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Snowman Logistics Ltd.

BSE: 538635 Sector: Others
NSE: SNOWMAN ISIN Code: INE734N01019
BSE 00:00 | 22 Mar 32.16 1.06
(3.41%)
OPEN

31.39

HIGH

32.80

LOW

31.39

NSE 00:00 | 22 Mar 32.25 1.10
(3.53%)
OPEN

31.45

HIGH

33.00

LOW

31.20

OPEN 31.39
PREVIOUS CLOSE 31.10
VOLUME 44459
52-Week high 44.00
52-Week low 24.40
P/E 67.00
Mkt Cap.(Rs cr) 537
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 31.39
CLOSE 31.10
VOLUME 44459
52-Week high 44.00
52-Week low 24.40
P/E 67.00
Mkt Cap.(Rs cr) 537
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Snowman Logistics Ltd. (SNOWMAN) - Director Report

Company director report

To

The Members

The Board of Directors are pleased to present the Annual Report of the Company togetherwith the Audited Statements of Account for the financial year ended 31 March 2022.

The cold chain industry in recent year has seen an upsurge in its demand owing to thespurt in e-comm industries and boom in traditional pharma and FMCG companies. To cater toexacting demands of customers in terms of quality time price service and documentationthe need for responsive and agile logistic companies are the need of the hour and Snowmanis taking lead in instituting mechanisms and practices to address the same.

Despite the ongoing challenges of the pandemic through technological innovationscapital expenditure focus on our people and continuing sustainability measures Snowmanhas been able to maintain its leadership position in the industry while at the same timeexpanding capacities and entering new lines of business. The Company is also focused onsustainability measures to improve our footprint on the environment. We are using rooftopsolar power wherever possible and have undertaken new initiatives together with IFC undertheir TechEmerge programme that enables us to get access to latest innovations around theworld.

Financial Performance

(Rs.in lakhs)
Particulars 2021-22 2020-21 Growth
Pallet Capacity 117526 107450 9%
Fleet Strength 251 261 (4%)
Revenue From Operations 28617 23710 21%
Other Income 408 347 18%
Total Income 29025 24057 21%
EBITDA 7379 6847 8%
EBITDA% 25% 28%
PBT 400 243 65%
PBT% 1% 1%
PAT 168.00 6.00
PAT% 1% 0.0%

Management Discussion & Analysis

During the year 2021-22 the company clocked revenues of INR. 286.17 Crores as againstto INR. 237.10 Crores during the previous year. EBITDA increased to INR. 73.79 Crores fromINR. 68.48 Crores as compared to previous financial year and PAT increased to INR 1.68Crore from INR. 0.06 Crore during the previous year.

Key Financial ratios

Particulars 2021-22 2020-21 Reasons for significant change (i.e. change of 25% or more as compared to Variation the immediately previous financial year)
Return on Net Worth (%) 1% 1% 0%
Return on Capital Employed (%) 4% 4% 0%
Basic EPS (after exceptional items) (Rs.) 0.10 0.00 100% Due to increase in profit as compared to last year
Debtors turnover Ratio (Days) 56 56 0
Interest coverage ratio 13 13 0 Finance cost on new loan obtained for projects capitalized during the year
Current ratio 2 3 -25% Due to utilization of funds for capex payments
Debt equity ratio 29% 20% 9% Due to new loan addition for projects capitalized during the year
Operating profit margin (%) 8% 8% 0%
Net profit margin (%) 1% 1% 0%

Operations

Through a continued focus on use of technology and automation of standard operatingprocedures the company has been able to increase efficiencies in operations year on yearwhich not only results in higher customer satisfaction in an industry where bothtemperature and timeliness are critical but also helps in controlling operating costs.Our focus on enhanced safety and hygiene measures during the pandemic has been widelyappreciated by all our customers.

Outlook

The logistics market in India is expected to grow in double digits in the coming yearsand especially the cold chain industry is set to see an uptick in volumes. With theGovernment of India according the infrastructure status to the industry it has becomeeasy for investment inflows which forms a major growth driver for the logistics industry.eCommerce Pharma FMCG manufacturing segments which are highly anchored on the efficientlogistics are expected to propel its exponential growth. With good supportinginfrastructure automated material handling systems and high digital penetration theIndian logistics industry can leapfrog its status in the global market.

