NSE
Tuesday, October 22, 2024    
Adani Enterp.  2823.80  (-113.85)  
 
Adani Ports  1362.85  (-12.65)  
 
Apollo Hospita...  6891.95  (-94.45)  
 
Asian Paints  3006.85  (-42.35)  
 
Axis Bank  1175.75  (-14.55)  
 
B P C L  322.90  (-8.75)  
 
Bajaj Auto  10368.35  (-132.15)  
 
Bajaj Finance  6677.90  (-103.00)  
 
Bajaj Finserv  1722.60  (-35.80)  
 
Bharat Electro...  271.65  (-10.65)  
 
Bharti Airtel  1692.25  (-0.30)  
 
Britannia Inds...  5727.00  (-51.30)  
 
Cipla  1510.35  (-13.40)  
 
Coal India  468.35  (-17.05)  
 
Dr Reddy's Lab...  6662.40  (-35.00)  
 
Eicher Motors  4759.05  (-51.40)  
 
Grasim Inds  2655.35  (-62.90)  
 
HCL Technologi...  1822.75  (-20.85)  
 
HDFC Bank  1714.55  (-14.15)  
 
HDFC Life Insu...  728.20  (-17.65)  
 
Hero Motocorp  5175.80  (-66.45)  
 
Hind. Unilever  2681.70  (-11.85)  
 
Hindalco Inds.  720.25  (-19.35)  
 
ICICI Bank  1267.50  (8.45)  
 
IndusInd Bank  1274.35  (-33.90)  
 
Infosys  1851.60  (-1.15)  
 
ITC  481.80  (-1.85)  
 
JSW Steel  963.65  (-17.80)  
 
Kotak Mah. Ban...  1763.15  (-26.05)  
 
Larsen & Toubr...  3511.90  (-73.70)  
 
M & M  2887.20  (-111.00)  
 
Maruti Suzuki  11923.30  (-252.60)  
 
Nestle India  2350.25  (-4.40)  
 
NTPC  415.75  (-9.25)  
 
O N G C  270.80  (-5.80)  
 
Power Grid Cor...  322.75  (-8.40)  
 
Reliance Indus...  2686.70  (-51.70)  
 
SBI Life Insur...  1698.15  (-13.70)  
 
Shriram Financ...  3254.50  (-58.80)  
 
St Bk of India  790.40  (-23.55)  
 
Sun Pharma.Ind...  1887.55  (-9.45)  
 
Tata Consumer  998.25  (-18.80)  
 
Tata Motors  879.50  (-23.80)  
 
Tata Steel  150.39  (-4.64)  
 
TCS  4015.50  (-64.35)  
 
Tech Mahindra  1696.55  (-4.65)  
 
Titan Company  3329.80  (-33.45)  
 
Trent  7497.35  (-109.20)  
 
UltraTech Cem.  10825.15  (-44.15)  
 
Wipro  545.45  (-2.65)  
 
BSE
Tuesday, October 22, 2024    
Adani Ports  1363.30  (-11.90)  
 
Asian Paints  3003.30  (-45.45)  
 
Axis Bank  1175.80  (-14.75)  
 
Bajaj Finance  6677.40  (-107.10)  
 
Bajaj Finserv  1723.20  (-35.55)  
 
Bharti Airtel  1691.75  (-1.40)  
 
HCL Technologi...  1822.45  (-20.05)  
 
HDFC Bank  1714.10  (-14.70)  
 
Hind. Unilever  2682.05  (-11.55)  
 
ICICI Bank  1267.75  (8.40)  
 
IndusInd Bank  1274.30  (-33.70)  
 
Infosys  1850.95  (-1.55)  
 
ITC  481.70  (-1.95)  
 
JSW Steel  964.35  (-17.00)  
 
Kotak Mah. Ban...  1763.50  (-26.05)  
 
Larsen & Toubr...  3510.00  (-76.30)  
 
M & M  2883.60  (-113.45)  
 
Maruti Suzuki  11920.90  (-260.70)  
 
Nestle India  2351.05  (-3.80)  
 
NTPC  415.50  (-9.60)  
 
Power Grid Cor...  322.80  (-8.20)  
 
Reliance Indus...  2687.30  (-50.95)  
 
St Bk of India  790.45  (-23.70)  
 
Sun Pharma.Ind...  1886.65  (-9.80)  
 
Tata Motors  879.30  (-23.85)  
 
Tata Steel  150.45  (-4.55)  
 
TCS  4015.80  (-62.50)  
 
Tech Mahindra  1696.20  (-4.90)  
 
Titan Company  3331.45  (-31.35)  
 
UltraTech Cem.  10817.35  (-51.95)  
 

Director's Report


Change Company Name
Gujarat Mineral Development Corporation Ltd
Mining / Minerals / Metals
BSE Code 532181 ISIN Demat INE131A01031 Book Value 190.99 NSE Symbol GMDCLTD Div & Yield % 2.71 Market Cap ( Cr.) 11,214.27 P/E 19.25 EPS 18.32 Face Value 2

FY 2023-24

To

The Shareholders,

Gujarat Mineral Development Corporation Limited

Dear Members,

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 Rs. 814 crore, with annual revenue from operations amounting to Rs. 2,463 crore As of 31st March, 2024, the Company's net worth was Rs. 6,073 crore The Board has recommended a dividend of Rs. 9.55 per share on a face value of Rs. 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 Metric

(' in crore)

Particulars FY 2023-24 FY 2022-23
Total Income from Operations (Net) 2,463 3,498
Profit before Tax 814 1,646
Profit after Tax 614 1,201

• 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:

• Total Income: Recorded at Rs. 2,732 crore in FY24, compared to Rs. 3,890 crore in FY23.

• Revenue from Operations: Reported at Rs. 2,463 crore in FY24, down from Rs. 3,498 crore in FY23.

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

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

• Profit After Tax (PAT): Stood at Rs. 614 crore in FY24, compared to Rs. 1,201 crore in FY23, resulting in an Earnings per Share (EPS) of Rs. 19 (Face Value Rs. 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 India's 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.

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 state's market demand.

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

Mine FY 2023-24 FY 2022-23
MT (Lakh) ' crore MT (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 Rs. 5,500 per MT from INR 8,500 per MT in early 2023-2024, the average lignite prices were adjusted by Rs. 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:

Sr. No 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.

Sr. No 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 Company's 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.)

r Grade/Project L. Gadhsisa Group of Mines, Kutch Bhatia, Devbhoomi Dwarka Total^
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 Rs. 2,560 crore, while the Burapahar project requires Rs. 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.

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 Rs. 9.55 per share on the face value of Rs. 2 per share. This recommendation results in a total dividend payout of Rs. 303.69 crore on the paid-up equity share capital of Rs. 63.60 crore.

The company adheres to the dividend distribution policy issued by the Government of Gujarat (GoG), which is readily available on the Company's 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 Rs. 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 Rs. 1,02,00,000 or more for the entire financial year, or those who received Rs. 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 Board's 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.

GMDC's risk management strategy is structured around these key principles:

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 Company's official website: https://www.gmdcltd.com/annual-return/.

GMDC's Policy on Directors' 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.

Directors' 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:

• 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;

• 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;

• 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;

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

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

• 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:

• Shri S B Dangayach, Independent Director, serving as Chairman

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

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

• Shri Nitin Shukla, Independent Director, as Member

• 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:

• Number of complaints received: 0

• Number of complaints resolved: 0

• 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 Hon'ble 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 GMDC's 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