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Texmaco Rail & Engineering Limited Capital/Financing Update 2025

May 14, 2025

61835_rns_2025-05-14_4bf542d6-490b-4407-a89e-a002c06c182b.pdf

Capital/Financing Update

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14[th] May, 2025

National Stock Exchange of India Ltd. Exchange Plaza, C-1, Block G, Bandra Kurla Complex Bandra (E), Mumbai – 400051 Symbol - TEXRAIL

BSE Limited P. J. Towers, Dalal Street, Mumbai – 400001 Scrip Code - 533326

Dear Sirs,

Pursuant to the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 & the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, we are enclosing herewith the draft Monitoring Agency Report(s) for the quarter ended 31[st] March, 2025 issued by the Monitoring Agency, CARE Ratings Limited appointed for qualified institutions placement & preferential issue.

Thanking you,

Yours faithfully,

For Texmaco Rail & Engineering Limited

SANDEEP Digitally signed by SANDEEP KUMAR KUMAR SULTANIA Date: 2025.05.14 SULTANIA 17:51:21 +05'30'

Sandeep Kumar Sultania Company Secretary & Compliance Officer

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Draft Report

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No. CARE/KRO/GEN/2025-26/1006

The Board of Directors

Texmaco Rail and Engineering Limited

Belgharia Kolkata - 700056

May 12, 2025

Dear Sir,

– Monitoring Agency Report for the quarter ended March 31, 2025 in relation to the Qualified Institutional Placement of Texmaco Rail and Engineering Limited (“the Company”)

We write in our capacity of Monitoring Agency for the Qualified Institutional Placement for the amount aggregating to Rs.750.00 crore of the Company and refer to our duties cast under 173A of the Securities & Exchange Board of India (Issue of Capital & Disclosure Requirements) Regulations, 2018.

In this connection, we are enclosing the Monitoring Agency Report for the quarter ended March 31, 2025, as per aforesaid SEBI ICDR Regulations and Monitoring Agency Agreement dated November 06, 2023.

Request you to kindly take the same on records.

Thanking you, Yours faithfully,

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Richa Bagaria

Associate Director

[email protected]

CARE Ratings Limited

==> picture [124 x 172] intentionally omitted <==

Unit No. A/7/4, 7th Floor Block A, Apeejay House, 15 Park Street, Kolkata – 700016 Phone: +91-33-4018 1600/2283 1803

4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-22-6754 3456 • www.careedge.in

CIN-L67190MH1993PLC071691

Report of the Monitoring Agency (MA)

Name of the issuer: Texmaco Rail and Engineering Limited For quarter ended: March 31, 2025 Name of the Monitoring Agency: CARE Ratings Limited (a) Deviation from the objects: Nil.

  • (b) Range of Deviation: Not applicable.

Declaration:

We declare that this report provides an objective view of the utilization of the issue proceeds in relation to the objects of the issue based on the information provided by the Issuer and information obtained from sources believed by it to be accurate and reliable. The MA does not perform an audit and undertakes no independent verification of any information/ certifications/ statements it receives. This Report is not intended to create any legally binding obligations on the MA which accepts no responsibility, whatsoever, for loss or damage from the use of the said information. The views and opinions expressed herein do not constitute the opinion of MA to deal in any security of the Issuer in any manner whatsoever. Nothing mentioned in this report is intended to or should be construed as creating a fiduciary relationship between the MA and any issuer or between the agency and any user of this report. The MA and its affiliates also do not act as an expert as defined under Section 2(38) of the Companies Act, 2013.

The MA or its affiliates may have credit rating or other commercial transactions with the entity to which the report pertains and may receive separate compensation for its ratings and certain credit related analyses. We confirm that there is no conflict of interest in such relationship/interest while monitoring and reporting the utilization of the issue proceeds by the issuer, or while undertaking credit rating or other commercial transactions with the entity.

We have submitted the report herewith in line with the format prescribed by SEBI, capturing our comments, where applicable. There are certain sections of the report under the title “Comments of the Board of Directors”, that shall be captured by the Issuer’s Management / Audit Committee of the Board of Directors subsequent to the MA submitting their report to the issuer and before dissemination of the report through stock exchanges. These sections have not been reviewed by the MA, and the MA takes no responsibility for such comments of the issuer’s Management/Board.

