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Bajaj Holdings & Investment Ltd.

BSE: 500490 Sector: Financials
NSE: BAJAJHLDNG ISIN Code: INE118A01012
BSE 00:00 | 06 Jul 4783.50 73.25
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4798.65

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NSE 00:00 | 06 Jul 4783.85 78.40
(1.67%)
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OPEN 4706.60
PREVIOUS CLOSE 4710.25
VOLUME 1830
52-Week high 6573.05
52-Week low 3694.35
P/E 32.65
Mkt Cap.(Rs cr) 53,236
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 4706.60
CLOSE 4710.25
VOLUME 1830
52-Week high 6573.05
52-Week low 3694.35
P/E 32.65
Mkt Cap.(Rs cr) 53,236
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Bajaj Holdings & Investment Ltd. (BAJAJHLDNG) - Auditors Report

Company auditors report

To the Members of

Bajaj Holdings & Investment Ltd.

Opinion

We have audited the accompanying standalone financial statements ofBajaj Holdings & Investment Ltd. ('the Company') which comprise the Balance Sheet asat 31 March 2021 the Statement of Profit and Loss including the Statement of OtherComprehensive Income the Cash Flow Statement and the Statement of Changes in Equity forthe year then ended and notes to the standalone financial statements including a summaryof significant accounting policies and other explanatory information (hereinafter referredto as 'standalone financial statements').

In our opinion and to the best of our information and according to theexplanations given to us the aforesaid standalone financial statements give theinformation required by the Companies Act 2013 as amended ('the Act') in the manner sorequired and give a true and fair view in conformity with the accounting principlesgenerally accepted in India of the state of affairs of the Company as at 31 March 2021its profit including other comprehensive income its cash flows and the changes in equityfor the year ended on that date.

Basis for opinion

We conducted our audit of the standalone financial statements inaccordance with the Standards on Auditing (SAs) as specified under section 143(10) of theAct. Our responsibilities under those Standards are further described in the 'Auditor'sResponsibilities for the Audit of the Standalone Financial Statements' section of ourreport. We are independent of the Company in accordance with the 'Code of Ethics' issuedby the Institute of Chartered Accountants of India together with the ethical requirementsthat are relevant to our audit of the financial statements under the provisions of the Actand the rules thereunder and we have fulfilled our other ethical responsibilities inaccordance with these requirements and the Code of Ethics. We believe that the auditevidence we have obtained is sufficient and appropriate to provide a basis for our auditopinion on the standalone financial statements.

Key audit matters

Key audit matters are those matters that in our professional judgmentwere of most significance in our audit of the standalone financial statements for thefinancial year ended 31 March 2021. These matters were addressed in the context of ouraudit of the standalone financial statements as a whole and in forming our opinionthereon and we do not provide a separate opinion on these matters. For each matter belowour description of how our audit addressed the matter is provided in that context.

We have determined the matters described below to be the key auditmatters to be communicated in our report. We have fulfilled the responsibilities describedin the Auditor's responsibilities for the audit of the standalone financial statementssection of our report including in relation to these matters. Accordingly our auditincluded the performance of procedures designed to respond to our assessment of the risksof material misstatement of the standalone financial statements.

The results of our audit procedures including the procedures performedto address the matters below provide the basis for our audit opinion on the accompanyingstandalone financial statements.

Key audit matter How our audit addressed the key audit matter
(a) Accounting for investments in open ended target maturity funds ('Funds') (as described in Note 5B of the standalone financial statements)
The Company has investments aggregating to Rs. 552.46 crore in open ended target maturity funds as at 31 March 2021. Our audit procedures included the following:
These investments are 'subsequently measured at amortised cost' based on fulfilment of solely payments of principal and interest ('SPPI') test and business model requirement as per Ind AS 109 - 'Financial instruments' • Read the minutes of the Investment Committee meetings.
• Performed test of controls on a sample basis on the operating effectiveness of internal controls related to accounting of investments.
These types of investments being significant during the year were an area of significant audit attention and hence has been considered as a key audit matter. • Read the terms and conditions of scheme information document/key information memorandum of the funds invested by the Company.
• Tested on a sample basis the investments underlying the funds to assess whether those investments would satisfy the conditions of amortised cost accounting as per Ind AS 109.
• Read and assessed the related disclosures included in the standalone financial statements.
• Obtained management representations relating to accounting for the investments in the funds.

