To,
The
Members Snowman Logistics Limited
The
Board of Directors is pleased to present the Thirty-First Annual Report of Snowman
Logistics Limited ("the Company") together with the audited financial statements
for the financial year ended 31 March 2024.
FINANCIAL PERFORMANCE OF THE COMPANY
The
Financial results of operations of the Company for the Financial Year ended March 31,2024
("FY 2023-24") have been as under:
(Rs.
In Lakhs)
Particulars |
FY
2023-2024 |
FY
2022-2023 |
Income |
||
Revenue
from contracts with customers |
50,337.09 |
41,764.77 |
Other
Income |
676.89 |
750.76 |
Total income |
51,013.98 |
42,515.53 |
Expenses |
||
Cost
of raw material and components consumed |
13,521.17 |
8,633.14 |
Change
in inventory of finished goods and work-in-progress |
(449.93) |
(758.45) |
Operating
Expenses |
18,508.44 |
17,000.81 |
Employee
benefit expenses |
3,607.75 |
3,396.12 |
Other
expenses |
4,994.65 |
4,637.13 |
Depreciation
and amortization expenses |
5,927.28 |
5,234.90 |
Finance
costs |
2,379.97 |
2,221.65 |
Total expenses |
48,489.33 |
40,365.30 |
Profit before tax |
2,524.65 |
2,150.23 |
Tax
expense |
1,253.88 |
810.71 |
Profit after tax |
1,270.77 |
1,339.52 |
Other
comprehensive income (net of tax) |
43.51 |
(103.32) |
Total
comprehensive income (net of tax) |
1,314.28 |
1,236.20 |
Earnings
per share (before and after extraordinary item) (of Re.1 each) |
||
-
Basic earnings per share (amount in Rs.) |
0.76 |
0.80 |
-
Diluted earnings per share (amount in Rs.) |
0.76 |
0.80 |
Nominal
value per share (amount in Rs.) |
10.00 |
10.00 |
The
above audited financial results of the Company have been reviewed by the Audit Committee
and approved by the Board of Directors ("the Board") of the Company at their
meetings held on May 30, 2024. The statutory auditors have issued an unqualified report
thereon. The financial statements for FY 2023-24 have been prepared in accordance with
Indian accounting standards (Ind AS) notified under the Companies (Indian Accounting
Standards) Rules 2015 (as amended from time to time) and presentation requirements of
Division II of Schedule III to the Companies Act, 2013, (Ind AS compliant Schedule III),
as applicable to the financial statements read with Section 133 of "the Companies
Act,
2013" ("the Act") and other relevant provisions of the Act. There are no
material departures from the prescribed norms stipulated by the accounting standards in
preparation of the annual accounts. Accounting policies have been consistently applied.
Management evaluates all recently issued or revised accounting standards on an ongoing
basis.
OPERATIONS
AND BUSINESS OVERVIEW AND PERFORMANCE
Operations
Snowman
Logistics Limited is one of the leading companies in the Indian cold chain logistics
sector, known for its advanced technology and modern infrastructure. The company operates
a vast network of temperature-controlled warehouses and refrigerated trucks, providing
comprehensive supply chain solutions to a variety of industries including food,
pharmaceuticals, retail, and FMCG. The company also provides services such as inventory
management, order processing and distribution, making Snowman Logistics a one-stop
solution for all cold chain logistics needs. Its commitment to quality, reliability and
customer satisfaction has strengthened its reputation as a trusted partner for businesses
seeking efficient and cost-effective logistics solutions in India.
Snowman
Logistics also places a strong emphasis on innovation and excellence. The company
continuously invests in the latest technologies and infrastructure to stay ahead in the
dynamic and competitive Indian market. As the Indian market continues to evolve, Snowman
Logistics is well-positioned to adapt and grow. The companys forwardthinking strategies
and commitment to excellence ensure that it remains at the forefront of the cold chain
logistics industry.
Business
Overview
Snowman
Logistics is one of the leading providers of end-to-end logistics solutions, specializing
in the transportation, warehousing and distribution of goods. The company is committed to
delivering efficient, reliable and innovative logistics services that meet the diverse
needs of our clients. With a robust infrastructure comprising advanced facilities and a
fleet of modern vehicles, Snowman Logistics is well-positioned to manage a wide range of
logistics requirements across various industries. Our strategic focus on technology
enables us to offer tailored solutions that enhance supply chain efficiency and support
our clients growth objectives. As we continue to expand our service offerings and
geographic reach, Snowman Logistics remains dedicated to upholding the highest standards
of quality and customer satisfaction.
