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A Oneindia Venture

Nifty 25,966.40 +0.58%

22k Gold ₹ 12,300 /gm

Sensex 84,929.36 +0.53%

Nifty 25,966.40 +0.58%

22k Gold ₹ 12,300 /gm

Sensex 84,929.36 +0.53%

Nifty 25,966.40 +0.58%

22k Gold ₹ 12,300 /gm

Directors Report of Gujarat Mineral Development Corporation Ltd.

Mar 31, 2024

It is with great pleasure that your Directors, on behalf of your company, present the 61st Board Report, accompanied by the audited financial statements for the fiscal year 2023-24.

Financial Performance

We are pleased to announce that your Company has exhibited a strong financial performance, driven by strategic initiatives focussed on optimizing production and enhancing sales effectiveness. For the fiscal year ended 31st March, 2024, your Company achieved a profit before tax of '' 814 crore, with annual revenue from operations amounting to '' 2,463 crore As of 31st March, 2024, the Companyâs net worth was '' 6,073 crore The Board has recommended a dividend of '' 9.55 per share on a face value of '' 2 per share.

Below is a summary of key financial metrics, illustrating our proactive approach in navigating market dynamics and delivering substantial value to our stakeholders:

Financial Metrics in crore)

Particulars	FY 2023-24 \|	FY 2022-23¹j
Total Income from Operations
(Net)	2,463	3,498
Profit before Tax	814	1,646
Profit after Tax	614	1,201

Review of Business Operations Lignite Projects

During the fiscal year under review, your Company successfully extracted lignite from its mines located in Bhavnagar, Tadkeshwar, Rajpardi (South Gujarat), Mata no Madh, and Umarsar. In response to the growing demand, your Company is actively enhancing its lignite production capacity from 8 MTPA to 10 MTPA. This strategic expansion underscores your Company''s commitment to strengthening its presence in the lignite sector, with a specific focus on increasing production capacity to meet 30-35% of the stateâs market demand.

Your Company''s mine-wise performance is as under:

UP	FY 2023-24		FY 202	2-23
Hi	MT (Lakh)	'' crore M	T (Lakh)	'' crore
Mata-No-Madh	32.28	1,057	34.61	1,275
Rajpardi	3.92	240	7.07	451
Tadkeshwar	0.31	14	6.08	325
Bhavnagar	13.06	457	11.58	531
Umarsar	14.14	482	16.46	671
Total	63.71	2,322	75.80	3,253

Factors contributing to reduction of Lignite production in

FY 2023-24 as compared to FY 2022-23:

1. Interruption at Tadkeshwar Project: In December 2021, a landslide at the Tadkeshwar Lignite Project necessitated contract foreclosure. The Board approved this decision and initiated a new Request for Proposal (RFP) process in August 2023. Production resumed in November 2023, and Tadkeshwar closed FY 2023-24 with sales of 0.31 Lakh MT, a decrease from 6.08 Lakh MT in the previous year.

2. Restoration of Rajpardi Project: The Rajpardi Project, initiated in 1980, depleted its reserves by Q1 of 2023-24. To mitigate imbalances among end-user industries, the Board authorised the extraction of 9.70 Lakh MT of lignite in Phase-1. Production resumed in November 2023, resulting in sales of 3.92 Lakh MT in FY 2023-24, which was 3.15 Lakh MT lower than the previous year.

3. Reduced Consumption at ATPS and KLTPS Power Plants:

ATPS and KLTPS power plants, which source lignite from Mata no Madh and Umarsar, underwent extensive overhauling and revival during FY 2023-24. This resulted in a consumption of 11.12 Lakh MT, marking a decrease of 6.39 Lakh MT from the previous year.

4. Pricing Strategy and Market Dynamics: In August 2021, the Board implemented a dynamic pricing mechanism for lignite, benchmarked against imported coal prices. This strategy significantly boosted profits in 2021-2022 and 2022-2023 amid high imported coal prices. However, with imported coal prices falling to '' 5,500 per MT from INR 8,500 per MT in early 2023-2024, the average lignite prices were adjusted by '' 700 per MT, impacting sales and revenue realisation.

Strategy for 2024-2025

In response to the challenges faced during 2023-2024, your Company has devised a strategic plan for 2024-2025 aimed at achieving a cumulative production and sales target of 100 Lakh MT across its lignite projects:

[p	Project	Target Production & Sales (Lakh MT)
1	Mata na Madh	35
2	Umarsar	15
3	Bhavnagar	33
4	Rajpardi	7
5	Tadkeshwar	10
Total		100

Historical and Targeted Monsoon Production

Your Company''s strategic plan for monsoon preparedness in FY 2024-25 aims to achieve 18.00 Lakh MT of lignite production and sales during the rainy season. This includes developing all-weather roads, establishing substantial lignite stacks, and ensuring efficient mine dewatering post-rainfall.

n	Financial Year	Production during Monsoon Period (Lakh MT) a
1	2020-2021	8.49
2	2021-2022	18.00
3	2022-2023	11.40
4	2023-2024	9.16
5	2024-2025 (Target)	18.00

Key Strategic Measures

To achieve the production and sales targets for 2024-2025, your Company has implemented several additional strategic initiatives:

Strategy	Description
Customer Base Expansion	Increase the active customer base from 1,400 to 2,000 by appointing key account managers and organising customer meets to foster customer relations and address concerns promptly.
Onboarding New Customers	Engage with potential customers who currently rely on imported coal, persuading them to switch to lignite, thereby increasing production and sales.
Improving Lignite Quality	Utilise six state-of-the-art analytical laboratories to monitor and enhance lignite quality, aiming to implement a GCV-based pricing mechanism within a year to ensure customer satisfaction and additional revenue generation.

Thermal Power Project

Your Company maintains a substantial presence in the energy sector, operating a diversified portfolio that includes thermal power projects as well as renewable energy initiatives such as

wind and solar power. In the fiscal year 2023-24, your Company successfully generated 452 million units of power at Akrimota Thermal Power Station (ATPS) at Nani Chher plant.

To enhance operational capabilities, the Company has engaged A T Kearney, a globally renowned strategic consultancy, to spearhead a comprehensive turnaround initiative. Based on their recommendations, your Company has undertaken significant overhauls in collaboration with industry leaders such as L&T and Honeywell Automation. These partnerships are focussed on implementing extensive upgrades at the ATPS facility.

Additionally, your Company has secured necessary approvals from regulatory authorities to invest ''293 crore in capital expenditure for comprehensive plant overhauls. This initiative aims to minimise daily operational losses, improve overall operational efficiency, and transform the ATPS facility into a profitable asset.

Renewable Power

Your Company operates Wind Farm Projects with a combined capacity of 200.9 MW, strategically located across various sites in Gujarat. Additionally, a 5 MW Solar Power Project is also in operation at the Panandhro Lignite Project. During the reporting period, your Company is pleased to announce the production of 338 million units of renewable power, marking a 9% year-on-year increase. This achievement underscores your Companyâs ongoing commitment to enhancing performance in the renewable energy sector.

By implementing environmentally conscious practices in wind and solar power generation, your Company has effectively reduced CO₂ emissions by 42,65,925 tonnes. Cumulatively, your Company has generated 43,63,225 MWhr of renewable energy over the years.

Bauxite

Your Company operates extensively in the regions of Kutch and Devbhoomi Dwarka districts, focussing on nine active Bauxite deposits, with eight located in Kutch. We are pleased to announce our expansion into diversified sectors within the bauxite and related industries, with a strong emphasis on value addition across high, medium and low grades of bauxite. This strategic expansion includes efforts to enhance our product portfolio through the development of beneficiation capabilities for Bauxite.

Performance Summary for Specific Mines:

Gadhsisa Group of Bauxite Mines, Kutch:

During the fiscal year 2023-24, your company achieved sales of:

Bauxite Sales Summary for FY 2023-24(In MT.)

Grade/Project L.	Gadhsisa Group of Mines, Kutch	Bhatia, Devbhoomi Dwarka	Total J
High Grade Premium/Basic	41851	49407	91258
Medium Grade Premium/Basic 197979		12178	210157
High / Low Grade Dust	42912	61149	104061
Low Grade Premium/Basic	0	14498	14498
Total	282742	137232	419974

Bauxite Rebranding Initiative: Your Company initiated a strategic rebranding of its Bauxite products, transitioning from the traditional Plant Grade (PG) and Non-Plant Grade (NPG)

classifications to a more market-oriented approach. This new initiative introduces eight distinct grades of bauxite, categorised based on Al₂O₃, SiO₂, and Fe₂O₃ content. This rebranding aims to enhance market transparency and customer satisfaction, leading to improved revenue from Bauxite sales.

Manganese

During the fiscal year 2023-24, your Company sold 52,997 MT of Sub-grade Manganese Ore. This ore was extracted from the waste dump of the Shivrajpur Project in the Panchmahal district, demonstrating your Company''s commitment to resource optimisation and sustainable practices.

Operational Highlights

During the fiscal year under review, despite challenges in the lignite segment due to external factors, strategic decisions by the Board enabled the company to sustain its lignite sales. The customer outreach programme implemented during the year yielded favourable outcomes.

To optimise and enhance the performance of the Akrimota Power Plant, the company has engaged implementation agencies, which have commenced their plans to improve operational efficiency.

The company is actively exploring opportunities to operationalise its vast limestone reserves in the Kutch region, aiming for long-term operational benefits. Furthermore, the company has embarked on an ambitious initiative to explore Copper Deposits in Ambaji, a project expected to significantly enhance the company''s mineral development portfolio.

Project Shikhar, a comprehensive intervention, has entered its implementation phase, with long-term plans gradually being rolled out by the company. These initiatives promise a robust future for the company.

Additionally, the company is expeditiously progressing with the operationalisation of six new lignite blocks allocated to it in the state, marking a significant development in its ongoing growth strategy.

New Coal Blocks

During the past fiscal year, your Company emerged as the highest bidder for two coal mines in Odisha through the Ministry of Coal''s commercial coal block auction. The first acquisition includes Odisha''s Burapahar block in Sundargarh District, boasting a geological reserve of 548 million tonnes. The second acquisition is the Baitarani (West) block in Angul District, with a larger geological reserve of 1,152 million tonnes, including 468 million tonnes accessible through open pit mining. The Baitarani (West) project necessitates a capital expenditure of '' 2,560 crore, while the Burapahar project requires '' 1,144 crore for the period upto 2030.

Efforts are currently underway to expedite the operationalisation process, with both projects in the final stages of securing all requisite approvals. Significant capital has been allocated for land acquisition, rehabilitation, and resettlement activities. Additionally, a transaction advisory firm has been engaged to ensure the efficient selection of mining operators for each project.

The commissioning of these mines is on schedule for the next three years, reinforcing our commitment to long-term

sustainability and positioning your Company for a resilient future.

New Lignite Projects

Your Company is pleased to announce substantial advancements in the operationalisation of six new lignite mines: Lakhpat-Punrajpar, Ghala, Damlai, Valia, Panandhro Extension, and Bharkandam. These developments will significantly boost our production capacity and market share, enhance Gujarat''s lignite output, and contribute to reduced electricity costs. This strategic initiative is integral to our objective of optimizing the mine-to-market value chain, thereby better serving our captive power plants and customers.

To accelerate this operationalisation, we are in the final stages of securing the necessary approvals for all six mines. We have allocated substantial capital expenditure to expedite land acquisition and rehabilitation and resettlement (R&R) activities. Furthermore, we have engaged a transaction advisory firm to ensure the efficient selection of the mining operator. These measures reflect our commitment to growth, positioning your Company for significant expansion in the coming years, as illustrated in the accompanying map.

â Lakhpat-Punrajpar
, Panandhro Extension
Q â Bharkandam	Damlai Valia
	Q â Ghala

Strategic Opportunities

Your Company is strategically planning to diversify its resource portfolio by exploring and mining metals such as Copper, Lead, and Zinc near Ambaji in District Banaskantha, Gujarat. Covering an area of 184 hectares, this mine is estimated to contain 7.3 million tonnes of mineable reserves and resources, including traces of precious metals like Silver, Cadmium, Germanium, and Selenium. We are pleased to announce that this mine ranks among the top globally for its high metallic content.

A comprehensive operational plan has been formulated to commence mining operations, including the establishment of a beneficiation plant to produce copper, lead, and zinc concentrates from the extracted ore. The extraction of precious metals from these concentrates will serve diverse industries such as electronics, transportation, batteries, renewables, and meet substantial demand in the export market.

Aligned with our forward integration strategy and anticipating growth in cement demand, your Company remains committed to maximising the value of its cement-grade limestone

reserves. We are actively exploring opportunities in the cement sector, including capacity expansion and alternative market structures. Recently, we initiated an Expression of Interest for utilising GMDC''s cement-grade limestone to set up a megasized cement plant in the Western Kutch region. Through a nationwide outreach programme managed by a prestigious international transaction advisory firm, we have received positive responses from both established and new entrant companies in the cement industry. The process of selecting suitable partners for this endeavour is nearing completion, and we are confident this initiative will unlock significant value for your Company and contribute to the region''s industrial growth.

Furthermore, recognising the increasing market demand for overburden minerals like Silica Sand, Ball Clay, and Bentonite, your Company aims to become a long-term supplier through beneficiation. This strategic move is expected to expand revenue streams, broaden our customer base, and significantly enhance our market share.

Dividend

Your Directors are pleased to recommend a dividend of '' 9.55 per share on the face value of '' 2 per share. This recommendation results in a total dividend payout of '' 303.69 crore on the paid-up equity share capital of '' 63.60 crore.

The company adheres to the dividend distribution policy issued by the Government of Gujarat (GoG), which is readily available on the Companyâs website: https://www.gmdcltd.com/about/corporate-policies-gmdc/

Transfer of Unclaimed Dividend to Investor Education and Protection Fund

In compliance with Section 124 of the Companies Act, 2013, and relevant provisions thereof, any unclaimed or unpaid dividends for the financial year 2016-17 will be transferred to the Investor Education and Protection Fund (IEPF) established by the Central Government on the specified due date. Additionally, pursuant to the IEPF Authority (Accounting, Audit, Transfer, and Refund) Rules, 2016, the company will transfer shares of shareholders who have not claimed their dividends for a consecutive period of seven years.

Taxation

The Income Tax assessment for the Financial Year 2021-22 has been concluded, with the Company contributing '' 234 crore towards income tax for the year under review.

Internal Audit

M/s Ashok Chhajed & Associates, Chartered Accountants, have conducted the internal audit of the Company during the reviewed period.

Statutory Audit

M/s Dhirubhai Shah & Co. LLP, Chartered Accountants, were appointed as the Statutory Auditors for the Financial Year 2023-24 by the Comptroller & Auditor General of India.

Audit by Comptroller & Auditor General of India

As a Government entity, your Company underwent a supplementary audit of its financial statements for the year ended 31st March, 2024, as mandated by Section 143(6)(a) of the Companies Act, 2013. The Comptroller & Auditor General (C&AG) has not raised any adverse comments or issued supplementary reports alongside the statutory auditors'' report.

Detailed observations of the C&AG are provided in Annexure I. Cost Audit

The Cost Audit Report for the Financial Year 2022-23 was submitted on 9th September, 2023. For the Financial Year 2023-24, M/s Dalwadi & Co., Cost Accountants, have been appointed as the Cost Auditors of the Company.

Secretarial Audit

In compliance with Section 204 of the Companies Act, 2013, M/s. Vivek Vakharia & Co., Practicing Company Secretaries, have been engaged to perform the Secretarial Audit for the financial year 2023-24. The detailed Secretarial Audit Report is appended as Annexure II.

Compliance of Secretarial Standards

The Company has complied with the relevant Secretarial Standards in its operations.

Particulars of Employees

Your Company did not engage any individual who received remuneration amounting to '' 1,02,00,000 or more for the entire financial year, or those who received '' 8,50,000 or more per month for part of the year, in accordance with Rule 5 (2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. The details of other employees, as required under Section 197 (1) of the Companies Act, 2013, read in conjunction with Rule 5 (1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are provided in Annexure III of the Boardâs Report.

Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo

Further disclosures pertaining to the conservation of energy, technology absorption, and foreign exchange earnings and outgo, as mandated by Section 134(3)(m) of the Companies Act, 2013, and Rule 8(3) of the Companies (Accounts) Rules, 2014, are comprehensively detailed in Annexure IV. Annexure IV constitutes an integral part of this report.

Business Responsibility and Sustainability Report

Pursuant to the directive from the Securities and Exchange Board of India (SEBI), the first 1000 listed entities are required to include a Business Responsibility and Sustainability Report (BRSR) within their Board''s / Annual Report starting from the fiscal year 2022-23. Therefore, as mandated by Regulation 34 of the SEBI (LODR) Regulations, 2015, the Business Responsibility and Sustainability Report is enclosed herewith as Annexure-V.

Material Changes

There have been no substantial alterations or commitments that have impacted the financial position of the Company between the end of the relevant financial year and the date of this report.

Risk Management

GMDC''s operational framework encompasses mining and power sectors, necessitating robust risk management practices to mitigate operational challenges effectively. Tailored standard operating procedures have been implemented across various mining activities to proactively address inherent risks. Given its focus on natural resources, governmental policies play a crucial role in shaping your Company''s strategic decisions.

Each department employs a rigorous analytical approach to risk management within a comprehensive framework, ensuring thorough assessment across all business functions. Oversight of this process is provided by a dedicated Risk Management Committee, ensuring alignment with corporate objectives. To fortify this commitment, the company utilises a structured risk management process akin to the illustrated model. This begins with rigorous risk identification across the organisation. These identified risks undergo assessment to determine their likelihood and potential impact, followed by prioritisation based on severity. Tailored risk treatment plans are then developed and implemented to effectively mitigate these prioritised risks. The process culminates in thorough recording and reporting, ensuring stakeholders are well-informed and enabling continuous monitoring and improvement of mitigation strategies. This iterative approach allows GMDC to adapt proactively to the evolving operational environment.

Particulars of Loans, Guarantees, or Investments under Section 186 of the Companies Act, 2013

Your Company did not extend any loans or guarantees under the purview of Section 186 of the Companies Act, 2013. Deposits

Your Company neither accepted nor renewed any deposits during the fiscal year under review.

Particulars of Contracts or Arrangements with Related Parties

Throughout the fiscal year, all transactions between our Company and related parties were conducted in accordance with standard business practices and at arm''s-length. Importantly, there were no contracts, arrangements, or transactions with related parties that would qualify as material under Section 188 of the Companies Act, 2013, consistent with our Company''s Related Party Transactions Policy. As a result, the disclosure requirement under Form AOC - 2, as specified in Section 134 (3) of the Companies Act, 2013, does not apply. Furthermore, transactions with other government entities are exempted under both the Companies Act, 2013, and the SEBI (LODR) Regulations, 2015, owing to our Company''s governmental status. Our Policy on Related Party Transactions is readily accessible on the Company''s website: https://www.gmdcltd.com/download/Corporate-Policies.

Explanation or comments on qualifications, reservations or adverse remarks or disclaimers made by the Auditors and the Practicing Company Secretary in their reports

For the current fiscal year, both the Auditors and the Practicing Company Secretary have not issued any adverse remarks in their reports.

Annual Return

The annual return, as required by Form No. MGT-7 under Section 92(1) of the Companies Act, 2013, in conjunction with Rule 11 of the Companies (Management and Administration) Rules, 2014, is accessible for review on the Companyâs official website: https://www.gmdcltd.com/annual-return/.

GMDCâs Policy on Directorsâ Appointment, Remuneration, and Duties Discharge

As a Government Company, the Government of Gujarat appoints Directors to GMDC, with the exception of Independent Directors. GMDC compensates its Directors exclusively through sitting fees and reimbursement of out-ofpocket expenses. The appointment of Independent Directors necessitates shareholder approval at General Meetings. Except for the Managing Director, all Directors of GMDC hold non-executive positions.

Number of Board Meetings Held

During the Financial Year under review, a total of 6 Board Meetings were convened.

Board of Directors

During the financial year under review, the Government of Gujarat appointed Shri S. J. Haider, IAS, Additional Chief Secretary of the Industries & Mines Department, Government of Gujarat, and Ms. Arti Kanwar, IAS, as Directors of the Company, succeeding Smt. Sonal Mishra, IAS, and Smt. Mona Khandhar, IAS, who were transferred.

Directorsâ Responsibility Statement

Pursuant to the requirements of Section 134 (3) (c) read with Section 134(5) of the Companies Act, 2013, the Directors affirm that:

â¢ The Financial Statements for the Financial Year ended 31st March, 2024, have been prepared in accordance with the applicable accounting standards, with proper explanation provided for any material departures;

â¢ They have selected and consistently applied accounting policies, made reasonable and prudent judgements and estimates, to present a true and fair view of the company''s state of affairs as at 31st March, 2024, and of its profit and loss for the year then ended;

â¢ Adequate accounting records have been maintained in accordance with the provisions of the Act, ensuring the safeguarding of the company''s assets and the prevention and detection of fraud and other irregularities, if any;

â¢ The Financial Statements have been prepared on a going concern basis;

â¢ Internal financial controls have been laid down by the Directors, which are adequate and were operating effectively; and

â¢ Proper systems have been devised to ensure compliance with all applicable laws, and such systems were adequate and operating effectively.

Declaration of Independent Directors

The Independent Directors affirm their adherence to all the requirements stipulated under Section 149(6) of the Companies Act, 2013, thus qualifying them for appointment as Independent Directors in accordance with statutory provisions and applicable regulations.

Disclosure of Composition of Audit Committee and Implementation of Vigil Mechanism

During the reviewed period, the Audit Committee was constituted with the following members:

â¢ Shri S B Dangayach, Independent Director, serving as Chairman

â¢ Smt. Mona Khandhar, IAS, Director, as Member (Up to 17.08.2023)

â¢ Ms. Arti Kanwar, IAS, Director, as Member (From 17.08.2023)

â¢ Shri Nitin Shukla, Independent Director, as Member

â¢ Prof. Shailesh Gandhi, Independent Director, as Member

Your Company has implemented a Whistleblower/Vigil Mechanism Policy, incorporating necessary safeguards to shield employees and Directors from any form of retaliation for reporting concerns. Furthermore, direct access to the Chairman of the Audit Committee has been facilitated for reporting issues related to employee and Company interests. Disclosure under The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 Your Company has instituted a Sexual Harassment Policy in compliance with the provisions set forth in The Sexual Harassment of Women at Workplace (Prevention, Prohibition, and Redressal) Act, 2013. An Internal Complaints Committee (ICC) has been established to handle grievances related to sexual harassment. This policy applies to all employees, encompassing permanent, contractual, temporary, and trainee personnel.

Summary of sexual harassment complaints received and addressed during the fiscal year 2023-24:

â¢ Number of complaints received: 0

â¢ Number of complaints resolved: 0

â¢ Number of complaints pending: 0 Consolidated Financial Statements

The Consolidated Financial Statements of your Company have been diligently prepared in accordance with the Indian

Accounting Standards (Ind AS) prescribed under Section 133 of the Companies Act, 2013, and The Companies (Indian Accounting Standards) Rules, 2015, along with other applicable statutory provisions. These statements constitute an essential part of this Annual Report. Furthermore, a statement outlining the key aspects of the Financial Statements of Subsidiaries / Associate Companies / Joint Ventures, as per the specified format AOC - 1, is included in Annexure VI.

Corporate Governance

In adherence to the SEBI (Listing Obligations & Disclosure Requirement) Regulations, 2015, a detailed Corporate Governance Report is appended in Annexure VII of this Annual Report.

Management Discussion & Analysis

Pursuant to the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, the Management Discussion and Analysis report is incorporated in Annexure VIII, and constitutes an essential component of this report.

Environmental Programme

Lignite remains a vital source for thermal energy generation. Your Company firmly upholds that environmental conservation is of paramount importance alongside fostering progress and development, in alignment with the Honâble Prime Minister''s vision to establish India as a Green Energy nation.

To mitigate pollution, your Company has integrated Electrostatic Precipitators (ESPs) within the Thermal Power Project to regulate emissions from boiler stacks. Additionally, Dry Fog Systems have been implemented to control fugitive dust emissions during material handling via conveyors. Strategically, the Company is planning the installation of Continuous Ambient Air Quality Monitoring Stations to enhance environmental monitoring practices. Your Company actively promotes an ethos of environmental and health consciousness, striving towards carbon and climate neutrality through exemplary operational and managerial practices. Noteworthy initiatives include the adoption of drip irrigation techniques, the utilisation of recycled water, and active support for rainwater harvesting projects facilitated by check dams under the Sujalam Sufalam Yojna. Further enhancing environmental stewardship, your Company has installed a containerised Reverse Osmosis (RO) plant to treat mine pit water for various purposes, alongside ongoing efforts to explore innovative technologies for its advanced treatment and utilisation.

Emphasising greenbelt development, your Company has successfully conducted extensive plantation drives during FY 2023-24, resulting in the planting of 70,390 saplings across 54 hectares of mine lease and residential colony areas. These efforts were collaboratively undertaken with the State Forest Department, local villages, and societies, among other stakeholders.

Industrial Relations, Health & Safety

The Company is steadfastly committed to upholding exemplary safety standards. Comprehensive safety training workshops, conducted by both internal and external experts, ensure thorough understanding and adherence to safety protocols across our workforce.

Our Safety Management Plan (SMP), meticulously developed in accordance with Section 104 of the Coal Mines Regulations 2017 and DGMS guidelines, systematically identifies primary

hazards and implements stringent control measures. This proactive strategy aims to minimise risks to the lowest practicable levels across all projects.

The Company demonstrates proactive hazard identification, effective risk mitigation strategies, and a strong commitment to enhancing employee health and wellness. We adhere to these principles rigorously.

Compliance with international standards is further reinforced through our integrated management system, which includes ISO 9001:2015 for quality management, ISO 14001:2015 for environmental management, and ISO 45001:2018 for occupational health and safety across all projects and corporate office. This holistic approach underscores our commitment to achieving operational excellence and driving continuous improvement.

The integration of advanced Digital Interventions optimizes safety practices, aligning our operations with global best practices and enhancing operational efficiency. At the Rajpardi Lignite mine, the Company has installed a state-of-the-art Slope Stability Radar (SSR) in full compliance with DGMS regulations. This sophisticated radar system enhances critical slope monitoring capabilities, thereby strengthening productivity and ensuring robust ground support in high-risk areas.

Throughout the reporting period, the Company has maintained constructive and collaborative industrial relations with union representatives. This cooperative environment fosters open dialogue and mutual cooperation in addressing concerns and achieving shared objectives.

Corporate Social Responsibility

GMDC-Gramya Vikas Trust (GVT), established in 1991, serves as the implementing agency for Corporate Social Responsibility (CSR) activities of GMDC Ltd. The vision of GMDC-GVT is to enhance the quality of life in communities within GMDC''s operational areas and surrounding regions. Strategically positioned within a diverse ecosystem, GMDC-GVT undertakes various social development projects focussing on Skill Ecosystem, Promotion of Quality and Inclusive Education, Health, Drinking Water and Sanitation, Climate Action, and Environmental Sustainability to foster holistic community development.

Operating across 290 villages in Bharuch, Bhavnagar, Chhotaudepur, Devbhoomi Dwarka, Kutch, Panchmahal, and Surat districts of Gujarat, and Angul and Sundargarh districts of Odisha, GMDC-GVT has developed a three-tier CSR Strategy. This strategy emphasises Community Driven Projects, Community Fostering & Empowering Projects, and Sustainable Development Projects aimed at creating enduring benefits and impacts for local communities. As of 2023-24, GMDC-GVT has engaged over 3.5 lakh participants across its initiatives.

GMDC-GVT implements sustainable flagship projects through innovative partnerships, strategic collaborations, and stakeholder engagements. A significant initiative includes the GMDC-Jan Chikitsa Seva (Mobile Medical Units), designed to enhance healthcare accessibility and availability through preventive and curative healthcare services. Presently, GMDC-GVT operates 8 GMDC-Jan Chikitsa Seva units across Gujarat and Odisha, providing state-of-the-art medical facilities, including Tele-Medicine consultations and Point of Care Testing (PoCT), benefiting over 35,000 consultations across 900 camps in 115 villages.