We have determined that there are no other key audit matters tocommunicate in our report.

Information other than the financial statements and auditor's reportthereon

The Company's Board of Directors is responsible for the otherinformation. The other information comprises the information included in the ManagementDiscussion and Analysis Corporate Governance and Directors' Report but does not includethe standalone financial statements and our auditor's report thereon.

Our opinion on the standalone financial statements does not cover theother information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statementsour responsibility is to read the other information and in doing so consider whethersuch other information is materially inconsistent with the financial statements or ourknowledge obtained in the audit or otherwise appears to be materially misstated. If basedon the work we have performed we conclude that there is a material misstatement of thisother information we are required to report that fact. We have nothing to report in thisregard.

Responsibilities of management for the standalone financial statements

The Company's Board of Directors is responsible for the matters statedin section 134(5) of the Act with respect to the preparation of these standalone financialstatements that give a true and fair view of the financial position financial performanceincluding other comprehensive income cash flows and changes in equity of the Company inaccordance with the accounting principles generally accepted in India including theIndian Accounting Standards (Ind AS) specified under section 133 of the Act read with theCompanies (Indian Accounting Standards) rules 2015 as amended. This responsibility alsoincludes maintenance of adequate accounting records in accordance with the provisions ofthe Act for safeguarding of the assets of the Company and for preventing and detectingfrauds and other irregularities; selection and application of appropriate accountingpolicies; making judgments and estimates that are reasonable and prudent; and the designimplementation and maintenance of adequate internal financial controls that wereoperating effectively for ensuring the accuracy and completeness of the accountingrecords relevant to the preparation and presentation of the standalone financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.

In preparing the standalone financial statements management isresponsible for assessing the Company's ability to continue as a going concerndisclosing as applicable matters related to going concern and using the going concernbasis of accounting unless management either intends to liquidate the Company or to ceaseoperations or has no realistic alternative but to do so.

Those Board of Directors are also responsible for overseeing theCompany's financial reporting process.

Auditor's responsibilities for the audit of the standalone financialstatements

Our objectives are to obtain reasonable assurance about whether thestandalone financial statements as a whole are free from material misstatement whetherdue to fraud or error and to issue an auditor's report that includes our opinion.Reasonable assurance is a high level of assurance but is not a guarantee that an auditconducted in accordance with SAs will always detect a material misstatement when itexists. Misstatements can arise from fraud or error and are considered material ifindividually or in the aggregate they could reasonably be expected to influence theeconomic decisions of users taken on the basis of these standalone financial statements.

As part of an audit in accordance with SAs we exercise professionaljudgment and maintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of thestandalone financial statements whether due to fraud or error design and perform auditprocedures responsive to those risks and obtain audit evidence that is sufficient andappropriate to provide a basis for our opinion. The risk of not detecting a materialmisstatement resulting from fraud is higher than for one resulting from error as fraudmay involve collusion forgery intentional omissions misrepresentations or the overrideof internal control.

• Obtain an understanding of internal control relevant to theaudit in order to design audit procedures that are appropriate in the circumstances. Undersection 143(3)(i) of the Act we are also responsible for expressing our opinion onwhether the Company has adequate internal financial controls with reference to financialstatements in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and thereasonableness of accounting estimates and related disclosures made by management.

• Conclude on the appropriateness of management's use of the goingconcern basis of accounting and based on the audit evidence obtained whether a materialuncertainty exists related to events or conditions that may cast significant doubt on theCompany's ability to continue as a going concern. If we conclude that a materialuncertainty exists we are required to draw attention in our auditor's report to therelated disclosures in the financial statements or if such disclosures are inadequate tomodify our opinion. Our conclusions are based on the audit evidence obtained up to thedate of our auditor's report. However future events or conditions may cause the Companyto cease to continue as a going concern.