Performance
Overview
Snowman
Logistics has demonstrated strong growth over the past year. On the financial front, our
revenue from operations increased by 21% year-on-year, reflecting the companys strong
market presence and successful expansion strategies. The trading and distribution services
segment had a growth of 69.8% in revenue, highlighting our effective market penetration
and increasing demand for our services. Our warehousing services revenue grew by 10.6%,
while transportation services revenue rose by 5.8%, showcasing steady progress across all
service areas.
On
the operational front, we have made substantial progress that reinforce our leadership in
the logistics sector. Our Cheemasandra warehouse earned an AA+ grade in BRCGS
Certification, showcasing our commitment to maintaining high-quality standards. We have
also expanded our infrastructure with the inauguration of a new warehouse in Pune,
dedicated exclusively to Coca Cola operations and an advanced multi temperature-controlled
facility in Guwahati, Assam. This facility, our first fully leased cold storage unit, has
a capacity of 5,152 pallets, bringing our total pallet capacity to 1,41,405 and
reinforcing our shift towards an asset-light model.
To
further enhance our capabilities, we deployed 20 new 40-feet trailers and 50 new reefer
vehicles, boosting our transportation efficiency. The Forest Stewardship Council
certification of our Mumbai M32 warehouse highlights our commitment to sustainability and
responsible practices. Additionally, we introduced advanced technological solutions,
including the Vehicle Gate & Token Management System and the Snowman Order Management
System (SOMS), which streamline order processing and approvals.
Our
operational efficiency is reflected in our capacity utilization rate of 91%. We achieved a
4% year-on-year increase in pallet capacity, underscoring our commitment to meet growing
client demands and expanding our logistical
capabilities.
Additionally, our fleet strength has grown by 16% compared to the previous year, which
supports our enhanced service capabilities and overall operational effectiveness. These
achievements highlight Snowman Logistics steadfast dedication to not only maintaining
high service quality but also advancing operational excellence. Our continuous efforts in
optimizing operations and expanding our fleet are crucial in driving the companys
financial growth and reinforcing our position in the logistics sector.
REVIEW
OF ANNUAL FINANCIAL STATEMENT AND THE STATE OF COMPANYS AFFAIRS
The
revenue for FY 2023-24 was Rs. 50,337.09 lakhs, higher by 21% over the previous financial
years revenue of Rs. 41,764.77 lakhs. The revenue was mainly from Warehousing and
Transportation services. The earnings before interest, tax, depreciation and amortization
(EBITDA) was Rs. 10,831.90 lakhs, higher by 13% as compared to Rs. 9,606.78 lakhs in the
previous year.
The
profit before tax (PBT) was Rs. 2,524.65 lakhs, as against Rs. 2,150.23 lakhs in the
previous year. The profit after tax (PAT) was Rs. 1,270.77 lakhs, as against Rs. 1,339.52
lakhs in the previous year. The Earning per share (EPS) was Rs. 0.76 as against Rs. 0.80
in the previous year.
MANAGEMENT
DISCUSSION & ANALYSIS REPORT
Pursuant
to Regulation 34(2) of the SEBI (Listing Obligation & Disclosure Requirements)
Regulations, 2015, the management discussion and analysis report for the year under review
is annexed as "Annexure-A" to this
report.
CHANGE IN THE NATURE OF BUSINESS
There
was no change in the nature of Business of the Company in FY 2023-24.
SHARE CAPITAL & RESERVES
There
was no change in the authorized share capital of the Company during the FY 2023-24. It
stood at 2,50,00,00,000/- (Rupees Two Fifty Crore only) as on March 31, 2024.
The
paid-up equity share capital of your company is 1,67,08,79,950/- (Rupees One Sixty Seven
Crore Eight Lakhs Seventy Nine Thousand Nine Hundred and Fifty Only) divided into
16,70,87,995 equity shares of Rs.10/- each. There were no changes during the year.
The
Company has carried forward profit amounting to Rs. 12.71 Crore, earned during the year,
to the Reserves. The Company had accumulated profits Rs.51.92 crore as at March 31,2024.
