SNOWMAN®€¦ · July 31, 2018 National Stock Exchange of India limited Exchange Plaza Bandra Kurla Complex Mumbai-400 050 Ph No: 2659 8452 Fax No: 2659 8237/38

July 31, 2018

National Stock Exchange of India limited Exchange Plaza Bandra Kurla Complex Mumbai- 400 050 Ph No: 2659 8452 Fax No: 2659 8237/38 Email: [email protected] Scrip Code: SNOWMAN

Dear Sir I Madam,

0 SNOWMAN®

BSE limited

za The Cold Cl1ain Company

Department of Corporate Services Phiroze Jeejeebhoy Towers Mumbai- 400 001 Ph No: 22727 1233/34 Fax: 22721072/2037/2061/41 Email: [email protected] Scrip Code: 538635

Sub: Outcome of the Twenty Fifth Annual General Meeting held on July 30, 2018 & compliance requirements detailed under Regulation 44 of SEBI {Listing Obligations and Disclosure Requirements), Regulations, 2015.

With reference to the above captioned subject, this is to inform that the following businesses were transacted by the members of the company at the Twenty Fifth Annual General Meeting held on Monday, 30'h Day of July, 2018 at Silver Jubilee Hall, Second Floor, Navi Mumbai Sports Association, Near MGM Hospital, Sector 1A, Vashi, Navi Mumbai- 400 703 at 10.30 AM.

The Company had intimated that Monday, July 23, 2018 will be the cut-off date for determining the shareholders who would be eligible to cast their vote electronically or by way of poll. Thee-voting began on Friday July 27, 2018 (9.00 AM) and ended on Sunday, July 29, 2018 (5.00 PM). The company had appointed Mr. Nagendra D Rao, Practising Company Secretary as the Scrutinizer for thee-voting and poll process.

Based on the results of thee-voting and poll submitted by Mr. Nagendra D. Rao, Scrutinizer, the outcome of the Annual General Meeting is as follows:

Voting Results- 25th Annual General Meeting

Sr. No. Particulars

1

2

3

Date of the AGM

Total number of shareholders on record date.

No. of Shareholders present in the meeting either in person or through proxy:

Promoters and Promoter Group:

Public: ~· Col porate 01 nee

Snowman Logistics Ud. No: 54, Old 1\iladras Road, Virgo Nagar, Bangaiore- 560 049, !<:arnataka T (080) 67693700 F (080) 67693700

Details

July 30, 2018

78,859

56

1

55

Regd. Office: Plot No. M-8, Taloja industrial Area, fVllDC, Rafgacl, Navi Mumbai, rvia·A.~rashtra·<:.4.i0206 C!r-1: L15122MH1993PLC285633 T+91 22 39272004 E [email protected] W www.sn.o\ri.rman.in·

No. of Shareholders attended the meeting through Video Conferencing:

Promoters and Promoter Group:

4 Public: Not Applicable

All the above resolutions were passed with requisite majority. We also enclose herewith Scrutinizers Report issued by Mr. Nagendra D Rao, Practising Company Secretary along with the Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015 format for your record.

We request you to kindly take the above information on record in terms of the compliance requirements detailed under Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015.

Thanking you,

:·:~:?'e~";:, ·=~ .4 CFO, Company Secretar.:y:&.Cornpffance officer

.: ... :;"-•-'• "-,. ,.

Encl : As stated above.

Resolution Required : (Ordinary) 1- Adoption of Annual Accounts for the year ended March 31, 2018

W hether prom oter/ promoter g roup are

interested in the agenda/resolution? No

Category Mode of % of Voting %of Votes Votes in

No. of No. of Polled on No. of No. of · favour on %of Votes No. of shares votes outstanding Votes- in Votes - votes against on votes held polled shares favour Against polled votes polled Invalid [1] [2] [3]={[2]/[1]} [4] [5) [6] ={[ 4)/[ [7]={[5]/[2]} [8)

*100 2]}*100 *100

E-Voting 67254119 100.0000 67254119 0 100.0000 0.0000 0

Promoter and Poll 0 0.0000 0 0 0 .0000 0.0000 0 Promoter Postal 67254119 Group Ballot 0 0 .0000 0 0 0.0000 0.0000 0

Total 67254119 100.0000 67254119 0 100.0000 0.0000 0

E-Voting 764370 43.2403 764370 0 100.0000 0.0000 0

Poll 0 0.0000 0 0 0.0000 0.0000 0 Public

1767725 Institutions Postal

Ballot 0 0.0000 0 0 0.0000 0.0000 0

Total 764370 43.2403 764370 0 100.0000 0.0000 0

E-Voting 741973 0 .7566 741700 273 99.9632 0.0368 0 ,.

