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JTEKT India Ltd.

BSE: 520057 Sector: Auto
NSE: JTEKTINDIA ISIN Code: INE643A01035
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OPEN 130.40
PREVIOUS CLOSE 131.35
VOLUME 13697
52-Week high 201.10
52-Week low 66.15
P/E 43.31
Mkt Cap.(Rs cr) 3,198
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 130.40
CLOSE 131.35
VOLUME 13697
52-Week high 201.10
52-Week low 66.15
P/E 43.31
Mkt Cap.(Rs cr) 3,198
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

JTEKT India Ltd. (JTEKTINDIA) - Auditors Report

Company auditors report

To the Members of JTEKT India Limited

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the Standalone Financial Statements of JTEKT IndiaLimited ("the Company") which comprise the Standalone Balance Sheet as at 31March 2022 and the Standalone Statement of Profit and Loss (including Other ComprehensiveIncome) Standalone Statement of Changes in Equity and Standalone Statement of Cash Flowsfor the year then ended and notes to the Standalone Financial Statements including asummary of the significant accounting policies and other explanatory information (togetherreferred to 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 ("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 2022and Profit and Other Comprehensive loss Changes in Equity and its Cash Flows for the yearended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing(SAs) specified under Section 143(10) of the Act. Our responsibilities under those SAs arefurther described in the Auditors? Responsibilities for the Audit of theStandalone Financial Statements section of our report. We are independent of theCompany in accordance with the Code of Ethics issued by the Institute of CharteredAccountants of India together with the ethical requirements that are relevant to our auditof the Standalone Financial Statements under the provisions of the Act and the Rulesthereunder and we have fulfilled our other ethical responsibilities in accordance withthese requirements and the Code of Ethics. We believe that the audit evidence obtained byus is sufficient and appropriate to provide a basis for our opinion on the StandaloneFinancial 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 of thecurrent period. These matters were addressed in the context of our audit of the StandaloneFinancial Statements as a whole and in forming our opinion thereon and we do not providea separate opinion on these matters.

Description of Key Audit Matter - Revenue Recognition See note 2.3 (i)to the Standalone Financial Statements

The key audit matter How the matter was addressed in our audit
As disclosed in Note 23 and 24 to the Standalone Financial Statements the Company?s revenue for the year ended 31 March 2022 was INR 162083.54 Lakhs (Previous year INR 135798.25 lakhs). Our audit procedures included:
Revenue is recognized in accordance with accounting policies as detailed in "Significant accounting policies" in the Standalone Financial Statements. - Assessed the appropriateness of the accounting policy for revenue recognition as per the relevant accounting standard;
Revenue is significant to the Standalone Statement of Profit and Loss and is one of key performance indicators of the Company. - Evaluated the design and implementation and operating effectiveness of key internal financial controls in relation to recognition of revenue;
There may be misstatements related to revenue recognition due to which the completeness existence and accuracy of revenue recognition is identified as a key audit matter. - Involved our internal specialists for testing of key IT system controls relating to revenue recognition;
- Performed substantive testing by selecting samples and verifying the underlying documents for their inclusion in the appropriate period; and
- Assessed the adequacy of the disclosures made in accordance with the relevant accounting standard.

Other Information

The Company?s management and Board of Directors are responsiblefor the other information. The other information comprises the information included in theCompany?s annual report but does not include the Standalone Financial Statements andour auditors? 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 whether theother information is materially inconsistent with the Standalone Financial Statements orour knowledge obtained in the audit or otherwise appears to be materially misstated. Ifbased on the work we have performed we conclude that there is a material misstatement ofthis other information we are required to report that fact. We have nothing to report inthis regard.