In January 2023, GMDC-GVT launched the GMDC-Samarthya Project to provide employment-oriented skill training to 3,000 youth over three years across 12 domains through six training centres in Gujarat and Odisha. The project offers comprehensive training, placement support, and on-the-job training, coupled with soft-skills and technical training, benefiting 1,200 candidates through 40 batches by May 2024.

Promoting quality and inclusive education, GMDC-GVT distributes over 2,54,000 notebooks and foolscaps to 26,500 students across 205 schools in Gujarat and Odisha. Additionally, it facilitates school transportation for 400 students, enhancing access to education in remote rural areas. Collaboration with the Akshaya Patra Foundation supports infrastructure extension for mid-day meal provisions to 18,000 students in Bhavnagar.

GMDC-GVT also contributes to cultural and heritage preservation, supporting operations and maintenance of the Shyamji Krishna Varma Memorial and renovation of Anand Bazar at Shri Jagannath Temple, Odisha, promoting local heritage.

Furthering its commitment to environmental sustainability and water conservation, GMDC-GVT implements projects such as ponds, canals, borewells, and drinking water facilities at schools. Community-driven initiatives include tricycle and blanket distribution, support for sports and cultural groups, construction of healthcare and community facilities, provision of IT equipment, rural illumination through Solar Street Lights and High Mast Towers, and support for Mission Shakti Cafe.

GMDC-GVT remains steadfast in its commitment to community well-being around GMDCâs operational areas, implementing sustainable development projects that create significant and lasting impacts. A detailed CSR annual report is available in Annexure IX of this report, which forms an integral part. The company''s CSR policy can be accessed at https://www.gmdcltd.com/about/corporate-policies-gmdc/ Acknowledgement

Your Directors wish to convey their profound appreciation for the unwavering dedication and collaborative efforts of the officers, employees, and workers of GMDC across all levels. They also express their gratitude for the trust and confidence placed in the Company by financial institutions and investors.

In addition, your Directors acknowledge the invaluable support extended by various Central Government departments, including the Ministry of Environment and Forest, Ministry of Coal, Ministry of Mines, Indian Bureau of Mines, and the Director General of Mines Safety. They also extend their thanks to the State Government departments of Gujarat and Odisha, including the Industries & Mines Department, Energy and Petrochemicals Department, Gujarat Electricity Regulatory Commission, Finance Department, Commissionerate of Geology and Mining, and Gujarat Pollution Control Board, among others.

Furthermore, your Directors extend their sincere gratitude to the strategic transformation partners, advisors, customers, and shareholders of the Company for their esteemed cooperation and support.

For and on behalf of the Board of Directors

Date: 26th July, 2024 Dr. Hasmukh Adhia, IAS (Retd.)

Place: Ahmedabad No n - Executive C hai rman

Previous Year''s figures have been restated and rounded off.

Your Company is pleased to present a summary of its outstanding performance for the fiscal year as abridged below:

â¢ Total Income: Recorded at '' 2,732 crore in FY24, compared to '' 3,890 crore in FY23.

â¢ Revenue from Operations: Reported at '' 2,463 crore in FY24, down from '' 3,498 crore in FY23.

â¢ EBITDA: Recorded at '' 892 crore in FY24, reflecting a decrease from '' 1,546 crore in FY23, with an EBITDA margin of 33%.

â¢ Profit Before Tax (PBT): Amounted to '' 814 crore for FY24, down from '' 1,646 crore in FY23.

â¢ Profit After Tax (PAT): Stood at '' 614 crore in FY24, compared to '' 1,201 crore in FY23, resulting in an Earnings per Share (EPS) of '' 19 (Face Value '' 2 per share).

Additionally, your Company has successfully maintained its AA rating from CARE for both fund-based and non-fund-based bank limits. We are also proud to announce a significant advancement in our position among Indiaâs Fortune 500 companies, moving up to a commendable rank of 469 from the previous rank of 489 during the assessment period. These accomplishments underscore your Company''s commitment to excellence and strategic resilience in navigating market dynamics.

Mar 31, 2023

Your Directors have immense pleasure in presenting the 60th Board''s Report along with the audited financial statements of your company for the financial year 2022-23.

FINANCIAL RESULTS

We take pride in sharing that your Company is scaling new peaks in growth and recently delivered the highest ever profits in its history. The annual profit before tax peaked to ''1,657 Crore And the annual revenue from operations jumped to ''3,501 Crore The net worth of your company ascended to ''5,759 Crore as on 31.03.2023. You will be pleased to note that your Company has recommended its highest dividend ever @ ''11.45 per share on the face value of ''2 per share. A brief outline of the extra ordinary financial performance of your company is given hereunder:

('' in Crore)
Particulars	FY 2022-23	FY 2021-22*
Total Income from Operations (Net)	3,501	2,732
Profit / (Loss) for the period (before Tax and Exceptional Items)	1,657	777
Net Profit / Loss after Tax (After Exceptional Items)	1,212	445

â¢ Previous Year''s figures have been restated and rounded off.

You will be pleased to note that during this year, your company gave a stellar performance which is reflected in its overall financial results. The highlights of the annual financial performance are as under :

â¢ Total Income stood at ''3,894 Crore in FY23 as against ''2,887 Crore in FY22.

â¢ Revenues from operations were reported at ''3,501 Crore as compared to ''2,732 Crore in FY22; up by 28%.

â¢ EBITDA stands at ''1,557 Crore in FY23, as against ''875 Crore in FY22. The Companyâs EBITDA is up by 42%.

â¢ Profit Before Tax (PBT) stood at ''1,657 Crore for FY23 as compared to ''777 Crore in FY22.

â¢ Profit After Tax (PAT) stood at ''1,212 Crore in FY23 as against ''445 Crore in FY22. PAT has gone up by 172%.

â¢ Earnings per share (EPS) for FY23 stood at ''38 (Face Value ''2 per share).

Another development of great prestige for your Company is that your Company has been accorded AA rating by CARE for fund based and non fund based bank limits. This is further complimented by your Companyâs achievement of entering once again into the prestigious group of Indiaâs Fortune 500 companies, attaining a rank of 486 in the elite list during the year under review.

REVIEW OF BUSINESS OPERATIONSLignite Projects

During the year under review, your Company is mining Lignite from the mines at Bhavnagar, Tadkeshwar and Rajpardi (South Gujarat), Mata no Madh and Umarsar. Your Company is pleased to report that sales volume has improved significantly in FY 2022-23. Average sales realisations have gone up by 63%. To meet the increasing demand, your Company is seeking to scale up Lignite production capacity, from 08 MTPA to 10 MTPA. It has embarked on a journey of deepening the lignite business by augmenting capacity of Lignite production, and is looking to escalate the Lignite production from open cast mines to serve 30-35% of the state''s market.

Your Company''s mine-wise performance is as under:

Mine	FY 2022-23
Mine	MT (Lakh)	'' Crore
Mata-No-Madh	34.61	1275
Rajpardi	7.07	451
Tadkeshwar	6.08	325
Bhavnagar	11.58	531
Umarsar	16.46	671
Total	75.80	3253

Thermal Power Project

Your Company has a sizeable presence in the energy sector. Its Power Division has a diversified portfolio of thermal power project and renewable power generation projects comprising both wind and solar power. During the year under review, your Company is pleased to report that a total of 822 Mn. Units of power were produced at our Nani Chher plant in FY 2022-23. Towards adding scale and strength, your Company has onboarded a globally-reputed strategic advisory consultancy, A T Kearney, to help take strategic decisions in improving capacity utilisation of the lignite-based thermal power project. Your Company is also striving to cut down on daily losses from the thermal power plant, turn it around, improve its performance and make it into a profitable asset.

Renewable Power

Your Company has Wind Farm Projects of 200.9 MW capacity, situated at different locations in Gujarat. We also have a 5 MW Solar Power Project located at the Panandhro Lignite Project. During the year under review, your Company is pleased to report that a total of 320.02 million units of Renewable power were produced. By undertaking green initiative of wind and solar power generation, your Company reduced 4,214.72 lakh tonnes of CO₂ due to generation of green energy. Over the years, it has generated 4303184 MWhr of Green Energy.

Bauxite and Manganese

Your Companyâs operations are located in Kutch and Devbhoomi Dwarka districts. It is currently mining nine Bauxite deposits, of which eight are in Kutch. Your company is pleased to report that it is exploring new avenues in diversified sector in bauxite and other allied industries by value addition of plant

and non-plant grades of bauxite. Towards further expanding your Companyâs product portfolio, itâs developing capabilities for beneficiation of Bauxite. The mine-wise performance is as under :

Gadhsisa group of Bauxite mines, Kutch

In the Financial year 2022-23, your Company sold 23,882 MT of (>52% Al₂O₃) Plant Grade Bauxite, 1,55,740 MT of (<52% Al₂O₃) Non-Plant Grade Bauxite and 2,479 MT of Bauxite Dust (<40% Al₂O₃) from Gadhsisa group of mines in Kutch district.

Mevasa Bauxite mines, Devbhoomi Dwarka

In the Financial year 2022-23, your Company sold 45,145 MT (>52% Al₂O₃) Plant Grade Bauxite and 15,874 MT of (<52% Al₂O₃) Non-Plant Grade Bauxite, 3,955 MT of High Grade Dust (>50% Al₂O₃), 9,037 MT of Bauxite Dust (<40% Al₂O₃) from Mevasa mines in Devbhoomi Dwarka district.

Manganese

In the Financial year 2022-23, your Company sold 75,381 MT of Sub grade Manganese Ore from the waste dump of Shivrajpur Project in Panchmahal district.

Operational Highlights

As a part of our journey ahead, we are partnered with the globally-reputed Boston Consulting Group (BCG) to undertake an extremely important strategic transformation initiative that will cover all sectors of our operations, christened Project Shikhar.

Through implementation of Project Shikhar, we are seeking to achieve a breakout growth and multiply revenues manifold, unlock efficiency gains, enable future-proofing our growth through portfolio diversification, become a pan-national player in the Mining and Minerals sector, generate employment across various regions, be an employer of choice and achieve best-in-class operating efficiencies to drive EBITDA uplift. With Project Shikhar, we aim to further raise our performance bar, be the most competent player in the categories and sectors we operate in, and be at par with globally-benchmarked organisations.

The strategic firm, AT Kearney has been onboarded to help us take strategic decisions in improving capacity utilisation of our lignite-based thermal power project, that was underperforming till recently. We managed to cut down on the daily losses from the thermal power plant, turn it around, improve its performance and made it into a profitable asset. Power generation efficiencies have been implemented.

Parallelly, Deloitte is exploring ways to fast-track our new lignite mining projects.

New Coal Blocks

Fuel security was an issue for the Gujarat government. There was a demand from the state to secure our resources upstream. In November 2022, six teams formed by GMDC visited seven states to study 38 coal blocks.

During the year under review, your Company emerged as the highest bidder for two coal mines in Odisha in the recently concluded commercial coal block auction by the Ministry of Coal, Government of India. It won the bids for Odisha''s Burapahar block in Sundargarh District, having a geological reserve of 548 million tonne, and the Baitarani (West) block in

Angul District, a geological reserve of1,097 million tonne.

The Baitarani (West) block in Angul district, the bigger of the two blocks, has 13% forest cover, and coal reserves of 1,097 million tonnes, of which 468 million tonnes can be mined through open pit mining. This project will require a capex of '' 4,125 Crore The estimated coal reserves in the Burapahar block in Sundargarh district, with 33% forest cover is about 548 million tonnes. This project will require a capex of ''950 Crore.

Your Company plans to commission these mines in the next three years. These two projects are projected to become your Companyâs backbone.

New Lignite Projects

Your Company is working towards operationalising 6 new lignite mines, namely, Lakhpat-Punrajpar, Ghala, Damlai, Valia, Panandhro Extension and Bharkhandam. It is pleased to report that this will help expand your Companyâs production, place it in a higher orbit of growth, strengthen and expand the market position and contribute significantly towards the achievement of its goal of capturing the mine to market value chain. The upcoming Lignite mines will also help to increase Gujaratâs production capacity, reduce the cost of electricity, leverage the buoyancy in lignite prices, and serve the captive power plants and customers in a better way. With this, your Company plans to reach to nearly 50% of the Gujarat market. It has also onboarded the globally reputed consultancy firm, Deloitte to help fast-track the new lignite mining projects.

Strategic Opportunities

In the forthcoming future, some of the metals that your Company is planning to explore and mine are Copper, Lead and Zinc, near Ambaji in Dist. Banaskantha, Gujarat. Spread over an area of 184 Hectares, this mine has mineable reserves and resources of 7.3 Million Tonnes. The reserves also contain precious metals like silver, cadmium, germanium and selenium in traces. Your Company is pleased to report that this is one of the top multi-metal mines in the world with such a high metallic content.

Your Company has created a robust plan to operationalise its mine, and is looking at setting up a beneficiation plant to make copper, lead and zinc concentrates from the mined ore. The precious metals will be extracted with the 3 concentrates, which are used in key industries like electronic equipment, transport, batteries and renewables, and can also cater to the significant demand from the exports market.

As a part of forward integration and envisaging growing demand of cement in future, your Company will continue exploring new opportunities for utilisation of cement grade limestone for cement industry. Your Company will also focus on capacity augmentation, introduction of alternate market structures, possible diversification prospects, value addition and other opportunities.

As the market of overburden minerals like Silica Sand, Ball Clay & Bentonite is increasing, your Company is seeking to become a long-term supplier of the respective minerals - through beneficiation. This is envisaged to create a larger scope in terms of revenue, customer base and market share.

Dividend

Your Directors are immensely delighted to recommend the highest dividend ever @ 11.45 per share on the face value of

''2 per share. An amount of ''364.11 Crore will be paid as dividend on paid up equity share capital of ''63.60 Crore.

The company has adopted the dividend distribution policy. The policy is available at Companyâs website : https://www.gmdcltd.com/about/corporate-policies-gmdc/

Transfer of unclaimed dividend to Investor Education and Protection Fund

In terms of Section 124 of the Companies Act, 2013 and applicable provisions of Companies Act, 2013, any unclaimed dividend or unpaid Dividend relating to the financial year 201516 will be transferred to the Investor Education and Protection Fund established by the Central Government on due date. Further, as per the provisions of IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, the company will also transfer the shares of the shareholders who have not claimed their dividend for a consecutive seven years.

Taxation

The Income Tax assessment of your Company has been completed for the Financial Year 2020-21. It has contributed '' 426 Crore towards income tax for the year under consideration. It is to be noted that during the year, your company received an order of ''181 Crore toward interest on income tax refund.

Internal audit

M/s Ashok Chhajed & Associates, Chartered Accountants are the internal auditors of your Company. They have carried out the internal audit of your Company during the year under review.

Statutory audit

M/s. J N Gupta & Co., Chartered Accountants were appointed Statutory Auditors of your Company by the Comptroller & Auditor General of India for the Financial Year 2022-23.

Audit by Comptroller & Auditor General of India (C & AG)

Being a Government Company, the C&AG has carried out supplementary audit of the financial statements of your Company for the year ended 31st March, 2023, pursuant to provisions of Section 143 (6)(a) ofthe Companies Act, 2013. The C&AG has not offered any adverse comments upon or supplementary to the statutory auditorsâ report. The Comments of C&AG are at Annexure I.

Cost audit

The Cost Audit Report has been filed on 09.09.2022 for the Financial Year 2021-22. For the year 2022-23, M/s N D Birla & Co., Cost Accountants were appointed as Cost Auditors of your Company.

Secretarial audit

Pursuant to the provisions of Section 204 of the Companies Act, 2013, your Company appointed M/s. Vivek Vakharia & Co., Practicing Company Secretary to undertake the Secretarial Audit of the Company for the year 2022-23. The Secretarial Audit Report is annexed as Annexure II.

Compliance of secretarial standards

Your Company has complied with the applicable Secretarial Standards.

Particulars of employees

GMDC did not have any employee who was employed

throughout the financial year and in receipt of remuneration of 1,02,00,000 or more, or employed for part of the year and in receipt of ''8,50,000 or more a month, under Rule 5 (2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

The table containing other particulars of employees in accordance with the provisions of Section 197 (1) of the Companies Act, 2013, read with Rule 5 (2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is appended at Annexure III to the Boardâs Report.

Conservation of energy, technology absorption, foreign exchange earnings and outgo

Additional information on conservation of energy, technology absorption, foreign exchange earnings and outgo as required by the Section 134 (3) (m) of the Companies Act, 2013 read with Rule, 8 (3) of the Companies (Accounts) Rules, 2014 is annexed as Annexure IV and forms part of this report.

Business Responsibility and Sustainability report

The Securities and Exchange Board of India (SEBI) has mandated that for the first 1,000 listed entities, a Business Responsibility and Sustainability Report (BRSR) shall be published as part of its Boardâs / Annual Report mandatorily from the year 2022-23. Thus, as required under Regulation 34 of the SEBI (LODR) Regulations, 2015 Business Responsibility and Sustainability Report is enclosed at Annexure V to this Report.

Material changes

No material changes and commitments affecting the financial position of your Company occurred between the end of the financial year to which these financial statements relate and the date of this report

Risk Management

Looking at the operational profile of GMDC, i.e., Mining and Power Operations, your Company has inbuilt risk management practices to address various operational risks. It has standard operating processes for various mining operations in order to mitigate procedures and prevent risk arising out of various operations. Your Company primarily deals with natural resources. Hence, Policy of Government may impact its operational strategy.

Your Companyâs risk management process revolves around following parameters:

Every department undertakes a detailed analytical approach to the risk management within the overall risk management framework of the company. Your Company has also set up a Risk Management Committee. In order to create a robust risk management framework, it has undertaken a detailed exercise through engagement of a professional agency.

Particulars of loans, guarantees or investments made under Section 186 of the Companies act, 2013

There were no loans and guarantees given by your Company under Section 186 of the Companies Act, 2013.

Deposits

The Company has neither accepted nor renewed any deposits during the year under review.

Particulars of contracts or arrangements made with related parties

During the Financial Year, the transactions entered into, by your Company with the related parties were in ordinary course of business at armâs-length. Your Company has not entered into contracts/ arrangements / transactions with Related Parties which could be considered material in accordance with Section 188 of the Act and the Policy of the company for Related Party Transactions. Hence, the disclosure in Form AOC - 2 under Section 134 (3) of Companies Act, 2013 is not required. Further, your Company being a Government Company, the transactions with other government companies are exempt under the Companies Act,

2013 as well as under the provisions of SEBI (LODR) Regulations, 2015. The Policy on Related Party Transactions may be accessed on the website of the company at https://www.gmdcltd.com/download/Corporate-Policies.

Explanation or comments on qualifications, reservations or adverse remarks or disclaimers made by the auditors and the practicing Company Secretary in their reports

There are no such comments.

Annual Return

The annual return in prescribed Form No. MGT- 7, as required under Section 92(1) of the Companies Act, 2013 read with Rule 11 of the Companies (Management and Administration) Rules,

2014 is placed on the Companyâs website : https://www.gmdcltd.com/annual-return/

GMDCâs policy relating to Directorsâ appointment, payment of remuneration and discharge of their duties

GMDC being a Government Company, the Government of Gujarat appoints its Directors, except the Independent Directors. GMDC does not pay any remuneration to its Directors except, the sitting fees and out-of-pocket expenses. The Independent Directors are appointed by the Shareholders in their General Meeting. Except the Managing Director, all the Directors of GMDC are non-executive directors.

Number of Board Meetings conducted during the year under review

5 Board Meetings were conducted during the Financial Year under review.

Board of Directors

During the Financial year, the Government of Gujarat appointed Shri Kamal Dayani, IAS as Chairman of the Company vice Shri Raj Kumar, IAS due to his promotion as the Chief Secretary of the State. At the end of the financial year, Shri Kamal Dayani, IAS ceased to be the Chairman due to his transfer.

After the end of the Financial Year, the Government of Gujarat appointed Dr. Hasmukh Adhia, IAS (Retd.), Principal Advisor to Honâble Chief Minister, Gujarat as Director and Chairman on

the Board of Directors of your company.

During the Financial Year, the Government of Gujarat had appointed Smt. Mona Khandhar, IAS, Principal Secretary (Economic Affairs), Finance Department, Govt of Gujarat, as Director of your Company vice Shri Milind Torawane, IAS who was transferred.

After the end of the Financial Year, the Government of Gujarat appointed Shri S. J. Haider, IAS, Additional Chief Secretary, Industries and Mines Department as Director on the Board of your company. With this appointment, Smt. Sonal Mishra, IAS ceased to be the Director. Further, the Government of Gujarat appointed Ms. Arti Kanwar, IAS, Secretary (Economic Affairs), Finance Department, as Director on the Board ofyour company vice Smt. Mona Khandhar, IAS who was transferred.

Directorsâ Responsibility Statement

In accordance with the provisions of Section 134 (3) (c) read with Section 134(5) of the Companies Act, 2013, your Directors confirm that:

In the preparation of the Financial Statements for the Financial Year ended 31st March, 2023, the applicable accounting standards have been followed along with proper explanation relating to material departures;

They have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of Financial Year ended on 31st March, 2023 and of the profit and loss of the company for that period;

The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities, if any;

The Directors have prepared the Financial Statements on a going concern basis;

The Directors have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively; and

The Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

Declaration of Independent Directors

The Independent Directors have submitted their disclosures that they fulfil all the requirements as stipulated in Section 149(6) of the Companies Act, 2013 so as to qualify themselves to be appointed as Independent Directors under the provisions of the Companies Act, 2013 and the relevant rules.

Disclosure of composition of audit committee and providing vigil mechanism

During the year under review, the Audit Committee consisted of the following members:

(i) Shri S B Dangayach, Independent Director, Chairman

(ii) Shri Milind Torawane, IAS, Director, Member (up to

14.02.2023)

(iii) Smt Mona Khandhar, IAS, Director, Member (w.e.f.

14.02.2023)

(iv) Shri Nitin Shukla, Independent Director, Member

(v) Prof Shailesh Gandhi, Independent Director, Member

Your Company has established a Whistle Blower / Vigil Mechanism Policy. It has also provided adequate safeguards against victimisation of employees and Directors who express their concerns. Your Company has also provided direct access to the Chairman of the Audit Committee on reporting issues concerning the interests of employees and the Company.

Disclosure under Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013

Your Company has in place Sexual Harassment Policy, in line with the requirements of The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy.

The following is a summary of sexual harassment complaints received and disposed, during the year 2022-23:

No. of complaints received: 1 No. of complaints redressed: 1 No. of complaints pending: NIL Consolidated Financial Statements

The Consolidated Financial Statements of your Company have been prepared in accordance with Indian Accounting Standards (Ind AS) notified under Section 133 of the Companies Act, 2013 read with The Companies (Indian Accounting Standards) Rules, 2015 and other relevant provisions of the Act form part of this Annual Report. Further, a statement containing salient features of the Financial Statement of Subsidiaries / Associate Companies / Joint Ventures in the prescribed format AOC - 1 is given at Annexure VI.

Corporate Governance

As per requirement of SEBI (Listing Obligations & Disclosure Requirement) Regulations, 2015, the detailed report on the Corporate Governance is given in Annexure VII.

Management Discussion & Analysis

As per requirement of SEBI (Listing Obligations & Disclosure Requirement) Regulations, 2015, Management Discussion and Analysis is given at Annexure VIII and forms part of this report.

Environment Programme

Lignite, one of the key sources for generating thermal energy, comes along with contaminants like Sulphur and Pyrites that impact the environment. Removing these contaminants, technically regarded as washing Lignite, will reduce the pollution load. Your Company is exploring opportunities to build a Pyrite and Sulphur removal plant that will use the advanced dry technology. It believes the needs of the environment are as important as the need for energising progress and technology-driven to realise the vision of Honourable Prime Minister of making India a Green Energy nation.

Towards monitoring the environment and controlling pollution, your Company has installed ESPs in the Thermal Power Project to control the emission in Boiler Stacks. Dry Fog Systems have been installed to control fugitive dust emission during material

handling through Conveyors.

Your Company is actively engaged in developing a culture of environment and health consciousness. It seeks to achieve carbon and climate neutrality through adoption of best practices in its operations and management. Your Company is pleased to report that it is using drip irrigation techniques and using recycled water where it is supporting a project under which a check dam is created to harvest the rainwater. Under the Sujalam Sufalam Yojna, your Company also undertook deepening of ponds, thus making every drop count.

It is promoting greenbelt development through plantation drives. During FY 2022-23, we planted a total 55,000 plants saplings, covering 21 hectares of mine lease and residential colony areas, involving the State Forest Department, local villages, societies, etc.

Industrial Relations, Health & Safety

Your Company adheres to the highest standards of safety, and ensures and maintains it. It conducts safety training workshops for our people through internal and external experts. At every project, a robust Safety Management Plan (SMP) is prepared for identification of principal hazards and implementation of auditable control measures to reduce the risk level as low as reasonably achievable. It is prepared in accordance to Sec. 104 of Coal Mines Regulation 2017 & DGMS circulars.

Your Company has successfully migrated from OHSAS:18001 to ISO 45001:2018. It is focusing on proactive hazard identification and risk mitigation, improvement in overall health and wellness of employees and active involvement of workforce in risk management. Besides this, it has adopted Digital Intervention to enhance safety, so as to benchmark with industry best practices.

GMDC has installed a Slope Stability Radar (SSR) at Rajpardi Lignite mine in line with DGMS guidelines. SSR is among the worldâs best practices for critical slope monitoring, which will help increase output in risk areas, improve productivity and ground support.

The industrial relations with the Unions have remained cordial during the year under review.

Corporate Social Responsibility

Gramya Vikas Trust (GVT), established in the early 90âs, is an organisation within your Company that is entrusted with improving the quality of life of the communities in the working and surrounding areas of its operations. Its plan of activities has extensive geographical coverage, and its functional area spans across villages in Bharuch, Bhavnagar, Chhotaudepur, Devbhumi Dwarka, Kutch, Panchmahal and Surat districts. GVT seeks to bring about tangible development through innovative partnerships and programmes, strategic collaborations and stakeholder engagements.

During the year, a very ambitious programme, namely, the GMDC Samarthya Employment Oriented Skill Training Program, has been launched on 1st January, 2023, by GMDC-Gramya Vikas Trust (GMDC-GVT). The programme aims at providing skill training and employment opportunities to 3,000 youth in Gujarat over a span of 3 years. This initiative is targeted at candidates from the project areas of GMDC''s operations, thus aiming to benefit the local communities where GMDC operates. Till July-2023 more than 570 candidates have

been registered and training under 16 batches has been started at various GMDC-Samarthya training centres in Kutch, Bhavnagar, Surat, Bharuch and Panchmahal districts.

Your Company is pleased to report that GVT, through its various initiatives, is benefiting more than 16,000 students across GMDCâs various project areas. The various Anganwadis set up by GVT are helping create a wholesome learning environment. In association with the Akshaya Patra Foundation, it facilitates mid-day meals to students at the Anganwadis. It also runs school bus services for children of poor families. Towards our commitment to making the youth future-ready, GVT has provided library resources and illustrated childrenâs books in project areas.

To provide people in remote, challenging, under-served, and unreached areas with access to public healthcare, your Company started a mobile e-clinic in 2017. During 2022-23, more than 36,000 people from 107 villages around your Companyâs project locations have been benefited from the e-Clinics.

A detailed annual report on CSR is published elsewhere in this report at Annexure IX and forms part of this report. The CSR policy of the company is available at weblink : https://www.gmdcltd.com/about/corporate-policies-gmdc/

Acknowledgement

Your Directors wish to place on record their deep appreciation for the sincere services and co-operation extended by the officers, employees and workmen of GMDC at all levels. They also wish to place on record their gratitude for the confidence placed in them by financial institutions and investors. Further, your Directors wish to thank various departments of the Central Government viz. the Ministry of Environment and Forest, Ministry of Coal, Ministry of Mines, Indian Bureau of Mines, Director General of Mines Safety and various bodies of State Government of Gujarat viz. Industries & Mines Department, Energy and Petrochemicals Department, Gujarat Electricity Regulatory Commission, the Finance Department, Commissionerate of Geology and Mining and Gujarat Pollution Control Board. The Directors also extend their heartiest gratitude to the strategic transformation partners, advisors, customers and shareholders of your Company for their valued cooperation.