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Signature: Name of the Authorized Signatory: Richa Bagaria Designation of Authorized person/Signing Authority: Associate Director

CARE Ratings Limited

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Unit No. A/7/4, 7th Floor Block A, Apeejay House, 15 Park Street, Kolkata – 700016 Phone: +91-33-4018 1600/2283 1803

4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-22-6754 3456 • www.careedge.in

CIN-L67190MH1993PLC071691

1) Issuer Details:

Name of the issuer : Texmaco Rail and Engineering Limited Name of the promoters : Mr. S.K. Poddar Industry/sector to which it belongs : Industrial Manufacturing – Railway Wagons

2) Issue Details

Issue Period : November 21, 2023 – November 24, 2023 Type of issue : Qualified Institutional Placement of equity shares Type of specified securities : Equity shares IPO Grading, if any : Not applicable Issue size (in Rs. crore) : Rs.750.00 crore*

  • The issue and Allotment of 5,80,90,000 Equity Shares each at a price of ₹129.11 per Equity Share, including a premium of ₹128.11 per Equity Share, aggregating

to ₹750.00 crores pursuant to Chapter VI of the SEBI ICDR Regulations and other applicable provisions of the Companies Act, 2013 and the rules made thereunder.

3) Details of the arrangement made to ensure the monitoring of issue proceeds:

Source of information / certifications Comments of
Comments of the
Particulars Reply considered by Monitoring Agency for the Board of
Monitoring Agency
preparation of report Directors
Whether all utilization is as per the disclosures in the Offer
Document?
Yes, as per CA
certificate
Chartered Accountant certificate*, Placement
Document,Bank statement
Refer Note 1
Whether shareholder approval has been obtained in case of
material deviations# from expenditures disclosed in the Offer
Document?
No material deviation
is observed
Chartered Accountant certificate*, Placement
Document and Bank Statement
Nil
Whether the means of finance for the disclosed objects of the
issue have changed?
No Management confirmation Nil
Is there any major deviation observed over the earlier
monitoringagencyreports?
No material deviation
is observed.
Monitoring Agency Report dated January 31,
2025
Nil
Whether all
Government/statutory
approvals related to the
object(s)have been obtained?
Not Required Management confirmation Nil
Whether
all
arrangements
pertaining
to
technical
assistance/collaboration are in operation?
Not Required Management confirmation Nil
CARE Ratings Limited
Are
there
any
favorable/unfavorable
events affecting the
viabilityof these object(s)?
No Management confirmation Nil
Is there any other relevant information that may materially affect
the decision making of the investors?
No Management confirmation Nil
  • Chartered Accountant certificate from L. B. Jha and Co. (chartered accountants) dated May 06, 2025.

Where material deviation may be defined to mean:

a) Deviation in the objects or purposes for which the funds have been raised

  • b) Deviation in the amount of funds actually utilized by more than 10% of the amount projected in the offer documents.

4) Details of objects to be monitored:

(i) Cost of objects –

Source of information / Original cost (as Comments of the Board of Directors Comments of the Board of Directors
Revised
Sr. Item Head certifications considered per the Offer
Cost in
Comments of the Reason for cost Proposed Particulars of firm
No by Monitoring Agency for Document) in Rs. Monitoring Agency arrangements

preparation of report

Crore
Rs. Crore revision financing option

made
1 Funding
the
capital
expenditure requirements of
our Company for purchase of
new
equipment
and
machinery and certain civil
work at our manufacturing
facility at Belgharia, Agarpara,
Sodepur and Urla
Chartered Accountant
certificate*, Placement
Document
100.00 Not
Applicable
Amount is
specified
separately as per
Placement
Document
2 Repayment of certain
outstanding borrowings
availed by the company
Chartered Accountant
certificate*, Placement
Document
251.20 Not
Applicable
Amount is
specified
separately as per
Placement
Document
3 Working capital requirement Chartered Accountant
certificate*, Placement
Document
250.00 Not
Applicable
Amount is
specified
separately as per
Placement
CARE Ratings Limited
Document
4 General Corporate Purpose Chartered Accountant
certificate*, Placement
Document
132.05 Not
Applicable
Amount is
specified
separately as per
Placement
Document
Total 733.25
  • Chartered Accountant certificate from L. B. Jha and Co. (chartered accountants) dated May 06, 2025.