• Evaluate the overall presentation structure and content of thestandalone financial statements including the disclosures and whether the standalonefinancial statements represent the underlying transactions and events in a manner thatachieves fair presentation.

We communicate with those charged with governance regarding amongother matters the planned scope and timing of the audit and significant audit findingsincluding any significant deficiencies in internal control that we identify during ouraudit.

We also provide those charged with governance with a statement that wehave complied with relevant ethical requirements regarding independence and tocommunicate with them all relationships and other matters that may reasonably be thoughtto bear on our independence and where applicable related safeguards.

From the matters communicated with those charged with governance wedetermine those matters that were of most significance in the audit of the standalonefinancial statements for the financial year ended 31 March 2021 and are therefore the keyaudit matters. We describe these matters in our auditor's report unless law or regulationprecludes

public disclosure about the matter or when in extremely rarecircumstances we determine that a matter should not be communicated in our report becausethe adverse consequences of doing so would reasonably be expected to outweigh the publicinterest benefits of such communication.

Report on other legal and regulatory requirements

1. As required by the Companies (Auditor's Report) Order 2016 ('theOrder') issued by the Central Government of India in terms of sub-section (11) of section143 of the Act based on our audit we give in the 'Annexure 1' a statement on the mattersspecified in paragraphs 3 and 4 of the Order.

2. As required by section 143(3) of the Act we report that:

(a) We have sought and obtained all the information and explanationswhich to the best of our knowledge and belief were necessary for the purposes of ouraudit;

(b) In our opinion proper books of account as required by law havebeen 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 including theStatement of Other Comprehensive Income the Cash Flow Statement and Statement of Changesin Equity dealt with by this Report are in agreement with the books of account;

(d) In our opinion the aforesaid standalone financial statementscomply with the Accounting Standards specified under section 133 of the Act read withCompanies (Indian Accounting Standards) Rules 2015 as amended;

(e) On the basis of the written representations received from thedirectors as on 31 March 2021 taken on record by the Board of Directors none of thedirectors is disqualified as on 31 March 2021 from being appointed as a director in termsof section 164(2) of the Act;

(f) With respect to the adequacy of the internal financial controlsover financial reporting of the Company with reference to these standalone financialstatements and the operating effectiveness of such controls refer to our separate Reportin 'Annexure 2' to this report;

(g) In our opinion the managerial remuneration for the year ended 31March 2021 has been paid/provided by the Company to its directors in accordance with theprovisions of section 197 read with Schedule V to the Act;

(h) With respect to the other matters to be included in the Auditor'sReport in accordance with Rule 11 of the Companies (Audit and Auditors) rules 2014 asamended in our opinion and to the best of our information and according to theexplanations given to us:

i. The Company has disclosed the impact of pending litigations on itsfinancial position in its standalone financial statements - Refer Note 25 to thestandalone financial statements;

ii. The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeable losses;

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

Annexure 1 to Independent Auditors' Report

Annexure 1 referred to in paragraph 1 under the heading 'Report onother legal and regulatory requirements' of our report of even date

Re: Bajaj Holdings & Investment Ltd. (the 'Company')

1. (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of

property plant and equipment.

(b) All property plant and equipment have not been physically verifiedby the management during the year but there is a regular programme of verificationdesigned to cover all items in a phased manner over a period of three years which in ouropinion is reasonable having regard to the size of the Company and the nature of itsassets.

No material discrepancies were noticed on such verification.

(c) According to the information and explanations given by themanagement the title deeds of immovable properties included in property plant andequipment; and investment property are held in the name of the Company except for freeholdland aggregating to Rs. 0.00* crore (* amounts less than Rs. 0.01 crore) and leaseholdland aggregating to Rs. 1.12 crore (net block of Rs. 1.10 crore) where titles transfer arepending in the name of the Company as disclosed in Note 9B to the standalone financialstatements of the Company.

2. The Company's business does not involve inventories andaccordingly the requirements under paragraph 3(ii) of the Order are not applicable to theCompany and hence not commented upon.