For and on behalf of the Board of Directors

Place: Ahmedabad Hasmukh Adhia, IAS (Retd.)

Date: 17th August, 2023 ^{Non Executive Chairman}

Mar 31, 2022

We take pride in sharing that your Company reported exemplary financial performance during the Financial Year 2021-22. It reported the second highest-ever Profit Before Tax (PBT) amounting to '' 736 Crore. With this, PBT increased by a spectacular 1,315% year-on-year. During the year under review, your Company also registered the highest-ever Revenue of '' 2,732 Crore from its operations, a rise of 103% yoy. The Net Worth of your Company touched '' 4,731 Crore, which is also the highest-ever in its history. EBITDA stood at '' 834 Crore against '' 146.34 Crore in the previous fiscal, which was impressively higher by 471%.

2. REVIEW OF THE BUSINESS OPERATIONS 2.1 LIGNITE PROJECTS

During the year under review, the Company operated five lignite mines at, Mata-No-Madh, Rajpardi, Tadkeshwar, Bhavnagar and Umarsar, It produced an aggregate 85.52 MT of lignite from these mines during FY 2021-22. Your Company adopted and maintained a very focussed approach in production planning and execution, which led to a significant improvement in its production performance.

The Company''s mine-wise performance is as under:

Your Directors take immense pleasure in presenting the 59th Board Report of the Company, along with the audited financial statements, for the financial year 2021-22.

1. FINANCIAL RESULTS	(Amount '' in Lakh)
Particulars	FY 2021-22	FY 2020-21
Total Income from Operations
(Net)	2,73,207.94	1,34,262.91
Profit/(Loss) for the period (before Tax and Exceptional Items)	73,602.44	5,212.73
Net Profit/(Loss) after Tax
(after Exceptional items)	40,428.36	(3,689.24)

	FY 2021-22		FY 2020-21		Increase /	Increase /
Mine	MT		MT		(Decrease)	(Decrease)
	(Lakh)	Crore	(Lakh)	Crore	in Quantity	in Sales
Mata-No-Madh	34.84	931	22.94	416	52%	124%
Rajpardi	7.11	319	5.78	156	23%	104%
Tadkeshwar	8.99	279	12.73	260	(29%)	7%
Bhavnagar	16.37	460	4.92	962	33%	380%
Umarsar	18.20	486	13.67	233	33%	108%
Total	85.52	2475	60.06	1161	42%	113%

2.2 POWER PROJECT - NANI CHHER

The Companyâs 2 x 125 MW Akrimota Thermal Power Station ran successfully during the year, generating 589.690 MUs with a Plant Load Factor (PLF) of 27%. With this, the cash losses from the power project reduced significantly. In order to take an informed strategic decision, the Company has appointed M/s A T Kearney, a globally renowned consultancy in Indiaâs power sector.

2.3 WIND AND SOLAR POWER

Wind Farm Projects of 200.9 MW are capacity are situated at different locations in Gujarat, whereas a 5 MW Solar Power Project is located at Panandhro Lignite Project. Both these power projects are running satisfactorily. The Wind Power plant achieved 20.43% PLF generating 326.27 MUs; whereas the Solar Power plant achieved 16% CUF (Capacity Utilisation Factor), generating 7.03 MUs.

2.4 BAUXITE AND MANGANESE2.4.1 GADHSISA GROUP OF BAUXITE MINES - KUTCH

During the Financial Year 2021-22, Company sold 1.20 Lakh MT of (>52% Al2O3) Plant Grade Bauxite and 1.65 Lakh MT of (<52% Al2O3) Non Plant Grade Bauxite from the Gadhsisa Group of Mine in Kutch district.

2.4.2 MEVASA BAUXITE MINES, DEVBHUMI DWARKA

During the year, the Company sold 0.30 Lakh MT (>52% Al2O3) Plant Grade Bauxite and 0.81 Lakh MT of (<52% Al2O3) Non-Plant Grade Bauxite from Mevasa Mine, District Dev Bhumi Dwarka.

2.4.3 MANGANESE

In the Financial year 2021-22, Company has sold 0.73 Lakh MT of Sub grade Manganese Ore from Waste dump of Shivrajpur Project, District Panchmahal.

3. NEW FRONTIERS3.1 RARE EARTH ELEMENTS

In a constant quest to explore and capture new frontiers, your Company is exploring the possibility of developing Rare Earth Elements (REE), a mineral of strategic importance, in Kadipani area of Chhotaudepur District Gujarat. Your Company, in collaboration with the Gujarat government is in the process of chalking out a detailed strategic plan in this direction. And a globally renowned consultancy firm has been onboarded to provide effective advice to the Government and GMDC in this regards.

3.2 EXPLORING STRATEGIC OPPORTUNITIES

Your Company is keen to overcome the current macro-enfironment and industry challlenges by undergoing a full-fledged corporate transformation and by drawing shortterm, medium-term and long-term strategic roadmaps. In this pursuit, in addition to its mining operations and power generation business, your Company is keen to consider more opportunities in value-added products and other activities to ensure further value creation. For this purpose,

your Company has on-boarded M/s Boston Consulting Group, a consultancy firm reputed for its global understanding of minerals and mining sector and having the wide experience of managing turnarounds and growth advisory.

3.3 NEW LIGNITE PROJECTS

The Company has laid out a detailed fast track roadmap to develop six lignite blocks which are allotted by the Government through the public dispensation route. These six projects are in Valia, Ghala and Damlai in the South Gujarat region; and Lakhpat Punrajpar, Bharkandam and Panandhro Extension in the Kutch region.

Lignite Blocks	Total Lignite Reserves (In Lakh MT)
Lakhpat-Punarajpur	1,000
Ghala	185
Damlai	190
Valia	4,000
Panandhro Extension	150
Bharkandam	250

For these new projects, a renowned consultant has been enrolled to assist and advise on activities leading to project commissioning and on the project execution model.

4. DIVIDEND

Your Directors are immensely pleased to recommend a dividend of 215%, i.e., '' 4.30 per share on every equity share. You will be delighted to note that this is the highest-ever dividend declared in the history of your Company. An amount of '' 13,674.00 Lakh shall be paid as dividend on a paid up equity share capital of '' 6,360.00 Lakh .

5. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

In terms of Section 124 of the Companies Act, 2013 and applicable provisions of the Companies Act, 2013, any unclaimed or unpaid Dividend relating to the Financial Year 2014-15 will be transferred to the Investor Education and Protection Fund (IEPF) established by the Central Government on the due date. Further, as per the provisions of IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, the Company will also transfer the shares of those shareholders who have not claimed their dividend for a consecutive period of seven years.

6. TAXATION

The Income Tax assessment of your Company has been completed for the Financial Year 2019-20. The Company has contributed a sum of '' 209.20 Crore towards income tax for the year under consideration.

7. INTERNAL AUDIT

M/s R. S. Patel & Co., Chartered Accountants, are the Internal Auditors of the Company. They carried out the internal audit of the Company during the year under review.

8. STATUTORY AUDIT

M/s. J. N. Gupta & Co., Chartered Accountants, were

appointed as the Statutory Auditors of the Company by the Comptroller & Auditor General of India for the Financial Year 2021-22.

9. AUDIT BY COMPTROLLER AND AUDIT GENERAL OF INDIA (C & AG)

Being a Government Company, the C & AG carried out supplementary audit of the financial statements of your Company for the year ended 31st March, 2022, pursuant to provisions of Section 143 (6)(a) of the Companies Act, 2013. The C & AG has not offered any adverse comment upon or supplementary to the Statutory Auditorâs Report.

10. COST AUDIT

M/s N. D. Birla & Co. was appointed as the Cost Auditors of the Company for the Financial Year 2021-22. The Cost Audit Report has been filed on 28th September, 2021 for the Financial Year 2020-21.

11. SECRETARIAL AUDIT

Pursuant to the provisions of Section 204 of the Companies Act, 2013, the Company has appointed M/s. Gaudana and Gaudana, Company Secretary in Practice, to undertake the Secretarial Audit of the Company for the Financial Year 2021-22. The Secretarial Audit Report is annexed at Annexure I.

12. COMPLIANCE OF SECRETARIAL STANDARDS

The Company has complied with the applicable secretarial standards.

13. ENVIRONMENT PROGRAMME

GMDC is dedicated to sustainability and environmental initiatives. The Company has a strong commitment to environmental protection, conservation of resources, protection of biodiversity, waste management and control of its activities with potential of adverse environmental impacts. The Company''s environmental initiatives refer to the Management''s environmental programmes undertaken in a systematic, sustainable and planned manner. The initiatives also include its documentation, implementation, review and actions for further improvements to fulfil the commitments of the organisation.

GMDC has implemented an effective Environment Management System with risk evaluation, monitoring and control mechanism and has been certified under ISO 14001. The Company conducts several tasks for controlling pollution and protecting the environment. It carries out regular water sprinkling for dust suppression, installed and operating electrostatic precipitators for stack emission control, sewage and effluent treatment plants for the control of water pollution and regular noise / vibration measurement for controlling noise pollution from its machines.

During the year FY 2021-22, the Company planted a total 82,165 saplings, covering 35.84 hectares of mine lease and the residential colony area involving the State Forest Department, local villagers and societies.

GMDC has obtained No Objection Certificate (NOC) from the Central Ground Water Authority for mine water withdrawal from all of its five lignite mines. It has also received an amendment in Environmental Clearance

Ministry of Environment, Forest and Climate Change, New Delhi for mining 135 m depth at Tadkeshwar lignite mine, compared with 94 m earlier. The Company has also initiated actions for the installation of mine pit water treatment (RO) plant at its Surkha (N) lignite mine, aimed at better treatment and utilisation of mine pit water.

Under the statutory compliance, monthly environmental monitoring for air, water and noise pollution is carried out. This is being done through the laboratory approved by Ministry of Environment, Forest and Climate Change, NABL as well as Gujarat Pollution Control Board. An Annual Environment Audit is being conducted by GPCB approved Schedule I / II Auditors at GMDC''s projects, as applicable.

The Company is working towards creating environmental awareness among all the employees and its surrounding communities, including schools. For this purpose, various environmental awareness programmes have been conducted including the celebration of World Environment Day and Van Mahotsav at various projects of the Company.

14. INDUSTRIAL RELATIONS, HEALTH AND SAFETY

The relations between the Company and its employees continued to be cordial throughout the year. It also remains committed to health & safety of not only its staff, but also of the people engaged through its contractors and the communities living in and around the project areas. Dispensaries with qualified doctors and para-medical staff are in operation at Panandhro, Akrimota Thermal Power Plant, Rajpardi and Kadipani Projects. Mobile medical vans and healthcare facilities are also operational at some of the projects. Further, GMDC provides ISI & DGMS safety shoes and other safety devices and adopts best safety practices at every single project site.

Regular health check-ups are conducted of the employees engaged in Mining and Power segment, including for those engaged through contractors and transporters.

15. PARTICULARS OF EMPLOYEES

GMDC did not have a single employee who was employed throughout the financial year and was in receipt of remuneration of '' 1,02,00,000 or more; neither did it have any employee who was employed for a part of the year and was in receipt of '' 8,50,000 or more a month, under Rule 5 (2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

The table containing other particulars of employees in accordance with the provisions of Section 197 (1) of the Companies Act, 2013, read with Rule 5 (1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is appended at Annexure II to the Boardâs Report.

16. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

Additional information on conservation of energy, technology absorption, foreign exchange earnings and outgo, as required by the Section 134 (3) (m) of the Companies Act, 2013 read with Rule, 8 (3) of the Companies (Accounts) Rules, 2014 is annexed as Annexure III and forms a part of this Annual Report.

17. BUSINESS RESPONSIBILITY REPORT

As required under Regulation 34 of the SEBI (LODR) Regulations, 2015, the Business Responsibility Report is enclosed at Annexure-IV to this Report.

18. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THESE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT

No material changes and commitments affecting the financial position of the Company occurred between the end of the financial year to which these financial statements relate and the date of this report.

19. STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY OF THE COMPANY

GMDC has inbuilt risk management practices to address various operational risks in the operations of mining and power activities that it is engaged in. The Company has standard operating processes for various mining operations in order to mitigate procedures and prevent risks arising out of various operations. It has no external borrowings, and hence, there is no financial risk that can impact its financial position. However, since GMDC primarily deals with natural resources, the government policies can impact its operational strategies.

GMDC''s risk management processes revolves around the following parameters:

Every department undertakes a detailed analytical approach towards risk management within the overall Risk Management framework. The Company has also set up a Risk Management Committee.

20. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013

There were no loans and guarantees given by the Company under Section 186 ofthe Companies Act, 2013.

21. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES

During the Financial Year under review, the transactions entered into by the Company with the related parties were in the ordinary course of business and at an armâs-length.

The Company has not entered into contracts / arrangements / transactions with Related Parties which could be considered material in accordance with Section 188 of the Act and the Policy of the company for Related Party Transactions. Hence, the disclosure in Form AOC - 2 under Section 134 (3) of Companies Act, 2013 is not required.

Further, being a Government Company, the transactions with other government companies are exempt under the Companies Act, 2013 as well as under the provisions of SEBI (LODR) Regulations, 2015.

The Policy on Related Party Transactions may be accessed on the website of the Company at https://www.gmdcltd.com/download/Corporate-Polices.

22. EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE AUDITORS AND THE PRACTICING COMPANY SECRETARY IN THEIR REPORTS

There are no such comments.

23. GMDCâS POLICY RELATING TO DIRECTORSâ APPOINTMENT, PAYMENT OF REMUNERATION AND DISCHARGE OF THEIR DUTIES

Being a Government Company, the Government of Gujarat engages in appointing its own Directors, except the Company''s Independent Directors. GMDC does not pay any remuneration to its Directors, except the sitting fees and out-of-pocket expenses. The Independent Directors are appointed by the Shareholders in their General Meeting. Except the Managing Director, all the Directors of GMDC are Non-Executive Directors.

24. EXTRACTS OF ANNUAL RETURN

The extracts of Annual Return pursuant to the provisions of Section 92 read with Rule 12 of the Companies (Management and Administration) Rules, 2014 are appended in Annexure V to this Report.

25. NUMBER OF BOARD MEETINGS CONDUCTED DURING THE YEAR UNDER REVIEW

GMDC had conducted 4 Board Meetings under the Financial Year under review.

26. BOARD OF DIRECTORS

During the Financial Year 2021-22, the Government of Gujarat has appointed Dr. Rajiv Kumar Gupta, IAS as the Chairman of the Company in place of Shri Manoj Kumar Das, IAS; and Shri Roopwant Singh, IAS; as the Managing Director of the Company in place of Shri Arunkumar Solanki, IAS.

After the end of the financial year, Dr. Rajiv Kumar Gupta, IAS ceased to be the Director and Chairman of the Company due to his superannuation as the Additional Chief Secretary, Industries and Mines Department, Government of Gujarat.

27. DIRECTORSâ RESPONSIBILITY STATEMENT

In accordance with the provisions of Section 134 (3) (c) read with Section 134(5) of the Companies Act, 2013, your Directors confirm that :-

a. In the preparation of the annual accounts for the financial year ended 31st March, 2022, the applicable accounting standards have been followed along with proper explanation relating to material departures;

b. They have selected such accounting policies, applied them consistently and made judgements and estimates that are reasonable and prudent. This is to give a true and fair view of the state of affairs of the Company at the end of financial year ended 31st March, 2022 and of the profit and loss of the Company for that period;

c. The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities, if any;

d. The Directors have prepared the annual accounts on a going concern basis; and

e. The Directors have laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and were operating effectively;

f. The Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

28. DECLARATION OF INDEPENDENT DIRECTORS

29. DISCLOSURE OF COMPOSITION OF AUDIT COMMITTEE AND PROVIDING VIGIL MECHANISM

During the year under review, the Audit Committee consisted of the following members:

(i) Shri S. B. Dangayach, Independent Director, Chairman

(ii) Shri Milind Torawane, IAS, Director, Member

(iii) Shri Nitin Shukla, Independent Director, Member

(iv) Prof. Shailesh Gandhi, Independent Director, Member

GMDC has established a Whistle Blower / Vigil Mechanism Policy. The Company has also provided adequate safeguards against victimisation of Employees and Directors who express their concerns. It has also provided direct access to the Chairman of the Audit Committee on reporting issues concerning the interests of employees and the Company.

30. SHARES30.1 BUY BACK OF SECURITIES

GMDC has not bought back any of its securities during the year under review.

30.2 SWEAT EQUITY

GMDC has not issued any Sweat Equity Shares during the year under review.

30.3 BONUS SHARES

GMDC has not issued any Bonus Shares during the year under review.

30.4 EMPLOYEES STOCK OPTION PLAN

GMDC has not provided any Stock Option Scheme to the employees.

31. DEPOSITS

Your Company has neither accepted nor renewed any deposits during the year under review.

32. DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

GMDC has in place a Sexual Harassment Policy in line with the requirements of The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. An Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All the employees (permanent, contractual, temporary and, trainees) are covered under this policy.

The following is a summary of sexual harassment complaints and received and disposed of during the Financial Year 2021-22:

(a) No. of Complaints received: NIL

(b) No. of Complaints redressed: NIL

33. CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated Financial Statements of the Company have been prepared in accordance with the Indian Accounting Standards (Ind AS) notified under Section 133 of the Companies Act, 2013 read with The Companies (Indian Accounting Standards) Rules, 2015 and other relevant provisions of the Act form part of this Annual Report. Further, a statement containing salient features of the Financial Statements of Subsidiaries / Associate Companies / Joint Ventures in the prescribed format AOC - 1 is given at Annexure VI.

34. CORPORATE GOVERNANCE

As per the requirement of SEBI (Listing Obligations & Disclosure Requirement) Regulations, 2015, a detailed report on Corporate Governance is given in Annexure VII.

35. MANAGEMENT DISCUSSION AND ANALYSIS

As per the requirement of SEBI (Listing Obligations & Disclosure Requirement) Regulations, 2015, a statement on

Management Discussion and Analysis is given at Annexure VIII and form a part of this Annual Report.

36. CORPORATE SOCIAL RESPONSIBILITY (CSR) AND CSR POLICY

GMDC has been sensitive towards its Social Responsibility right from its inception, with its business model having an inclusive approach. The Company is always striving to address the needs and requirements of the communities it operates within. GMDC reaches out to various segments of the society, in particular, and of the rural community. It facilitates this by providing them the communities with critical rural infrastructure in various sectors including Water, Health, Sanitation, Education, Employment, Livelihood and Agriculture. These initiatives attempt to take the fruits of development to the section which are not yet included in the main stream.

The CSR Policy of the Company is also uploaded on the website of GMDC. A CSR Report for Fiscal 2021-22 as prescribed under Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility) Rules, 2014, forms part of this Report, and is annexed at Annexure IX.

37. ACKNOWLEDGEMENT

Your Directors wish to place on record their deep appreciation for the sincere services and co-operation extended by the officers, employees and workmen of GMDC across all the levels. They also wish to place on record their gratitude for the confidence placed in them by the financial institutions and investors.

Further, your Directors wish to thank various departments of the Central Government viz. the Ministry of Environment and Forest, Ministry of Coal, Ministry of Mines, Indian Bureau of Mines, Director General of Mines Safety and various bodies of State Government of Gujarat viz. Industries & Mines Department, the Finance Department, Commissionerate of Geology and Mining and Gujarat Pollution Control Board. The Directors also extend their heartiest thanks to the esteemed customers and shareholders ofthe Company for their valued co-operation.

For and on behalf of the Board of Directors

Roopwant Singh, IAS S B Dangayach

Managing Director Independent Director

(DIN: 06717937) (DIN: 001572754)

Date: 12th August, 2022 Place: Ahmedabad

Mar 31, 2018

The Shareholders,

Gujarat Mineral Development Corporation Limited

The Directors have pleasure in presenting 55th Boardâs Report along with the audited accounts of your Company for the financial year 2017-18.

1. FINANCIAL RESULTS

Our profit after tax for the year is Rs. 434.60 crore as against Rs. 325.20 crore last year.

Particulars	2017-18 Rs. in Lakh	2016-17 Rs. in Lakh
Total Income from Operations (net)	206,996.68	158,235.66
Net Profit/(Loss) for the period (before Tax and Exceptional items)	55,692.57	44,694.66
Net Profit/(Loss) before tax (after Exceptional items)	55,692.57	44,694.66
Net Profit/(Loss) after tax (after Exceptional items)	43,460.39	32,519.59
Total Comprehensive Income for the period [Comprising Profit/(Loss) after tax and Other Comprehensive Income (after tax)]	54,770.10	42,711.80

2. REVIEW OF THE BUSINESS OPERATIONS

2.1 LIGNITE PROJECTS:

During the year, the Company operated six lignite mines, namely, Panandhro, Mata-No-Madh, Rajpardi, Tadkeshwar, Bhavnagar and Umarsar Lignite Mines. During the year under review, 106.01 lakh MT of lignite were produced from these mines. The mine-wise production figures are as follows:

Sr. No.	Name of mine	Lignite production in lakh MT
1	Panandhro	11.53
2	Mata-No-Madh	39.19
3	Tadkeshwar	15.92
4	Rajpardi	10.58
5	Bhavnagar	12.77
6	Umarsar	16.01
Total		106.01

2.2 POWER PROJECT - NANI CHHER

During the year under review, 2 x 125 MW Akrimota Thermal Power Station is running successfully. This year the Power Plant generated 1360 MUs having 62.107% PLF.

2.3 WIND AND SOLAR POWER

Wind Farm Projects of 200.9 MW are situated at different locations in Gujarat and 5 MW Solar Power Project is situated at Panandhro Lignite Project, which are running satisfactorily. The 150.9 MW Wind Projects have achieved 23% PLF (Plant Load Factor) and Rojmal 50 MW Wind project achieved 15% PLF, whereas Solar Project is running at 15% CUF (Capacity Utilization Factor).

2.4 BAUXITE

2.4.1. Gadhsisa Group of Bauxite Mines - Kutch

In the Financial year 2017-18, Company has sold 886.75 MT of (>52% Al2O3) Plant Grade Bauxite and 2,80,749.06 MT of (<52% Al2O3) Non Plant Grade Bauxite along with 18,340.940 MT of mine dust from Gadhsisa group of mine, District Kutch.

242. MEVASA BAUXITE MINES, D EVBHOOMI DWARKA

In the Financial year 2017-18, Company has sold 484.89 MT ( 52% Al2O3)P l ant Grade bauxite and 83,767.61 MT of ( 52% Al2O3)N on Plant Grade bauxite from Mevasa Mine, District DevBhoomi Dwarka.

2.5 FLUORSPAR PROJECT, KADIPANI (DIST. CHHOTAUDEPUR)

GMDC along with M/s. G ujarat Fluorochemicals Limited and M/s Navin Fluorine I nternational Limited i s setting up the fluorspar beneficiation plant, a single l argest project of 40,000 MTPA capacity at Kadipani. Based on pilot test report, Global tender will be floated for selection of EPC contract. Valuation report for Kadipani assets has been received from Ernst and Young. Based on report, l and will be l eased on hire basis to JV Company and asset transfer will be carried out i n favour of JV Company.

2.6 MANGANESE

In the Financial year 2017-18, Company has sold 52,544.94. MT of Sub grade Manganese Ore from Waste dump of Shivrajpur Project, District Panchmahal.

3. DIVIDEND

Your Directors have pleasure to recommend a dividend of 175% i .e. Rs. 3.50 per share on equity shares. An amount of Rs. 11,130 lakh on paid up equity share capital of Rs. 6,360 l akh shall be paid as dividend.

4. TRANSFER OF UNCLAIMED DIVIDEND TO I NVESTOR EDUCATION AND PROTECTION FUND

In terms of Section 124 of The Companies Act, 2013 and applicable provisions of Companies Act, 2013, any unclaimed dividend or unpaid Dividend relating to the financial year 2010-2011 will be t ransferred to t he I nvestor Education and Protection Fund established by t he Central Government on due date. Further, as per t he provisions of IEPF Authority (Accounting, A udit, Transfer and Refund) Rules, 2 016, the company will also transfer the shares of the shareholders who have not claimed t heir dividend for a consecutive seven years, The necessary approval and t he authorization for this purpose have already been completed, I n l ine with t he i nstructions to be received from Ministry of Corporate Affairs, the company will transfer such shares to I EPF authority,

5. CONTRIBUTION TO CENTRAL EXCHEQUER:

The company has contributed Rs. 20,701.58 Lakh towards income tax for t he year under consideration. The company has i mplemented successfully t he Goods and Service Tax Act.

6. SHARE CAPITAL

During the year under review, the i ssued, subscribed and paid-up share capital remained constant at Rs. 63.60 Crore divided i nto 31.8 crore equity shares of Rs. 2 each.

7. FINANCE AND TAXATION

Income Tax assessment of the Company has been completed up t o t he Financial Year 2014-15.

8. INTERNAL AUDIT

M/s G S V & Co. Chartered Accountants and M/s R S Patel & Co., Chartered Accountants are the i nternal auditors of the company.

9. STATUTORY AUDIT

M/s. S C Ajmera & Co., Chartered Accountants were appointed Statutory Auditors of the Company by the Comptroller & Auditor General of India for the Financial Year 2017-18.

10. AUDIT BY COMPTROLLER AND AUDIT GENERAL OF INDIA (C & AG)

Being a Government Company, th e C & AG has carried out supplementary audit of your Company pursuant to Provisions of Section 143 (6) of the Companies Act, 2013. Comments of the C & AG as of views thereto of the management has been given separately in this report under the title âComments of the Comptroller and Auditor General of India on Financial Statements of GMDC, and on Consolidated Financial Statements of GMDC.

11. COST AUDIT

Shri Manish B. Analkat was appointed as Cost Auditors of the Company for t he year 2016-17. The Cost Audit Report has been filed on 11.9.2017 for t he Financial Year 2016-17.

12. SECRETARIAL AUDIT

Pursuant to the provisions of Section 204 of the Companies Act, 2013, the Company has appointed M/s. Gaudana & Gaudana, Company Secretary in Practice to undertake the Secretarial Audit of the Company for the year 2017-18.

13. STATUS OF VARIOUS JOINTVENTURES

13.1 Naini Coal Company Limited

Naini coal Block was allocated j ointly to the Company and Pondicherry Industrial Promotion Development & Investment Corporation Limited (PIPDICL) and to develop the Coal Block, Naini Coal Company Limited was incorporated as the joint venture company. Due to slow progress on the project because of non-receipt of PL approval from Govt. of Odisha, Ministry of Coal, Govt. of India, de-allocated the block, invoking 50% of the Bank Guarantee. The Honâble Supreme Court of India has cancelled all the allocated coal blocks which include Naini Coal Block also. Hence this j oint venture will be closed i n due course. GMDC has filed a petition i n the Honâble High Court and i s pending for disposal.

Meanwhile, approval of the State Government is also being sought for closing the company as the same i s not required any more.

13.2 Gujarat Credo Mineral I ndustries Limited

Dry beneficiation of low grade bauxite and Zeolite manufacturing plant has been commissioned.

13.3 Alumina and Aluminium Smelter Plant

Land required for the project has been allocated by Government and part possession has been taken. Process for obtaining possession of remaining portion of land also i s under progress. Detailed Project Report for 0.5 Million Ton per Annum plant got prepared by NALCO and i s not viable. Hence they had requested GMDC to drop the project for which approval of Govt. of Gujarat has been received.

13.4 Fluorspar Beneficiation Plant

GMDC along with M/s. Gujarat Fluorochemicals Limited and M/s Navin Fluorine I nternational Limited i s setting up the fluorspar beneficiation plant, a single l argest project of 40,000 MTPA capacity at Kadipani. Based on pilot test report, Global tender will be floated for selection of EPC contract. Valuation report for Kadipani assets has been received from Ernst and Young. Based on report, l and will be l eased on hire basis to JV Company and asset transfer will be carried out i n favour of JV Company.

13.5 Aikya Chemicals Private Limited

Manganese Oxide, Manganese dioxide and Manganese Sulphate plant set by JVC has been commissioned. GMDC has invested Rs. 2.59 crore as equity in the company.