DIVIDEND
The
Company has declared and paid an interim dividend of Re. 1.00/- per equity share of face
value of Rs.10/- each amounting to Rs. 1,671 Lakhs, subject to deduction of TDS, for the
financial year 2023-24. The Interim dividend payout is in accordance with your Companys
dividend distribution policy and is paid out of free reserves available for this purpose.
Your Company does not recommend Final Dividend for the financial year 2023-24.
DEPOSITS
During
FY 2023-24, the company has not accepted deposits within the meaning of Section 73 of the
Act and the Companies (Acceptance of Deposits) Rules, 2014. As such no amount of deposit
or interest thereon is outstanding as on March 31, 2024.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
As
on date of this report, the Board of Directors of the Company comprises 8(Eight) Directors
of which four are NonExecutive Independent Directors in terms of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 ("Listing Regulations") and
Section 149(6) of the Companies Act, 2013 including any statutory modification(s)/
amendment(s) thereof for the time being in force.
Further
all the Directors of the Company have given the declaration that they are not debarred
from being appointed/ re-appointed or continuing as Director of the Company by the virtue
of any Order passed by the SEBI, Ministry of Corporate Affairs or any such Statutory
Authority. All the Independent Directors meets / fulfills the criteria / conditions of
Independence as prescribed under the Companies Act and Listing Regulations and are
Independent of the Management of the Company.
Further
in pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, the Company has obtained a
Certificate from Mr. Nagendra D. Rao, Practicing Company Secretary (Membership No FCS
5553, CP No. 7731), confirming that none of the Directors on the Board of the Company for
the Financial Year ending on 31st March, 2024 are debarred or disqualified from being
appointed or continuing as Directors of the Companies by the Securities and Exchange Board
of India, Ministry of Corporate Affairs, or any such other Statutory Authority. A copy of
the Certificate is enclosed as "Annexure-B".
The
Company has received declaration from all the Independent Directors confirming that they
meet the criteria of Independence as prescribed under Section 149(6) of the Companies Act,
2013 read with the schedules and rules made there under along with declaration for
compliance with clause 16 of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015.
During
the year under review, the shareholders of the Company at its 30th Annual General Meeting
approved the Reappointment of Mr. Prem Kishan Dass Gupta (DIN 00011670) as Non-Executive
Director of the Company, liable to retire by rotation.
All
the Non-Executive Directors have extensive business experience and are considered by the
Board to be independent in character and judgment of the management of the Company and
free from any business or other relationship, which could materially interfere with the
exercise of their independent judgment and had no pecuniary relationship or transactions
with the Company, other than sitting fees, commission and reimbursement of expenses
incurred by them for the purpose of attending meetings of the Board / Committee of the
Company.
The
Shareholders of the Company also approved the Re-Appointment of Mr. Sunil Prabhakaran Nair
(DIN 03454719) as Chief Executive Officer & Whole-time Director of the Company through
Postal Ballot for a period upto September 30, 2027 with effect from February 13, 2024.
During
the year under review, except than above mentioned there is no change in Directorship
& Key Managerial Personnel(s) of the Company.
-font-size:12.0pt;font-family:Arial;mso-bidi-font-family:
"Times New Roman">(b)
Key Managerial Personnel and changes, if any
As
at March 31,2024, the following are the KMPs of the Company:
-
Mr. Sunil Prabhakaran Nair, CEO & Whole-Time Director
-
Mr. N Balakrishna, Chief Financial officer
-
Mr. Kiran George, Company Secretary & Compliance Officer*
*
Mr. Kiran George, Company Secretary & Compliance Officer retired with effect from
closing business hours of April 30, 2024.
BOARD
EVALUATION
Pursuant
to the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, The Board at its meeting held on February 14th, 2024
carried out an annual evaluation of its own performance, performance of directors
including chairperson, managing directors and its committees in accordance with the
applicable provisions of the Act and the SEBI Listing Regulations. The Boards performance
was assessed after receiving feedback from all the directors on the basis of criteria such
as composition, structure, effectiveness of processes information, functioning, etc. The
committees performance was assessed after receiving feedback from the committee members
on the basis of criteria such as composition, terms of reference, effectiveness of
committee meetings, etc.