Management?s and Board of Directors? Responsibilities for theStandalone Financial Statements

The Company?s Management and Board of Directors are responsiblefor the matters stated in Section 134(5) of the Act with respect to the preparation ofthese Standalone Financial Statements that give a true and fair view of the state ofaffairs profit/loss and Other Comprehensive Income Changes in Equity and Cash Flows ofthe Company in accordance with the accounting principles generally accepted in Indiaincluding the Indian Accounting Standards (Ind AS) specified under Section 133 of the Act.This responsibility also includes maintenance of adequate accounting records in accordancewith the provisions of the Act for safeguarding of the assets of the Company and forpreventing 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 of theaccounting records relevant to the preparation and presentation of the StandaloneFinancial Statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

In preparing the Standalone Financial Statements the Management andBoard of Directors are responsible for assessing the Company?s ability to continue asa going concern disclosing as applicable matters related to going concern and using thegoing concern basis of accounting unless the Board of Directors either intends toliquidate the Company or to cease operations or has no realistic alternative but to doso.

The Board of Directors is also responsible for overseeing theCompany?s financial reporting process.

Auditor?s Responsibilities for the Audit of the StandaloneFinancial Statements

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 the audit inorder to design audit procedures that are appropriate in the circumstances. Under Section143(3)(i) of the Act we are also responsible for expressing our opinion on whether thecompany has adequate internal financial controls with reference to Financial Statements inplace and the operating effectiveness of such controls.

Evaluate the appropriateness of accounting policies used and thereasonableness of accounting estimates and related disclosures made by the Management andBoard of Directors.

Conclude on the appropriateness of the Management and Board ofDirectors use of the going concern basis of accounting in preparation of StandaloneFinancial Statements 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 Standalone Financial Statements or if such disclosures areinadequate to modify our opinion. Our conclusions are based on the audit evidenceobtained up to the date of our auditor?s report. However future events or conditionsmay cause the Company to 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 of the current period and are therefore the key audit matters. Wedescribe these matters in our auditor?s report unless law or regulation precludespublic disclosure about the matter or when in extremely rare circumstances we determinethat a matter should not be communicated in our report because the adverse consequences ofdoing so would reasonably be expected to outweigh the public interest benefits of suchcommunication.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditors? Report) Order 2020("the Order") issued by the Central Government in terms of Section 143 (11) ofthe Act we give in the "Annexure A" a statement on the matters specified inparagraphs 3 and 4 of the Order to the extent applicable.

2. (A) 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 have beenkept by the Company so far as it appears from our examination of those books.

c) The Standalone Balance Sheet the Standalone Statement of Profit andLoss (including Other Comprehensive Income) the Standalone Statement of Changes in Equityand the Standalone Statement of Cash Flows dealt with by this Report are in agreement withthe books of account.

d) In our opinion the aforesaid Standalone Financial Statements complywith the Ind AS specified under Section 133 of the Act.

e) On the basis of the written representations received from thedirectors as on 31 March 2022 taken on record by the Board of Directors none of thedirectors is disqualified as on 31 March 2022 from being appointed as a director in termsof Section 164(2) of the Act.

f) With respect to the adequacy of the internal financial controls withreference to Standalone Financial Statements of the Company and the operatingeffectiveness of such controls refer to our separate Report in "Annexure B".

(B) With respect to the other matters to be included in theAuditors? Report in accordance with Rule 11 of the Companies (Audit andAuditors?) Rules 2014 in our opinion and to the best of our information andaccording to the explanations given to us:

a) The Company has disclosed the impact of pending litigations as at 31March 2022 on its financial position in its Standalone Financial Statements - Refer Note38B to the Standalone Financial Statements;

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

c) There has been no delay in transferring amounts required to betransferred to the Investor Education and Protection Fund by the Company; and

d) (i) The management has represented that to the best of itsknowledge and belief no funds have been advanced or loaned or invested (either fromborrowed funds or share premium or any other sources or kind of funds) by the Company toor in any other persons or entities including foreign entities("Intermediaries") with the understanding whether recorded in writing orotherwise that the Intermediary shall:

directly or indirectly lend or invest in other persons or entitiesidentified in any manner whatsoever ("Ultimate Beneficiaries") by or on behalfof the Company or

provide any guarantee security or the like to or on behalf of theUltimate Beneficiaries