Competition

While Snowman has been the market leader in the cold chain industry we're alwaysworking to improve and maintain our competitive edge. We set ourselves apart from ourcompetitors by our continuous focus on improvement in areas like efficiency costproductivity people processes and adoption of technology. Our efforts to establishstrategic and proactive interaction with our major stakeholders enable us to have a betterunderstanding of our business drivers and societal demands. It also helps us in stayingcompetitive by allowing us to adapt to changing demands.

Cautionary Statement

Statements made in this report particularly those which relate to ManagementDiscussion and Analysis describing the Company's objectives projections estimates andexpectations may constitute "forward looking statements" within the meaning ofapplicable laws and regulations. Actual results might vary materially from those eitherexpressed or implied.

Share Capital

The paid-up share capital of your company is 167087995 equity shares of Rs.10/- each.There were no changes during the year.

Dividend

Keeping in mind the Company's growth plans and hence the need to conserve cash theBoard of Directors have not recommended any dividend for the year.

Dividend Distribution Policy

The Dividend Distribution Policy in terms of Regulation 43A of the Securities andExchange Board of India (Listing Obligations and Disclosure Requirements) Regulations2015 ("SEBI Listing Regulations") is available on the Company's website athttps://snowman.in/snowman-policy/.

Board of Directors

As on date the Board of Directors of the Company comprises 8(Eight) Directors of whichfour are Non-Executive Independent Directors in terms of SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015 and Section 149(6) of the Companies Act 2013.

At the 28th Annual General Meeting (AGM) held on September 03 2021 the shareholdersof the Company approved the following:

1. Re-appointment of Mr. Sunil Prabhakaran Nair (DIN: 03454719) as Chief ExecutiveOfficer and Whole-Time

Director of the Company for a period of three years with effect from February 13 2021

2. Re-appointment of Mr. Bhaskar Avula Reddy (DIN: 06554896) as an Independent Directorof the Company for a term of 5 (Five) consecutive years effective from 27 April 2021

3. Re-appointment of Mr. Arun Kumar Gupta (DIN: 06571270) as an Independent Director ofthe Company for a term of 5 (Five) consecutive years effective from 27 April 2021.

4. Re-appointment of Mr. Anil Aggarwal (DIN: 01385684) as an Independent Director ofthe Company for a term of 5 (Five) consecutive years effective from 29 October 2021.

Mr. Samvid Gupta (DIN 05320765) and Mr. Ishaan Gupta (DIN 05298583) retires by rotationand being eligible offers themselves for re-appointment. Resolution seeking shareholders'approval for their re-appointment along with other required details forms part of theNotice.

All Independent Directors have given declarations stating that they meet the criteriaof independence as laid down under Section 149(6) of the Companies Act 2013 and SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015.

The information related to remuneration of director as required under Section 197(12)of the Act is given at the end of the report.

Nomination Remuneration and Board Evaluation Policy

The Nomination Remuneration and Board Evaluation Policy contains the criteria fordetermining qualifications positive attributes and independence of a director and policyrelating to the remuneration for the directors key managerial personnel and otheremployees of the Company. The Nomination and Remuneration Policy forms part of this reportas "Annexure C" and are also available on the website of the Company.

Board Evaluation

Pursuant to the provisions of the Companies Act 2013 and SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015 the Board has carried out an annual evaluationof the performance of the Board its Committees and of individual directors as well as theevaluation of the working of its Committees. The manner in which the evaluation has beencarried out has been explained in the Corporate Governance Report.

Meetings

During the year 4 (Four) Board Meetings and 4 (Four) Audit Committee Meetings wereconvened and held the details of which are given in the Corporate Governance Report. Theintervening gap between the Meetings was within the period stipulated under the CompaniesAct 2013.

Directors' Responsibility Statement

In terms of Section 134(3)(c) of the Companies Act 2013 with respect to Directors'Responsibility Statement it is hereby confirmed that:

(a) in the preparation of the annual accounts the applicable accounting standards hadbeen followed along with proper explanation relating to material departures;

(b) the directors had selected such accounting policies and applied them consistentlyand made judgments and estimates that are reasonable and prudent so as to give a true andfair view of the state of affairs of the company at the end of the financial year and ofthe profit and loss of the company for that period; (c) the directors had taken proper andsufficient care for the maintenance of adequate accounting records in accordance with theprovisions of this Act for safeguarding the assets of the company and for preventing anddetecting fraud and other irregularities; (d) the directors had prepared the annualaccounts on a going concern basis; and (e) the directors had laid down internal financialcontrols to be followed by the company and that such internal financial controls areadequate and were operating effectively.