3. According to the information and explanations given to us and auditprocedures performed by us the Company has not granted any loans secured or unsecured tocompanies firms Limited Liability Partnerships or other parties covered in the registermaintained under section 189 of the Companies Act 2013 ('the Act'). Accordingly theprovisions of clause 3(iii)(a) (b) and (c) of the Order are not applicable to the Companyand hence not commented upon.

4. In our opinion and according to the information and explanationsgiven to us there are no loans guarantees and securities given in respect of whichprovisions of sections 185 and 186 of the Act are applicable and hence not commented upon.In our opinion and according to the information and explanations given to us provisionsof section 186 of the Act in respect of investments made have been complied with by theCompany.

5. The Company has not accepted any deposits within the meaning ofsections 73 to 76 of the Act and the Companies (Acceptance of Deposits) rules 2014 (asamended). Accordingly the provisions of clause 3 (v) of the Order are not applicable andhence not commented upon.

6. To the best of our knowledge and as explained the Company is not inthe business of sale of any goods.

Therefore in our opinion the provisions of clause 3(vi) of the Orderare not applicable to the Company and hence not commented upon.

7. (a) The Company is regular in depositing with appropriateauthorities undisputed statutory dues including provident

fund income-tax goods and service tax cess and other statutory duesapplicable to it. The provisions relating to employees' state insurance are not applicableto the Company.

(b) According to the information and explanations given to us noundisputed amounts payable in respect of provident fund income-tax goods and servicetax cess and other statutory dues were outstanding at the year end for a period of morethan six months from the date they became payable.

(c) According to the records of the Company the dues of income-taxgoods and service tax cess and other statutory dues on account of any dispute are asfollows:

(Rs. In Crore)

Name of the statute Nature of the dues Amount Period to which amount relates Forum where the dispute is pending
Income tax Act 1961 Income tax 392.69 Various financial Years from 1989-90 to 2006-07 ITAT
Income tax 4.77 Financial Year 2013-14 CIT(A)
The Maharashtra Municipal Corporation Act 1949 Property tax 0.05 Financial Year 2017-18 Bombay Municipal Corporation

8. The Company did not have any outstanding loans or borrowing dues inrespect of a financial institution or bank or to government or dues to debenture holdersduring the year.

9. According to the information and explanations given by themanagement the Company has not raised any money by way of initial public offer or furtherpublic offer (including debt instruments) and term loans. Accordingly the provisions ofclause 3(ix) of the Order are not applicable to the Company and hence not commented upon.

10. Based on the audit procedures performed for the purpose ofreporting the true and fair view of the standalone financial statements and according tothe information and explanations given by the management we report that no fraud by theCompany or fraud on the Company by the officers and employees of the Company has beennoticed or reported during the year.

11. According to the information and explanations given by themanagement the managerial remuneration has been paid/provided in accordance with therequisite approvals mandated by the provisions of section 197 read with Schedule V to theAct.

12. In our opinion the Company is not a Nidhi Company. Accordinglythe provisions of clause 3(xii) of the Order are not applicable to the Company and hencenot commented upon.

13. According to the information and explanations given by themanagement and audit procedures performed by us transactions with the related parties arein compliance with sections 177 and 188 of the Act where applicable and the details havebeen disclosed in the notes to the standalone financial statements as required by theapplicable accounting standards.

14. According to the information and explanations given to us and on anoverall examination of the balance sheet the Company has not made any preferentialallotment or private placement of shares or fully or partly convertible debentures duringthe year under review. Accordingly the provisions of clause 3(xiv) of the Order are notapplicable to the Company and hence not commented upon.

15. According to the information and explanations given by themanagement the Company has not entered into any non-cash transactions with directors orpersons connected with him as referred to in section 192 of the Act.

16. According to the information and explanations given to us and auditprocedures performed by us we report that the Company has registered as required undersection 45-IA of the Reserve Bank of India Act 1934.

Annexure 2 referred to in paragraph 2 (f) under the heading 'Report onother legal and regulatory requirements' to the independent auditor's report of even dateon the standalone financial statements of Bajaj Holdings & Investment Ltd.