(ii) The management has represented that to the best of its knowledgeand belief no funds have been received by the Company from any persons or entitiesincluding foreign entities ("Funding Parties") with the understanding whetherrecorded in writing or otherwise that the Company shall:

directly or indirectly lend or invest in other persons or entitiesidentified in any manner whatsoever ("Ultimate Beneficiaries") by or on behalfof the Funding Party or

provide any guarantee security or the like from or on behalf of theUltimate Beneficiaries

(iii) Based on such audit procedures as considered reasonable andappropriate in the circumstances nothing has come to our notice that has caused us tobelieve that the representations under sub-clause (d) (i) and (d) (ii) contain anymaterial mis-statement.

e) The dividend declared or paid during the year by the Company is incompliance with Section 123 of the Act.

(C) With respect to the matter to be included in the Auditor?sReport under section 197(16) of the Act: In our opinion and according to the informationand explanations given to us the remuneration paid by the Company to its directors duringthe current year is in accordance with the provisions of Section 197 of the Act. Theremuneration paid to any director is not in excess of the limit laid down under Section197 of the Act. The Ministry of Corporate Affairs has not prescribed other details underSection 197(16) of the Act which are required to be commented upon by us.

For B S R & Co. LLP
Chartered Accountants
ICAI Firm?s Registration No. :101248W/W-100022
Shashank Agarwal
Partner
Place: Gurugram Membership No. :095109
Date : 20 May 2022 ICAI UDIN: 22095109AJHNCB1972

Annexure A referred to in paragraph 1 under ‘Report on Other Legaland Regulatory Requirements? section of Independent Auditor?s Report to themembers of JTEKT India Limited on the Standalone Financial Statements for the year ended31 March 2022.

We report that:

(i) (a) (A) The Company has maintained proper records showing fullparticulars including quantitative details and situation of Property Plant andEquipment.

(B) The Company has maintained proper records showing full particularsof intangible assets.

(b) According to the information and explanations given to us and onthe basis of our examination of the records of the Company the Company has a regularprogramme of physical verification of its Property Plant and Equipment by which allproperty plant and equipment (except plant and machinery) are verified every year andplant and machinery are verified twice a year. In our opinion this periodicity ofphysical verification is reasonable having regard to the size of the Company and thenature of its assets. In accordance with this programme all of the Property Plant andEquipment have been physically verified by the management during the year. As informed tous no discrepancies were noticed on such verification.

(c) According to the information and explanations given to us and onthe basis of our examination of the records of the Company the title deeds of theimmovable property (other than immovable properties where the Company is the lessee andthe lease agreements are duly executed in favour of the lessee) disclosed in theStandalone Financial Statements are held in the name of the Company except for thefollowing which are not held in the name of the Company:

Description of property Gross carrying value (INR in Lakhs) Held in the name of Whether promoter director or their relative or employee Period held Reason for not being held in the name of the Company
Freehold land at Bawal 1120.69 JTEKT Sona Automotive India Limited No 2018-19 The deed of conveyance is in the name of the erstwhile JTEKT Sona Automotive India Limited erstwhile an associate company which had amalgamated with the Company during the financial year ended 31 March 2019 (refer note 3A). Accordingly the process of mutation of name is pending as at 31 March 2022.
Building at Bawal 2457.63 JTEKT Sona Automotive India Limited No 2018-19
Land at Gujarat -* Sona Steering Systems Limited No 1991-92 The title deed for the aforesaid land is in the erstwhile name of the Company i.e. ‘Sona Steering Systems Limited?. The Company is in the process of getting the name changed to JTEKT India Limited which is pending as at 31 March 2022.

* The Gross block as at 31 March 2022 of the said Land is INR 1/-.

