We have audited the attached Balance Sheet of Gujarat Metallic Coal &
 Coke Limited as at 30th September, 2012 and also the annexed Statement
 of Profit & Loss and the Cash Flow Statement of the Company for the
 period ended on that date. These financial statements are the
 responsibility of the Company''s management.  Our responsibility is to
 express an opinion on these financial statements based on our audit.
 
 
 We conducted our audit in accordance with auditing standards generally
 accepted in India. Those Standards required that we plan and perform
 the audit to obtain reasonable assurance about whether the financial
 statements are free of material misstatement. An audit includes
 examining, on a test basis, evidence supporting the amounts and
 disclosures in the financial statements. An audit also includes
 assessing the accounting principles used and significant estimates made
 by management, as well as evaluating the overall financial statement
 presentation. We believe that our audit provides a reasonable basis for
 our opinion.
 
 As required by the Companies (Auditor''s Report) (Amendment) Order, 2004
 issued by the Central Government of India in terms of sub-section (4A)
 of section 227 of the Companies Act, 1956 and on the basis of such
 checks of books and records of the company as we considered appropriate
 and according to the information and explanations given to us, we
 enclose in the Annexure a statement on the matters specified in
 paragraphs 4 and 5 of the said Orderto the extent applicable.
 
 Further to our comments in the Annexure referred to above, we report
 that:
 
 I.  We have obtained all the information and explanations, which to the
 best of our knowledge and belief were necessary for the purposes of our
 audit;
 
 II.  In our opinion, proper books of account as required by law have
 been kept by the company so far as appears from our examination of
 those books;
 
 III.  The Balance Sheet, Statement of Profit & Loss and the Cash Flow
 Statement dealt with by this report are in agreement with the books of
 account;
 
 IV.  In our opinion, the Balance Sheet, Statement of Profit & Loss and
 the Cash Flow Statement dealt with by this report comply with the
 accounting standards referred to in sub-section (3C) of section 211 of
 the Companies Act, 1956 to the extent applicable;
 
 V.  On the basis of''written representations received from the
 directors, as on 30th September, 2012 and taken on record by the Board
 of Directors, we report that none of the directors is disqualified as
 on 30th September, 2012 from being appointed as a director in terms of
 clause (g) of sub-section(l) of section 274 of the Companies Act, 1956;
 
 VI.  in our opinion and to the best of our information and according to
 the information and explanations given to us, the said accounts read
 together with the significant accounting policies and notes appearing
 thereon, give the information required by the Companies Act, 1956, in
 the manner so required and give a true and fair view in conformity with
 the accounting principles generally accepted in India:
 
 a) In the case of the Balance Sheet, of the state of affairs of the
 Company as at 30th September, 2012;
 
 b) In the case of the Statement of Profit & Loss, of the profit for the
 period ended on that date; and
 
 c) In the case of the Cash Flow Statement, of the cash flows for the
 period ended on that date.
 
 
 Annexure referred to in paragraph 3 of our Audit Report of even date to
 the members of Gujarat Metallic Coal & Coke limited for the period
 ended 30th September, 2012.
 
 (I) (a) The Company has maintained proper records showing full
 particulars, including quantitative details and situation of its fixed
 assets.
 
 (b) The fixed assets have been physically verified by the management
 during the period in a phased manner, which in our opinion is
 reasonable, having regard to the size of the company and the nature of
 its assets. No material discrepancies were noticed on such
 verification.
 
 (c) During the period the company has not disposed off any of its fixed
 assets.
 
 (II) (a) The inventories have been physically verified by the
 management at reasonable intervals during the period. In our opinion,
 the frequency of verification is reasonable.
 
 (b) In our opinion, the procedures of physical verification of
 inventories folio wed by the management are reasonable and adequate in
 relation to the size of the company and the nature of its business.
 
 (c) In our opinion and according to the information and explanations
 given to us, the company is maintaining proper records of inventory and
 discrepancies noticed on physical verification as compared to book
 records were not material and have been properly dealt with in the
 books of account.
 
 (III) The Company has neither granted nor taken any loans, secured or
 unsecured to or from companies, firms or other parties except current
 account transactions covered in the register maintained under section
 301 of the Companies Act, 1956. Accordingly, sub-clauses
 (a),(b),(c),(d),(e),(f)&(g) of clause (iii) of paragraph 4 of the Order
 are not applicable to the Company.
 