Report on the Internal Financial Controls under clause (i) ofsub-section 3 of section 143 of the Companies Act 2013 ('the Act')

We have audited the internal financial controls with reference tostandalone financial statements of Bajaj Holdings & Investment Ltd. ('the Company') asof 31 March 2021 in conjunction with our audit of the standalone financial statements ofthe Company for the year ended on that date.

Management's responsibility for internal financial controls

The Company's Management is responsible for establishing andmaintaining internal financial controls based on the internal control over financialreporting criteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting issued by the Institute of Chartered Accountants of India ('ICAI').These responsibilities include the design implementation and maintenance of adequateinternal financial controls that were operating effectively for ensuring the orderly andefficient conduct of its business including adherence to the Company's policies thesafeguarding of its assets the prevention and detection of frauds and errors theaccuracy and completeness of the accounting records and the timely preparation ofreliable financial information as required under the Companies Act 2013.

Auditor's responsibility

Our responsibility is to express an opinion on the Company's internalfinancial controls with reference to these standalone financial statements based on ouraudit. We conducted our audit in accordance with the Guidance Note on Audit of InternalFinancial Controls Over Financial Reporting (the 'Guidance Note') and the Standards onAuditing as specified under section 143(10) of the Act to the extent applicable to anaudit of internal financial controls both issued by ICAI.

Those Standards and the Guidance Note require that we comply withethical requirements and plan and perform the audit to obtain reasonable assurance aboutwhether adequate internal financial controls with reference to these standalone financialstatements was established and maintained and if such controls operated effectively in allmaterial respects.

Our audit involves performing procedures to obtain audit evidence aboutthe adequacy of the internal financial controls with reference to these standalonefinancial statements and their operating effectiveness. Our audit of internal financialcontrols with reference to standalone financial statements included obtaining anunderstanding of internal financial controls with reference to these standalone financialstatements assessing the risk that a material weakness exists and testing and evaluatingthe design and operating effectiveness of internal control based on the assessed risk. Theprocedures selected depend on the auditor's judgment including the assessment of therisks of material misstatement of the financial statements whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient andappropriate to provide a basis for our audit opinion on the Company's internal financialcontrols with reference to these standalone financial statements.

Meaning of internal financial controls with reference to thesestandalone financial statements

A company's internal financial controls with reference to standalonefinancial statements is a process designed to provide reasonable assurance regarding thereliability of financial reporting and the preparation of financial statements forexternal purposes in accordance with generally accepted accounting principles. A company'sinternal financial controls with reference to standalone financial statements includesthose policies and procedures that

(1) pertain to the maintenance of records that in reasonable detailaccurately and fairly reflect the transactions and dispositions of the assets of thecompany;

(2) provide reasonable assurance that transactions are recorded asnecessary to permit preparation of financial statements in accordance with generallyaccepted accounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directors of thecompany; and

(3) provide reasonable assurance regarding prevention or timelydetection of unauthorised acquisition use or disposition of the company's assets thatcould have a material effect on the financial statements.

Inherent limitations of internal financial controls with reference tostandalone financial statements

Because of the inherent limitations of internal financial controls withreference to standalone financial statements including the possibility of collusion orimproper management override of controls material misstatements due to error or fraud mayoccur and not be detected. Also projections of any evaluation of the internal financialcontrols with reference to standalone financial statements to future periods are subjectto the risk that the internal financial control with reference to standalone financialstatements may become inadequate because of changes in conditions or that the degree ofcompliance with the policies or procedures may deteriorate.

Opinion

In our opinion the Company has in all material respects adequateinternal financial controls with reference to standalone financial statements and suchinternal financial controls with reference to standalone financial statements wereoperating effectively as at 31 March 2021 based on the internal control over financialreporting criteria established by the Company considering the essential components ofinternal control stated in the Guidance Note issued by the ICAI.

For S R B C & CO LLP
ICAI Firm Registration Number: 324982E/E300003
Chartered Accountants
per Paul Alvares
Partner
Membership Number: 105754
UDIN: 21105754AAAACG5290
Pune: 29 April 2021

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