(d) According to the information and explanations given to us and onthe basis of our examination of the records of the Company the Company has not revaluedits Property Plant and Equipment (including Right of Use assets) or intangible assets orboth during the year.

(e) According to information and explanations given to us and on thebasis of our examination of the records of the Company there are no proceedings initiatedor pending against the Company for holding any benami property under the Prohibition ofBenami Property Transactions Act 1988 and rules made thereunder.

(ii) (a) The inventory except goods-in-transit and stocks lying withthird parties has been physically verified by the management during the year. For stockslying with third parties at the year-end written confirmations have been obtained and forgoods-in-transit subsequent evidence of delivery/receipts has been linked with inventoryrecords. In our opinion the frequency of such verification is reasonable and proceduresand coverage as followed by management were appropriate. No discrepancies were noticed onverification between the physical stocks and the book records that were more than 10% inthe aggregate of each class of inventory.

(b) According to the information and explanations given to us and onthe basis of our examination of the records of the Company the Company has beensanctioned working capital limits in excess of five crore rupees in aggregate from banksor financial institutions on the basis of security of current assets. In our opinion thequarterly returns or statements filed by the Company with such banks or financialinstitutions are in agreement with the books of account of the Company.

(iii) According to the information and explanations given to us and onthe basis of our examination of the records of the Company the Company has not made anyinvestments in or provided any guarantee or security or granted any advances in thenature of loans secured or unsecured to companies firms limited liability partnershipor any other parties during the year. The Company has granted loans to its employeesduring the year in respect of which the requisite information is as below. The Companyhas not granted any loans secured or unsecured to companies firms limited liabilitypartnership during the year.

(a) Based on the audit procedures carried on by us and as per theinformation and explanations given to us the Company has provided loans to its employeesas below:

Particulars Loans (Amounts in INR lakhs)
Aggregate amount of loans granted during the year to the employees 4.92
Balance outstanding as at balance sheet date with employees 9.90

(b) According to the information and explanations given to us and basedon the audit procedures conducted by us we are of the opinion that the terms andconditions of the grant of loans are prima facie not prejudicial to the interest of thecompany.

(c) According to the information and explanations given to us and onthe basis of our examination of the records of the Company in the case of loans giventhe repayment of principal has been stipulated and the repayments have been regular. Thereis no interest charged by the Company on loans given to its employees. Further theCompany has not given any advance in the nature of loan to any party during the year.

(d) According to the information and explanations given to us and onthe basis of our examination of the records of the Company there is no overdue amount formore than ninety days in respect of loans given. Further the Company has not given anyadvances in the nature of loans to any party during the year.

(e) According to the information and explanations given to us and onthe basis of our examination of the records of the Company there is no loan grantedfalling due during the year which has been renewed or extended or fresh loans granted tosettle the overdues of existing loans given to same parties. Further the Company has notgiven any advance in the nature of loan to any party during the year.

(f) According to the information and explanations given to us and onthe basis of our examination of the records of the Company the Company has not grantedany loans or advances in the nature of loans either repayable on demand or withoutspecifying any terms or period of repayment.

(iv) According to the information and explanations given to us and onthe basis of our examination of the records of the Company the Company has not given anyloans or provided any guarantee or security as specified under Section 185 and 186 of theCompanies Act 2013 ("the Act"). In respect of the investments made by theCompany in our opinion the provisions of Section 186 of the Act have been complied with.

(v) The Company has not accepted any deposits or amounts which aredeemed to be deposits from the public. Accordingly clause 3(v) of the Order is notapplicable.

(vi) According to the information and explanations given to us theCentral Government has not prescribed the maintenance of cost records under sub-section(1) of Section 148 of the Act for the goods manufactured by the Company. Accordinglyclause 3(vi) of the Order is not applicable.