13.6 Bhavnagar Energy Company Limited

GMDC is one of the promoters of Bhavnagar Energy Company Limited. The share of equity of GMDC i n BECL i s 28.24%. BECL is running 2 x 250 MW power plant at village Padva,Ta . Ghogha, Dist. Bhavnagar.

14. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMENT RELATE AND THE DATE OF THE REPORT

15. ENVIRONMENT PROGRAMME

Environmental Program refers to the Management of an Organizationâs Environmental Programs in a Systematic and Planned Manner along with its documentation and implementation.

During the year 2017-18, GMDC has planted total 1,49,283 plants saplings covering 56.35 hectares of mine lease and residential colony areas through State Forest Department, local villagers, s ocieties and departmental labour etc. Grass land has developed in 23 hectares of area. For water conservation, m icro drip i rrigation system has been installed in 29.08 hectares area of mine lease and residential colony.

Under statutory compliances, Monthly environmental monitoring for air, water and noise pollution i s being done through Ministry of Environment and Forests / Gujarat Pollution Control Board approved l aboratory as well as i n house. Annual Environment Audit in applicable GMDC Projects i s being done by GPCB approved Schedule I & II Auditors.

Primary Effluent Treatment Plants (PETPâs) h ave been procured and i nstalled on five major l ignite mines of GMDC that will assist in the treatment of acid mine drainage. These ETPâs are prefabricated movable structure so can be easily shifted to other location after completion of project. We are using Caustic Lye as neutralizing agent to increase pH which produces l ess amount of sludge as well also work as alkali coagulant in precipitation of Metals present i n effluent. I t i s automatic plant which automatically adjust its process based on i nput characteristics of water and all parameters are connected to Cloud Based Technology so t hat i ts performance can be monitored f rom anywhere.

During t he year, Financial Assistance has been provided t o Gujarat State Forest Department for Community Based Tourism Plan in and around Jambughoda Wildlife Sanctuary. Post Mine Land Use Study based on Remote Sensing /G IS process of Ratadia Nagrecha Bauxite Mine has been conducted. Stage I Forest Clearance has been achieved for 2.7 ha. of area i n Tadkeshwar Lignite Project.

To create environmental awareness among all employees and surrounding communities including schools, various environmental awareness programs have been conducted through celebration of World Environment Day and Van Mahotsav i n various GMDC projects.

16. INDUSTRIAL RELATIONS, H EALTH AND SAFETY

The relations between the company and its employees continued to be cordial throughout the year. The company is also committed t o t he health and safety of not only i ts staff but also of the people engaged through i ts contractors and community living in and around its project areas. Dispensaries with qualified doctors and para-medical staff are in operation at Panandhro, Akrimota Thermal Power Plant, Rajpardi and Kadipani Projects. Mobile medical vans facilities are also operational at various projects. At every project, GMDC provides ISI & DGMS safety shoes and other safety devices and adopts best safety practices.

The Company is an OHSAS 18000 certified company. Regular health checkup of employees engaged i n Mining and Power segment including employees engaged through contractors, transporters etc.aae conducted.

17. PARTICULARS OF EMPLOYEES

GMDC did not have any employee who was employed throughout the financial year and in receipt of remuneration of Rs. 60 l akh or more, o a employed for part of the year and in receipt of Rs. 5 l akh or more a month, under Rule 5 (2) of the Companies (Appointment and Remuneration of Managerial Personnel) R ules,2014.

The table containing other particulars of employees in accordance with the provisions of Section 197 (1) of the Companies Act, 2013, aead with Rule 5 (1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, i s appended at Annexure I I t o t he Board â Report.

18. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS ANDOUTGO

19. STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY OFTHECOMPANY

Looking to the profile of GMDC, i. e. Mining and Power Operations, G MDC has i nbuilt risk management practices to address various operational risks. G MDC has standard operating processes for various mining operations i n order to mitigate procedures and prevent risk arising out of various operations. GMDC has no external borrowings. Hence, th ere i s no financial risk that can i mpact GMDCâs Financial Position. GMDC primarily deals with natural resources. Hence, Policy of Government may impact GMDCâs operational strategy.

GMDCâs risk management process revolves around following parameters:

1. Risk I dentification and I mpact Assessment

2. Risk Evaluation

3. Risk Reporting and Disclosure

4. Risk Mitigation

GMDC has also set up a Risk Management Committee.

20. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013

There were no loans and guarantees given by the company under Section 186 of the Companies Act, 2013. During t he year under review, G MDC made an i nvestment of Rs. 1 00 crore in the equity of M/s Bhavnagar Energy Company Limited.

21. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES

During the Financial Year, the transactions entered into by the company with the related parties were in ordinary course of business at armâs length. The company has not entered into contracts / arrangements / transactions with Related Parties which could be considered material in accordance with Section 188 of the Act and the Policy of the Company for Related Party Transactions. Hence, the disclosure in Form AOC 2 under Section 134 (3) of Companies Act, 2013 is not required. The Policy on Related Party Transactions may be accessed on the website of the company at http://www.gmdcltd.com/downloads/GMDC-POLICY-RELATED-PARTY-TRANSACTIONS-31032015.pdf. Your attention is drawn to Note No. 2.44.02 to the Financial Statement which sets out Related Party Disclosure.

22. EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE AUDITORS AND THE PRACTICING COMPANY SECRETARY IN THEIR REPORTS

There are no qualifications, reservations or adverse remarks or disclaimers made by the Statutory Auditors in their report on the Standalone and Consolidated Financial Statements for 2017-18. In respect of Comments by, C & AG on the above Financial Statements. Managementâs views thereon are separately given in this report. There are no qualifications, reservations or adverse remarks or disclaimers mode by the practicing Company Secretary in their secretarial auditor report which is given in Annexure I forming part of this report.

23. GMDCâS POLICY RELATING TO DIRECTORS APPOINTMENT, PAYMENT OF REMUNERATION AND DISCHARGE OF THEIR DUTIES

GMDC being a Government Company, t he Government of Gujarat appoints its Directors, except the Independent Directors. GMDC does not pay any remuneration to its Directors except, the sitting fees and out of pocket expenses. The Independent Directors are appointed by the Shareholders in their General Meeting. Except the Managing Director, all the Directors of GMDC are nonexecutive directors.

24. EXTRACTS OF ANNUAL RETURN

The extracts of Annual Return pursuant t o t he provisions of Section 92 read with Rule 12 of the Companies (Management and Administration) Rules, 2014 is appended i n Annexure I V t o t his report.

25. NUMBER OF BOARD MEETINGS CONDUCTED DURING THE YEAR UNDER REVIEW

GMDC had conducted 7 Board Meetings under the financial year under feview.

26. DIRECTORSâRESPONSIBILIY STATEMENT

In accordance with the provisions of Section 134(5) of the Companies Act, 2013, the Board hereby submits its Responsibility Statement:-

a. In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

b. The Directors has selected such accounting policies and applied them consistently and made judgments and estimates t hat are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of financial year and of the profit and l oss of t he company for t hat period;

c. The Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other i rregularities;

d. The Directors had prepared the annual accounts on a going concern basis;

e. The Directors had l aid down i nternal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively; and

f. The Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

27. DEPOSITS

GMDC has neither accepted nor renewed any deposits during t he year under review.

28. DECLARATION OF I NDEPENDENTDIRECTORS

The Independent Directors have submitted their disclosures that they fulfill all the requirements as stipulated i n Section 149(6) of t he Companies Act, 2013 so as to qualify themselves to be appointed as Independent Directors under t he provisions of t he Companies Act, 2013 and t he relevant rules.

29. DISCLOSURE OF COMPOSITION OF AUDIT COMMITTEE AND PROVIDING VIGIL MECHANISM

During the year under review, the Audit Committee consisted of the following members:

(i) Shri Bhadresh Mehta

(ii) Smt Mona Khandhar, IAS ( upto 14.07.2017)

Shri Sanjeev Kumar, I AS (w.e.f. 15.07.2017)

(iii) Shri S. B. Dangayach

(iv) Shri Nitin Shukla

(v) Prof Shailesh Gandhi

GMDC has established a Whistle Blower / Vigil Mechanism Policy. GMDC has also provided adequate safeguards against victimization of employees and Directors who express their concerns. GMDC has also provided direct access to the chairman of the Audit Committee on reporting issues concerning the interests of employees and t he Company.

30. SHARES

30.1 BUY BACK OF SECURITIES

GMDC has not bought back any of i ts securities during t he year under review.

30.2 SWEAT EQUITY

GMDC has not i ssued any Sweat Equity Shares during t he year under review.

30.3 BONUS SHARES

No Bonus Shares were issued during the year under review.

30.4 EMPLOYEES STOCK OPTION PLAN

GMDC has not provided any Stock Option Scheme to the employees.

31. DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) Act, 2013

GMDC has in place an Sexual Harassment Policy in line with the requirements of The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. Internal Complaints Committee (ICC) h as been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) a re covered under this policy.

The following is a summary of sexual harassment complaints received and disposed off during the year 2017-18:

No. of complaints received: NIL

No. of complaints disposed of: NIL

32. CONSOLIDATED FINANCIAL STATEMENT

The Consolidated Financial Statements of the Company have been prepared in accordance with relevant Accounting Standards (AS) v i z. In d AS 110, In d AS 28 and Ind AS 112 issued by the Institute of Chartered Accountants of India form part of this Annual Report. Further, a statement containing salient features of the Financial Statement of Subsidiaries / Associate Companies / Joint Ventures i n the prescribed format AOC Rs. 1 i s given at Annexure V.

33. BOARD-OF-DIRECTORS

During the year under report, the Government of Gujarat appointed Shri Sanjeev Kumar, IAS as Director vice Smt Mona Khandhar, IAS.

34. CORPORATE GOVERNANCE

As per requirement of SEBI (Listing Obligations & Disclosure Requirement) Regulations, 2015, a nd as per the new listing agreement entered into with the various Stock Exchanges, the detailed report on the Corporate Governance i s given i n Annexure VI.

35. MANAGEMENT DISCUSSION AND ANALYSIS

As per requirement of SEBI (Listing Obligations & Disclosure Requirement) Regulations, 2015, and as per the new listing agreement entered into with the various Stock Exchanges, M anagement Discussion and Analysis is given at Annexure VII and form part of t his aeport.

36. CORPORATE SOCIAL RESPONSIBILITY (CSR) AND CSR POLICY

GMDC has been sensitive towards its Social Responsibility right from its inception. It has adopted a business model which has an inclusive approach. The company is always keen to address needs and requirements of the community within which it operates. Your company feaches out to various segments of society, in particular, of rural community by providing them critical rural infrastructure in various sectors, s uch as, Water, Health, Sanitation, E ducation, E mployment, L ivelihood, Agriculture etc. These i nitiatives of your company attempt to take the fruits of development to those people who are not yet i ncluded i n the main stream. In the year passed by, your company has embarked upon a unique i nitiative of e-clinic where by the modern medical facilities will be delivered at the door step of rural masses apart from this your company has also enriched the l ibraries of schools i n rural areas of t he state by providing them books. U nder the CSR activities Modernization of Anganwadi and making i t smart Anganwadi has been taken up.

The CSR Policy of the Company i s also uploaded on the website of GMDC. The CSR Policy framework of the company is available elsewhere in this annual report. A CSR Report for Fiscal 2017-18 as prescribed under Section 135 of the Companies Act, 2 013 read with the Companies (Corporate Social Responsibility) Rules, 2014, forms part of this Report, and is annexed at Annexure VIII.

37. BEYOND MINING : INITIATIVES OF GMDC THROUGH VARIOUS CENTRES OF EXCELLENCE

37.1 International Centre of Excellence in Mining Safety & Automation (iCEM):

The Centre has started functioning as an autonomous institution.

37.2 International Stone Research Centre ( ISRC) :

GMDC is considering to close the centre in consultation with Government of Gujarat.

37.3 International Centre for Entrepreneurship & Technology (iCreate) :

The Centre has started i ts operation from t he new campus. The Centre was i naugurated by the Hon.ble Prime Minister of I ndia and Hon.ble Prime Minister of I srael during t he year under review. It i s undertaking various programs such as Incubation, Grooming, Mentoring, Awareness Campaign, Seminars & Workshops. GMDC has nominated four representatives representing GMDC on the Board of GFEE.

38. ACKNOWLEDGEMENT

Your Directors are pleased to place on record their deep appreciation for the sincere services and co-operation extended by the officers, employees and workmen of GMDC at all l evels. They also wish to place on record t heir gratitude for the confidence placed in them by financial institutions and investors. Further, your Directors wish to thank various departments of t he Central Government viz. the Ministry of Environment and Forest, Ministry of Coal, Ministry of Mines and various bodies of State Government of Gujarat viz. I ndustries & Mines Department, t he Finance Department, Commissionerate of Geology and Mining and Gujarat State Pollution Control Board. The Directors also extend their heartiest thanks to the esteemed customers and shareholders of the Company for their valued cooperation.

For and on behalf of t he Board-of-Directors

Arunkumar Solanki, IAS Bhadresh Mehta

Managing Director Independent Director

DIN:03571453 DIN:02625115

Date : 10th August, 2018

Place: Ahmedabad

Mar 31, 2017

BOARD''S REPORT 2016-17

The Shareholders,

Gujarat Mineral Development Corporation Limited

The Directors have pleasure in presenting 54th Board''s Report along with the audited accounts of your Company for the financial year2016-17.

1. FINANCIALRESULTS

Our profit after tax for the year is Rs. 32422.96 lakh as against Rs. 22457.05 lakh last year.

FINANCIAL RESULTS	2016-17 Rs. in lakh	2015-16 Rs. in lakh *
Operating profit	59856.71	45023.12
Less: Interest	132.93	105.75
Profit after interest, but Before depreciation	59723.77	44917.34
Less: Depreciation	15125.75	13071.85
Profit before tax & exceptional items	44598.03	31845.49
Less: Exceptional items	0	0
Profit before tax	44598.03	31845.49
Less: Provision for tax for the year including deferred tax	12175.07	9388.44
Net profit after tax	32422.96	22457.05

* The figures of previous year have been adjusted as per the requirements of Ind.As

2. REVIEW OFTHEBUSINESSOPERATIONS

2.1 LIGNITE PROJECTS:

During the year, the Company operated six lignite mines, namely, Panandhro, Mata-No-Madh, Rajpardi, Tadkeshwar, Bhavnagar and Umarsar Lignite Mines. During the year under review, 76.52 lakh tones of lignite were produced from these mines. The mine-wise production figures are as follows:

Sr. No.	Name of mine	Lignite production in lakh MT
1	Panandhro	13.36
2	Mata-No-Madh	21.83
3	Tadkeshwar	14.50
4	Rajpardi	6.84
5	Bhavnagar	5.28
6	Umarsar	14.72
Total		76.52

2.2 POWERPROJECT-NANICHHER

During the year under review, 2 x 125 MW Akrimota Thermal Power Station is running successfully. This year the Power Plant has turned around and performed very well by producing 1392 MUs having 63.6% PLF.

2.3 WINDANDSOLARPOWER

Wind Farm Projects of 200.9 MW are situated at different locations in Gujarat and 5 MWp Solar Power Project is situated at Panandhro Lignite Project, which are running satisfactorily. The Wind Projects have achieved 25% PLF (Plant Load Factor), whereas Solar Project is running at 18% CUF (Capacity Utilization Factor). During the year under review, the Company also completed setting up of another 50 MW of wind power. With this, the total installed capacity of wind power would become 200.9 MW.

2.4 BAUXITE

During the year 2016-17, the Gadhsisa Group of bauxite mine has produced 31,219 M.T. of ( ) 52% Al₂O₃ bauxite and 5,63,751 MTof (-) 52% Al₂O₃ bauxite.

During the year 2016-17, the Gadhsisa group of mines sold 748 MT of ( ) 52% Al₂O₃ bauxite and 2,68,995 MT of (-)52%Al₂O₃ bauxite along with 45,072 MTofminedust.

2.5 MEWASABAUXITE PROJECT, MEWASA

During the year 2016-17, Mewasa mine has produced 16,791 M.T. of ( ) 52% Al₂O₃ bauxite and 94,306 MT of (-) 52% Al₂O₃ bauxite.

During the year 2016-17, Mewasa mine sold 3,440 MT of ( ) 52% Al₂O₃ bauxite and 99 MT of (-) 52% Al₂O₃ bauxite.

2.6 FLUORSPAR PROJECT, KADIPANI (DIST. VADODARA)

GMDC along with M/s. Gujarat Fluoro Chemicals Limited and M/s Navin Fluorine Chemicals Limited is setting up the fluorspar beneficiation project, a single largest project of 40,000 MTPA capacity at Kadipani. Based on pilot test report, Global tender will be floated for selection of EPC contract. Valuation report for kadipani assets has been received from Ernst and Young. Based on report, land will be leased on hire basis to JV Company and asset transfer will be carried out in favour of JV Company.

2.7 MANGANESE

During the period 2016-17, Company has disposed of 4,572 MT of manganese Ore Waste dump lying at Pani Area of Panchmahal district.

During the period 2016-17, Company has disposed of 38,502 MT of manganese Ore Waste dump lying at Shivrajpur area of Baroda district.

3. DIVIDEND

Your Directors have pleasure to recommend a dividend of 150% i.e. Rs. 3 per share on equity shares. An amount of Rs. 9540 lakh on paid up equity share capital of Rs. 6,360 lakh shall be paid as dividend. The Company has a Dividend Distribution Policy which can be accessed at http://www.gmdcltd .com/down load s/Dividend-Distribution-Policy-30082017.pdf

4. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATIONAND PROTECTION FUND

In terms of Section 124 of The Companies Act, 2013 and applicable provisions of Companies Act, 2013, any unclaimed dividend or unpaid Dividend relating to the financial year 2009-2010 will be transferred to the Investor Education and Protection Fund established by the Central Government on due date. Further, as per the provisions of IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, the company will also transfer the shares of the shareholders who have not claimed their dividend for a consecutive seven years. The necessary approval and the authorization for this purpose have already been completed. In line with the instructions to be received from Ministry of Corporate Affairs, the company will transfer such shares to IEPF authority.

5. CONTRIBUTION TO STATE & CENTRAL EXCHEQUER:

The Company has contributed to the State Exchequer an amount of Rs. 30599.15 lakh including Royalty of Rs 5485.81 and SalesTaxofRs.25113.34 lakh.

The Company has contributed to the Central Exchequer an amount of Rs. 7300 lakh as Income Tax, Rs. 4570.46 lakh as Central Excise & Rs. 30675.60 lakh as Clean Energy Cess.

6. SHARE CAPITAL

During the year under review the issued, subscribed and paid-up share capital remained constant at Rs. 63.60 Crore divided into 31,80,00,000 equity shares of Rs. 2 each.

7. FINANCEANDTAXATION

Income Tax assessment of the Company has been completed up to the Financial Year 2012-13 and the Sales Tax assessment has been completed up to the Financial Year2012-13.

8. INTERNALAUDIT

M/s G S V & Co. Chartered Accountants and M/s R S Patel & Co., Chartered Accountants are the internal auditors of the company.

9. STATUTORYAUDIT

M/s. S C Ajmera & Co., Chartered Accountants were appointed Statutory Auditors of the Company by the Comptroller & Auditor General of India for the Financial Year2016-17.

10. AUDIT BY COMPTROLLER AND AUDIT GENERAL OF INDIA(C&AG)

Being a Government Company, the C &AG has carried out supplementary audit of your Company pursuant to Provisions of Section 143 (6) of the Companies Act, 2013. The C & AG has not offered any adverse comment upon or supplementary to statutory audit report which has been shown Separately under the title Comments of the Comptroller and Auditor General of India

11. COSTAUDIT

Shri Manish B.Analkatwas appointed as Cost Auditors of the Company for the year 2015-16. The Cost Audit Report has been filed on 16/9/2016 for the Financial Year 2015-16.

12. SECRETARIALAUDIT

Pursuant to the provisions of Section 204 of the Companies Act, 2013, the Company has appointed M/s. Arvind Gaudana & Company, Company Secretary in Practice to undertake the Secretarial Audit of the Company for the year 2016-17.

13. STATUSOFVARIOUSJOINTVENTURES

13.1 Naini Coal Company Limited

Naini Coal Block was allocated jointly to the Company and Pondicherry Industrial Promotion Development & Investment Corporation Limited (PIPDICL) and to develop the Coal Block, Naini Coal Company Limited was incorporated as the JVC. Due to slow progress on the project because of non-receipt of PL approval from Govt. of Odisha, Ministry of Coal, Govt. of India, deallocated the block, invoking 50% of the Bank Guarantee. The company had filed petition in the High Court of Gujarat. The Hon''ble Supreme Court of India has cancelled all the allocated coal blocks which include Naini Coal Block also. Hence this joint venture will be closed in due course. We have filed a writ petition in the Hon''ble High Court and is pending for disposal.

13.2 Gujarat Credo Mineral Industries Limited

Dry beneficiation of low grade bauxite and Zeolite manufacturing plant has been commissioned.

13.3 Alumina and Aluminum Smelter Plant

Land required for the project has been allocated by Government and part possession has been taken. Process for obtaining possession of remaining portion of land also is under progress. DPR for 0.5 Million TPAplant got prepared by NALCO and is not viable. Hence they have requested GMDC to drop the project and the same is under approval of Govt. of Gujarat.

13.4 Fluorspar Beneficiation plant

GMDC along with M/s. Gujarat Fluoro Chemicals Limited and M/s Navin Fluorine Chemicals Limited is setting up the fluorspar beneficiation project, a single largest project of 40,000 MTPA capacity at Kadipani. Based on pilot test report, Global tender will be floated for selection of EPC contract. Valuation report for kadipani assets has received from Ernst and Young. Based on report, land will be leased on hire basis to JV Company and asset transfer will be carried out in favour of JV Company.

13.5 Aikya Chemicals Private Limited

Manganese Oxide, Manganese dioxide and Manganese Sulphate plant set by JVC has been commissioned and production will start soon. The company has invested Rs. 2.5898 crore as equity in the company during the year under report.

13.6 Bhavnagar Energy Company Limited

The Company is one of the promoters of Bhavnagar Energy Company Limited. The share of equity of GMDC in BECL is 23.36 %. BECL is setting up a 500 MW power plant at village Padva, Ta. Ghogha, Dist. Bhavnagar.

14. MATERIAL CHANGES AND COMMITMENTS IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THESE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT

15. ENVIRONMENTPROGRAMME

Environmental Management assists in use and conservation of natural resources, protection of habitats and control of hazards, spanning the field of environmental management focuses on waste minimization and pollution prevention in line with productivity improvement.

During the year 2016-17, GMDC has planted total

1,59,000 plants saplings covering 52.13 hectares of mine lease and residential colony areas through State Forest Department, local villagers, societies and departmental labour etc. Grassland has developed in 6.2 hectares and Dump Stabilization in 0.5 Ha. of area through Geo Coir Mat. For water conservation, micro drip irrigation system has been installed in 48.12 hectares area of mine lease and residential colony.

Under statutory compliances: Monthly environmental monitoring for air, water and noise pollution is being done in house as well as through Ministry of Environment and Forests / Gujarat Pollution Control Board approved laboratory. As per the guidelines of Central pollution Control Board (CPCB), Opacity Meters have been installed in Boiler Stacks of Akrimota Thermal Power Station (ATPS). Annual Environment Audit in applicable

GMDC Projects is being done by GPCB approved Schedule I & II Auditors. Research work for Ecological restoration on burnt mine dumps at lignite project Panandhro is going on to explore best soil treatment for plantation. Post mining land use pattern for three years through Remote Sensing / GIS process has been completed for applicable projects. Wells for ground water monitoring have been constructed as per the requirement of Environment Clearance of ATPS.

For the year 2017-18, Wildlife Clearance for the removal of Manganese Waste Dumps at Shivrajpur Project has initiated.

16. INDUSTRIAL RELATIONS, HEALTH ANDSAFETY

The relations between the company and its employees continued to be cordial throughout the year. The company is also committed to the health and safety of not only its staff but also of the people engaged through its contractors and community living in and around its project areas. Dispensaries with qualified doctors and para-medical staff are in operation at Panandhro, Akrimota Thermal Power Plant, Rajpardi and Kadipani Projects. Mobile medical vans facilities are also operational at various projects. At every project, GMDC provides ISI & DGMS safety shoes and other safety devices and adopts best safety practices.

The Company is an OHSAS 18000 certified company. Regular health checkup of employees engaged in Mining and Power segment including employees engaged through contractors, transporters etc. are conducted.

17. PARTICULARSOFEMPLOYEES

The Company did not have any employee who was employed throughout the financial year and in receipt of remuneration of Rs. 60 lakh or more, or employed for part of the year and in receipt of Rs. 5 lakh or more a month, under Rule 5 (2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

18. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS ANDOUTGO

Additional information on conservation of energy, technology absorption, foreign exchange earnings and outgo as required by the Section 134 (3) (m) of the Companies Act, 2013 read with Rule 8 (3) of the Companies (Accounts) Rules, 2014 is annexed as Annexure III and forms part of this report.

19. STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY OF THE COMPANY

Looking to the profile of GMDC, i.e., Mining and Power Operations, GMDC has inbuilt risk management practices to address various operational risks. The Company has standard operating processes for various mining operations in order to mitigate procedures and prevent risk arising out of various operations. GMDC has no external borrowings. Hence, there is no financial risk that can impact GMDC''s Financial Position. GMDC primarily deals with natural resources. Hence, Policy of Government may impact GMDC''s operational strategy. GMDC''s risk management process revolves around following parameters:

1. Risk Identification and Impact Assessment

2. Risk Evaluation

3. Risk Reporting and Disclosure

4. Risk Mitigation

Company has also set up a Risk Management Committee.

20. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013

There were no loans and guarantees given by the company under Section 186 of the Companies Act, 2013. During the year under review, the Company made an investment of Rs. Rs. 2.5898 crore in the equity of M/s Aikya Chemicals Pvt. Ltd.

21. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADEWITH RELATED PARTIES During the Financial Year, the transactions entered into by the company with the related parties were in ordinary course of business at armâs length. The company has not entered into contracts / arrangements / transactions with Related Parties which could be considered material in accordance with Section 188 of the Act and the Policy of the company for Related Party Transactions. Hence, the disclosure in Form AOC2 under Section 134 (3) of Companies Act, 2013 is not required. The Policy on Related Party Transactions may be accessed on the website of the company at http://www.gmdcltd.com/downloads/GMDC-POLICY-RELATED-PARTY-TRANSACTIONS-31032015.pdf. Your attention is drawn to Note No 2.44.02 to the Financial Statement which sets out Related Party Disclosure.

22. E X P L A N A T I O N O R C O M M E N T S O N QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE AUDITORS AND THE PRACTICING COMPANY SECRETARYIN THEIRREPORTS

There were no qualifications, reservations or adverse remarks or disclaimers made by the statutory auditors or C & AG in their report on the standalone and consolidated accounts for the year 2016-17. The C & AG has also not offerred any adverse comment upon or supplement to Statutory Auditor Report. The qualifications, reservations or adverse remarks or disclaimers made by the practicing Company Secretary and explanations thereto, are given at Annexure I forming part of this report.

23. COMPANY''S POLICY RELATING TO DIRECTORS APPOINTMENT, PAYMENT OF REMUNERATION AND DISCHARGE OF THEIRDUTIES

The Company being a Government Company, the Government of Gujarat appoints its Directors, except the Independent Directors. The company does not pay any remuneration to its Directors except, the sitting fees and out of pocket expenses. The Independent Directors are appointed by the Shareholders in their General Meeting. Except the Managing Director, all the Directors of the Company are non-executive directors.

24. EXTRACTS OFANNUAL RETURN

The extracts of Annual Return pursuant to the provisions of Section 92 read with Rule 12 of the Companies (Management and Administration) Rules, 2014 is appended in Annexure IV to this report.

25. NUMBER OF BOARD MEETINGS CONDUCTED DURINGTHEYEAR UNDERREVIEW

The Company had conducted 6 Board Meetings under the financial year under review.

26. DIRECTORS'' RESPONSIBILIYSTATEMENT

In accordance with the provisions of Section 134(5) of the Companies Act, 2013, the Board hereby submits its Responsibility Statement:-

a. In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

b. The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of financial year and of the profit and loss of the company for that period;

d. The Directors had prepared the annual accounts on a going concern basis;

e. The Directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively; and

f. The Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

27. DEPOSITS

The Company has neither accepted nor renewed any deposits during the year under review.