(f) the directors had devised proper systems to ensure compliance with the provisionsof all applicable laws and that such systems were adequate and operating effectively.

Corporate Governance

As per SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 adetailed report on corporate governance practices followed by the Company together withthe certificate from the Company's Statutory Auditor confirming compliance forms part ofthis report as "Annexure A"

Business Responsibility Report

Pursuant to Regulation 34(2)(f) of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 read with SEBI Circular No. CIR/ CFD/CMD/10/2015 dated 4November 2015 the ‘Business Responsibility Report' (BRR) of the Company for FY2021-22 is forming part of the Annual Report. The report is annexed herewith as "AnnexureJ"

Auditors

Statutory auditors

Pursuant to Provisions of Section 139 of the Companies Act 2013 and the rules framedthereunder M/s S.R. Batliboi & Co.LLP (Firm Registration number 301003E/E300005)Chartered accountants were appointed as statutory Auditors of the Company from theConclusion of the 24th Annual General Meeting of the company held on 2nd August 2017 tillthe conclusion of the 29th AGM to be held in the calendar year 2022.

The Board at its meeting held on April 25 2022 has recommended the re-appointment ofM/s S.R. Batliboi & Co.LLP

Chartered Accountants as the statutory auditors of the Company for a second term offive consecutive years from the conclusion of the twenty-nineth Annual General Meetingscheduled to be held in the year 2022 till the conclusion of the thirty-fourth AnnualGeneral Meeting to be held in the year 2027 for approval of shareholders of the Companybased on the recommendation of the Audit Committee.

Secretarial Audit

Pursuant to the provisions of Section 204 of the Companies Act 2013 and the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 the Company hasappointed Mr. Nagendra D Rao Practicing Company Secretary to undertake the SecretarialAudit of the Company. The report is annexed herewith as

"Annexure B"

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 theSecretarial Compliance Report from Mr. Nagendra D Rao Practicing Company Secretary .Thereport is annexed herewith as "Annexure H"

Insider Trading Regulations

Based on the requirements under SEBI (Prohibition of Insider Trading) Regulations1992 as amended from time to time the code of conduct for prohibition of insidertrading as approved by the Board is in force by the Company.

The Company also adopts the concept of Trading Window Closure to prevent itsDirectors Officers designated employees and other employees from trading in thesecurities of the Company at the time when there is unpublished price sensitiveinformation. The Board has appointed Mr. Kiran George Company Secretary as the Compliance

Officer under the Code.

Risk Management

Your Company has adopted risk management policy to identify evaluate monitor andminimize identifiable risks.

The aim of the Risk Management policy is to maximize business potential whileminimizing the risks/adversities to ensure sustainable business growth with stability.

Board of Director of the Company has constituted Risk Management Committee which isresponsible for ensuring that the Company maintains effective risk management and internalcontrol systems and processes and provides regular reports to the Board of Directors onthe effectiveness of the risk management program in identifying and addressing materialbusiness risks. Risk Management Policy can be accessed by clicking on the Company'swebsite www.snowman.in.

Corporate Social Responsibility

Particulars of Corporate Social Responsibility (CSR) activities are given in the Formwhich is annexed to this Report as "Annexure D".

Internal Control and Internal Audit

The Company has in place adequate systems of Internal Control to ensure compliance withpolicies and procedures. The Company has a system of carrying out internal audit coveringall business processes to review the internal control systems. The internal control systemand mechanism is reviewed periodically by the Audit Committee to make it robust so as tomeet the challenges of the business.

Vigil Mechanism

The Company has a vigil mechanism in place named as Whistle Blower Policy to reportconcerns to the management about unethical behavior actual or suspected fraud orviolation of the Codes of conduct. The details of the Whistle Blower Policy is explainedin the Corporate Governance Report and also posted on the website of the Company.

Related Party Transactions

The related party transactions as per the Companies Act 2013 and SEBI (ListingObligations and Disclosure

Requirements) Regulations 2015 during the financial year ended March 31 2022 aregiven below. Suitable disclosure as required by the Indian Accounting Standards has beenmade in the notes to the Financial Statements.