(vii) (a) According to the information and explanations given to us andon the basis of our examination of the records of the Company amounts deducted / accruedin the books of account in respect of undisputed statutory dues including Provident fundEmployees? State Insurance Income-tax Goods and Services Tax (‘GST?)Duty of customs Cess and other statutory dues have generally been regularly depositedwith the appropriate authorities though there have been slight delays in a few cases oftax deducted at source and tax collected at source. The Company does not have liability inrespect of Service tax Duty of Excise Sales tax and Value Added Tax during the yearsince effective 1 July 2017 these statutory dues have been subsumed into GST.

According to the information and explanations given to us and on thebasis of our examination of the records of the Company no undisputed amounts payable inrespect of Goods and Services Tax (‘GST?) Provident fund Employees? StateInsurance Income-Tax Duty of Customs Cess and other statutory dues were in arrears asat 31 March 2022 for a period of more than six months from the date they became payable.

Also refer note 38B wherein it is explained that on account of theuncertainty with respect to the applicability of the Hon?ble Supreme Court Judgementon the provident fund matter management has not recognized and deposited any additionalprovident fund amount with respect to the previous years ended 31 March 2019.

(b) According to the information and explanations given to us thereare no dues of Income tax Provident Fund Employees State Insurance Service tax Goodsand services tax Duty of customs and Duty of excise which have not been deposited withthe appropriate authorities on account of any dispute except for the following:

Name of the Statute Nature of dues Financial year to which amount relates Forum where dispute is pending Amount (INR in Lakhs) Amount paid under protest (INR in Lakhs)
The Finance Act 1994 Service Tax 2009-10 Commissioner of Appeals (Service Tax) 8.43 -
Central Excise Act 1944 Excise Duty 2007-08 & 2008-09 Commissioner of Appeals (Central Excise) 6.00 -
Central Excise Act 1944 Excise Duty 2008-09 CESTAT Chennai (Central Excise) 133.58 3.15
Central Excise Act 1944 Excise Duty 2007-08 to 2011-12 CESTAT New Delhi (Central Excise) 429.73 8.36
Central Excise Act 1944 Excise Duty 2010-11 Commissioner of Appeals (Central Excise) 0.50 -
Central Excise Act 1944 Excise Duty 2012-13 to 2015-16 CESTAT Chandigarh (Central Excise) 229.63 8.19
Income Tax Act 1961 Disallowance under Section 14A 2015-16 Commissioner of Appeals (Income Tax) 44.78 4.61
Income Tax Act 1961 Interest under Section 234 2017-18 Commissioner of Appeals (Income Tax) 8.81 -
Income Tax Act 1961 Claim of deduction under Section 80I 1991-92 to 1994- 95 1999-2000 Supreme Court 126.85 -

(viii) According to the information and explanations given to us and onthe basis of our examination of the records of the Company the Company has notsurrendered or disclosed any transactions previously unrecorded as income in the books ofaccount in the tax assessments under the Income Tax Act 1961 as income during the year.

(ix) (a) According to the information and explanations given to us andon the basis of our examination of the records of the Company the Company has notdefaulted in repayment of loans and borrowing or in the payment of interest thereon to anylender.

(b) According to the information and explanations given to us and onthe basis of our examination of the records of the Company the Company has not beendeclared a wilful defaulter by any bank or financial institution or government orgovernment authority.

(c) In our opinion and according to the information and explanationsgiven to us by the management term loans were applied for the purpose for which the loanswere obtained.

(d) According to the information and explanations given to us and on anoverall examination of the balance sheet of the Company we report that no funds raised onshort-term basis have been used for long-term purposes by the Company.

(e) According to the information and explanations given to us and on anoverall examination of the Standalone Financial Statements of the Company we report thatthe Company has not taken any funds from any entity or person on account of or to meet theobligations of its subsidiaries associates or joint ventures as defined under the Act.

(f) According to the information and explanations given to us andprocedures performed by us we report that the Company has not raised loans during theyear on the pledge of securities held in its subsidiaries company (as defined under theAct).

(x) (a) The Company has not raised any moneys by way of initial publicoffer or further public offer (including debt instruments) Accordingly clause 3(x)(a) ofthe Order is not applicable.