28. DECLARATION OF INDEPENDENT DIRECTORS

The Independent Directors have submitted their disclosures to the Board that they fulfill all the requirements as stipulated in Section 149(6) of the Companies Act, 2013 so as to qualify themselves to be appointed as Independent Directors under the provisions of the Companies Act, 2013 and the relevant rules.

29. DISCLOSURE OF COMPOSITION OF AUDIT COMMITTEEAND PROVIDING VIGILMECHANISM

During the year under review, the Audit Committee consisted of the following members:

i. Shri Bhadresh Mehta

ii. Smt. Mona Khandhar, IAS

iii. Shri S.B. Dangayach

The above composition of the Audit Committee consisted of two independent Directors viz., Shri Bhadresh Mehta and Shri S.B. Dangayach who form the majority. The Chairman of the Audit Committee is an Independent Director. Further after the end of the financial year, the company has expanded the composition of the audit committee and the committee now consists of the following members:

(I) Shri Bhadresh Mehta

(ii) Smt Mona Khandhar, IAS

(iii) Shri S B Dangayach

(iv) Shri Nitin Shukla

(v) ProfShailesh Gandhi

The Company has established a Whistle Blower / Vigil Mechanism Policy. The Company has also provided adequate safeguards against victimization of employees and Directors who express their concerns. The Company has also provided direct access to the chairman of the Audit Committee on reporting issues concerning the interests of employees and the Company.

30. SHARES

30.1 BUYBACKOFSECURITIES

The Company has not bought back any of its securities during the year under review.

30.2 SWEAT EQUITY

The Company has not issued any Sweat Equity Shares during the year under review.

30.3 BONUSSHARES

No Bonus Shares were issued during the year under review.

30.4 EMPLOYEESSTOCKOPTIONPLAN

The Company has not provided any Stock Option Scheme to the employees.

31. DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) Act, 2013

The Company has in place an Anti Sexual Harassment Policy in line with the requirements of The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy

The following is a summary of sexual harassment complaints and received and disposed off during the year 2016-17:

No. of complaints received: NIL No. of complaints disposed of: NIL

32. CONSOLIDATED FINANCIALSTATEMENT

The Consolidated Financial Statements of the Company have been prepared in accordance with relevant Accounting Standards (AS) viz. AS 21, AS 23 and AS 27 issued by the Institute of Chartered Accountants of India form part of this Annual Report. Further, a statement containing salient features of the Financial Statement of Subsidiaries / Associate Companies / Joint Ventures in the prescribed format AOC -1 is given at Annexure V.

33. BOARD-OF-DIRECTORS

During the year under report, Shri Arunkumar Solanki, IAS was appointed as the Managing Director. The Government of Gujarat also appointed Smt Mona Khandhar, IAS as Director vice Shri T Natrajan, IAS. The appointment of Prof Shailesh Gandhi was regularized at the 53rd AGM held during the year.

34. CORPORATEGOVERNANCE

As per requirement of SEBI (Listing Obligations & Disclosure Requirement) Regulations, 2015, and as per the new listing agreement entered into with the various Stock Exchanges, the detailed report on the Corporate Governance is given in Annexure VI.

35. MANAGEMENTDISCUSSIONANDANALYSIS

As per requirement of SEBI (Listing Obligations & Disclosure Requirement) Regulations, 2015, and as per the new listing agreement entered into with the various Stock Exchanges, Management Discussion and Analysis is given at Annexure VII and form part of this report.

36. CORPORATE SOCIAL RESPONSIBILITY (CSR) AND CSR POLICY

GMDC has been sensitive towards its Social Responsibility right from it''s'' inception. It has adopted a business model which has an inclusive approach. The company is always keen to address needs and requirements of the community within which it operates. Your company reaches out to various segments of society, in particular, of rural community by providing them critical rural infrastructure in various sectors, such as, Water, Health, Sanitation, Education, Employment, Livelihood, Agriculture etc. These initiatives of your company attempt to take the fruits of development to those people who are not yet included in the main stream. In the year passed by, your company has embarked upon a unique initiative of e-clinic whereby the modern medical facilities will be delivered at the door step of rural masses. Apart from this your company has also enriched the libraries of schools in rural areas of the state by providing them books. Under the CSR activities Modernization of Anganwadi and making it smart Anganwadi has been taken up.

The CSR Policy of the Company is also uploaded on the website of GMDC. The CSR Policy framework of the company is available elsewhere in this annual report. A CSR Report for Fiscal 2016-17 as prescribed under Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility) Rules,

2014, forms part of this Report, and is annexed at Annexure VIII.

37. BEYOND MINING : INITIATIVES OF GMDC THROUGH VARIOUS CENTRES OF EXCELLENCE

37.1 International Centre of Excellence in Mining Safety & Automation (iCEM):

The Director has been appointed for International Centre of Excellence in Mining Safety & Automation (iCEM). The Centre has started functioning as an autonomous institution.

37.2 International Stone Research Centre (ISRC):

International Stone Research Centre (ISRC) is an initiative of Govt. of Gujarat to develop skilled human resource as Stone Artisans and development of technology for Stone Industry. The Company is reviewing the centre in consultation with Government of Gujarat.

37.3 International Centre for Entrepreneurship & Technology (icreate):

The Centre has started its operation from the new campus. It is undertaking various programmes such as Incubation, Grooming, Mentoring, Awareness Campaign, Seminars & Workshops, GMDC has nominated four representatives representing GMDC on the Board of GFEE.

38. Business Responsibility Report

As perthe provisions of the Listing Regulations, Business Responsibility Report (BRR) containing initiatives taken by the Company from environmental, social and economic responsibilities of business and governance perspective is annexed herewith as Annexure - IX as part ofthisAnnual Report.

39. ACKNOWLEDGEMENT

Your Directors are pleased to place on record their deep appreciation for the sincere services and co-operation extended by the officers, employees and workmen of the Company at all levels. They also wish to place on record their gratitude for the confidence placed in them by financial institutions and investors. Further, your Directors wish to thank various departments of the Central Government viz. the Ministry of Environment and Forest, Ministry of Coal, Ministry of Mines and various bodies of State Government of Gujarat viz. Industries & Mines Department, the Finance Department, Commissioner ate of Geology and Mining and Gujarat State Pollution Control Board. The Directors also extend their heartiest thanks to the esteemed customers and shareholders of the Company for their valued cooperation.

Forand on behalf of the Board-of-Directors

ArunkumarSolanki, IAS Bhadresh Mehta

Managing Director Independent Director

DIN: 03571453 DIN:02625115

Date: 9th May, 2017

Place : Ahmadabad

Mar 31, 2015

Dear Members,

The Directors have pleasure in presenting 52nd Board's Report along with the audited accounts of your Corporation for the financial year 2014 - 15.

1. FINANCIAL RESULTS

Our profit after tax for the year is T 50,032.00 lakh as against T 43,913.42 lakh last year.

2014-15 2013-14 Financial Results (Rs.In lakh) (Rs.In lakh)

Operating profit 77,313 75,415

Less: Interest - -

Profit after interest, but Before depreciation 77,313 75,415

Less: Depreciation 13,727 12,456

Profit before tax & exceptional items 63,586 62,959

Less: Exceptional items - -

Profit before tax 63,586 62,959

Less: Provision for tax for the 13,554 19,046 year including deferred tax

Net profit after tax 50,032 43,913

Add: Balance of Profit brought 32,317 24 565 forward

Less: Excess/Short provision of Deferred tax liability (net) - -

Profit available for 82,349 68,478 appropriation

Less : Appropriations

( i ) Proposed Dividend 9,540 9,540

( ii ) Corporate tax on dividend 1,942 1,621

(iii) General Reserve 25,000 25,000

Balance carried to Balance Sheet 45'867 32'317

2. REVIEW OF THE BUSINESS OPERATIONS

2.1 LIGNITE PROJECTS :

During the year, the Company operated six lignite mines, namely, Panandhro, Mata-No-Madh, Rajpardi, Tadkeshwar, Bhavnagar and Umarsar (commenced production w.e.f. 13/3/15) Lignite Mines. During the year under review, 87.13 lakh tones of lignite were produced from these mines. The mine-wise production figures are as follows:

Sr. Lignite production in lakh No. Name of mine MI

1 Panandhro 27.89

2 Mata-No-Madh 32.11

3 Tadkeshwar 8.82

4 Rajpardi 6.15

5 Bhavnagar 12.03

6 Umarsar (w.e.f. 13/3/15) 0.13

Total 87.13

2.2 POWER PROJECT - NANI CHHER

During the year under review, 2 x 125 MW Akrimota Thermal Power Station is running successfully. This year the Power Plant has turned around and performed very well by producing 1358 MUs having 62% PLF booking a net profit of Rs. 17 crore.

2.3 WIND AND SOLAR POWER

Wind Farm Projects of 150.9 MW are situated at different locations in Gujarat and 5 MW Solar Power Project is situated at Panandhro Lignite Project, which are running satisfactorily. The Wind Projects have achieved 23% PLF (Plant Load Factor), whereas Solar Project is running at 18.40% CUF (Capacity Utilization Factor).

2.4 BAUXITE

During the year under review, the Gadhsisa Group of bauxite mine has produced 4,131 M.T. of ( ) 52% A1203 bauxite and 2,37,480 MT of (-) 52% A1203 bauxite.

During the year under review, the Gadhsisa group of mines sold 0.07 Lakh MT of ( ) 52% A1203 bauxite and 3.08 Lakh MT of (-) 52% A1203 bauxite alongwith 30,645 MT of mine dust.

2.5 MEWASA BAUXITE PROJECT, MEWASA

Your corporation has started bauxite mining operations at its Mewasa Bauxite Mines in Devbhoomi Dwarka district of Gujarat from 28/4/2015. The annual production capacity of this mine is 1.25 lakh MT.

2.6 FLUORSPAR PROJECT, KADIPANI (DIST. VADODARA)

GMDC along with M/s. Gujarat Fluoro Chemicals Limited and M/s Navin Fluorine Chemicals Limited is setting up the fluorspar beneficiation project, a single largest project of 40000 MTPA capacity at Kadipani. For selection of suitable technology, core samples have been analyzed at China. Further course of action for selection of technology is under process.

2.7 MANGANESE

During the period 2014 - 15, Corporation has disposed of 15,563 MT of manganese Ore Waste dump lying at Pani Area of Panchmahal district.

3. DIVIDEND

Your Directors have pleasure to recommend a dividend of 150% i.e. Rs. 3 per share on equity shares. An amount of Rs. 9,540 lakh on paid up equity share capital of T 6,360 lakh shall be paid as dividend.

4. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND

In terms of Section 205 C of The Companies Act, 1956, any unclaimed dividend or unpaid Dividend relating to the financial year 2007-08 will be transferred to the Investor Education and Protection Fund established by the Central Government on due date.

5. CONTRIBUTION TO STATE & CENTRAL EXCHEQUER

The Company has contributed to the State Exchequer an amount of T 30,975.27 lakh including Royalty of T6,556.02 lakh and Sales Tax of T 24,419.25 lakh. The Company has contributed to the Central Exchequer an amount of T 21,800 lakh as Income Tax,Rs. 5,425.97 lakh as Central Excise & T 8,092.30 lakh as Clean Energy Cess.

6. SHARE CAPITAL

During the year under review the issued, subscribed and paid-up share capital remained constant at Rs. 63.60 Crore divided into 31,80,00,000 equity shares of Rs. 2 each.

7. FINANCE AND TAXATION

Income Tax assessment of the Corporation has been completed up to the Financial Year 2011-12 and the Sales Tax assessment has been completed up to the Financial Year 2010-11.

8. INTERNAL AUDIT

M/s. T.R.Chadha & Co. and M/s Dhirubhai Shah & Co. Chartered Accountants were appointed as Internal Auditors of the Corporation for the Financial Year 2014 - 15.

9. STATUTORY AUDIT

M/s. H. K. Shah & Co., Chartered Accountants were appointed Statutory Auditors of the Company by the Comptroller & Auditor General of India for the Financial Year 2014 - 15.

10. AUDIT BY COMPTROLLER AND AUDITOR GENERAL OF INDIA (C & AG)

Being a Government Company, the C & AG has carried out supplementary audit of your Company pursuant to Provisions of Section 143 (6) of the Companies Act, 2013. The comments of C & AG, if any, and the Review of Company's accounts forms part of this report and are annexed at Annexure I.

11. COST AUDIT

Shri Manish B. Analkat was appointed as Cost Auditors of the Corporation for the year 2014 - 15. The Cost Audit Report has been filed on 2/10/2014 for the Financial Year 2013-14.

12. SECRETARIAL AUDIT

Pursuant to the provisions of Section 204 of the Companies Act, 2013, the Company has appointed M/s. Arvind Gaudana & Company, Company Secretary in Practice to undertake the Secretarial Audit of the Company. The Report of the Secretarial Audit is annexed herewith as Annexure II.

13. STATUS OF VARIOUS JOINT VENTURES

13.1 Gujarat Jaypee Cement & Infrastructure Limited

To set up the project for 2.4 million TPA of Cement in joint venture between GMDC and M/s. Jaypee Associates Limited, JVC under the name of M/s. Gujarat Jaypee Cement & Infrastructure Limited was incorporated to implement the project, based on limestone to be supplied by GMDC. In view of escalation in project cost, the project is no more viable. As such, the JV Partner has approached GMDC with a request to wind up the project.

13.2 Gujarat Gokul Power Limited

To implement the project for setting up 125 MW Power plant in Joint Venture between GMDC and M/s. Gokul Refoils & Solvents Limited, a JVC under the name of M/s. Gujarat Gokul Power Limited was incorporated. The required land for the project was purchased and related project activities will be started.

13.3 Gujarat State Mining & Resources Company Limited

A Joint Venture Company under the name of M/s. Gujarat State Mining & Resources Company Limited was incorporated, to implement the Joint Venture project between GMDC and M/s. Sunflag Iron & Steel Company Limited for setting up Coke Oven Plant based on coal to be supplied from Coking Coal Block to be allocated by Govt. of India under Govt. Dispensation Route. However, due to recent changes in the regulatory framework introduced by Govt. of India for allocation of coal blocks requiring competitive bidding, GSMRCL does not become eligible for bidding for coal block as the new regulations do not specify Coke Oven as a specified end-use. Hence the JVC partner has requested for closing the Company. Accordingly, it has been decided to close this Joint Venture Company.

13.4 Naini Coal Company Limited

Naini coal Block was allocated jointly to the Company and Pondicherry Industrial Promotion Development& Investment Corporation Limited (PIPDICL) and to develop the Coal Block, Naini Coal Company Limited was incorporated as the JVC. Due to slow progress on the project because of non-receipt of PL approval from Govt. of Odisha, Ministry of Coal, Govt. of India, de-allocated the block, invoking 50% of the Bank Guarantee. The company had filed petition in the High Court of Gujarat and stay has been granted by Hon'ble Court not to allocate this block to any other company till final hearing of the case. The Hon'ble Supreme Court of India has cancelled all the allocated coal blocks which include Naini Coal Block also. Hence appropriate decision for closing this joint venture will be taken in due course.

13.5 RBG Mineral Industries Limited

For transfer of Ambaji assets to the JV, valuation of Ambaji assets was necessary, which was assigned to Industrial Bureau of Mines (IBM), Nagpur. The report received from IBM was forwarded to JV Partner. Further course of action on the project shall be taken based on their confirmation.

13.6 Gujarat Credo Mineral Industries Limited

The first phase of the project i.e. Dry beneficiation of low grade bauxite has been commissioned. The second phase of the project i.e. Zeolite manufacturing, is under implementation and likely to be completed by September 2015.

13.7 Alumina and Aluminium Smelter Plant

Land required for the project has been allocated by Government and part possession has been taken. Process for obtaining possession of remaining portion of land also is under progress. The Detailed Project Report is received & it is under scrutiny.

13.8 Speciality Alumina Chemicals

Project Construction activities shall start as soon as land is allocated by the Government to the JV Partner.

13.9 Fluorspar Beneficiation plant

Pilot study of ore was conducted through BGRIMM China and the ore has been found suitable for producing Acid Fluorspar. EPC contract will be finalized soon.

13.10 Aikya Chemicals Private Limited

It is expected that the Project will commence production from September, 2015.

13.11 Bhavnagar Energy Company Limited

The Company is one of the promoters of Bhavnagar Energy Company Limited. The share of equity of GMDC in BECL is 26%. The company has invested Rs. 172 crore as equity upto financial year 2014 - 15. BECL is setting up a 500 MW power plant at village Padva, Ta. Ghogha, Dist. Bhavnagar.

14. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMENT RELATE AND THE DATE OF THE REPORT

No material changes and commitments affecting the financial position of the Company occurred between the ends of the financial year to which these financial statements relate on the date of this report

15. ENVIRONMENT PROGRAMME

Environmental Management is a very important part of mining industry and GMDC is following best practices towards reclamation and restoration of mined out areas. GMDC is committed to contribute, in accordance with its capacity, to the global endeavor to deal with climate change. GMDC has adopted all environmental measures to control Air, Water, Noise & Land pollution etc.

This year GMDC has planted total 2.10 Lakhs plant saplings covering 77.31 hectares of area. Grassland has been developed in 33 hectares of area. Micro drip irrigation system has been installed in 122.5 hectares of area for water conservation. Further, GMDC has made expansion of plant nursery at its Mata No Madh Lignite Project, Kutch, for their in-house consumption as well as for distribution to nearby GMDC's projects. Stabilization of non active permanent overburden dumps (80000 Square Meters Area) has been done through geo coir mat & thereafter grass development at various lignite mines of GMDC.

Wildlife Clearance for the removal of old manganese dumps at village Shivrajpur, Dist. Panchmahal has been received from the Standing Committee of National Board for Wildlife, Ministry of Environment, Government of India - New Delhi. Ministry of Environment, Forests & Climate Change. Government of India - New Delhi has issued "Terms of Reference" to Mata no Madh Lignite Project towards production capacity expansion from 2.4 to 4.8 MTPA. Consolidated Consent and Authorization (CCA) of new lignite mine at Umarsar, Kutch along with renewal of CCA of other mining projects of GMDC has been achieved well within time from Gujarat Pollution Control Board as per statutory requirements.

GMDC has taken a great initiative at Surkha (N) lignite project, Bhavnagar, towards the reduction of Sulphur Content from lignite at user end. For Sulphur reduction, installation of Pyrite Separation Plant has been started after environment clearance from Ministry of Environment, Forests & Climate Change, Government of India - New Delhi as well as from Gujarat Pollution Control Board. Under statutory requirement, monthly environmental monitoring is being done in-house as well as through MoEF/GPCB approved laboratory. Annual Environmental Audit of all GMDC projects is being done by GPCB approved Schedule I Auditor and reports are submitted to GPCB within stipulated time.

To create environmental awareness among employees and surrounding communities including schools, various environmental awareness programs have been conducted through celebration of World Environment Day and Van Mahotsav.

16. INDUSTRIAL RELATIONS, HEALTH AND SAFETY

The relations between the company and its employees continued to be cordial throughout the year. The company is also committed to the health and safety of not only its staff but also of the people engaged through its contractors and community living in and around its project areas. Dispensaries with qualified doctors and para-medical staff are in operation at Panandhro, Akrimota Thermal Power Plant, Rajpardi and Kadipani Projects. Mobile medical vans facilities are also operational at various projects.

Safety of its people is the motto of your company. For this purpose, at every project, GMDC provides ISI & DGMS safety shoes and other safety devices and adopts best safety practices. In order to create awareness about safety, among workers and other stakeholders, GMDC regularly organizes Safety Weeks. It is evident to see that safety practices of the Company have been recognized nationally in the form of national safety awards conferred upon your company, details of which have been given elsewhere in this Report.

The Company is an OHSAS 18000 certified company. Regular health checkup of employees engaged in Mining and Power segment including employees engaged through contractors, transporters etc. are conducted.

17. PARTICULARS OF EMPLOYEES

The Company did not have any employee who was employed throughout the financial year and in receipt of remuneration of T 60 lakh or more, or employed for part of the year and in receipt of T 5 lakh or more a month, under Rule 5 (2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

The table containing other particulars of employees in accordance with the provisions of Section 197 (1) of the Companies Act, 2013, read with Rule 5 (1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is appended at Annexure III to the Board's Report.

18. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

Additional information on conservation of energy, technology absorption, foreign exchange earnings and outgo as required by the Section 134 (3) (m) of the Companies Act, 2013 read with Rule, 8(3) of the Companies (Accounts) Rules, 2014 is annexed as Annexure IV and forms part of this report.

19. STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY OF THE COMPANY

Looking to the profile of GMDC, i.e., Mining and Power Operations, GMDC has inbuilt risk management practices to address various operational risks. The Company has standard operating processes for various mining operations in order to mitigate procedures and prevent risk arising out of various operations. GMDC has no external borrowings. Hence, there is no financial risk that can impact GMDC's Financial Position. GMDC primarily deals with natural resources. Hence, Policy of Government may impact GMDC's operational strategy.

GMDC's risk management process revolves around following parameters:

1. Risk Identification and Impact Assessment

2. Risk Evaluation

3. Risk Reporting and Disclosure

4. Risk Mitigation

Company has also set up a Risk Management Committee.

20. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013

There were no loans and guarantees given by the company under Section 186 of the Companies Act, 2013. During the year under review, the Company made an investment of Rs. 3.865 crore in the equity of Bhavnagar Energy Company Limited.

21. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES

The particulars of contracts or arrangements with the Related Parties during the year under review are provided at Annexure V in Form AOC-2.

22. EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE AUDITORS AND THE PRACTICING COMPANY SECRETARY IN THEIR REPORTS

There were no qualifications, reservations or adverse remarks or disclaimers made by the statutory auditors in their report on the standalone and consolidated accounts for the year 2014 - 15. The Comments, if any, and the Review of Accounts given by the C & AG forms part of this report. There were no qualifications, reservations or adverse remarks made by the practicing Company Secretary in his report.

23. COMPANY'S POLICY RELATING TO DIRECTORS APPOINTMENT, PAYMENT OF REMUNERATION AND DISCHARGE OF THEIR DUTIES

The Company being a Government Company, the Government of Gujarat appoints its Directors, except the Independent Directors. The company does not pay any remuneration to its Directors except, the sitting fees and out of pocket expenses. The Independent Directors are appointed by the Shareholders in their General Meeting. Except the Managing Director, all the Directors of the Company are non-executive directors.

24. EXTRACTS OF ANNUAL RETURN

The extracts of Annual Return pursuant to the provisions of Section 92 read with Rule 12 of the Companies (Management and Administration) Rules, 2014 is appended in Annexure VI to this report.

25. NUMBER OF BOARD MEETINGS CONDUCTED DURING THE YEAR UNDER REVIEW

The Company had conducted six Board Meetings under the financial year under review.

26. DIRECTORS' RESPONSIBILIY STATEMENT

In accordance with the provisions of Section 134(5) of the Companies Act, 2013, the Board hereby submits its Responsibility Statement:-

a. In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

b. The Directors has selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of financial year and of the profit and loss of the company for that period;

c. The Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

d. The Directors had prepared the annual accounts on a going concern basis; and

e. The Directors, in case of a listed company, had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

f. The Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

27. DEPOSITS

The Company has neither accepted nor renewed any deposits during the year under review.

28. DECLARATION OF INDEPENDENT DIRECTORS

The Independent Directors have submitted their disclosures to the Board that they fulfill all the requirements as stipulated in Section 149(6) of the Companies Act, 2013 so as to qualify themselves to be appointed as Independent Directors under the provisions of the Companies Act, 2013 and the relevant rules.

29. DISCLOSURE OF COMPOSITION OF AUDIT COMMITTEE AND PROVIDING VIGIL MECHANISM

During the year under review, the Audit Committee consisted of the following members :

i. Shri Bhadresh Mehta

ii. Ms. S. Aparna, IAS

iii. Shri S.B. Dangayach

The above composition of the Audit Committee consisted of two independent Directors viz., Shri Bhadresh Mehta and Shri S.B. Dangayach who form the majority. The Chairman of the Audit Committee is an Independent Director.

The Company has established a Whistle Blower / Vigil Mechanism Policy. The Company has also provided adequate safeguards against victimization of employees and Directors who express their concerns. The Company has also provided direct access to the chairman of the Audit Committee on reporting issues concerning the interests of employees and the Company.

30. SHARES

30.1 BUY BACK OF SECURITIES

The Company has not bought back any of its securities during the year under review.

30.2 SWEAT EQUITY

The Company has not issued any Sweat Equity Shares during the year under review.

30.3 BONUS SHARES

No Bonus Shares were issued during the year under review.

30.4 EMPLOYEES STOCK OPTION PLAN

The Company has not provided any Stock Option Scheme to the employees.

31. DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) Act, 2013

The Company has in place an Anti Sexual Harassment Policy in line with the requirements of The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy.

The following is a summary of sexual harassment complaints and received and disposed off during the year 2014 - 15:

No. of complaints received : NIL

No. of complaints disposed of : NIL

32. AWARDS AND ACCOLADES

GMDC has won prestigious National Mines Safety Award for its Panandhro and Mata no Madh Lignite Mine for the year 2012 and for its Gadhsisa Bauxite Mine for the year 2013.

GMDC also won India GeoSpatial Award for application of GeoSpatial Technology Application in Mineral Exploration

During the year under review, the General Manager (Finance) and CFO, Shri L. Kulshreshtha was awarded the National Best CFO Award by Business Today-YES Bank in the "PSU-Medium" category and he was also honored with a special recognition and appreciation of valued contribution at the highest financial management level in the industry, by the Institute of Chartered Accountants of India.

During the year under review, the General Manager (Accounts), Shri Pawan Bhootra was awarded a Young Achiever Award by Institute of Cost Accountants of India.

33. CONSOLIDATED FINANCIAL STATEMENT

The Consolidated Financial Statements of the Company have been prepared in accordance with relevant Accounting Standards (AS) viz. AS 21, AS 23 and AS 27 issued by the Institute of Chartered Accountants of India form part of this Annual Report. Further, a statement containing salient features of the Financial Statement of Subsidiaries / Associate Companies / Joint Ventures in the prescribed format AOC - 1 is given at Annexure VII.

34. BOARD-OF-DIRECTORS

During the Year, Shri Atanu Chakraborty, IAS was appointed as Chairman vice Shri D.J. Pandian, IAS. Subsequently Shri Arvind Agarwal, IAS was appointed as Chairman vice Shri Atanu Chakraborty.

During the year, your company appointed Shri Nitin Shukla and Shri S.B. Dangayach as Additional Independent Directors.

Shri B.B. Swain, IAS was appointed as Managing Director vice Shri D.J. Pandian, IAS. Shri Manoj Aggarwal, IAS was appointed as Managing Director vice Shri B.B. Swain, IAS, after the end of financial year.

Shri P.K. Gera, IAS has been appointed as Managing Director vice Shri Manoj Aggarwal, IAS, after the end of financial year.

Smt. Sonal Mishra, IAS has been appointed as Director in view of the resignation of Ms S Aparna, IAS due to her transfer.

35. CORPORATE GOVERNANCE

As per Clause 49 of the Listing Agreement with the various Stock Exchanges, the detailed report on the Corporate Governance is given in Annexure VIII.

36. MANAGEMENT DISCUSSION AND ANALYSIS

As per Clause 49 of the Listing Agreement with the various Stock Exchanges, Management Discussion and Analysis is given at Annexure IX and form part of this report.