The
performance evaluation of non-independent directors, board as a whole and the chairperson
were evaluated at a separate meeting of the independent directors held on February 14th,
2024. The same was also discussed in the meeting of NRC and the Board. The performance
evaluation of independent directors was done by the entire Board, excluding the
independent director being evaluated.
The
evaluation was conducted through a structured questionnaire prepared by the NRC separately
for the board, board committees and directors including chairperson and managing
directors. Based on the above the performance of the Board was evaluated through the
ratings given by each Director based on the structured questionnaire that was prepared
after considering the approved criteria such as the Board composition and structure,
effectiveness of board processes, contribution towards development of the strategy etc.
The
performance of the committees was also evaluated by the Board after seeking inputs/ratings
from the committee members on the basis of the approved criteria such as the composition
of committees, effectiveness of committee meetings etc. The Board deliberated and found
that the overall performance of individual directors and the Board as a whole and its
committees were satisfactory.
The
Directors expressed their satisfaction with the evaluation process. The Board also noted
that the Independent Directors fulfills the independence criteria as specified in the
Listing Regulations and are Independent of the Management of the Company.
NUMBER OF THE BOARD MEETINGS
During
the year under review, 6 (Six) Board Meetings were convened and held in accordance with
the provisions of the Act and the details of which are given in the corporate governance
report, which forms part of this report. The maximum interval between any two meetings did
not exceed 120 days, as prescribed by the Act. Further, Number of Board committee Meetings
including the date of the Meeting and attendance thereof by each director during the year
is given in Report on Corporate Governance that forms part of this Annual Report.
COMMITTEES
OF THE BOARD
During
the year under review, the Board had the following six committees:
a)
Audit Committee
b)
Nomination and Remuneration Committee
c)
Stakeholders Relationship Committee
d)
Risk Management Committee
e)
Corporate Social Responsibility Committee
f)
Finance Committee
The
details of the compositions, powers, roles, terms of reference etc. of the said committees
are given in the corporate governance report, which forms part of this report. During the
year, all recommendations made by the committees were approved and adopted by the Board.
DIRECTORS
AND OFFICERS LIABILITY INSURANCE
The
Company has in place Directors & Officers Liability Insurance (D&O) for all its
Directors (including Independent Directors) and members of the Senior Management Team for
such quantum and risks as determined by the Board in line with Regulation 25(10) of the
SEBI Listing Regulations.
DIRECTORS RESPONSIBILITY STATEMENT
In
terms of Section 134(5) of the Companies Act, 2013, with respect to Directors
Responsibility Statement it is hereby confirmed that:
a)
in the preparation of the annual accounts for the financial year ended March 31,2024, the
applicable accounting standards read with requirements set out under schedule III to the
Act have been followed and there are no material departures from the same;
b)
they 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 the financial year and of the profit
of the Company for that period;
c)
they have taken proper and sufficient care for the maintenance of adequate accounting
records in accordance with the provisions of the Act for safeguarding the assets of the
Company and for preventing and detecting fraud and other irregularities;
d)
they have prepared the annual accounts on a going concern basis;
e)
they have laid down internal financial controls to be followed by the Company and that
such internal financial controls are adequate and are operating effectively; and
f)
they have devised proper systems to ensure compliance with the provisions of all
applicable laws and that such systems are adequate and operating effectively.
CORPORATE
GOVERNANCE
In
terms of Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 as amended from time to time, have complied with all the mandatory
requirements relating to Corporate governance as stipulated in Para C of Schedule V of
Listing Regulation .A detailed report on corporate governance practices followed by the
Company together with the certificate from the Practicing Company Secretary confirming
compliance of the Conditions of Corporate Governance as stipulated in Para E of Schedule V
of the SEBI Listing Regulations forms part of this report as "Annexure - C".
AUDITORS AND AUDITORS REPORT
a)
STATUTORY AUDITORS AND AUDITORS REPORT:
Pursuant
to Provisions of Section 139 of the Companies Act, 2013 and the rules framed thereunder,
M/s S.R. Batliboi & Co. LLP (Firm Registration number 301003E/E300005), Chartered
accountants were re-appointed as statutory Auditors of the Company from the Conclusion of
the twenty-ninth Annual General Meeting of the company held on 20th September,
2022 till the conclusion of the thirty-fourth Annual General Meeting to be held in the
Calendar year 2027. Auditors have confirmed that they are not disqualified for continuing
as auditors of the Company.