The company purchased a land parcel from Gateway Distriparks Limited for Rs.1.16 Croresfor construction of access road at Krishnapatanam in the ordinary course of business. Theabove transaction has been carried out at the prevailing market price after getting avaluation from an Independent valuer.

The company has paid rental amount of Rs. 3.64 Lakhs to Gateway Distriparks Ltd duringthe financial year as part of the rental agreement entered into with Gateway DistriparksLimited on September 11 2017 at Krishnapatnam in the ordinary course of business. Theabove transaction has been approved vide Board resolution dated August 10 2017 andconducted at arm's length basis.

Particulars of Loans Given Investments Made Guarantees Given or Security Provided bythe Company

The Company has not given any loan or any guarantee or security.

Particulars of Contracts or arrangements with related parties

Particulars of contracts or arrangements with related parties referred to in section188 (1) of the Companies Act 2013 are given in form AOC-2 which is annexed to thisreport as Annexure G. Details of policy determining material subsidiaries and thepolicy for dealing with related party transactions can be accessed by clicking on theCompany's website www.snowman.in.

Annual Return

Pursuant to Section 92(3) read with Section 134(3)(a) of the Act the Annual Return ason March 31 2022 is available on the Company's website athttps://snowman.in/disclosure-under-regulation-46-of-sebi-lodr-regulations/annual return2021-22.

Human Resources

The Company is committed to provide a healthy environment to all employees and thusdoes not tolerate any discrimination and/or harassment in any form. The Company has inplace a Prevention of Sexual Harassment (POSH) policy in line with the requirements of theSexual Harassment of Women at Workplace (Prevention Prohibition and Redressal) Act 2013.No complaints were received by the Company during the period under review.

The total number of employees as on 31 March 2022 was 451 as against 424 as on 31 March2021.

Particulars of Employees

Information in accordance with Section 197 of the Companies Act 2013 read with Rule 5of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 inrespect of the employees of the Company is annexed herewith as "Annexure E"

Subsidiaries/Associates

Information about Subsidiaries/Associate/Joint Ventures are given in Form AOC-1 whichis annexed as Annexure F to this report.

Disclosure under Section 134 (3) (m) Conservation of Energy

The Company continues to give the highest priority for conservation of energy by usinga mix of technology changes process optimization methods and other conventional methodson an on-going basis.

The company as part of its transition to renewable energy has taken initiative to useSolar at Kolkata Vizag Mumbai Pune Surat Ballabgarh Chandigarh Jaipur HyderabadBangalore Cochin Krishnapatnam Siliguri warehouses. Further during the FY 2021-22 thecompany has purchased 5 CNG new multi-brand trucks.

Technology Absorption

The Company continues to lay emphasis on development and innovation of in-housetechnological and technical skills to meet the specific customer requirements. Efforts arealso being made to upgrade the existing standards and to keep pace with the advances intechnological innovations.

Foreign Exchange Earnings and Outgoing

i) Expenditure in foreign currency : Rs. 120.65 Lakhs ii) Earnings in foreign currency: Nil

Other Disclosures

a) Your Company has not accepted any deposits from the public and as such no amount onaccount of principal or interest on public deposits was outstanding as on the date of thebalance sheet.

b) Your Company has not issued shares with differential voting rights and sweat equityshares during the year under review. c) Your Company has complied with the applicableSecretarial Standards relating to ‘Meetings of the Board of Directors' and‘General Meetings' during the year d) Maintenance of cost records and requirement ofcost Audit as prescribed under the provisions of Section 148(1) of the Companies Act 2013are not applicable to the business activities carried out by the Company e) There are nosignificant material orders passed by the Regulators/Courts which would impact the goingconcern status of the Company and its future operations.

Acknowledgements

The Board of Directors thank all the stakeholders of the Company including itscustomers shareholders bankers vendors for their continued support and assistance andlook forward to having the same support in our future endeavors. The Directors also placeon record their sincere appreciation for significant contributions made by the employeestowards the success and growth of the Company

For and on behalf of the Board of Directors
For Snowman Logistics Limited
Place: New Delhi Prem Kishan Dass Gupta
Date: April 25 2022 Chairman

.