37. CORPORATE SOCIAL RESPONSIBILITY AND CSR POLICY

The Company, since its inception, has cultivated a culture of inclusive development. Being a public sector undertaking of the state, GMDC has been mandated for Socio Economic development of the state through development of mineral resources. Keeping in line with this mandate of the government, GMDC has provided a holistic framework for reaching out to grass root level in some of the remotest regions of the state. GMDC has continued its initiatives, for including the community surrounding its various project areas in the main stream development. The focus areas of the company for a holistic development of rural and remote areas of the state have been water conservation, water infrastructure, rural infrastructure, micro irrigation, health, sanitation, education, women empowerment, livelihood enhancement interventions and community development initiatives. Education has been a focus area for GMDC. With continuous efforts by GMDC over a period of more than five decades, fruits of development have reached to the interior rural areas of Kutch region and Southern tribal belt of the state. Community of this region has been immensely benefited by the constant developmental initiatives by GMDC. Keeping in view the legal mandate of CSR, GMDC has also charted out a holistic CSR Policy for providing further Strategic CSR inputs in and around its project areas. The CSR Policy is also uploaded on the website of GMDC. The CSR Policy framework of the company is available elsewhere in this annual report. A CSR Report for Fiscal 2014 - 15 as prescribed under Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility) Rules, 2014, forms part of this Report, and is annexed at Annexure X.

38. BEYOND MINING : INITIATIVES OF GMDC THROUGH VARIOUS CENTRES OF EXCELLENCE

38.1 International Centre of Excellence in Mining Safety & Automation (iCEM) :

The company has taken an initiative to establish International Centre of Excellence in Mining Safety & Automation (iCEM) at Dev Dholera village in the district of Ahmedabad, Gujarat (India) with an objective to be recognized as the distinguished global collaborator to the Mining industry in the fields of Skill Development and Corporate Training, Demonstration of Technology and Best Practices, Education and Training, Research and Development, Incubation, and Entrepreneurship through continued innovation and excellence in mining, mineral development and facilitating industrial development in joint ventures with Industry and Academic Partners. The Campus of this centre is under construction stage at village Dev Dholera, Ta. Bavla, Dist. Ahmedabad.

38.2 International Stone Research Centre (ISRC):

Government of Gujarat has set up International Stone Research Centre (ISRC) with an objective to nurture and support the Stone Industry by bringing National and International Best Practices through Skill Formation, Development, Upgradation, Research & Development, and Incubation and Entrepreneurship Development. ISRC has been set up through Gujarat Mineral Research and Development Society (GMRDS), Gujarat Mineral Development Corporation (GMDC) Ltd., Gujarat Industries Power Company Ltd. (GIPCL), and Stone Technology Centre (STC) as Industries Partners and Internationale Marmi E Macchine (IMM) Carrara S.P.A, Italy as International Knowledge Partner under the Centre of Excellence Scheme of Industries & Mines Department, Government of Gujarat. A section 8 company, namely, Stone Research Foundation, is formed with the following equity proportion:

Gujarat Mineral Development Corporation Ltd. : 37.5%

Gujarat Industries Power Company Limited : 37.5%

Stone Technology Center : 25.0%

38.3 International Centre for Entrepreneurship & Technology (iCreate) :

Gujarat Mineral Development Corporation Limited (GMDC) and Gujarat Entrepreneurship and Venture Promotion Foundation (GEVPF) have entered into an agreement and formed a Section-25 Company named as Gujarat Foundation for Entrepreneurial Excellence (GFEE) on a PPP model which in turn has set up an International Centre for Entrepreneurship and Technology (ICREATE). The Centre is guided by an advisory board led by Shri N.R. Narayana Murthy. Construction of campus has been started at Dev Dholera village in the district of Ahmedabad, Gujarat (India)

39. ACKNOWLEDGEMENT

Your Directors are pleased to place on record their deep appreciation for the sincere services and co-operation extended by the officers, employees and workmen of the Company at all levels. They also wish to place on record their gratitude for the confidence placed in them by financial institutions and investors. Further, your Directors wish to thank various departments of the Central Government viz. the Ministry of Environment and Forest, Ministry of Coal, Ministry of Mines and various bodies of State Government of Gujarat viz. Industries & Mines Department, the Finance Department, Commissionerate of Geology and Mining and Gujarat State Pollution Control Board. The Directors also extend their heartiest thanks to the esteemed customers and shareholders of the Corporation for their valued co-operation.

For and on behalf of the Board-of-Directors

P K Gera Bhadresh Mehta Managing Director Independent Director & Chairman of Audit Committee

Date : 10th August, 2015 Place : Ahmedabad.

Mar 31, 2014

Dear Members,

The Directors have pleasure in presenting 51st Annual Report along with the audited accounts of your Corporation for the financial year 2013-2014. Our profit after tax for the year is Rs. 43,913 lakhs as against Rs. 60,084 lakhs last year.

Financial Results 2013-14 2012-13 (Rs. In lakhs) (Rs. In lakhs)

Operating profit 75,415 1,04,145

Less: Interest - -

Profit after interest, but Before depreciation 75,415 1,04,145

Less: Depreciation 12,456 11,738

Profit before tax & exceptional items 62,959 92,407

Less: Exceptional items - 2,038

Profit before tax 62,959 90,369

Less: Provision for tax for the year including deferred tax 19,046 30,285

Net profit after tax 43,913 60,084

Add: Balance of Profit brought forward 24,565 15,642

Less:Excess/Short provision of Deferred tax liability (net) - -

Profit available for appropriation 68,478 75,726

Less: Appropriations

(i) Proposed Dividend 9,540 9,540

(ii) Corporate tax on dividend 1,621 1,621

(iii) General Reserve 25,000 40,000

Balance carried to Balance Sheet 32,317 24,565

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to the requirement under section 217(2AA) of the Companies Act, 1956 with respect to Directors'' Responsibility Statement, it is hereby confirmed that :

(1) in the preparation of the accounts for the financial year ended 31st March, 2014, the applicable accounting standards have been followed along with proper explanation relating to material departures.

(2) the Directors have selected such accounting policies and applied them consistently and made judgements and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit or loss of the Company for the year under review.

(3) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

(4) the Directors have prepared the accounts for the financial year ended 31st March, 2014 on a Going Concern Basis.

DIVIDEND

Your Directors have pleasure to recommend a dividend of 150% i.e. Rs. 3/- per share on equity shares. An amount of Rs. 9,540 lakhs on equity share capital of Rs. 6,360 lakhs shall be paid as dividend.

CONTRIBUTION TO STATE AND CENTRAL EXCHEQUER:

The Company has contributed to the State Exchequer an amount of Rs. 29,718.53 lakhs including Royalty of Rs. 6,074.55 lakhs and Sales Tax of Rs. 23,643.98 lakhs.

The contribution to Central Exchequer was an amount of Rs. 19,045.59 lakhs as Income tax, Rs. 5,440.77 lakhs as Central Excise and Rs. 4,206.17 lakhs as Clean Energy Cess.

SHARE CAPITAL

During the year under review the issued, subscribed and paid- up share capital remained constant at Rs. 63.60 Crores divided into 31,80,00,000 equity shares of Rs. 2 each.

FINANCE AND TAXATION

Income Tax assessment of the Corporation has been completed up to the Financial Year 2010-11 and the Sales Tax assessment has been completed up to the Financial Year 2009-10.

INTERNAL AUDIT

M/s. T.R.Chadha & Co. and M/s Dhirubhai Shah & Doshi, Chartered Accountants were appointed as Internal Auditor of the Company for the year 2013-14.

STATUTORY AUDIT

M/s. H.K. Shah & Co., Chartered Accountants were appointed as Statutory Auditors of the Company by the Comptroller & Auditor General of India for the year 2013-14.

COST AUDIT

M/s N.D. Birla & Co. were appointed as Cost Auditors of the Company for the year 2013-14. The Cost Audit Report was filed on 26-9-2013 for the Financial Year 2012-13.

REVIEW OF THE OPERATIONS

During the year, your Corporation operated five lignite mines, namely, Panandhro, Mata-No-Madh, Rajpardi, Tadkeshwar and Bhavnagar Lignite Mines. Inspite of stiff competition from alternate fuels such as petcoke and imported coal, the total lignite sales were sustained and during the year 2013-14, 83.98 lakhs MT of lignite were produced from these mines. The mine-wise production figures are as follows :

Sr. Name of mine Lignite production No. in lakhs MT

1 Panandhro 26.74

2 Mata-No-Madh 30.03

3 Tadkeshwar 10.78

4 Rajpardi 05.77

5 Bhavnagar 10.66

Total 83.98

FLUORSPAR PROJECT, KADIPANI (DIST. VADODARA)

GMDC along with M/s. Gujarat Fluoro Chemicals Limited and M/s Navin Fluorine Chemicals Limited is setting up fluorspar beneficiation project, a single largest project of 40,000 MTPA capacity at Kadipani. For selection of suitable technology, core samples has been analysed at China. Further course of action for selection of technology is under process.

BAUXITE

During the year under review, the Gadhsisa Group of bauxite mine has produced 5,520 M.T. of ( ) 52% Al2O3 bauxite and 2,08,166 MT of (-) 52% Al2O3 bauxite.

During the year under review, the Gadhsisa Group of mines sold 21,185 MT of ( ) 52% Al2O3 and 97,614 MT of (-) 52% Al2O3 along with 75,547 MT of mine dust.

MANGANESE

During the period 2013-14, Corporation has disposed of 25,534 MT of manganese Ore Waste dump lying at Pani area of Panchmahal district.

MEWASA BAUXITE PROJECT, MEWASA

GMDC has obtained National Wildlife Board-New Delhi clearance and also entered into lease deed agreement with District Collector for Mewasa bauxite project. The commencement of mining activities at Mewasa bauxite mine is expected soon.

POWER PROJECT - NANI CHHER

During the year under review, the total generation of Akrimota Thermal Power Station was 985 MUs. The power project generated the revenue ofRs. 172.60 Crores. During the year, this project generated loss ofRs. 10.44 crores.

WIND FARM

Your directors are pleased to inform you that Wind Farms with a capacity of 50.4 MW were progressively commissioned by 31.08.2013. The total Wind farm capacity as on date is 150.9 MWand it earned revenue ofRs. 99.90 crores.

SOLAR POWER

During the year, the total generation of 5 MW Solar Power Plant was 8.40 MUs. The Solar Project generated the revenue of Rs. 12.40 crores.

BRIEF ABOUT VARIOUS CENTRES OF EXCELLENCE RUN BY GMDC

International Centre of Excellence in Mining Safety & Automation (iCEM):

Your company has taken an initiative to establish International Centre of Excellence in Mining Safety & Automation (iCEM) at Dev Dholera village in the district of Ahmedabad, Gujarat (India) with an objective to be recognized as the distinguished global collaborator to the Mining industry in the fields of Skill Development and Corporate Training, Demonstration of Technology and Best Practices, Education and Training, Research and Development, Incubation, and Entrepreneurship through continued innovation and excellence in mining, mineral development and facilitating industrial development in joint ventures with Industry and Academic Partners.

International Stone Research Centre (ISRC):

Your company has taken an initiative to establish International Stone Research Centre (ISRC) at Ambaji in the district of Banaskantha, Gujarat (India) with an objective to nurture and support the Stone Industry by bringing National and International Best Practices through Skill Formation, Development, Upgradation, Research & Development, and Incubation and Entrepreneurship Development. ISRC will be set up by GoG through Gujarat Mineral Research and Development Society (GMRDS), Gujarat Mineral Development Corporation Ltd. (GMDC), Gujarat Industries Power Company Ltd. (GIPCL), and Stone Technology Centre (STC) as Industry Partners and Internationale Marmi E Macchine (IMM) Carrara S.P.A, Italy as International Knowledge Partner under the Centre of Excellence Scheme of Industry & Mines Dept., GoG.

International Centre for Entrepreneurship & Technology (iCreate):

Gujarat Mineral Development Corporation Limited (GMDC) and Gujarat Entrepreneurship and Venture Promotion Foundation (GEVPF) have entered into an agreement and formed a Section-25 Company named as Gujarat Foundation for Entrepreneurial Excellence (GFEE) on a PPP model which in turn will set up an International Centre for Entrepreneurship and Technology (ICREATE). The Centre is guided by an advisory board led by Shri N.R. Narayana Murthy. Construction of campus started at Dev Dholera village in the district of Ahmedabad, Gujarat (India)

The Centre will identify, nurture, mentor and grow the spirit of entrepreneurship and innovation amongst the youth. The Centre is an independent centre and will facilitate "Next Generation Entrepreneurship" that blends creativity, innovation, engineering, product design and leverages emerging technologies to evolve out-of-the-box applications.

NEW PROJECTS AND SCHEMES OF THE CORPORATION

1. Gujarat Jaypee Cement & Infrastructure Limited

GMDC formed Joint Venture with M/s. Jaypee Associates Limited for setting up of 2.4 million TPA of Cement project based on limestone supply from GMDC. The land required for the project has been identified and application made to concerned department for allocation. Allocation order is awaited. Further progress will take only after allocation of land is made.

2. Gujarat Gokul Power Company Limited

GMDC formed J.V. with M/s. Gujarat Refoils & Solvents Limited for setting up of 125 MW Power Project based on lignite supply from GMDC. The land required for the project has been acquired. Project related activities have started and some of Govt. clearances have also been received.

3. Bhavnagar Energy Company Limited

GMDC along with seven other PSUs formed a JV Company for setting up of 500 MW Power Generation plant based on the lignite to be supplied from 3 lignite mines of GPCL. A tripartite agreement among GMDC, GPCL and BECL has been executed on 31.03.2012. As per the terms of this Agreement, GMDC has been entrusted the work of MDO to develop the project. 1st Unit will be commissioned by Financial Year 2014-15.

4. Gujarat State Mining & Resources Corporation Limited

GMDC along with M/s. Sunflag Iron & Steel Company Limited, has formed a JVC to acquire coking coal blocks to be allocated under Govt. dispensation route for setting up of Coke Oven Plant in Gujarat. List of coal blocks to be allocated by Govt. of India, has not been notified as yet. After such a list is notified, application shall be made for identified blocks for allocation. Further progress in the project for setting up of Coke Oven plant depends on coal blocks allocation.

5. Naini Coal Company Limited

GMDC alongwith Pondicherry Industrial Promotion Development & Investment Corporation Limited (PIPDICL) set up a JVC to develop the Naini Coal Block allocated jointly to GMDC and PIPDICL by Govt. of India, in the ratio of 50:50 coal reserves of the block. Geological report has been prepared by CMPDIL. Due to slow progress, MOC, Government of India, deallocated coal block. The company filed writ petition in the Hon''ble High Court. The case has been transferred to Supreme Court. Final decision is awaited.

6. RBG Mineral Industries Limited

GMDC, Rajasthan State Mines & Minerals Development Corporation and M/s. Binani Industries Limited have formed a JVC to a 2000 TPD Beneficiation plant for lead, zinc and copper based on lease of Ambaji, Deri and Basantgadh. As per the detailed Project Report prepared by M/s. SRK Consultants of USA, the project is economically viable. The valuation of mineral assets of Ambaji was carried out through IBM Nagpur. The project is under valuation stage.

7. Gujarat Credo Mineral Industries Limited

GMDC along with M/s. Credo Mineral Industries Limited formed a JV to set up Zeolite, Proppants and low grade bauxite beneficiation project based on bauxite supply from GMDC. The land required for the project has been purchased near our Naredi mines and all Govt. clearances required for implementation of the project have been obtained. The project for Beneficiation of low grade bauxite (phase-I) has been commissioned. During the year 2013-14, the JV company has sold beneficiated materials worth of Rs. 16.00 crores.

8. Alumina & Aluminium Smelter

GMDC identified M/s. National Aluminium Company Limited (NALCO), a Govt. of India Navratna Company to set up Alumina and Aluminium Smelter plant in Kutch District based on the bauxite to be supplied by GMDC. The proposal for equity participation of GMDC in the JVC has been approved by Government of Gujarat. The part of land has been acquired and acquisition of the remaining land is under process. The same shall be acquired soon. Detailed Project Report received from NALCO is under our scrutiny.

9. Speciality Alumina Chemicals

GMDC along with M/s. Alumina Refinery Pvt. Ltd. is setting up a project for Speciality Aluminium Chemicals plant in Kutch based on the bauxite to be supplied by GMDC from Kutch. Land required for the project has already been obtained and most of Govt. clearances have also been obtained. Commissioning of the project is in advanced stage and project is expected to start working shortly.

ENVIRONMENT PROGRAMME

Being a mining industry, GMDC is well concerned with surrounding environment and doing its best towards environment protection. Environmental protection is one of our prime objectives and to minimize the negative impacts of mining operations, GMDC has adopted all environmental measures to control Air, Water, Noise & Land pollution etc. Our projects are certified under ISO 9001, ISO 14001 & OHSAS 18001.

Towards environment protection, this year GMDC has planted total 2.42 Lakhs plant saplings covering 102.94 hectares of area. Grassland has developed in 15.5 hectares of area. Micro drip irrigation system has installed in 26.84 hectares of area.

Further GMDC has established a plant nursery at its Mata No Madh Lignite Project, Kutch for their in-house consumption as well as for distribution to nearby GMDC''s projects. Stabilization of non active permanent overburden dumps (1 Lakh Square Meters Area) has done through geo coir mat & thereafter grass development in all lignite projects of GMDC.

Production capacity expansion from 3MTPA to 5MTPA at Surkha (N) Lignite Project, Bhavnagar has initiated. Preparation of EIA-EMP report has completed and further Public Hearing also has conducted. NOC and CCA of various projects have achieved and/or renewed well within time. As per the requirement of MoEF EC and GPCB CCA, environmental monitoring is being done in-house as well as through MoEF/GPCB approved laboratory to measure the operational impact on environment and further corrective measures, if required. Annual Environmental Audit of all GMDC projects is being done by GPCB approved Schedule I Auditor and reports are submitted to GPCB within stipulated time. GMDC set a benchmark by conducting Energy & Water Audit along with Carbon Foot printing of all its projects through approved and qualified external auditors. To create environmental awareness among all employees and surrounding communities including schools, various environmental awareness programs have conducted including celebration of World Environment Day and Van Mahotsav in various GMDC projects.

INDUSTRIAL RELATIONS, HEALTH AND SAFETY

The relations between your Company and its employees continued to be cordial throughout the year. GMDC''s commitment to the health and safety of project staff and inhabitants within the surrounding areas of mines through our efforts at providing :

1. Well equipped and staffed dispensaries at Panandhro, Rajpardi, Kadipani and at Akrimota Power Project.

2. Ambulance Vans to Taluka Panchayats of Kutch.

3. Uniforms as well as ISI & DGMS approved safety shoes, helmets and devices as per the provisions of the Mines Act.

INCLUSIVE DEVELOPMENT

Your Company has since inception imbibed the philosophy of inclusive development, wherever it has its areas of operations. During the year under review, your Company has carried out various developmental initiatives to reach out to the local community in order to augment their standard of living. Your Corporation targets the rural health and sanitation, agriculture and micro irrigation, education and rural infrastructure. Mobile dispensaries at various projects provide much needed critical health care to the remotest villages. Not only these, the hospitals at select projects provide health care facilities to both employees and to the community of surrounding villages. Various rural infrastructures such as roads, solar street lights, community halls, sewerage systems, water tanks, RO Plants are provided in the villages surrounding the project areas. In order to promote higher education amongst the rural girl child, your Company has provided a special scholarship scheme to the eligible girl students for core zone villages. With the recognition of CSR under the new Company Law regime, CSR has emerged as a strategic area of operations and your company is committed to further this CSR mandate in a planned and systematic manner.

PARTICULARS OF EMPLOYEES

No employee was in receipt of emoluments in excess of Rs. 5,00,000 per month or Rs. 60,00,000 per annum during the year under review.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

Additional information on conservation of energy, technology absorption, foreign exchange earnings and outgo as required by the Companies(Disclosure of particulars in the report of Board of Directors) Rules, 1988 is annexed as Annexure-I and forms part of this report.

BOARD-OF-DIRECTORS

During the year under review, the Government of Gujarat had given additional charge of Managing Director, GMDC to Shri Pankaj Kumar, IAS, vice Shri B.B. Swain, IAS.

CORPORATE GOVERNANCE

As per Clause 49 of the Listing Agreement with the various Stock Exchanges, the detailed report on the Corporate Governance is given in Annexure-II.

ACKNOWLEDGEMENT

Your Directors are pleased to place on record their deep appreciation for the sincere services and co-operation extended by the officers, employees and workmen of the Corporation at all levels. They also wish to place on record their gratitude for the confidence placed in them by financial institutions and investors. Further, your Directors wish to thank various departments of the Central Government viz. the Ministry of Environment and Forest, Ministry of Coal, Ministry of Mines and various bodies of State Government of Gujarat viz. Industries & Mines Department, the Finance Department, Commissionerate of Geology and Mining and Gujarat State Pollution Control Board. The Directors also extend their heartiest thanks to the esteemed customers and shareholders of the Corporation for their valued co-operation.

For and on behalf of the Board-of-Directors

D.J.Pandian

Chairman

Date : 13.08.2014 Place : Gandhinagar

Mar 31, 2013

To The Shareholders of Gujarat Mineral Development Corporation Limited

The Directors have pleasure in presenting the 50th Annual Report along with the audited accounts of your Company for the financial year 2012-2013. Our profit after tax for the year is Rs. 60,084 lakhs as against the Rs. 48,683 lakhs of last year.

Financial Results 2012-13 2011-12 (Rs. in lakhs) (Rs. in lakhs)

Operating profit 1,04,145 83,348

Less: Interest - 745

Profit after interest, but before depreciation 1,04,145 82,603

Less: Depreciation 11,738 10,833

Profit before tax & exceptional items 92,407 71,770

Less: Exceptional items 2,038 -

Profit before tax 90,369 71,770

Less: Provision for tax for the year including deferred tax 30,285 23,087

Net profit after tax 60,084 48,683

Add: Balance of Profit brought forward 15,642 13,047

Less: Excess/Short provision of deferred tax liability (net) - -

Profit available for appropriation 75,726 61,730

Less: Appropriations

(i) Proposed dividend 9,540 9,540

(ii) Corporate tax on dividend 1,621 1,548

(iii) General Reserve 40,000 35,000

Balance carried to Balance Sheet 24,565 15,642

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to the requirement under section 217 (2AA) of the Companies Act, 1956, with respect to Directors'' Responsibility Statement, it is hereby confirmed that:

(1) In the preparation of the accounts for the financial year ended 31st March, 2013, applicable accounting standards have been followed along with proper explanation relating to material departures.

(2) The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit or loss of the Company for the year under review.

(3) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding the assets of the Company and fc preventing and detecting fraud and other irregularities.

(4) The Directors have prepared the accounts for the financi: year ended 31st March, 2013 on a Going Concern basis. DIVIDEND

Your Directors have pleasure to recommend a dividend of 150Â°/ i.e. Rs. 3/- per share on equity shares. An amount of Rs. 9,540 lakhs oi equity share capital of Rs. 6,360 lacs shall be paid as dividend.

CONTRIBUTION TO STATE EXCHEQUER:

The Company has contributed to the State Exchequer an amoun of Rs. 41,511.03 lakhs including Royalty of Rs. 8,633.38 lakhs anc Sales Tax of Rs. 32,877.65 lakhs.

SHARE CAPITAL

During the year under review, the issued, subscribed and paid-up share capital remained constant at Rs. 63.60 crores divided into 31,80,00,000 equity shares of Rs. 2 each.

FINANCE AND TAXATION

Income Tax assessment of the Company has been completed up to the Financial Year 2009-10 and the Sales Tax assessment has been completed up to the Financial Year 2008-09.

INTERNAL AUDIT

M/s. Pipara & Co. and M/s. R. S. Patel & Co., Chartered Accountants, were appointed as Internal Auditor of the Company for the year 2012-13.

STATUTORY AUDIT

M/s. P. Singhvi & Associates, Chartered Accountants, were appointed Statutory Auditors of the Company by the Comptroller & Auditor General of India for the year 2012-13.

COST AUDIT

M/s N.D. Birla & Co., were appointed as Cost Auditors in respect of Akrimota Thermal Power Station for the year 2012-13.

REVIEW OF OPERATIONS

The State Government incorporated GMDC with a clear mandate to develop the mineral resources of the state to add to the overall growth chain of the economy. From its humble beginnings with a small silica sand plant to the present day status of mining mammoth, GMDC''s success trajectory has grown in tandem with the State''s progress.

Lignite is the predominant mineral product of GMDC. A staggering 80% of our revenue comes from the mining operations of lignite mines which are spread across the state. Our lignite mines have proved to be invaluable in fuelling the growth of the state economy. As the sole merchant seller of lignite in India, we have a special policy for small and medium enterprises to supply lignite, thereby boosting the growth of this very important segment of the overall economy. Crucially, the mines have proved to be hubs for both direct and indirect employment, bringing some of Gujarat''s remotest regions into the mainstream of development.

The following chart gives a glimpse of the lignite production of GMDC.

(Production in Million MT)

Mines/Year 2012-13 2011-12 2010-11 2009-10 2008-09

Panandhro 2.85 2.60 2.70 2.84 3.62

Mata no Madh 3.30 3.58 3.70 2.89 2.21

Rajpardi 0.92 0.85 1.08 0.96 0.97

Tadkeshwar 1.91 2.21 1.89 1.05 0.93

Bhavnagar 1.92 2.10 0.86 0.65 0.38

Total 10.90 11.34 10.23 8.38 8.11

GMDC sustained its lignite production of 10.90 Million MT during the year 2012-13 as againest 11.34 Million MT during the year 2011-12.

GMDC also runs a 2 x 125 MW power plant at Akrimota village in Kutch District, which is fed lignite mined from our mines in Panandhro. This power plant employs the Circulating Fluidized Bed Combustion (CFBC) technology, which was pioneered by GMDC in the State. The power generated from this plant is supplied into the state grid. In addition to this, the Panandhro Lignite mines also supply Lignite at subsidised rates to the State Power Utility GSECL''s power plant (Kutch Lignite Thermal Power Station), thus doing its bit to meet the State''s power needs.

Bauxite is another major mineral resource that GMDC deals with. Our Bauxite operations are currently concentrated at the Gadhsisa Group of Mines in Kutch District. Bauxite is the raw material for Alumina, a vital raw material for the manufacture of Aluminium.

This group of mines supplies Bauxite to various manufacturers, including one of India''s biggest alumina refineries on the eastern coast of the country. This critical supply of Bauxite has triggered interest in various private sector players for setting up Bauxite based value addition projects in collaboration with GMDC.

Fluorspar, the mother project of GMDC is now set to be revamped in a joint venture under public private partnership mode. The project is undergoing a total spin off under this business model.

A recent venture, Wind Power, is a non-conventional segment, both to GMDC and to Power Generation in the country. We are all set to achieve the 150 MW target of wind power installation. With this, GMDC has set a new benchmark for any mining player across the nation.

Recycling the mined out land areas, GMDC has set up a very innovative and unique 5 MW solar power project at Panandhro Lignite Mines. The power plant is set up on mined out reclaimed areas, thus doubling up the benefits of the same land resource.

Acknowledging our stringent commitment to the Environment, the Standing Committee on National Board for Wildlife has cleared the Umarsar lignite mine in Kutch, having 1 million TPA capacity, as well as Mewasa Bauxite Mine in Jamnagar. This year we also achieved 1 lakh meter drilling exploration of Lignite, Bauxite, Limestone & Manganese minerals.

GMDC''s commitment to its goal of technological advancement in 2013-14 began with the signing of MOU for setting up of an International Centre of Excellence in Mining, Safety and Automation. This was signed at the Vibrant Gujarat Global Investors Summit (VGGIS) earlier in 2013.

GMDC is the only State PSU which has given a nonstop profit performance since its inception. If the figures of last five years are looked at, the profit performance of GMDC has set newer benchmarks year on year. The Company booked a record profit after tax of Rs. 600.84 crores for the year 2012-13, the highest ever in its corporate history. With this exemplary performance, GMDC has also been a precursor in wealth creation for both the State and investors.

GMDC has been feted year on year for its path breaking work and commitment to excellence. This year, Enterprise Resource Planning (ERP) system has been successfully implemented. Your company has been conferred with various awards:

- Gold CIO award from Cyber Media

- National award for E-Governance 2012-13 from Department of Public Reforms and Grievances, Govt, of India

- President Award on "National Mines Safety" conferred on Mata- No-Madh Lignite mine consecutively for two years i.e. 2009 and 2010 (award received on 21.11.2012).