 (IV) In our opinion and according to the information and explanations
 given to us, there exists an adequate internal control system
 commensurate with the size of the company and the nature of its
 business with regard to purchases of inventory, fixed assets and with
 regard to sale of goods and services. During the course of our audit,
 we have not observed any continuing failure to correct major weaknesses
 in the aforesaid internal control system.
 
 (V) (a) In our opinion and according to the information and
 explanations given to us, the transactions made in pursuance of
 contracts or arrangements that need to be entered in the register
 maintained under section 301 of the Companies Act, 1956 have been so
 entered.  (b) According to the information and explanations given to
 us, we are of the opinion that the transactions made in pursuance of
 such contracts or arrangements and exceeding the value of Rs.5 lacs in
 respect of each party during the year have been made at prices which
 are reasonable having regard to the prevailing market prices at the
 relevant time.
 
 (VI) The Company has not accepted any deposits from the public within
 the meaning of section 58A and 58AA of the Companies Act, 1956
 
 (VII) As explained to us, the company has an adequate internal audit
 system commensurate with the size of the company and the nature of its
 business.
 
 (VIII) According to the information and explanation given to us,
 maintenance of cost records have not been prescribed by the Central
 Government under Section 209 (1) (d) of the Companies Act,1956 for the
 business carried on by the company.
 
 (IX) (a) According to the information and explanations given to us and
 on the basis of our examination of the books of account, in our opinion
 the company has been generally regular in depositing with the
 appropriate authorities undisputed statutory dues including Provident
 Fund, Employees'' State Insurance, Investor Education and Protection
 Fund, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty,
 Excise Duty, Cess and other material statutory dues to the extent
 applicable to it. There is no undisputed amounts payable as at 30th
 September,2012 for a period of more than six months from the date they
 became payable.  (b) According to the information and explanations
 given to us, there were no dues in respect of income tax, sales tax,
 wealth tax, service tax, custom duty and excise duty and cess that have
 not been deposited with the appropriate authorities on account of any
 dispute other than those as mentioned here-in-below:
 
 Name of the      Nature of    Amount      Period to 
                                           which        Forum where 
                                                        the
 statute          dues        (Rs. in 
                              ''000)        the amount   
                                           relates      dispute is 
                                                        pending
 
 I .Tax Act, 
 1961            Income Tax    263         FY:2005-06   CIT (Appeals)
 
 I.Tax Act,1961  Income Tax      7         FY:2004-05   DC Circle-2
 
 
 
 
 
 
 
 (X) The Company has no accumulated losses as at 30,n September, 2012
 and the Company has not incurred cash losses in the financial period
 covered by our audit report and in the immediately preceding financial
 period.
 
 (XI) In our opinion and according to the information and explanations
 given to us, the Company has not defaulted in repayment of dues to
 financial institutions, banks or debenture holders.
 
 (XII) The Company has not granted any loans and advances on the basis
 of security by way of pledge of shares, debentures and other
 securities.
 
 (XIII) Inouropinionand according to the information and explanations
 given to us, the Company is not a chit fund or a nidhi / mutual benefit
 fund /society.
 
 (XIV) In our opinion and according to the information and explanations
 given to us, the Company has maintained proper records of the
 transactions and contracts in respect of dealing ortrading in shares,
 securities, debentures and other investments and timely entries have
 been made therein. The shares, securities, debentures and other
 investments have been held by the company in its own name.
 
 (XV) In our opinion and according to the information and explanations
 given to us, the Company has not given any guarantee for loans taken by
 others from banks or financial institutions.
 
 (XVI) According to the information and explanations given to us, the
 Company has not taken any term loan during the period under review.
 
 (XVII) According to the information and explanations given to us and on
 an overall examination of the balance sheet of the Company, we are of
 opinion that no funds raised on short term basis have been used for
 long term investment.
 
 (XVIII) According to the information and explanations given to us, the
 Company hasnotmadeany preferential allotment of shares to parties and
 companies covered in the register maintained under section 301 of the
 Companies Act, 1956.
 
 (XIX) During the period covered by our audit report, the company has
 not issued any debenture.
 
 (XX) During the period covered by our audit report, the company has not
 raised any money by way of public issue.
 
 (XXI) Based on the audit procedures and according to the information
 and explanations given to us, no fraud on or by the company has been
 noticed or reported during the course of our audit.
 
                                         For N. C. Banerjee & Co.
 
                                         Chartered Accountants
 
                                         Registration No.302081E
 
                                         A. Paul
 
 Place : Kolkata                         Partner
 
 Date : 26th November, 2012              Membership No.06490