Rajan For Deloitte Haskins & Sells LLP
Chartered Accountants Chartered Accountants
Firm Rs s Registration No. 01554S Firm Rs s Registration No. 117366W/W-100018
M. S. Murali A. Siddharth
Partner Partner
Membership No. 26453 Membership No. 31467
May 25 2016
Mumbai

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