ENVIRONMENT PROGRAMME

GMDC is committed to contributing, in accordance with its capacity, to the global endeavour of environmental protection, including protection of air and water quality, conservation of resources and protection of biodiversity, waste management and control of activities which have an adverse environmental impact. Towards this commitment, our activities include regular water sprinkling for dust suppression; installation and operation of electrostatic precipitators for stack emission control; sewage and effluent treatment plants for the control of water pollution; and regular noise/vibration measurement for controlling noise pollution from machines. Our commitment to the environment is furthered through our effective Environment Management System and all our projects are certified under ISO 9001, ISO 14001 & OHSAS 18001.

Wildlife Clearance has been received for Umarsar Lignite Project, Taluka Lakhpat, Dist. Kutch, Gujarat, for 1 MTPA Production Capacity as well as the Mevasa I Bauxite Project, Taluka Kalyanpur, Dist. Jamnagar, Gujarat, for 1.25 lac tonnes per Annum Production Capacity, from the Standing Committee of National Board for Wildlife (NBWL) - GOI, New Delhi, under the Wild Life Protection Act, 1972.

We have also received the Environmental Clearance for installation of Pyrite Removal Plant in Surkha (N) Lignite Mine from the Ministry of Environment & Forests (MoEF), Govt, of India, New Delhi. For approvals for the production capacity expansion of Surkha (N) Lignite Project, Bhavnagar, from 3 MTPA to 5 MTPA, a Quality Council of India - National Accreditation Board for Education and Training (QCI-NABET) approved consultant has been engaged for the study as well as preparation of an Environment Impact Assessment/Environment Management Plan (EIA/EMP) Report as per EIA notification (2006) and MoEF guidelines.

GMDC has its own Environmental Department with well qualified staff headed by Chief General Manager (IFS) at Corporate Office, Ahmedabad and by GM (Projects) at projects. For environmental activities at Corporate Office & GMDC projects, Managers, Assistant Managers & Trainee Engineer (Environment) has appointed to look after environmental management as per regulatory requirements and compliances.

For third party monitoring of environmental control measures and standards, Gujarat Pollution Control Board approved Schedule II auditor has been engaged for monthly environmental monitoring of all GMDC Projects. Additionally, under the directives of Hona''ble High Court of Gujarat, Annual Environmental Auditing work of all GMDC operational projects has been awarded to a Gujarat Pollution Control Board approved Schedule I Auditor.

For in-house environmental monitoring and analysis, an Environmental Laboratory has been installed at Tadkeshwar and

Bhavnagar Lignite Projects. All statutory returns and reports have been submitted to the regulatory agencies within the time frame as per the statutory provision. Other regular activities include video-conferencing with all Projects on environmental issues, increasing environmental awareness through celebrations such as World Environment Day and Van Mahotsav, and training to GMDC executives and workers.

GMDC has planted a total 2.61 lac seedlings through the Forest department and departmental on 117.80 ha area in the year 2012-13, which contributes for environmental protection, conservation and restoration of mined out areas. Stabilization of non active and permanent dumps through laying of Geo Coir Mat and plantation of grass as well as plants on experimental basis has been completed in around 20,000 sq mt of area divided in Tadkeshwar, Rajpardi, Bhavnagar, Panandhro & Mata No Madh Lignite Projects. Captive plantation of Eucalyptus saplings in 7.16 ha. of waste area at the Tadkeshwar Lignite Project was achieved through J.K. Paper Ltd. For environmental protection and conservation in seven surrounding villages of Kadipani Project, a contract has been awarded to Gujarat Medicinal Plants Board, Gandhinagar for restoration of medicinal plants. INDUSTRIAL RELATIONS, HEALTH AND SAFETY The relations between your Company and its employees continued to be cordial throughout the year. GMDC''s commitment to the health and safety of project staff and inhabitants within the surrounding areas of mines by continues through our efforts at providing:

1. Well equipped and staffed dispensaries at Panandhro, Rajpardi, Kadipani and at Akrimota Power Projects. There is a facility of telemedicine at select hospitals which provide state of the art techno-medical intervention.

2. Ambulance Vans to Taluka Panchayats of Kutch.

3. Uniforms as well as ISI & DGMS approved safety shoes, helmets and devices as per the provisions of the Mines Act.

SOCIALLY RESPONSIBLE AND INCLUSIVE DEVELOPMENT GMDC has always practised a culture of responsible development. We have constantly strived to reach out to the community in and around our areas of operations, many of which are situated in some of the remotest regions of the State. The community outreach programmes of your Company targets relevant areas of rural development such as health, sanitation, education, agriculture, micro irrigation, water harvesting and rural infrastructure through a participative approach. GMDC provides facilities of mobile dispensaries at various projects thus making health services accessible in these rural areas. The Micro Irrigation Scheme introduced by us in collaboration with Government implementing agencies has also been well received by the farmers'' community. During the year under review, GMDC started a three year financial assistance scheme for girl students studying in standard eight to 12, of core zone villages. As you are aware, the operations of your Company are predominantly in the areas of Kutch where water is scarce. Focussing on this requirement, we have carried out water harvesting works. Year on year, GMDC has always attempted to shoulder its Corporate Social Responsibility holistically and strategically.

PARTICULARS OF EMPLOYEES

No employee was in receipt of emoluments in excess of Rs. 2,00,000 per month or Rs. 24,00,000 per annum during the year under review.

BOARD-OF-DIRECTORS

During the year under review, the Government of Gujarat had given additional charge of Managing Director, GMDC to Shri B.B. Swain, IAS, vice Shri V.S. Gadhavi, IAS, retired. Further, after the end of Financial Year, the Government of Gujarat has given the additional charge of Managing Director, GMDC, to Shri Pankaj Kumar, IAS, vice Shri B.B. Swain, IAS.

CORPORATE GOVERNANCE

As per Clause 49 of the Listing Agreement with the various Stock Exchanges, the detailed report on the Corporate Governance is given in Annexure-ll.

ACKNOWLEDGEMENT

Your Directors are pleased to place on record their deep appreciation for the sincere services and co-operation extended by the officers, employees and workmen of the Company at all levels. They also wish to place on record their gratitude for the confidence placed in them by financial institutions and investors. Further, your Directors wish to thank various departments of the Central Government viz. the Ministry of Environment and Forest, Ministry of Coal, Ministry of Mines and various bodies of State Government of Gujarat viz. Industries & Mines Department, the Finance Department, Commissionerate of Geology and Mining and Gujarat State Pollution Control Board. The Directors also extend their heartiest thanks to the esteemed customers and shareholders of the Company for their valued co-operation.

For and on behalf of the Board-of-Directors

Sd/-

M. Sahu

Chairman

Date : 28.05.2013

Place : Gandhinagar

Mar 31, 2012

To The Members of Gujarat Mineral Development Corporation Limited

The Directors have pleasure in presenting 49th Annual Report along with the audited accounts of your Corporation for the financial year 2011-2012. Our profit for the year is 48683.28 lakhs as against" 37507.05 lakhs last year.

Financial Results 2011-12 2010-11 (Rs.in lakhs) (Rs.in lakhs)

Operating profit 83390.11 69284.94

Less: Interest 784.89 1528.32

Profit after interest, but Before depreciation 82605.22 67756.62

Less: Depreciation/Depletion 10833.29 9295.55

Profit before Tax 71771.93 58461.07

Less: Provision for Tax Expenses 23088.65 20984.72

Profit after Tax 48683.28 37476.35

Add : Excess provision of dividend tax of earlier year Ã 30.70

Profit for the year 48683.28 37507.05

Appropriation :

(I) Proposed Dividend 9540.00 9540.00

(ii) Corporate tax on dividend 1547.63 1547.63

(iii) General Reserve 35000.00 25000.00

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the requirement under section 217(2AA) of the Companies Act, 1956 with respect to Directors' Responsibility Statement, it is hereby confirmed that :

(1) in the preparation of the accounts for the financial year ended 31st March, 2012, the applicable accounting standards have been followed along with proper explanation relating to material departures.

(2) the Directors have selected such accounting policies and applied them consistently and made judgements and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit or loss of the Company for the year under review.

(3) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

(4) the Directors have prepared the accounts for the financial year ended 31st March, 2012 on a going concern basis.

DIVIDEND

Your Directors have pleasure to recommend a dividend of 150% including special dividend of 25% on account of fiftieth year of GMDC's establishment, i.e. Rs. 3 per share on equity shares. An amount of Rs. 9540 Lakhs on equity share capital of Rs. 6360 lakhs shall be paid as dividend.

CONTRIBUTION TO STATE EXCHEQUER:

The Corporation has contributed to the State Exchequer an amount of Rs. 40485.89 lakhs including Royalty of Rs. 9038.75 I lakhs and Sales Tax of Rs. 31447.14 lakhs.

SHARE CAPITAL

During the year under review the issued, subscribed and paid-up share capital remained constant at Rs. 63.60 Crores I divided into 31,80,00,000 equity shares of Rs. 2 each.

FINANCE AND TAXATION

Income Tax assessment of the Corporation has been completed up to the Financial Year 2008-09 and the Sales Tax assessment has been completed up to the Financial Year I 2007-08.

INTERNAL AUDIT

M/s. Pipara & Co. and M/s R S Patel & Co. Chartered I Accountants were appointed as Internal Auditor of the I Corporation for the year 2011-12.

STATUTORY AUDIT

M/s. P. Singhvi & Co., Chartered Accountants were appointed Statutory Auditors of the Corporation by the Comptroller & Auditor General of India for the year 2011-12.

COST AUDIT

M/s Manish Analkat were appointed as Cost Auditors in respect of Akrimota Thermal Power Station for the year 2011-12.

REVIEW OF THE OPERATIONS

LIGNITE PROJECTS

During the year, your Corporation operated five lignite mines, namely, Panandhro, Mata-No-Madh, Rajpardi, Tadkeshwar I and Bhavnagar Lignite Mines. Inspite of stiff competition from alternate fuels such as petcoke and imported coal, the total I lignite sales were sustained and during the year, 113.42 I lakhs MT of lignite were produced from these mines. The I mine-wise production figures are as follows :

Sr. Name of mine Lignite production No. in lakhs MT

1 Panandhro 25.99

2 Mata-No-Madh 35.75

3 Tadkeshwar 22.11

4 Rajpardi 8.54

5 Bhavnagar 21.03

Total 113.42

FLOURSPAR PROJECT, KADIPANI (DIST. VADODARA)

The efforts are being made to find out some solution for removal of tailing solid waste lying at Kadipani to restart the plant operation and 2965 MT of tailing solids already sold.

A Joint Venture company with M/s Gujarat Fluor chemicals and M/s Navin Fluorine International Ltd. and GMDC was formed.

In the meantime, efforts were also being made to recover the met. Grade filter cake from the old sumps and the same was dried and considered in production and sale Total 1310 MT of MFC "A" grade produced and sold although the plant was stopped during the year.

BAUXITE

During the year under review, the Gadhsisa Group of Mines produced 74897 M.T. of ( ) 52% AI203 bauxite and 5,54,207 MT of (-) 52% AI203 bauxite and 60,000 MT of bauxite mine dust was produced.

During the year under review, the Gadhsisa group of mines sold 95,511 MT of ( ) 52% A0 bauxite and 7,65,024 MT of (-) 52% A0 bauxite.

Bauxite was provided to captive users of Gujarat and outside State.

MANGANESE

During the period 2011-12, the Corporation disposed off 0.04 Lakh MT of manganese Ore Waste dump lying at Shivrajpur area. The lifting of manganese ore waste dump was stopped due to Forest Order.

MEWASA BAUXITE PROJECT, MEWASA

During 2011-12, the mining operations were closed for want of clearance from National Wildlife Board, New Delhi. The efforts are being made to receive such clearance. In the meantime, from Mewasa mine 9062 MT of non plant grade bauxite sold to the captive users.

POWER PROJECT - NANI CHHER

During the year under review, the total generation of Akrimota Thermal Power Station was 871 MUs. The power project generated the revenue of Rs. 141 Crores.

WIND FARM

Your directors are pleased to inform you that Wind Farms with a capacity of 40.5 MW were progressively I commissioned by 31.03.2012. The total Wind farm capacity as I on date is 100.5 MW and it earned revenue of " 52 Crores. LOI has been issued for additional 50.4 MW Wind farm at Bhanvad to be Commissioned in current financial year 2012-13.

SOLAR POWER

Your Directors are happy to inform you that Corporation recently has set up a 5 MW Solar Power Plant in Kutch region to harness the solar energy with mine reclaimed land.

CDM BENEFITS

19.5 MW first wind farm project at Varsamedi has been registered and approved at UNFCCC for CDM.

ENTERPRISE RESOURCE PLANNING PROJECT - iMine

The project iMine go-live date was 11.04.2011. It was a big bang approach. All the applications were started at a time on ERP at all the mining locations and Corporate Office. We have completed one year in utilizing ERP. ERP is almost stabilized. Implementation of ERP has brought about a sea change in the functioning of the Corporation infusing total transparency in all its operations. Integration of applications, workflow management and e-mail facility has resulted in speeding up of processes and has increased the efficiency.

Gujarat Foundation for Entrepreneurial Excellence (GFEE)

During the year under review, your corporation has entered into an MoU with M/s Gujarat Entrepreneurship and Venture Promotion Foundation as approved by Government of Gujarat for equity investment in GFEE, a section 25 Company set up for the purpose of promoting entrepreneurship amongst youth. As part of the arrangement, your Corporation has invested 50% of the paid up capital of GFEE.

NEW PROJECTS AND SCHEMES OF THE CORPORATION

1. Gujarat Jaypee Cement & Infrastructure Limited

GMDC formed Joint Venture with M/s. Jaypee Associates Limited for setting up of 2.4 million TPA of Cement project based on limestone supply from GMDC. The land required for the project has been identified and application made to concerned department for allocation. Allocation order is awaited. Further progress will take only after allocation of land is made.

2. Gujarat Gokul Power Company Limited

GMDC formed J.V. with M/s. Gujarat Refoils & Solvents Limited for setting up of 125 MW Power Project based on lignite supply from GMDC. The land required for the project has been acquired. Project related activities have started and some of Govt. clearances have also been received.

3. Bhavnagar Energy Company Limited

GMDC along with seven other PSUs formed a JV Company for setting up of 500 MW Power Generation plant based on the lignite to be supplied from 3 lignite mines of GPCL. A tripartite agreement between GMDC,GPCL and BECL has been executed on 31/3/ 2012. As per the terms of this Agreement, GMDC has been entrusted the work of MDO to develop the project.

4. Gujarat State Mining & Resources Corporation Limited

GMDC along with M/s. Sunflag Iron & Steel Company Limited, has formed a JVC to acquire coking coal blocks to be allocated under Govt. dispensation route for setting up of Coke Oven Plant in Gujarat. We have applied to Govt. of India for allocation of coal blocks. List of coal blocks to be allocated by Govt. of India, has been notified. Application shall be made for identified blocks for allocation. Further progress in the project for setting up of Coke Oven plant depends on coal blocks allocation.

5. Naini Coal Company Limited

GMDC alongwith Pondicherry Industrial Promotion Development & Investment Corporation Limited (PIPDICL) set up a JVC to develop the Naini Coal Block allocated jointly to GMDC and PIPDICL by Govt. of India, in the ratio of 50:50 coal reserves of the block. Geological report has been prepared by CMPDIL and work for preparation of Mine Planning, Mine Closure, Environment Impact Assessment (EIA) and Environment Management Plan (EMP) is to be awarded to them.

6. RBG Mineral Industries Limited

GMDC, Rajasthan State Mines & Minerals Development Corporation and M/s. Binani Industries Limited have formed a JVC to set up a 2000 TPD Beneficiation plant for lead, zinc and copper based on lease of Ambaji, Deri and Basantgadh. As per the detailed Project Report prepared by M/s. SRK Consultants of USA, the project is economically viable. The valuation of mineral assets of Ambaji was carried out through IBM Nagpur and the draft valuation report received from them is under our scrutiny.

7. Gujarat Credo Mineral Industries Limited

GMDC along with M/s. Credo Mineral Industries Limited formed a JV to set up Zeolite, Proppants and low grade bauxite beneficiation project based on bauxite supply from GMDC. The land required for the project has been purchased near our Naredi mines and all Govt. clearances required for implementation of the project have been obtained. The project for Beneficiation of low grade bauxite (phase-I) is in commissioning stage.

8. Alumina & Aluminium Smelter

GMDC identified M/s. National Aluminium Company Limited (NALCO), a Govt. of India Navratna Company to set up Alumina and Aluminium Smelter plant in Kutch District based on the bauxite to be supplied by GMDC. The proposal for 26% equity participation by GMDC in the JVC has been approved by Govt. of Gujarat.

9. Specialty Alumina Chemicals

GMDC along with M/s. Alumina Refinery Pvt. Ltd. is setting up a project for Specialty Aluminum Chemicals plant in Kutch based on the bauxite to be supplied by GMDC from Kutch. Land required for the project has already been obtained and most of Govt. clearances have also been obtained. Commissioning of the project is in advanced stage and project is expected to start working shortly.

10. Fluorspar Beneficiation plant

GMDC along with M/s. Gujarat Fluorochemicals Limited and M/s. Navin Fluorine International Limited is setting up Fluorspar Beneficiation project, a single largest plant of 40,000 MTPA capacity at Kadipani. For selection of suitable technology, ore sample has been sent to China for lab test which will take about a month or so. On receipt of analytical report, further course of action for selection of technology shall be taken.

Environment Programme

There is a responsibility on every citizen of the globe to I contribute to the efforts to ensure the health & diversity of the planet as well as protect and conserve its natural resources for their selves as well as for future generations. GMDC is committed to contribute, in accordance with its capacity, to the global endeavor to deal with climate change. Along with I sustainable mining we are involved in thermal power I generation as well as environment friendly Solar and Wind Energy generation. GMDC believes that to save the future generations, we have to save the environment otherwise they will perish.

For better growth of Gujarat State GMDC is doing all by the balancing of operation and environmental management in mining. GMDC has planned for capacity expansion of its Mata No Madh project - Kutch from 2.4 to 4.8 MTPA, and Surkha (N), Lignite Mines, Bhavnagar for capacity expansion from 3 to 5 MTPA. Ministry of Environment & Forests, New Delhi already has issued Terms of Reference (ToR) for capacity expansion of Surkha (N), Lignite Project Bhavnagar. At the same project of Surkha (N) we are also planning to install Pyrite Separation Plant of 3 MTPA capacity. This separation plant will help in reduction of Sulphur Content in atmosphere at user end. Being closer to sanctuary, Mata No Madh, Umarsar lignite mines; Mevasa-1 bauxite mine and Shivarajpur Manganese Mine proposal are being recommended by State Wild Life Board and further submitted for the approval to National Wld Life Board - New Delhi. For wild life clearance of Ambaji Metal Mines, application has filed with State Wld Life Board, Gujarat.

In addition to above, our company has intensified environmental protection measures by way of reclamation of mined out area by backfilling and afforestation, plantation on overburden dump, virgin area and roadside through in house sources as well as through Forest department. GMDC has planted total 2.25 Lakhs plants through Forest department and departmentally on 130.55 ha. area in the year 2011-12, which contributes for environmental protection and conservation and restoration of mined out areas.

Your Corporation is well concerned with the environmental protection and takes appropriate preventive and curative measures to maintained environment. For control of pollution and environmental protection, we are following an effective environment management system at all projects with regular water sprinkling for dust suppression, electrostatic precipitator for stack emission control, Sewage and Effluent Treatment Plants for the control of water pollution and regular noise / vibration measurement for controlling noise pollution from machines. GMDC has its own Environmental Department with qualified staff at Corporate Office headed by Chief General Manager (IFS) and at projects headed by GM (Projects).

To maintain the environmental control measures and standards very effectively, a third party contract has been awarded to Gujarat Pollution Control Board approved laboratory for monthly environmental monitoring of all GMDC Projects. It helps your Corporation to maintain all regulatory parameters as per regulatory requirements. These reports are submitted periodically to GPCB.

Under the directives of Hon'ble High Court of Gujarat, Environmental audit of all operational GMDC Projects is essential. To comply with the same GMDC is awarding Annual Environmental Auditing work to Gujarat Pollution Control Board approved Schedule I Auditor and submitted this report to Gujarat Pollution Control Board, Gandhinagar along with the compliance of Observation & Recommendations. Compliance of Environmental clearance is submitting once in six months to Ministry of Environment & Forest, New Delhi as well as compliance of Consent to Operate is submitting to Gujarat Pollution Control Board twice in a year along with all necessary documents and reports.

INDUSTRIAL RELATIONS, HEALTH AND SAFETY

The relations between Corporation and its employees continued to be cordial throughout the year. Corporation continued to take care of the health and safety of project staff and inhabitants within the surrounding areas of mines by providing :

1. Well equipped and staffed dispensaries at Panandhro, Rajpardi, Kadipani and at Akrimota Power Projects. There is a facility of telemedicine at select hospitals which provide state of the art techno-medical intervention.

2. Ambulance Vans to Taluka Panchayats of Kutchh.

3. Uniform, ISI & DGMS approved safety shoes helmets and all safety devices as per the provisions of the Mines Act.

SOCIALLY RESPONSIBLE AND INCLUSIVE DEVELOPMENT

GMDC is conscious towards need to have an inclusive approach for development. Your Corporation operates its projects in some of the remotest and arid regions of the State. In order to bring these rural regions into mainstream of development concentrated efforts are made to assess the developmental needs at the grass root level and then provide the much needed rural infrastructure. The sectors catered are health, education, water, micro irrigation and livelihoods. Your Corporation has sponsored girl students belonging to weaker sections of the society in Lakhpat region for education. Under a special Micro Irrigation System implemented in collaboration with State model agency, 46% beneficiary are marginal farmers in Kutch region. This drip irrigation has increased the crop yield and enhanced standard of living of these rural people. A mobile medical van caters to 49 villages in Kutch and provides a very crucial medical facilities.

Hospitals situated at various projects of your corporation, provide medical services to villages surrounding these projects. Your Corporation has also completed a gap analysis exercise in 54 villages in Lakhpat taluka of Kutch Society of which your Corporation is a part, thus forms a core in continuous development.

PARTICULARS OF EMPLOYEES

No employee was in receipt of emoluments in excess of 2,00,000 per month or 24,00,000 per annum during the I year under review.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND I OUTGO

Additional information on conservation of energy, technology absorption, foreign exchange earnings and outgo as required by the Companies (Disclosure of particulars in the report of Board of Directors) Rules, 1988 is annexed at Annexure-I and forms part of this report.

BOARD-OF-DIRECTORS

During the year under review, Ms S Aparna, IAS was appointed as Director in place of Shri Atanu Chakraborty, IAS.

CORPORATE GOVERNANCE

As per Clause 49 of the Listing Agreement with the various Stock Exchanges, the detailed report on the Corporate Governance is given in Annexure-II.

ACKNOWLEDGEMENT

Your Directors are pleased to place on record their deep appreciation for the sincere services and co-operation extended by the officers, employees and workmen of the Corporation at all levels. They also wish to place on record their gratitude for the confidence placed in them by financial institutions and investors. Further, your Directors wish to thank various departments of the Central Government viz. the Ministry of Environment and Forest, Ministry of Coal, Ministry of Mines and various bodies of State Government of Gujarat viz. Industries & Mines Department, the Finance Department, Commissionerate of Geology and Mining and Gujarat State Pollution Control Board. The Directors also extend their heartiest thanks to the esteemed customers and shareholders of the Corporation for their valued co-operation.

For and on behalf of the Board-of-Directors

Sd/-

M Sahu

Chairman Place : Gandhinagar

Date : 25-05-2012

Mar 31, 2011

The Shareholders,

Gujarat Mineral Development Corporation Limited

The Directors have pleasure in presenting 48th Annual Report along with the audited accounts of your Corporation for the financial year 2010-2011. Our profit after tax for the year is Rs. 37476.35 lacs as against Rs. 27986.88 lacs last year.

Financial Results 2010-11 2009-10

(Rs. in lakh) (Rs. in lakh)

Operating profit 69,284.94 51,834.79

Less: Interest 1,528.32 2,611.23

Profit after interest, but Before depreciation 67,756.62 49,223.56

Less: Depreciation 9,295.55 8,615.31

Profit for the year before tax 58,461.07 40,608.25

Less: Provision for tax for the year including deferred tax 20,984.72 12,621.37

Net profit after tax 37,476.35 27,986.88

Add: Balance of profit brought forward 11,626.94 12,939.98

Add: Excess provision of FBT / Dividend

Tax of earlier years 30.69 1.18

Profit available for appropriation 49,133.98 40,928.04

Less: Appropriation

(I) Proposed Dividend 9,540.00 7,950.00

(ii) Corporate tax on dividend 1,547.63 1,351.10

(iii) General Reserve 25,000.00 20,000.00

Balance carried to Balance Sheet 13,046.35 11,626.94

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the requirement under section 217(2AA) of the Companies Act, 1956 with respect to Directors' Responsibility Statement, it is hereby confirmed that :

(1) in the preparation of the accounts for the financial year ended 31st March, 2011, the applicable accounting standards have been followed along with proper explanation relating to material departures.

(2) the Directors have selected such accounting policies and applied them consistently and made judgements and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit or loss of the Company for the year under review.

(3) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

(4) the Directors have prepared the accounts for the financial year ended 31st March, 2011 on a going concern basis.

DIVIDEND

Your Directors have pleasure to recommend a dividend of 150 %, including special dividend of 25% on account of Swarnim Gujarat Year, i.e. Rs. 3 per share on equity shares. An amount of Rs. 9540 Lacs on equity share capital of Rs. 6360 lacs shall be paid as dividend.

CONTRIBUTION TO STATE EXCHEQUER:

The Corporation has contributed to the State Exchequer an amount of Rs. 31893 lacs including Royalty of Rs. 8032 lacs and Sales Tax of Rs. 23861 lacs.

SHARE CAPITAL

During the year under review the issued, subscribed and paid-up share capital remained constant at Rs. 63.60 Crores divided into 31,80,00,000 equity shares of Rs. 2 each.

FINANCE AND TAXATION

Income Tax assessment of the Corporation has been completed up to the Financial Year 2007-08 and the Sales Tax assessment has been completed up to the Financial Year 2006-07.

INTERNAL AUDIT

M/s. Sandip Desai & Company, Chartered Accountants were appo- inted as Internal Auditor of the Corporation for the year 2010-11.

STATUTORY AUDIT

M/s. Jain Seth & Co., Chartered Accountants were appointed Statutory Auditors of the Corporation by the Comptroller & Auditor General of India for the year 2010-11.

COST AUDIT

M/s Manish Analkat were appointed as Cost Auditors in respect of Akrimota Thermal Power Station for the year 2010-11.

REVIEW OF THE OPERATIONS

During the year, your Corporation operated five lignite mines, namely, Panandhro, Mata-No-Madh, Rajpardi, Tadkeshwar and Bhavnagar Lignite Mines. Inspite of stiff competition from alternate fuels such as petcoke and imported coal, the total lignite sales were sustained and during the year, 102.32 MT of lignite were produced from these mines. The mine-wise production figures are as follows :

Sr. Name of mine Lignite production No. in lac MT

1 Panandhro 26.97

2 Mata-No-Madh 36.97

3 Tadkeshwar 18.94

4 Rajpardi 10.76

5 Bhavnagar 8.68

Total 102.32

FLOURSPAR PROJECT, KADIPANI (DIST. VADODARA)

During the year 2010-11, production of 4,801 MT of all grade concentrate is produced till Nov., 2010. The efforts are being made to find out some solution for removal of solid plant tailing waste lying at Kadipani to restart plant operations.

BAUXITE

During the year under review, the Gadhsisa Group of Mines produced 95240 M.T. High grade; 453110 M.T. Low grade (<54%) bauxite ,135000 MT Mine Dust .

The CB plant was not in operation. So no Calcined bauxite produced and generated a revenue of Rs. 66.58 Crores. The bauxite sold was 78,930 M.T. of High grade (>54%), 585695 M.T. of Low grade (<54%), 124661 MT Mine dust, 3,872 M.T. of Calcined bauxite, 688 M.T. of C.B. Balls and 2,067 M.T. of Plant dust. The high grade Bauxite,Calcined Bauxite, CB Balls, Plant dust produced was supplied to the units in the State and the low grade bauxite produced was supplied to the units in the country and Part of low grade was also exported.

