Mar 31, 2015
Snowman Logistics Limited (the 'Company') is engaged in cold chain business in India. Snowman offers a range of complete and unique facilities for transportation, storage,handling and retail distribution of frozen and chilled products.
The Company had changed its name from Snowman Frozen Foods Limited to Snowman Logistics Limited and obtained a fresh certificate of incorporation dated March 17, 2011. The equity shares of the Company were listed on The National Stock Exchange of India Limited and Bombay Stock Exchange of India Limited on September 12, 2014.
1. Share capital
Rights, preferences and restrictions attached to shares:
Equity shares :The company has one class of equity shares having a par value of Rs. 10 per share. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation, the equity share holders are eligible to receive the remaining assets of the company after distribution of all preferential amounts in proportion to their share holding.
(g) Shares reserved for issues under options
Refer Note 35 for details of shares to be issued under the Employees Stock Option Plan.
2. Reserves and surplus
Nature of security and terms of repayment for secured borrowings:
Nature of security Terms of Repayment
i) Term loan from Bank (HDFC Principal is repayable (for each Bank) amounting to Rs.479,000,000 disbursement) in 20 equal quarterly (2014:Rs.609,000,000)is secured instalments starting from by paripassu charge on all assets August 2013. namely fixed and current assets present and future of the company.
ii) Term loans from International Principal is repayable in 12 half Finance Corporation (IFC)amounting yearly instalments starting from to Rs. 425,001,668 (2014:Rs. January 2015. 450,000,000) are secured by paripassu charge on all assets namely fixed and current assets present and future of the company.
3. Contingent liabilities
Financial Guarantee 2,160,212 7,458,070
Performance Guarantee 12,900,000 259,472
Income Tax Matters (Amount paid under protest Rs. NIL) 770,643 770,643 (2014: Rs. 574,603)
Wealth Tax Matters (Amount paid under protest Rs. NIL) 301,833 301,833 (2014: Rs. 301,833)
Sales Tax Matters (Amount paid under protest Rs. NIL) 1,255,044 1,255,044 (2014: Rs. 480,051) 17,387,732 10,045,062
It is not practicable for the Company to estimate the timings of cash outflows, if any in respect of the above pending resolution of the respective proceedings.
4. Disclosures under Accounting Standard 15
a) Post Retirement Benefit- Defined Contribution Plans
The Company has recognised an amount of Rs. 8,058,827 (2014: Rs. 7,521,055) as expenses under the defined contribution plans in the Statement of Profit and Loss in respect of contribution to Provident Fund for the year ended March 31, 2015.
b) Post Retirement Benefit- Defined Benefit Plan
The Company makes provision for gratuity based on actuarial valuation done on projected unit credit method at each Balance Sheet date.
The Company makes annual contribution to the Gratuity Fund Trust which is maintained by LIC of India, a defined benefit plan for qualifying employees. The Scheme provides for lump sum payment to vested employees at retirement, death while in employment or on termination of employment as per provisions of Payment of Gratuity Act, 1972. The benefit vests after 5 years of continuous service.
The present value of the defined benefit obligation and the related current service cost are measured using the projected unit credit method with actuarial valuation being carried out at the BalanceSheet date.
(c) Other employee benefit plan:
The liability for leave encashment and compensated balances as at year end is Rs. 2,066,683 (2014: Rs. 2,453,240).
5. Employee stock option plan
Snowman Logistics Limited Stock Option Plan 2012 (ESOP 2012):
Pursuant to the resolution passed by the Shareholders at the Extraordinary General Meeting held on April 24, 2012, the Company had introduced new ESOP scheme for eligible Directors and employees of the Company. Under the scheme, options for 5,145,350 (fifty one lakh forty five thousand three hundred and fifty) shares would be available for being granted to eligible employees of the Company and each option (after it is vested) will be exercisable for one equity share of Rs. 10.60, Rs. 15.40 and Rs.18.30. Compensation Committee finalises the specific number of options to be granted to the employees. Vesting of the options shall take place over a maximum period of 3 years with a minimum vesting period of 1 year from the date of grant.
6. Related party disclosures
(a) Names of related parties and nature of relationship:
Gateway Distriparks Limited (till September 9, 2014 and associate company thereafter).
1. Gateway East India Private Limited
2. Gateway Distriparks (South) Private Limited (amalagamated with Gateway Distriparks Limited w.e.f. March 12, 2015)
3. Gateway Distriparks (Kerala) Limited
4. Gateway Rail Freight Limited.
5. Chandra CFS and Terminal Operators Private Limited
Key management personnel (KMP):
Mr. Ravi Kannan, CEO and Director
Mr. A M Sundar, CFO, Company Secretary and Compliance Officer
7. (a) Amount utilised for share issue expenses
Amount utilised for share issue expenses Rs. 138,440,409 includes payments made to merchant bankers, attorneys, consultants and registrars towards Initial Public Offering of shares.
8. Previous year figures
The previous years figures have been reclassified to conform to this years' classification.