Public Non Poll 104399 0 .1065 104399 0 100.0000 0.0000 0

Institutions Postal 98066151

Ballot 0 0.0000 0 0 0.0000 0.0000 0

Total 846372 0.8631 846099 273 99.9677 0.0323 0 f-

Total 167087995 68864861 41.2147 68864588 273 99.9996 0.0004 0

~~

Resolution Required : (Ordinary) - 2- Re-appointment of Mr. Prem Kishan Dass Gupta, who retires by rotation.

Whether promoter/ promoter group are interested in the agenda/resolution? No

Category Mode of %of Voting %of Votes Votes in

No. of Polled on No. of No. of favour on %of Votes No. of No. of votes outstanding Votes - in Votes - votes against on votes

shares held polled shares favour Against polled votes polled Invalid

[1] [2] (3]={[2]/[1]} (4] [5] [6]={[4]/[ [7] ={[5]/[2]} (8] *100 2]}*100 *100

- - -E-Voti'lg I 67254119 100.0000 67254119 0 100.0000 0.0000 0 -

Promoter and Poll 0 0 .0000 0 0 0.0000 0.0000 0 Promoter Postal 67254119 Group Ballot 0 0.0000 0 0 0 .0000 0.0000 0 ·-

Total 67254119 100.0000 67254119 0 100.0000 0.0000 0

43.2403' ' E-Voting 764370 420356 344014 54.9938 45.0062 0

Poll 0 0.0000 0 0 0 .0000 0.0000 0 Public

1767725 Institutions Postal

Ba llot 0 0.0000 0 0 0.0000 0.0000 0

Total 764370 43.2403 420356 344014 54.9938 45.0062 0 .. E-Voting 301973 0 .3079 278309 23664 92.1635 7.8365 0

r--Poll 104399 0 .1065 104399 0 100.0000 0.0000 0

Public Non 98066151

Institutions Postal Ballot 0 0.0000 0 0 0.0000 0.0000 0 -Total 406372 0.4144 382708

1-23664 94.1768 5.8232 0

Total 167087995 68424861 40.9514 68057183 367678 99.4627 0.5373 0

~~

Resolution Required : (Ordinary) 3 - Re-appointment of Ms. Mamta Gupta, who retires by rotation.


Category Mode of % of Voting % of Votes Votes in

No. of Polled on No. of No. of favour on % of Votes No. of

No. of votes outstanding Votes- in Votes - votes against on votes shares held polled shares favour Against polled votes polled Invalid

[1] [2] [3]={[2]/[1]} (4] [5] [6]={[4)/[ (7]={[5]/[2]} [8] *100 2]}"'100 *100

E-Vot ing 67254119 100.0000 67254119 0 100.0000 0.0000 0

Promoter and Poll 0 0.0000 0 0 0 .0000 0.0000 0 Promoter 67254119 I

Postal Group Ballot 0 0 .0000 0 0 0.0000 0 .0000 0

Total 67254119 100.0000 67254119 0 100.0000 0.0000 0

E-Voting 764370 43.2403 764370 0 100.0000 0.0000 0

Public Poll 0 0.0000 0 0 0.0000 0.0000 0 .


Ballot 0 0.0000 0 0 0.0000 0.0000 0 I

Total 764370 43.2403 764370 0 100.0000 0.0000 0 I

E-Voting 301973 0.3079 269843 32130 89.3600 10.6400 0 i ,.

Public Non Poll 104399 0.1065 104399 0 100.0000 0.0000 440000 .

98066151 .

Institutions Postal

Ballot 0 0.0000 0 0 0.0000 0 .0000 0 1

Total 406372 0.4144 374242 32130 92.0935 7.9065 0

Total 167087995 68424861 40.9514 68392731 ..