MANGANESE

During the period 2010-11, the Corporation disposed off 2.45 Lac MT of Mn Ore Waste dump lying at Shivrajpur area. GMDC generated Rs. 491.29 Lac of the total sale value.

POWER PROJECT Ã NANI CHHER

During the year under review, the total generation of Akrimota Thermal Power Station was 1171 MUs. The power project generated the revenue of Rs. 233.67 Crores. During the year, this project generated profit of Rs. 31.16 crores.

WIND FARM

Your directors are pleased to inform you that Wind Farms with a capacity of 40.5 MW were progressively commissi- oned by 31.03.2011. The total Wind farm capacity as on date is 60 MW and it earned revenue of Rs.1804 lacs. The work of 40.5 MW final phase of Wind farm project has been started and is expected to be completed within next four months. With this, the total Wind farm capacity will reach 100.5 MW.

SOLAR POWER

Your Directors are happy to inform you that your Corporation is actively considering to set up a 5 MW Solar Power Plant in Kutch region to harness the solar energy.

ENTERPRISE RESOURCE PLANNING PROJECT Ã iMine

During the year under review, your Corporation implemented an integrated one of its kind ERP Project Ã iMine. The project proposes to introduce efficiency and transparency with IT intervention. The integrated IT platform offers unique solutions for all functionality across the board, viz. Sales and Dispatch, Maintenance, Power Generation, Geology, Finance, Purchase, Human Resource Management and Investors' Grievance. The unique features of the software will enable consumers to order and pay online. Moreover, the ERP facility will make available real time information.

NEW PROJECTS AND SCHEMES OF THE CORPORATION

A) During the period under review, your Corporation executed MoUs with following parties during Vibrant Gujarat Global Investors' Summit 2011 held in January, 2011 for participation in mining projects abroad.

Sr. Name of party Purpose of MoU No.

1 Jadeja Reality Pvt. Ltd. Coal and Bauxite mining

2 PT Aneka Sumber Jaya Exploration and mining of coal blocks in East Kalimantan, in Indonesia

3 ATHA Group Joint investments in South Africa (coal, manganese, iron ore and other minerals)

4 Gujarat State Fertilizers & Rock Phosphate Mining at Uganda Chemicals Ltd., Baroda

5 Gujarat State Fertilizers & Rock Phosphate Mining in Chemicals Ltd., Baroda Mozambique

6 Gujarat State Fertilizers & Potash Mining in Canada Chemicals Ltd., Baroda

B) Setting up of Alumina and Aluminium Smelter Plant in Kutch District based on non-plant grade bauxite to be supplied by GMDC.

It has been decided to call for financial bids from selected seven parties and finally one of them shall be selected, to go ahead with the project.

C) Value addition projects based on supply of non-plant grade bauxite by GMDC

MOUs have been signed with the following parties.

Sr. Name of party Purpose of MoU No.

1 Alumina Refinery Ltd. Speciality Alumina Chemicals Refining

2 Navin Processors Pvt. Ltd. Zeolite and Aluminium chemicals plant

3 Credo Venture Ltd. Zeolite and DBLB project

D) Setting up of 200 MW Group Captive Power Plant for textile weaving sector based on supply of lignite by GMDC from its Bhavnagar mine

Four Companies listed below have shown interest in this regard.

1. Univision Textile Gujarat Limited

2. Ahmedabad Textile Processors' Association

3. Pradip Energy Limited

4. Suryachakra Energy & Infrastructure Pvt. Ltd.

One out of the above four shall be selected with approval of Govt. of Gujarat, to go ahead with the project.

E) Setting up of Cement Plant based on supply of limestone by GMDC

Based on EOI, the following have been shortlisted for long term supply of overburden limestone from the lignite mines of GMDC

1. Adani Enterprise Ltd. - In Kutch District

2. Reliance Cementation - In Kutch District Pvt. Ltd.

3. ACC Limited - In Kutch District

4. India Bulls Construction - In Kutch District Materials Ltd.

5. Calcom Cement Co. Ltd. - In Tadkeshwar (Surat Dist.)

F) Setting up of Power Plant based on allocation of coal Blocks to GMDC by Govt. of India

Based on EOI, the following parties have been identified to approach GOI for allocation of Coal Blocks

1. Reliance Power Limited

2. Shyam Emco Infrastructure Limited

3. Adani Power Limited

4. Tata Power

5. Ispat Industries Limited

6. Indiabulls Power Limited

7. Jaiprakash associates Limited

8. Pradip Energy Limited

9. Suryachakra Energy (Chhatisgarh) Pvt. Ltd.

10. ATHA Group.

G) Lignite based Value addition projects

Sr. Name of party Purpose of MoU No.

1 Rajratna Fasteners Making of coal briquettes (green coal) Pvt. Ltd. from coal dust and agricultural biomass.

2 Suryachakra Green 10 Nos. of 15 MW Biomass Power Power Pvt. Ltd. Plants

3 Ardee Hi-tech Pvt. Ltd. Setting up of plant for Pyrite Removal from Bhavnagar lignite

4 Adani Enterprise Limited Production of Syn Gas from deep- seated lignite deposits

H) Exploration and prospecting of mineral resources in the State

1. Credo Ventures Ltd.

I) Mining of Manganese, Iron Ore and setting up of value addition plants outside Gujarat but within the country.

1 Raj Lube Pvt. Ltd i) Mining of Manganese ore and setting up of Ferro Alloys Plant along with Captive Thermal Power plant.

ii) Mining of Iron Ore and setting up of Sponge Iron plant.

J) Setting up of 100 MW Solar Power Plant Ã Santech Power LLC

ENVIRONMENT PROGRAMME

Environment is governed by number of factors which requires proactive measures resolve before it becomes alarming. Keeping this in view GMDC has declared "Environmental Policy-20" statement as part of commitment to emphasize on adopting environment friendly measures in the whole sphere of operation. GMDC has obtained environmental clearance from Ministry of Environment and Forests New Delhi for three projects namely Mevasa-1 bauxite mine, Mata no Madh lignite mine and Tadkeshwar lignite mine. Being closer to the sanctuary, Mata no Madh and Mevasa-1 mining proposal is being submitted for the approval of Standing Committee on Wildlife.

Your company has taken up massive plantation through Forest department and departmentally on 228.0 ha area in the year 2010- 11 which is 14% higher than last year to contribute for environmental protection and conservation and restoration of mined out areas. A total of 2.97 lakh saplings have been planted. For the environmental awareness and sensitization of people, your company has conducted group training programme as well as community plantation drives such as Van Mahotsav celebration.

Your company is well concerned with the environmental protection and takes appropriate preventive and curative measures to maintain environment. For control of pollution and environmental protection, your Company is following an effective environment management system at all its projects with regular water sprinkling for dust suppression, electrostatic precipitator for stack dust emission, sewage and Effluent Treatment Plants for the control of water pollution and regular vibration measurement for controlling noise pollution from machines.

In addition to above, your company has intensified environmental protection measures by way of reclamation of mined out area by backfilling and afforestation, plantation on overburden dump, virgin area and roadside through in house sources as well as through Forest department. Company has its own environmental department at Corporate Office headed by Chief General Manager. Your company is regularly monitoring polluting parameters internally as well as through external agencies and maintaining the environmental control measures and standards very effectively.

Environment audit is conducted by an external agency recognized by the Gujarat Pollution Control Board regularly and the Environmental Audit Report is submitted to Gujarat Pollution Control Board and compliances of environmental clearance are submitted to Ministry of Environment and Forests, New Delhi.

INDUSTRIAL RELATIONS, HEALTH AND SAFETY

The relations between Corporation and its employees continued to be cordial throughout the year. Corporation continued to take care of the health and safety of project staff and inhabitants within the surrounding areas of mines by providing :

1. Well equipped and staffed dispensaries at Panandhro, Rajpardi, Kadipani and at Akrimota Power Projects. There is a facility of telemedicine at select hospitals which provide state of the art techno-medical intervention.

2. Ambulance Vans to Taluka Panchayats of Kutchh.

3. Uniform, ISI & DGMS approved safety shoes helmets and all safety devices as per the provisions of the Mines Act.

SOCIALLY RESPONSIBLE AND INCLUSIVE DEVELOPMENT

Your corporation has been sensitive towards the needs of the society within which it operates and has continuously strived to make a difference to the lives of people and community in some of the remotest regions where it operates. During the year, your Corporation rigorously advocated the Micro Irrigation Scheme in collaboration with Government agencies in the arid regions of Kutch and assisted small and marginal farmers to adopt Micro Irrigation for better yields. And the results have been very good. Kutch, where your Corporation has predominant presence, is a perennial water scarce region. In order to address the problem of scarcity of water for the local community, your Corporation also undertook special drive for creation of water bodies to harvest and retain rain water. These water bodies have proved to be an alixir for the local communities as during the year that passed by saw good monsoon season. These initiatives have helped in improving the livelihood and income generation for the rural poor. Special initiatives were also launched to upgrade the skill of the rural women artisans in the villages of Lakhpat taluka to leverage their traditional handicraft skills for income generation. Your corporation has charted out a focused policy to carry out its social responsibilities for an inclusive growth.

PARTICULARS OF EMPLOYEES

No employee was in receipt of emoluments in excess of Rs.2,00,000 per month or Rs.24,00,000 per annum during the year under review.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

Additional information on conservation of energy, technology absorption, foreign exchange earnings and outgo as required by the

Companies (Disclosure of particulars in the report of Board of Directors) Rules, 1988 is annexed at Annexure-I and forms part of this report.

BOARD-OF-DIRECTORS

During the year under review, there was no change in the Board of Directors of your Corporation.

CORPORATE GOVERNANCE

As per Clause 49 of the Listing Agreement with the various Stock Exchanges, the detailed report on the Corporate Governance is given in Annexure-II.

ACKNOWLEDGEMENT

Your Directors are pleased to place on record their deep appreciation for the sincere services and co-operation extended by the officers, employees and workmen of the Corporation at all levels. They also wish to place on record their gratitude for the confidence placed in them by financial institutions and investors. Further, your Directors wish to thank various departments of the Central Government viz. the Ministry of Environment and Forest, Ministry of Coal, Ministry of Mines and various bodies of State Government of Gujarat viz. Industries & Mines Department, the Finance Department, Commissionerate of Geology and Mining and Gujarat State Pollution Control Board. The Directors also extend their heartiest thanks to the esteemed customers and shareholders of the Corporation for their valued co-operation.

For and on behalf of the Board-of-Directors

Place : Gandhinagar M. Sahu

Date : 30-05-2011 Chairman

Mar 31, 2010

The Directors have pleasure in presenting 47th Annual Report along with the audited accounts of your Corporation for the financial year 2009-2010. Our profit after tax for the year is Rs. 27,986.88 lacs as against Rs. 23,630.61 lacs last year.

Financial Results 2009-10 2008-09

(Rs. in lacs) (Rs. in lacs)

Operating profit 51,834.79 50,159.09

Less: Interest 2,611.23 5,390.84

Profit after interest,

but Before depreciation 49,223.56 44,768.25

Less: Depreciation 8,615.31 7,777.77

Profit for the year before tax 40,608.25 36,990.48

Less: Provision for tax for

the year including

deferred tax and fringe

benefit tax 12,621.37 13,359.87

Profit after tax 27,986.88 23,630.61

Add: Balance of profit

brought forward 12,939.98 4,739.10

Less : Short provision of deferred tax

liability (net) - 517.79

Add : Excess provision of

FBT for earlier years 1.18 49.55

Profit available for

appropriation 40,928.04 27,880.86

Less: Appropriation

(I) Proposed Dividend 7,950.00 6,360.00

(ii) Corporate tax on dividend 1,351.10 1,080.88

(iii) General Reserve 20,000.00 7,500.00

Balance carried to Balance Sheet 11,626.94 12,939.98

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the requirement under section 217(2AA) of the Companies Act, 1956 with respect to Directors Responsibility Statement, it is hereby confirmed that :

(1) in the preparation of the accounts for the financial year ended 31st March, 2010, the applicable accounting standards have been followed along with proper explanation relating to material departures.

(2) the Directors have selected such accounting policies and applied them consistently and made judgements and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit or loss of the Company for the year under review.

(3) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

(4) the Directors have prepared the accounts for the financial year ended 31st March, 2010 on a going concern basis.

DIVIDEND

Your Directors have pleasure to recommend a dividend of 125 % on equity shares. An amount of Rs. 7,950 Lacs on equity share capital of Rs. 6,360 lacs shall be paid as dividend.

CONTRIBUTION TO STATE EXCHEQUER:

The Corporation has contributed to the State Exchequer an amount of Rs. 22,777 lacs including Royalty of Rs. 5,994 lacs and Sales Tax of Rs. 16,783 lacs.

SHARE CAPITAL

During the year under review the issued, subscribed and paid-up share capital remained constant at Rs. 63.60 Crores divided into 31,80,00,000 equity shares of Rs. 2 each.

FINANCE AND TAXATION

Income Tax assessment of the Corporation has been completed up to the Financial Year 2006-07 and the Sales Tax assessment has been completed up to the Financial Year 2005-06.

INTERNAL AUDIT

M/s. Sandip Desai & Company, Chartered Accountants were appointed as Internal Auditor of the Corporation for the year 2009-10.

STATUTORY AUDIT

M/s. Jain Seth & Co., Chartered Accountants were appointed Statutory Auditors of the Corporation by the Comptroller & Auditor General of India for the year 2009-10.

COST AUDIT

M/s Manish Analkat were appointed as Cost Auditors in respect of Akrimota Thermal Power Station for the year 2009- 10.

NEW MINERAL POLICY FOR LIMESTONE, LIGNITE, BAUXITE AND MANGANESE.

During the year under review, the Government of Gujarat has announced a new mineral policy for development of mineral resources in the State of Gujarat vide resolution No. MCR-102008.1868-CHH dated 18.11.2009 for limestone, Resolution No. MCR-102008.1868-CHH dated 19.11.2009 for lignite, Resolution No. MCR-102008.1868-CHH dated 19.11.2009 for bauxite and Resolution No. GMC-1006-2472- CHH dated 19.11.2009 for manganese. The new mineral policy emphasizes more on triggering mineral based industrial growth.

LIMESTONE

Limestone leases granted for trading purpose shall have to register with GMDC before supply of limestone.

The role of GMDC and Commissioner of Geology and Mining would be to over see assured mining from lease area for trading purpose as well as for requirement of Small Scale Industrial units.

LIGNITE

The lignite resources have been reserved for power generation and wherever possible, for under ground coal gasification by State PSUs or by Joint Ventures with State PSUs.

GMDC would continue to supply surplus quantity of lignite from its mines to the industries in state, in particular to small and medium industries on a long term basis in a transparent manner.

BAUXITE

All Bauxite bearing areas in the State except already granted has been reserved for GMDC.

GMDC has been made a facilitating and channelizing agency for bauxite sale and export. GMDC would become the sole supplier to bauxite users in the state for higher value addition. Export of bauxite, both plant grade and non plant grade would be carried out through GMDC. GMDC will also set up plants in JV for maximum value addition.

MANGANESE

In addition to the existing 1153 hectares reserved for GMDC, the remaining areas of manganese reserves would be granted to captive users for forming a JV with GMDC to produce value added products like MnSo4, MnO, Ferro Alloys or EMD etc.

The new mineral policy has made GMDC as a catalyst and a propeller in manganese based industries. This would open up a whole new gamut of industrial growth particularly in the under developed regions of the state.

REVIEW OF THE OPERATIONS

During the year your Corporation operated Panandhro, Mata no Madh, Rajpardi, Tadkeshwar and Bhavnagar Lignite mines. Total 83.79 Lac MT of lignite was mined during the year. The mines wise production details are tabulated hereunder :

Mines In Lac MT

Panandhro 28.38

Mata no Madh 28.87

Tadkeshwar 10.48

Rajpardi 9.55

Bhavnagar 6.51

Total 83.79

In spite of stiff competition from alternative fuels such as pet coke and imported coal, the total lignite sales was sustained.

Your Directors are pleased to inform that during the period under review, Mata no Madh and Tadkeshwar mines achieved highest ever production since their inception.

FLOURSPAR PROJECT, KADIPANI (DIST. VADODARA)

During the year, a second line was commissioned at Flourspar Plant at Kadipani. This project produced 100237 tones of fluorspar ore and 8786 M.T. of fluorspar concentrate. In order to unleash the potential of this project, it has been proposed to hive off this plant in a joint venture details of which are described elsewhere in this report.

BAUXITE

During the year under review, the Gadhsisa Group of Mines produced 89,535 M.T. High grade; 3,75,523 M.T. Low grade (<54%) bauxite and 17366 M.T. Calcined bauxite generating a revenue of Rs. 42.90 Crores. The bauxite sold was 67,910 M.T. of High grade (>54%), 2,43,154 M.T. of Low grade (<54%), 16,840 M.T. of Calcined bauxite, 1,291 M.T. of C.B. Balls and 5,925 M.T. of dust. The Bauxite, Calcined Bauxite, CB Balls, Plant dust produced was supplied to the units in the State.

MANGANESE

During the period under review, special efforts were initiated to dispose off the manganese waste dump lying at Shivrajpur mines. As a result, the GMDC generated a revenue of Rs. 83.00 Lacs (20%of total sale value) by sale of 55,090 M.T. Manganese Ore dump.

POWER PROJECT - NANI CHHER

During the year under review, the total generation of Akrimota Thermal Power Station was 1,394 MUs. The power project generated the revenue of Rs. 269.03 Crores. During the year, this project generated its maiden profit of Rs. 44 crores.

WIND FARM

Your directors are pleased to inform you that Wind Farm with a capacity of 19.5 MW was commissioned on 1.10.2009 and it earned revenue of Rs. 3.37 Crores. Your Corporation has further executed orders of installing 81 MW Wind Farm in two phases. The first phase of 40.5 MW is expected to be commissioned by September, 2010 and the next phase is expected to commence by March 2011.

NEW PROJECTS AND SCHEMES OF THE CORPORATION

UPCOMING LIGNITE MINES

Mining of lignite has been the core competence of your company since inception. Keeping the high growth trajectory, your company plans to commence Umarsar Lignite Mines, Kutch having an estimated lignite reserves of 22 million tones, Lakhpat Dhedadi Lignite and Limestone Mine, Kutch having an estimated reserves of 50 million tones and Damlai Padal Lignite Mine, Bharuch, having an estimated reserves of 19 million tones. Your Corporation has also applied for mining lease in Ghala near Surat.

The Environmental Clearance for Umarsar mines has been granted subject to clearance from Standing Committee on Wild Life of Government of India as the mines is lying in the vicinity of a protected wild life sanctuary. Efforts are under way to obtain the sanction from Wild Life so as to commence lignite production at Umarsar.

UNDERGROUND COAL GASIFICATION

Your corporation has entered in to Memorandum of Understanding with ONGC and with M/s Reliance Industries Limited for undertaking underground Coal Gasification for deep seated Lignite.

CEMENT PLANT

Your corporation has also participated in joint venture with

M/s Jay Prakash Group to set up 2.6 Million Tonnes of Cement Plant. As per the existing arrangements, the lime stone required for the Cement Plant will be supplied by GMDC. A proposal for allocation of land for this project has been submitted to Revenue department of Government of Gujarat.

COAL BLOCK DEVELOPEMNT

Your corporation has been allocated two Coal block viz. at Morga-II in Chhatisgarh and at Naini in Orissa. Your corporation has participated in joint venture with M/s Pondicherry Industrial Promotion Development and Investment Corporation (PIPDIC), Government of Pondicherry with 50 : 50 equity stake. During the year under review, a company named Naini Coal Company Limited has been incorporated. A request has been submitted to Government of Orissa for seeking permission to carry out exploration.

NEW COAL BLOCKS

In order to participate in the anticipated auction of coal blocks by Government of India, your Corporation has identified several parties in collaboration with whom, applications can be submitted for allotment of coal blocks under Government dispensation route.

80 MW POWER PROJECT WITH M/S GOKUL REFOILS AND SOLVENTS LIMITED

Your Corporation has participated in joint venture with M/s Gokul Refoils and Solvents Limited with an equity stake of 26%. A separate joint venture company has been set up for this purpose. The land required for this project has been acquired and environmental clearance for the project has been received. Negotiations are being conducted with M/s BHEL for procurement of main plant and equipments of suitable configuration for the power plant.

DOWN STREAM PROJECT BASED ON MANGANESE ORE

Your corporation has envisaged promotion of projects for value addition of Manganese Ore. For this purpose, your corporation has executed MoUs with M/s Cube Mines & Minerals Pvt. Limited and M/s Shivam Manganese & Minerals Pvt. Limited to set up Manganese beneficiation project based on Manganese waste dump.

REFRACTORIES, MONOLITHICS AND CASTABLES

Your corporation has executed an MoU with M/s TATA Refractories Limited and M/s Meena Agency to manufacture refractories and Manganese (castables) and other value added products by using bauxite.

ALUMINA PLANT

The state of Gujarat is bestowed with bauxite reserves of 137 Million Tonnes. In order to exploit this vast bauxite mineral wealth, your corporation has executed MoU for setting up two Alumina Plants - one at Kutch and other at Saurashtra region. Each plant would be of 1 Million Tonne capacity.

FLUORSPAR BENEFICIATION

As reported earlier, your Corporation has entered in to several MoUs for mineral development and value addition with various business entities. As part of these initiatives, it has

proposed to set up joint venture with M/s Gujarat Fluoro chemicals Limited and M/s Navin Fluorine International Limited with equity pattern of 50 : 50 for GMDC & GFL / NFIL.

SILICA SAND BENEFICIATION

It has been proposed to set up a Silica Sand beneficiation plant in joint venture with M/s Asahi India Glass Co. with an investment of Rs. 37.50 Crores. As per the agreement, 2.00 Lacs MT per annum capacity Silica Sand beneficiation plant will be set up. M/s Asahi India Glass Co. will consume 1.00 Lac MT per annum and the remaining 1.00 Lac MT per annum will be made available to GMDC for sale. The operation and maintenance of the plant will be carried out by M/s Asahi India Glass Co.

SPECIALITY ALUMINA CHEMICALS

It has been proposed to set up Speciality Alumina Chemicals Plant in Gujarat based on the raw materials (Bauxite) to be supplied by GMDC with an investment of Rs. 30.00 Crores.

BROWN FUSE ALUMINA - TABULAR ALUMINA

Your Corporation has entered in to two MoUs to set up Brown Fuse Alumina - Tabular Alumina plant based on Bauxite.

INTEGRATED COKE OVEN PLANT

During the period under review, joint venture has been set up in collaboration with M/s Sunflag Iron & Steel Co. Limited with equity pattern of 51:49. A separate company namely Gujarat State Min. & Resources Corporation Limited has been incorporated for this purpose.

MULTI METAL PROJECT, AMBAJI

Your corporation has entered in to an MoU with M/s Binani Zinc Limited and M/s Rajasthan State Mines Mineral Development Corporation for setting up beneficiation plant with a capacity of 2000 tonnes per day based on the deposits of Ambaji Deri and Basant Gadh, with a approximate project cost of Rs. 239.11 Crores. The proposed Equity investment is GMDC - 25%, Binani-65% and RSMMDC-10%.

ENVIRONMENT PROGRAMME

Environmental Clearance is prerequisite for starting any new project or expansion of an existing project. This involves obtaining terms of reference conducting public hearing and then environmental clearance is obtained from Ministry of Environment and Forests New Delhi. Company has obtained environmental clearance for Umarsar lignite mines in 2186- 76 ha. area. Being close to Narayan Sarovar Wildlife Sanctuary, the proposal is now submitted for the approval of Steering Committee of Wildlife.

Company has conducted public hearing for Mevasa -1 bauxite mine, capacity expansion of Amod, Tadkeshwar and Mata No Madh lignite mines and the proposal has been submitted to the Ministry of Environment & Forest, GOI, and New Delhi for environmental clearance. Proposal of Forestry clearance for drilling is submitted to the Ministry of Environment & Forest, GOI, New Delhi. Your company has taken up plantation through Forest department and departmentally on 201.0 ha area in the year 2009-10.

Your company is well concerned with the environmental protection and takes appropriate preventive and curative measures to maintain environment. For control of pollution and environmental protection, your Company is following an effective environment management system at all its projects with regular water sprinkling for dust suppression, electrostatic precipitator for stack dust emission, sewage and Effluent Treatment Plants for the control of water pollution and regular vibration measurement for controlling noise pollution from machines.

In addition to above, your company has intensified environmental protection measures by way of reclamation of mined out area by backfilling and Afforestation, plantation on overburden dump, virgin area and roadside through inhouse sources as well as through Forest department. Company has its own environmental department at Corporate Office headed by Chief General Manager. Your company is regularly monitoring polluting parameters internally as well as through external agencies and maintaining the environmental control measures and standards very effectively.

Environment audit is conducted by an external agency recognized by the Gujarat Pollution Control Board regularly and the Environmental Audit Report is submitted to Gujarat Pollution Control Board.

INDUSTRIAL RELATIONS, HEALTH AND SAFETY

The relations between Corporation and its employees continued to be cordial throughout the year. Corporation continued to take care of the health and safety of project staff and inhabitants within the surrounding areas of mines by providing :

1. Well equipped and staffed dispensaries at Panandhro, Rajpardi, Kadipani and at Akrimota Power Projects. There is a facility of telemedicine at select hospitals which provide state of the art techno-medical intervention.

2. Ambulance Vans to Taluka Panchayats of Kutchh.

3. Mobile van visiting all villages of Lakhpat Taluka twice every week.

4. Uniform, ISI & DGMS approved safety shoes helmets and all safety devices as per the provisions of the Mines Act.

SOCIALLY RESPONSIBLE AND INCLUSIVE DEVELOPMENT

Your Corporation has wedded to a sensitive C.S.R. policy. It has been sensitive towards various stake holders attached to it at various platform whether they are people residing in surrounding places at its different project areas situated in remotest part of the State, be they investors, consumers or industry at large. Your Corporation has tried to meet the expectation of various sections of the society by reaching out to them, be it in the form of providing rural infrastructure in the field of water, sanitation, education, employment and livelihood, micro irrigation or be it continuous fuel supply to small and medium scale enterprises or be it generous dividend payout policy.

During the year under review, your corporation made special efforts to further strengthen its reach to weaker sections of the society in and around its project areas. It is imperative to note that CSR has acquired immense importance while getting sanction of environmental clearances. In view of this, your Corporation has charted out a focussed and holistic strategy to usher in developmental impacts in mineral bearing villages. This would also result in harmonious relationship with the society at large. These initiatives would also result in an all-round inclusive growth.

PARTICULARS OF EMPLOYEES

No employee was in receipt of emoluments in excess of Rs.2,00,000 per month or Rs.24,00,000 per annum during the year under review.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

Additional information on conservation of energy, technology absorption, foreign exchange earnings and outgo as required by the Companies (Disclosure of particulars in the report of Board of Directors) Rules, 1988 is annexed at Annexure-I and forms part of this report.

BOARD-OF-DIRECTORS

Shri M Sahu, IAS was appointed as Director and Chairman of your Company vice Smt. Gauri Kumar IAS. Shri V S Gadhavi, IAS was appointed as Managing Director vice Smt. V L Joshi, IAS, Managing Director. Shri Atanu Chakraborty has been appointed as Director in place of Shri Tapan Ray, IAS.

CORPORATE GOVERNANCE

As per Clause 49 of the Listing Agreement with the various Stock Exchanges, the detailed report on the Corporate Governance is given in Annexure-II.

ACKNOWLEDGEMENT

Your Directors are pleased to place on record their deep appreciation for the sincere services and co-operation extended by the officers, employees and workmen of the Corporation at all levels. They also wish to place on record their gratitude for the confidence placed in them by financial institutions and investors. Further, your Directors wish to thank various departments of the Central Government viz. the Ministry of Environment and Forest, Ministry of Coal, Ministry of Mines and State Government viz. Industries & Mines Department, the Finance Department, Commissionerate of Geology and Mining and Gujarat State Pollution Control Board. The Directors also extend their heartiest thanks to the esteemed customers and shareholders of the Corporation for their valued co-operation.

For and on behalf of the Board-of-Directors

Place : Gandhinagar M. Sahu

Date : 28th July, 2010 Chairman

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