We have audited the standalone financial statements of Bajaj Holdings & Investment Ltd. ('the Company),
which comprise the Balance Sheet as at 31 March 2026, and the Statement of Profit and Loss
(including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flows for
the year then ended, and notes to the standalone financial statements, including a summary of material accounting
policies and other explanatory information (hereinafter referred to as 'standalone financial statements).
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid
standalone financial statements give the information required by the Companies Act, 2013 ('the Act) in
the manner so required and give a true and fair view in conformity with the accounting principles generally
accepted in India, of the standalone state of affairs of the Company as at 31 March 2026, and its standalone
profit (including other comprehensive income), standalone changes in equity and its standalone cash flows for
the year ended 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 Standards are further described in the Auditors' Responsibilities for
the audit of the standalone financial statements section of our report. We are independent of the Company in
accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the
ethical requirements that are relevant to our audit of the standalone financial statements under the provisions
of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with
these requirements and the Code of Ethics.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of
the standalone financial statements of the current year. We have determined that there are no key audit matters
to communicate in our report.
Other information
The Company's Board of Directors is responsible for the other information. The other information comprises
the information included in the Management Discussion and Analysis, Board's Report including Annexures to
Board's Report, Business Responsibility and Sustainability Report, Corporate Governance and Shareholder's
Information but does not include the standalone financial statements and our auditors' report thereon.
Our opinion on the standalone financial statements does not cover the other information and we do not express
any form of assurance conclusion thereon.
In connection with our audit of the standalone financial statements, our responsibility is to read the
other information and, in doing so, consider whether the other information is materially inconsistent with
the standalone financial statements or our knowledge obtained in the audit or otherwise appears to be
materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other
information; we are required to report that fact.
When we read the annual report, if we conclude that there is a material misstatement therein, we will
communicate the matter to those charged with governance and take appropriate action as applicable under the
relevant laws and regulations.
Responsibilities of Management and those charged with governance for the standalone financial
statements
The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Act with
respect to the preparation of these standalone financial statements that give a true and fair view of the
standalone financial position, standalone financial performance (including other comprehensive income),
standalone changes in equity and standalone cash flows of the Company in accordance with the accounting
principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under
section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended.
This responsibility also includes maintenance of adequate accounting records in accordance with the provisions
of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other
irregularities; selection and application of appropriate accounting policies; making judgments and estimates
that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial
controls, that were operating effectively for ensuring the accuracy and completeness of the accounting
records, relevant to the preparation and presentation of the standalone financial statements that give a true and
fair view and are free from material misstatement, whether due to fraud or error.
In preparing the standalone financial statements, the Management is responsible for assessing the Company's
ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using
the going concern basis of accounting unless Management either intends to liquidate the Company or to cease
operations, or has no realistic alternative but to do so.
The Board of Directors is also responsible for overseeing the Company's financial reporting process.
Auditors' responsibilities for the audit of the standalone financial statements
Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a
whole are free from material misstatement, whether due to fraud or error, and to issue an auditors' report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit
conducted in accordance with SAs will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of these
standalone financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional
skepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the standalone financial statements, whether due
to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence
that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion,
forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances. Under section 143(3) (i) of the Act, we are also responsible for expressing
our opinion on whether the Company has adequate internal financial controls system in place and the
operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates
and related disclosures made by management.
• Conclude on the appropriateness of management's use of the going concern basis of accounting and, based
on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that
may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a
material uncertainty exists, we are required to draw attention in our auditors' report to the related disclosures
in the standalone financial statements or, if such disclosures are inadequate, to modify our opinion.
Our conclusions are based on the audit evidence obtained up to the date of our auditors' report.
However, future events or conditions may cause the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the standalone financial statements, including
the disclosures, and whether the standalone financial statements represent the underlying transactions and
events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any significant deficiencies in internal control that we
identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other matters that
may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were
of most significance in the audit of the standalone financial statements of the year ended 31 March 2026 and
are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation
precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that
a matter should not be communicated in our report because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest benefits of such communication.
Other matter
The audit of the standalone financial statements for the year ended 31 March 2025 was conducted by the Joint
Statutory Auditors, one of them being the predecessor audit firm and had expressed an unmodified opinion vide
their report dated 30 May 2025.