The
notes on financial statements referred to in the auditors report are self-explanatory and
do not call for any further comments. The auditors report does not contain any
qualification, reservation, adverse remark or disclaimer.
b)
SECRETARIAL AUDITORS AND SECRETARIAL AUDIT REPORT:
Pursuant
to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014, the Secretarial Audit for the FY
2023-24 has been carried out by Mr. Nagendra D Rao, Practicing Company Secretary. The
Secretarial Audit Report submitted by them in the prescribed form (i.e. MR-3) is attached
as "Annexure - E" and forms part of
this report. There are no qualifications or observations or adverse remarks or disclaimer
of the Secretarial auditors in the report issued by them for FY 202324, which call for any
explanation from the Board.
c) COST AUDIT & RECORDS:
Section
148 of the Companies Act, 2013 is not applicable on the Company. Therefore cost audit has
not been conducted for the financial year 2023-24 and records are not maintained.
d)
INTERNAL CONTROL AND INTERNAL AUDIT:
The
Board on the recommendation of Audit Committee had appointed M/s S.P. Chopra & Co.
Chartered Accountant as its Internal Auditors of the Company. The Internal Auditors report
to the chairman of the Audit committee.
The
Company has in place adequate systems of Internal Control to ensure compliance with
policies and procedures. The Company has a system of carrying out internal audit, covering
all business processes to review the internal control systems. The internal control system
and mechanism is reviewed periodically by the Audit Committee to make it robust so as to
meet the challenges of the business.
e)
REPORTING OF FRAUDS BY AUDITORS
During
the year, there have been no instances of fraud reported by the Auditors to the Audit
Committee of the Board, pursuant to Section 143(12) of the Act and the Rules made
thereunder.
CEO & CFO CERTIFICATION
The
CEO & Whole-time Director and the Chief Financial Officer ("CFO") of the
Company have given annual certification on financial reporting and internal controls to
the Board in terms of Regulation 17(8) of the SEBI Listing Regulations, copy of which
annexed as "Annexure - F". The said
annual certificate was placed before the Board at its meeting held on May 30, 2024.
ANNUAL SECRETARIAL COMPLIANCE REPORT
Pursuant
to Regulation 24(A) SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015 and other provisions as may be applicable, the Company has obtained the Secretarial
Compliance Report from Mr. Nagendra D Rao, Practicing Company Secretary for the FY
2023-24.The report is annexed herewith as "Annexure
- G".
CORPORATE SOCIAL RESPONSIBILITY
The
Company has a policy on Corporate Social Responsibility ("CSR"), in line with
Schedule VII of the Act and the same has been posted on the website of the Company at
https://snowman.in/investor-relations/. In FY 2023-24, the Company spent Rs. 16.48 Lakhs
(inclusive of administrative overheads) on CSR activities. The particulars of Corporate
Social Responsibility (CSR) activities are given in the Form, which is annexed as "Annexure - H", which forms part of this
report.
POLICIES
OF THE COMPANY
NOMINATION,
REMUNERATION AND BOARD EVALUATION POLICY
Pursuant
to Section 134(3) read with Section 178 of the Companies Act, 2013, The Nomination,
Remuneration Policy of the Company which lays down the criteria for deter and Board
Evaluation Policy contains the criteria for determining qualifications, positive
attributes and independence of a director and policy relating to the remuneration for the
directors, key managerial personnel and other employees of the Company is available on the
Companys website: https://snowman.in/investor-relations/.
RISK
MANAGEMENT COMMITTEE & POLICY
Your
Company has adopted risk management policy, to identify, evaluate, monitor and minimize
identifiable risks. The aim of the Risk Management policy is to maximize business
potential while minimizing the risks/adversities, to ensure sustainable business growth
with stability.
Board
of Director of the Company has constituted Risk Management Committee, which is responsible
for ensuring that the Company maintains effective risk management and internal control
systems and processes, and provides regular reports to the Board of Directors on the
effectiveness of the risk management program in identifying and addressing material
business risks. Risk Management Policy can be accessed by clicking on the Companys
website https://snowman.in/investor-relations/.