(b) According to the information and explanations given to us and onthe basis of our examination of the records of the Company the Company has not made anypreferential allotment or private placement of shares or fully or partly convertibledebentures during the year. Accordingly clause 3(x)(b) of the Order is not applicable.

(xi) (a) Based on examination of the books and records of the Companyand according to the information and explanations given to us no fraud by the Company oron the Company has been noticed or reported during the course of the audit.

(b) According to the information and explanations given to us noreport under sub-section (12) of Section 143 of the Act has been filed by the auditors inForm ADT-4 as prescribed under Rule 13 of the Companies (Audit and Auditors) Rules 2014with the Central Government.

(c) We have taken into consideration the whistle blower complaintsreceived by the Company during the year while determining the nature timing and extent ofour audit procedures.

(xii) According to the information and explanations given to us theCompany is not a Nidhi Company. Accordingly clause 3(xii) of the Order is not applicable.

(xiii) In our opinion and according to the information and explanationsgiven to us the transactions with related parties are in compliance with Section 177 and188 of the Act where applicable and the details of the related party transactions havebeen disclosed in the Standalone Financial Statements as required by the applicableaccounting standards.

(xiv) (a) Based on information and explanations provided to us and ouraudit procedures in our opinion the Company has an internal audit system commensuratewith the size and nature of its business.

(b) We have considered the internal audit reports of the Company issuedtill date for the period under audit.

(xv) In our opinion and according to the information and explanationsgiven to us the Company has not entered into any non-cash transactions with its directorsor persons connected to its directors and hence provisions of Section 192 of the Act arenot applicable to the Company. Accordingly paragraph 3 (xv) of the Order is notapplicable.

(xvi) (a) The Company is not required to be registered under Section45-IA of the Reserve Bank of India Act 1934. Accordingly clause 3(xvi)(a) of the Orderis not applicable.

(b) The Company is not required to be registered under Section 45-IA ofthe Reserve Bank of India Act 1934. Accordingly clause 3(xvi)(b) of the Order is notapplicable.

(c) The Company is not a Core Investment Company (CIC) as defined inthe regulations made by the Reserve Bank of India. Accordingly clause 3(xvi)(c) of theOrder is not applicable.

(d) The Company is not part of any group (as per the provisions of theCore Investment Companies (Reserve Bank) Directions 2016 as amended). Accordingly therequirements of clause 3(xvi)(d) are not applicable.

(xvii) The Company has not incurred cash losses in the current and inthe immediately preceding financial year.

(xviii) There has been no resignation of the statutory auditors duringthe year. Accordingly clause 3(xviii) of the Order is not applicable.

(xix) According to the information and explanations given to us and onthe basis of the financial ratios ageing and expected dates of realisation of financialassets and payment of financial liabilities other information accompanying the StandaloneFinancial Statements our knowledge of the Board of Directors and management plans andbased on our examination of the evidence supporting the assumptions nothing has come toour attention which causes us to believe that any material uncertainty exists as on thedate of the audit report that the Company is not capable of meeting its liabilitiesexisting at the date of balance sheet as and when they fall due within a period of oneyear from the balance sheet date. We however state that this is not an assurance as tothe future viability of the Company. We further state that our reporting is based on thefacts up to the date of the audit report and we neither give any guarantee nor anyassurance that all liabilities falling due within a period of one year from the balancesheet date will get discharged by the Company as and when they fall due.

(xx) (a) In our opinion and according to the information andexplanations given to us there is no unspent amount under sub-section (5) of Section 135of the Act pursuant to any project other than ongoing projects. Accordingly clause3(xx)(a) of the Order is not applicable.