32130 99.9530 0.0470 440000

~_/1

4- Appointment of Mr. Sunil Prabhakaran Nair (DIN: 03454719) as Chief Executive Officer and Resolut ion Required: (Special) Whole Time Director of the Company


Category Mode of %of

Voting % of Vo tes Votes in No. of Polled on No. of No. of. f avour on % of Votes No. of

No. of votes outstandin Votes- in Vot es- votes against on votes

shares held polled g shares favour Against p o lled votes polled Invalid

[1] (2] [3]={[2]/ (1] (4) [5] (6)={[4]/[ (7]={[5]/(2]} [8] }*100 2]}*100 *100

E-Voting 67254119 100.0000 67254119 0 100.0000 0.0000 0

Promoter and Poll 0 0.0000 0 0 0.0000 0.0000 0

Promoter Postal 67254119 Group Ballot 0 0.0000 0 0 0.0000 0.0000 0

Total 67254119 100.0000 67254119 0 100.0000 0.0000 0

E-Voting 764370 43.240~ 420356 344014 54.9938 45.0062 0

Public Poll 0 0.0000 0 0 0.0000 0.0000 0


Ballot 0 0 .0000 0 0 0 .0000 0.0000 0

Total 764370 43 .2403 420356 344014 54 .9938 45.0062 0

E-Voting 741973 0.7566 741231 742 99.9000 0.1000 0 ,.

Public Non Poll 104399 0.1065 104399 0 100.0000 0.0000 0


Ballot 0 0.0000 0 0 0.0000 0.0000 0

Total 846372 0 .8631 845630 742 99.9123 0.0877 0

Total 167087995 68864861 41.2147 68520105 • 344756 99.4994 0.5006 0

~~

Nagendra D. Rao, s.com., LL.B., F.c.s.

Practising Company Secretary

lui·; 3 1, 2 0 1 8 •

To.

Tlw Chairman, Snl!wman Logistics Limited, Plot No. M-8. Taloja Industrial Area, Mil)(, Navi Mumbai- 410 206

Dear Sir,

Suh: Consolidated - Scrutinizer's Report conducted through e-votin& pursuant to the provisions of Section 108 of the Companies Act. 2013 ("'the Act") read with Rule 20 (3) (xi1) of the Companies (Mana&ement and Administration) Rules. 2014 and PoiJ in w.rsul:!nt to S.cction 109 of the Companies Act. 20.13.

I, Nagendra D Rao, Practicing Company St>cretary, had been appointed as the Srrutini'l.er by the Bo< rd of Directors of Snowman Logistics limited vide resolution dated May 15. 20 I H pursuant to )ection 108 of the Com panies Act, 2013 read with Rule 20 (~) (xii) of the Companit.•s (M<tnagement and Administration) Rules, 2014, for the purpose of scrutinizing t•-voting process in r fair and transparent manner and voting on poll conducted for business to be trcmsarted ell

the 251 • Annual General Meeting of the Shareholders of tlw Company held on Monday. July 30. 2018 at Silver juhilee Hall, Second Floor, Navi Mumba1 Sports Association, Near MCM Hospital, Sector lA. Vashi, Navi Mumbai- 400 703 at 10.30 a.m.

Accord ingly, Snowman Logislics Limited has made C.ltTangement with the sy~tem providvr viz, Central Depository Services (India) Limited (CDSL) for providing a system of rt•cording votes of the shareholders electronically through e-voting. Necessary Instructions in this regard to he follc)wed by the Sharehold ers have also heen duly mentioned in the Annu<tl General Meeting Notice dated May 15,20 18 sent to the slwreholders by Courier to their regtsten•d address .

•

The shareholders of the Company holding shctrl'S as on "rut-orr· clalP July 23, 201 B vverP entitled to vote on the resolution as contained in the Notice of the Annual General Mt•eting and the total shareholders of the Company as on the "cut-off' date were 78,859.