VIGIL
MECHANISM/ WHISTLE BLOWER POLICY
As
required by Section 177(9) of the Companies Act, 2013 read with Rule 7 of the Companies
(Meetings of the Board & Its Power) Rules, 2014 and Corporate Governance under SEBI
(Listing Obligations & Disclosure requirements)
Regulations,
2015 as amended, The Company has a vigil mechanism in place named as Whistle Blower Policy
to report concerns to the management about unethical behavior, actual or suspected fraud
or violation of the Codes of conduct. The details of the Whistle Blower Policy is
explained in the Corporate Governance Report and also posted on the website of the Company
at https://snowman.in/investor-relations/.
DIVIDEND DISTRIBUTION POLICY
The
Company has formulated a Dividend Distribution Policy which has been approved by the
Board. In terms of Regulation 43A of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing
Regulations"), the policy is hosted on the website of the Company at
https://snowman.in/investor-relations/.
CODE
OF CONDUCT
Pursuant
to Regulation 26(3) of the SEBI Listing Regulations, all Board members and senior
management personnel have affirmed compliance with the Companys code of conduct for
directors and senior management on an annual basis. The code of conduct is also placed on
the website of the Company at https://snowman.in/investor-relations/.
CODE
ON PREVENTION OF INSIDER TRADING
The
Company has formulated and adopted a Policy in accordance with the requirements of SEBI
(Prohibition of Insider Trading) Regulations, 2015 as amended. The Policy lays down the
guidelines and procedures to be followed, and disclosures to be made while dealing with
the shares of the Company along with consequences for violation. The policy is formulated
to monitor, regulate and ensure reporting of deals by employees while maintaining highest
level of ethical standards while dealing in the Companys securities. The policy is
amended to bring it in line with the provisions of the prevailing regulations, from time
to time. The Company also adopts the concept of Trading Window Closure, to prevent its
Directors, Officers, designated employees and other employees from trading in the
securities of the Company at the time when there is unpublished price sensitive
information. Mr. N Balakrishna, Chief Financial Officer and Company Secretary is the
Compliance Officer under the Code.
In
compliance to the SEBI PIT Regulations, the Company has a robust Code of Conduct to
prohibit and monitor insider trading in the Company, which is strictly followed within the
Company and the reporting is done to the Audit Committee/Board at regular intervals. The
code is hosted on the website of the Company at https://snowman.in/ investor-relations/.
PARTICULARS
OF LOANS GIVEN, INVESTMENTS MADE, GUARANTEES GIVEN OR SECURITY PROVIDED BY THE COMPANY
The
particulars of Loans, guarantees and investments under section 186 have been disclosed in
the financial statements.
PARTICULARS
OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
Particulars
of contracts or arrangements with related parties referred to in section 188 (1) of the
Companies Act, 2013 are given in form AOC-2, which is annexed to this report as "Annexure - I". Details of policy
determining material subsidiaries and the policy for dealing with related party
transactions can be accessed by clicking on the Companys website
https://snowman.in/investor-relations/.
ANNUAL
RETURN
Pursuant
to Section 92(3) read with Section 134(3)(a) of the Act, the Annual Return as on March
31,2024 is available on the Companys website at
https://drive.google.com/fileM/1t-F5GMETB54gKQWgn_TNGbeXvZ58BSre/view.
MATERIAL
CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY BETWEEN THE END OF
FINANCIAL YEAR AND THE DATE OF THIS REPORT
In
terms of Section 134(3)(l) of the Act, except as disclosed elsewhere in this report/
annual report, no material changes and commitments affecting the financial position of the
Company have occurred between the end of the financial year and the date of this report.
PARTICULARS
OF EMPLOYEES
Information
in accordance with Section 197 of the Companies Act, 2013 read with Rule 5 of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of
the employees of the Company is annexed herewith as "Annexure
- J".
SUBSIDIARIES/JOINT VENTUTES/ASSOCIATES
During
the year under review, the Company does not have any Subsidiary or Associate Company.
Information about Subsidiaries/Associate/Joint Ventures are given in Form AOC-1, which is
annexed as "Annexure - K" to this
report.
INSOLVENCY & BANKRUPTCY CODE, 2016
There
were no proceedings initiated/pending against your Company under the Insolvency and
Bankruptcy Code, 2016 which imparts the business of the Company.