Report on other legal and regulatory requirements
1. As required by the Companies (Auditors' Report) Order, 2020 ('the Order'), issued by the Central
Government of India in terms of sub-section (11) of section 143 of the Act, we give in the 'Annexure A'; a
statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
2. 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 best of 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 the Company so far as it
appears from our examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income,
the Statement of Changes in Equity and the Cash Flow Statement dealt with by this Report are in
agreement with the books of account.
d) In our opinion, the aforesaid standalone financial statements comply with the Indian Accounting
Standards specified under section 133 of the Act, read with the Companies (Indian Accounting
Standards) Rules, 2015, as amended.
e) On the basis of the written representations received from the directors as on 31 March 2026 taken on
record by the Board of Directors, none of the directors is disqualified as on 31 March 2026 from being
appointed as a director in terms of section 164(2) of the Act.
f) With respect to the adequacy of the internal financial controls with reference to financial statements
and the operating effectiveness of such controls, refer to our separate Report in 'Annexure B'.
g) With respect to the other matters to be included in the Auditors' Report in accordance with the
requirements of section 197(16) of the Act, as amended;
In our opinion and to the best of our information and according to the explanations given to us, the
remuneration paid by the Company to its directors during the year is in accordance with provision of
section 197 of the Act.
h) With respect to the other matters to be included in the Auditors' Report in accordance with rule 11
of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information
and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its
Financial Statements - Refer note 26 to the standalone financial statements;
ii. The Company has no long-term contracts including derivative contracts as at 31 March 2026
for which there were any material foreseeable losses.
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor
Education and Protection Fund by the Company.
iv. (a) The Management has represented to us that, to the best of its knowledge and belief,
no funds have been advanced or loaned or invested (either from borrowed funds or
share premium or any other sources or kind of funds) by the Company to or in any
other person(s) or entity(ies), including foreign entities ('Intermediaries'), with the
understanding, whether recorded in writing or otherwise, that the Intermediary shall,
whether, directly or indirectly lend or invest in other persons or entities identified in any
manner whatsoever by or on behalf of the Company ('Ultimate Beneficiaries') or provide
any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(b) The Management has represented to us, that, to the best of its knowledge and belief, no
funds have been received by the Company from any person(s) or entity(ies), including
foreign entities ('Funding Parties'), with the understanding, whether recorded in writing
or otherwise, that the Company shall, whether, directly or indirectly, lend or invest in
other persons or entities identified in any manner whatsoever by or on behalf of the
Funding Parties ('Ultimate Beneficiaries') or provide any guarantee, security or the like
on behalf of the Ultimate Beneficiaries;
(c) Based on the information and explanation given to us and audit procedures performed
as considered reasonable and appropriate in the circumstances, nothing has come
to our notice that has caused us to believe that the representations made by the
Management and as mentioned under sub-clause iv(a) and (iv) (b) above contain any
material misstatement.
v. As per information and explanation represented by Management and based on the records of
the Company, the dividend proposed in the previous year, declared and paid by the Company
during the year is in accordance with section 123 of the Act, as applicable.
As per information and explanation represented by Management and based on the records
of the Company, the interim dividend declared and paid by the Company until the date of this
report is in accordance with section 123 of the Act, as applicable.
The Board of Directors of the Company have proposed final dividend for the year which is
subject to the approval of the members at the ensuing Annual General Meeting. The amount of
dividend proposed is in accordance with section 123 of the Act, as applicable.
vi. Based on our examination which included test checks, the Company has used an accounting
software for maintaining its books of account which has a feature of recording audit trail
(edit log) facility and the same has operated throughout the year for all relevant transactions
recorded in the software. Further, during the course of our audit we did not come across any
instance of audit trail feature being tampered with and the audit trail has been preserved by the
Company as per the statutory requirements for record retention.
P G BHAGWAT LLP Khandelwal Jain & Co
Chartered Accountants Chartered Accountants
ICAI Firm Registration Number: 101118W/W100682 ICAI Firm Registration Number: 105049W
Nachiket Deo S. S. Shah
Partner Partner
ICAI Membership Number: 117695 ICAI Membership Number: 033632
UDIN: 26117695LZRISX8015 UDIN: 26033632WKIWDV3397
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