Pur::;uant to Rule 20 (3) of the Companies (Management and Administration) Rules, 20 Ill. an adv=rtisemenl wa~ published by the Company in Business Staruh1rd, Englio.;h Nl''.-vspaper and Sak.1al in Maratht Newspaper on July 05, 2018 informing about thl' completion of dispatch of tlw notices along with other related matters menlioned then)in.

The e-voli ng per iod commences on Fnday, July 27, 20 I B (9:00 Af\·1) and l'tHJs on Sunday. july 2tJ, 20 18 (5:00 PM).

The votes cast under e-voting facility were thereafter unblocked in the presence of twu wit11esse~ who were nut in the employment of the Company and :1fter the conclusion of the voting at the Annual General Meeting the votes cast there under werP rountecl.

I

I tmve scrutinized and reviewed the e-voting and votes tendered therein based on the data doVJnloaded from the Central Depository Services (India) Limited (CDSL) e-voting system.

After the closure of the voting atlhe Annual General Meeting, the report on the pollwken at the me(?ting was generated in my presence and the voting was diligently scrut inized.

Th( total number of Members present at the 25th Annual General Meeting were 56 (Fifty Si:-.) in person or through Authorised Representatives and Proxy detailed as under.

... ,)f. Category of Shareholders present in In Numbers No. per~on _/ proxy - -1 Promoter and Pr.2._moter Gro_!.t.P 1 -2 Authorised Represcntalive(s) for Body 2

Corporate s - --- I -- --3 Public 52 4 I Proxy I I

•

Total I 56 -

I n·JW submit my Con~oltdated Report on Lhe evoting proces<:; and poll conduued al the 2Sr' 'Annual General Meeting of lhe Shareholders of the Company in respect of the helow mentioned resolutions.

1. Resolution No.1:- To receive, consider and adopt the Balance Sheet as al March3l, 2018 and Stalement of Profit & Loss for the year ended as on that date and the Cnsh Flow Statement tog•)ther with the Reports of the Directors and Auditors thereon.

Type of Resolution - Ordinary Resolution

(i) Voted in favour of the Resolution:

l\1ode of Number of Members Voting voted through electronic

system and Poll at the venue

f- --£·-voting 57 -- -Poll 27 1'otal 84

(ii) Voted against the Resolution:

Mode of Number of Members Voting voted through electronic


c-votin 6 r-oll 0 Total 6 -

J -

Number of Votes Cast • m favour of the Resolution

I

6,87,60,189 +- -

1,04,399 I 6,88,64,588

Number of Votes Cast Against the Resolution

273 0

l_ 273

..

+-

---t

l-

I

.... I

0/o of • m re

----------of total number valid votes cast favour of the

solution - -----l <J9 .811 -~

0.1 5 - -99.99

-0/o of total number of valid votes cast against the resolution -

0.01 0

0.01

--

(iii) Invalid Votes:

- M_o_d_c ___ o_t_· r-T- o-ta_I_ N_u_m_ b_e_r_ o_f_m_ e_m_b_e_r_s_· -,-vh- os- e I Total number

_y oting votes were dec Ia red _i n_v_a_l_id ____ ___.

1

f-t.;._h __ e;_•_-n~~

-of Votes Cast by

J~;_-v.;._o;:;...t:..;;_i n;_t, g..,__ __ -t-- ___ __Q _ Q. __ ~P_o~l~l _____ ~---------------0 ____________ ~~-----------~

Total 0 i 0

Remarks: The Ordinary Resolution No.1 as mentioned above is passed by requiste Majority.

11. nesolution No.2:- To re-appoint Mr. Prem 1\tshan Oass Gupta (DIN: 00011670), Chairman & Dir~ctor who retires bv rotation and heing eltgiblc, offers himself for re-appointment.

Type of Resolution- Ordinary Resolution

(i) Voted in favour of the Resolution :

-Mode of Number of Member~

\'oting voted through electronic system and Poll at the venue

F-voting 46

Poll 27 ·- - -

1 otal 73 -


-Mode of Number of Members Voting voted through electronic


E·voting 16 P::>ll 0 Total 16


-

Number of Votes Cast • favour of m the Resolution

6,79,52,784

1,04,399 :~

6,80,57,183 - --


-3,67,678 -

0

~

o;o of • m res

-

of total number valid votes cast favour of the

olution --------1

99.3 1 0.15 --

99.46

0

0

a r

Vo of total numbe;J f valid votes cast gainst the esolution

·- -- ~~

0.54

0 3,67,678 I 0.54

Mode of Total Number of members whose I Total number of Votes Cast by I I Voting votes were declared invalid - - -

~-voti11_g 0 Poll 0 -T•>tal I 0

, them -- -

-- ~

I •

0

0 0

- ..