DISCLOSURE UNDER SECTION 134(3)(M)
CONSERVATION
OF ENERGY
The
Company remains steadfast in its commitment to energy conservation by integrating advanced
technology, optimizing processes, and employing conventional methods on an ongoing basis.
As part of its shift towards renewable energy, the Company has implemented solar power
across various locations, including Kolkata, Vizag, Mumbai, Pune, Ballabgarh, Chandigarh,
Jaipur, Hyderabad, Bangalore, Cochin, Krishnapatnam, Chennai, Coimbatore, and Siliguri,
generating approximately 7,400,601 units of solar energy annually.
This
initiative, which supplies around 25% of the Companys energy needs, significantly reduces
carbon emissions. In addition, the Company has expanded its fleet with 12 new multi-brand
CNG trucks and converted 5 existing diesel vehicles to CNG models.
Embracing
environmentally friendly technology through the IFCs Tech Emerge Program, the Company has
introduced ULTRACOOL UNITS in several vehicles, enhancing fuel efficiency and reducing
consumption. The deployment of battery-operated Material Handling Equipment (MHEs) in all
warehouses and the use of VFD technology in compressors further optimize energy use.
Additionally,
the Company employs R 404 A refrigerant gas, known for its minimal impact on ozone
depletion, and utilizes Eutectic refrigerated systems in eight trucks for dairy and
ice-cream transportation, offering benefits such as no fuel requirement during delivery
and low maintenance costs.
The
Company is converting the existing 250 KV diesel generators at Ballabgarh to CNG
operation. This transition will eliminate fuel and energy requirements and significantly
reduce maintenance costs. Furthermore, the Company plans to install Adiabatic cooling
systems for condensers to enhance energy efficiency and reduce power consumption.
TECHNOLOGY
ABSORPTION
The
Company continues to lay emphasis on development and innovation of in-house technological
and technical skills to meet the specific customer requirements. Efforts are also being
made to upgrade the existing standards and to keep pace with the advances in technological
innovations.
FOREIGN
EXCHANGE EARNINGS AND OUTGOING
i)
Expenditure in foreign currency : INR 447.49 Lakhs
ii)
Earnings in foreign currency : Nil
OTHER
DISCLOSURES
a)
Your Company has not issued shares with differential voting rights and sweat equity shares
during the year under review.
b)
Your Company has complied with the applicable Secretarial Standards relating to Meetings
of the Board of Directors and General Meetings during the year
c)
the Company has adopted a policy on prevention of sexual harassment at workplace in line
with the requirements of the Sexual Harassment of Women at the Workplace (Prevention
Prohibition and Redressal) Act 2013. The said policy covers all employees with no
discrimination amongst individuals at any point on the basis of race, colour, gender,
religion, political opinion, social, origin or age. The Company has also complied with
provisions relating to the constitution of internal complaints committee under the Sexual
Harassment of Women at Workplace (Prevention Prohibition and Redressal) Act 2013. The
Company has an internal committee (which includes a woman member) to monitor the behaviour
of all employees and to redress complaints, if any. Further, the Company has not received
any complaint regarding sexual harassment in terms of the provisions of the Sexual
Harassment of Women at Workplace (Prevention Prohibition and Redressal) Act
2013.Maintenance of cost records and requirement of cost Audit as prescribed under the
provisions of Section 148(1) of the Companies Act, 2013 are not applicable to the business
activities carried out by the Company
d)
There are no significant material orders passed by the Regulators/Courts which would
impact the going concern status of the Company and its future operations.
e)
There was no instance of one-time settlement with any bank or financial institution.
f)
In line with our commitment towards the green initiatives and going beyond it, electronic
copy of the notice of 31st annual general meeting of the Company including the annual
report for FY 2023-24 are being sent to all members, whose e-mail addresses are registered
with the Company or depository participant(s) or depositories or registrar and share
transfer agent of the Company.
ACKNOWLEDGEMENTS
The
Board of Directors thank all the stakeholders of the Company including its customers,
shareholders, bankers, vendors for their continued support and assistance and look forward
to having the same support in our future endeavors. The Directors also place on record,
their sincere appreciation for significant contributions made by the employees towards the
success and growth of the Company.
For
and on behalf of the Board of Directors |
|
For
Snowman Logistics Limited |
|
Sd/- |
|
Place: New Delhi |
Prem
Kishan Dass Gupta |
Date: August 08, 2024 |
Chairman |
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