(b) In respect of ongoing projects the Company has transferred theunspent amount to a Special Account within a period of 30 days from the end of thefinancial year in compliance with Section 135(6) of the said Act:

( INR in Lakhs)

Financial Year Amount unspent on corporate social responsibility activities for "On- going Projects" Amount transferred to Special Account within 30 days from the end of the Financial Year Amount transferred after the due date
2021-22 12.50 12.50 * -

*Amount has been transferred to special account subsequent to the yearended 31 March 2022.

For B S R & Co. LLP
Chartered Accountants
ICAI Firm?s Registration No. :101248W/W-100022
Shashank Agarwal
Partner
Place: Gurugram Membership No. :095109
Date : 20 May 2022 ICAI UDIN: 22095109AJHNCB1972

Annexure B to the Independent Auditors? report on the StandaloneFinancial Statements of JTEKT India Limited for the period ended 31 March 2022.

Report on the internal financial controls with reference to theaforesaid Standalone Financial Statements under Clause (i) of Sub-section 3 of Section 143of the Companies Act 2013

(Referred to in paragraph 2(A)(f) under ‘Report on Other Legal andRegulatory Requirements? section of our report of even date)

Opinion

We have audited the internal financial controls with reference toStandalone Financial Statements of JTEKT India Limited ("the Company") as of 31March 2022 in conjunction with our audit of the Standalone Financial Statements of theCompany for the year ended on that date.

In our opinion the Company has in all material respects adequateinternal financial controls with reference to financial statements and such internalfinancial controls were operating effectively as at 31 March 2022 based on the internalfinancial controls with reference to financial statements criteria established by theCompany considering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued by theInstitute of Chartered Accountants of India (the "Guidance Note").

Management?s Responsibility for Internal Financial Controls

The Company?s management and the Board of Directors areresponsible for establishing and maintaining internal financial controls based on theinternal financial controls with reference to financial statements criteria established bythe Company considering the essential components of internal control stated in theGuidance Note. These responsibilities include the design implementation and maintenanceof adequate internal financial controls that were operating effectively for ensuring theorderly and efficient conduct of its business including adherence to company?spolicies the safeguarding of its assets the prevention and detection of frauds anderrors the accuracy and completeness of the accounting records and the timelypreparation of reliable financial information as required under the Companies Act 2013(hereinafter referred to as "the Act").

Auditors? Responsibility

Our responsibility is to express an opinion on the Company?sinternal financial controls with reference to financial statements based on our audit. Weconducted our audit in accordance with the Guidance Note and the Standards on Auditingprescribed under Section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls with reference to financial statements. Those Standards andthe Guidance Note require that we comply with ethical requirements and plan and performthe audit to obtain reasonable assurance about whether adequate internal financialcontrols with reference to financial statements were established and maintained andwhether such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence aboutthe adequacy of the internal financial controls with reference to financial statements andtheir operating effectiveness. Our audit of internal financial controls with reference tofinancial statements included obtaining an understanding of such internal financialcontrols 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 judgement including the assessment ofthe risks of material misstatement of the Standalone Financial Statements whether due tofraud 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 internalfinancial controls with reference to financial statements.

Meaning of Internal Financial controls with Reference to FinancialStatements

A company?s internal financial controls with reference tofinancial 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. Acompany?s internal financial controls with reference to financial statements includethose policies and procedures that (1) pertain to the maintenance of records that inreasonable detail accurately and fairly reflect the transactions and dispositions of theassets of the company; (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 timely detection ofunauthorised acquisition use or disposition of the company?s assets that could havea material effect on the Standalone Financial Statements.

Inherent Limitations of Internal Financial controls with Reference toFinancial Statements

Because of the inherent limitations of internal financial controls withreference to financial statements including the possibility of collusion or impropermanagement override of controls material misstatements due to error or fraud may occurand 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 controls 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.

For B S R & Co. LLP
Chartered Accountants
ICAI Firm?s Registration No. :101248W/W-100022
Shashank Agarwal
Partner
Place: Gurugram Membership No. :095109
Date: 20 May 2022 ICAI UDIN: 22095109AJHNCB1972

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