Remarks: The Ordinary Resolution No.2 as mentioned above is passed by requisite majority.

IJI. Resolution No. 3:- To re-appoint Mrs. Mamta Gupta, (DIN: 001609 16 ), Director, who retires by rc tali on and being eligible, offers herself for reappointment.

3

Tyoe of Resolution- Ordinary Resolution

(iJ Voted in favour of the Re<;olution:

-\'lode of Number of Members Voting voted through electronic


f- -

--Numb Cast

. I

cr of Votes n favour of solution theRe

-

0/t, of total number of valid votes cast in favour of the resolution

~~~-voting 44 6. -- __ ;,__:_ ____ -i

82,88,_3 3_2_--t----=---99 .80 ,04,399 0.15

--Poll 27 1

~- ----1 Total 71 6, 83,92,731 99.95


! Mode of Nu1nber of Members Voting voted through electronic


~ -- -E-voting 18 f'oll 0 1'otal 18 --


-


- -32,130

0 -- - t 32,130 - - -

___ _..

-0 Vo of total number of valid votes cast against the resolution - - - -

0.05 - - ---0

0.05 -

Mode of Total Number of members whose Total nu mber of Votes Cast by \r_9li_!!g_ votes were declared invalid them - - ---E-voting l - .

4,40,000 - --~

Poll 0 -- - ~

Total 1 l

0 ---~~---- -i 4,40,000 J -

Remarks: The Ordinary Resolution No. 3 as mentioned above is passed by requisite majority.

IV. nesolution No. 4 :- Appointment of Mr. Sunil Prabhakaran Natr (DIN: 034547 19) as Chief Execultve Officer and Whole Time D11 ector of the Company.

Typt> of Resolution - Special Resolution

(i) V:>ted In favour of the Resolution :

·-------,..---- ----- ......... .. of I Number of Members Number of Votes

f-

Mode Voting

E-votin J

Pc II Total

voted through electronic I Cast in favour of system and Poll at the the Resolution venue --- -- - r 52

27 79 -

4

I

Ofo OftotaJ nu-mber 1 of valid votes cast in favour of the resolution -

99.35 0.15 -

(i i) Voted against the Resolution:

-Mode of Number of Members Number of Votes r 0/o of total number 1

valid votes cast Voting voted through electronic Cast Against system and Poll at the Resolution venue ,... ___

E-voting 11 3,44,756 I' oil 0 0 -Total 11 I 3,14,756

(iii 1 Invalid Votes ·

r-·

Mode of Total Number of members whose Total Voting votes were declared invalid them -1:-voting - 0 I

0 j_ Poll ----t Total 0

the of • ag I re

ainst the solution --

+-0.50

- -----1 0 r

I _ 0.50 ___ _j

number of Votes Cast by 1

- -

-

0 0

0

----------!

~

Remarks: The Special Resolution No. 4 as mentioned above is passed by requisite ma_~ ority.

The register, all other papers and relevant records relating to electronic voting and Poll shall re1rain in our safe custody until the chairman considers. approves and signs the Minutes of the aforesaid Annual General Meeting and the same are handed over to the Company Secretary for safe:- l<eepmg.

I further wish to inform that the Report of Scrutinizer pursuant to Section 109 of the Companies Act, 2013 read with Rule 21 (2) of the Companies (Management and Administrc.1tton) Rules. 20 14] with regard~ to the Poll is being submitted .)eparately in Form No MGT - 13.

Thanking You,

Yours Fai hfully,

Nagendra D Rao Prae:tising Company Secretary

Documents

SNOWMAN®€¦ · July 31, 2018 National Stock Exchange of India limited Exchange Plaza Bandra Kurla Complex Mumbai-400 050 Ph No: 2659 8452 Fax No: 2659 8237/38