(ii) Progress in the objects –

Source of information
Amount as
Comments of the Comments of the
Amount utilised in Rs. Crore
/ certifications proposed in Unutilised Board of Directors
Sr. considered by the As at During amount Comments of the
I Hd At the end of Reasons
Proposed
No
tem ea
Monitoring Agency Offer beginning of the
the
in Rs. Monitoring Agency

for preparation of
Document
quarter in


quarter in
the Quarter
crore for idle
course of

report
in Rs. Crore
Rs. Crore

Rs. Crore
in Rs. Crore funds action
1 Funding
the
capital
expenditure
requirements
of
company for purchase
of new equipment and
machinery and certain
civil
work
at
our
manufacturing facility
at Belgharia, Agarpara,
Sodepur and Urla
Chartered Accountant
certificate*, Placement
Document and Cash
Credit
Account
statement
100.00 45.76 10.98 56.74 43.26 The company has spent Rs.10.98
crore towards funding the
capital
expenditure
requirements of company for
purchase of new equipment
and machinery and certain civil
work at our manufacturing
facility at Belgharia, Agarpara,
Sodepur and Urla in Q4FY25.
2 Repayment of certain
outstanding
borrowings availed by
the company
Chartered Accountant
certificate*, Placement
Document.
251.20 251.20 -- 251.20 -- --
CARE Ratings Limited
Unit No. A/7/4, 7th Floor Block A, Apeejay House,
15 Park Street, Kolkata – 700016
Phone: +91-33-4018 1600/2283 1803
CIN-L67190MH1993PLC071691
3 Working
capital
requirement
Chartered Accountant
certificate*, Placement
Document.
250.00 250.00 -- 250.00 -- --
4 General
Corporate
Purpose
Chartered Accountant
certificate*, Placement
Document.
132.05 132.05 -- 132.05 -- --
Total 733.25 679.01 10.98 689.99 43.26
  • Chartered Accountant certificate from L. B. Jha and Co. (chartered accountants) dated May 06, 2025.

Note 1 :

During Q4FY25 payments were made from Cash Credit Accounts which were subsequently reimbursed from redemption proceeds of Mutual Funds. As per the company management, the funds have been used for Capital Expenditure (Rs.10.98 crore) along with reimbursement of capex (Rs 1.64 crore) incurred in Q3FY25 for which Chartered Accountant certificate and CC account statements have been shared with CARE Ratings Limited. There are numerous other debits and credits in the said CC accounts, and hence we are not directly able to ascertain utilization of funds for the defined objects.

The Board may take note of this.

The following expenses have been undertaken as certified by L. B. Jha and Co. (chartered accountants) in Q4FY25:

Sl No Category Amount Paid(in Rs crore) Included Items
1 Electrical and Maintenance 0.45 APFC Panel/RCCB Panel for WeldingMachine/Motor Spares
2 Material HandlingEquipment 4.12 Yard GantryCrane/Forklift/HeavyDutyRackingSystem/Crane Refurbishment/Hydra
3 Production Equipment 4.39 Tower Light/CNC Cutting Machine/Air Plasa Machine/Fixture/Shot Blasting Booth/Painting Booth/
Turn Table/BendingMachines/CNC Milling& Machining
4 Civil 1.71 Construction Cost(New Bay,Water test facility,Pit)/Floor Raising/Galvaume Sheets/Rail Track
5 Contingency 0.32
Total 10.98

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CARE Ratings Limited

4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-22-6754 3456 • www.careedge.in

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Unit No. A/7/4, 7th Floor Block A, Apeejay House, 15 Park Street, Kolkata – 700016 Phone: +91-33-4018 1600/2283 1803 CIN-L67190MH1993PLC071691

(iii) Deployment of un-utilized proceeds:

Sr. Market Value / NAV as on
f i d f h i id A Id
No. Type o nstrument an name o te entty nveste mount nveste Maturity date Earning Return on Investment (%) the end of quarter
in (Rs. Crore) (Rs crore)
1 Mutual Fund- Aditya Birla Sun Life(ABSL)Savings Fund 43.26 -- -- -- 43.26

^We have not been able to monitor any income earned from the temporary deployment of the issue proceeds. The Company has parked the funds in money market mutual funds.

(iv) Delay in implementation of the object(s):

Comments of the Board of Comments of the Board of
Completion Date
Directors
Objects Delay (no. of days/ months) Proposed
As per the offer
Actual Reason of delay course of
document
action
Funding
the
capital
expenditure
requirements of Company for purchase of
new equipment and machinery and certain
civil work at manufacturing facility at
Belgharia,Agarpara,Sodepur and Urla
50% in FY23-24 & balance in FY24-25 Ongoing Delay in utilizing 50% of the
proceeds in FY23-24 by 12 months
and ongoing delay in utilizing
balance funds for capex in FY24-25.
Repayment / pre-payment, in full or in part,
of certain outstanding borrowings availed by
our Company
100% in FY23-24 March 31, 2024 No delay
Funding working capital requirements of our
Company
100% in FY23-24 June 30, 2024 3 months
General corporate purposes 100% in FY23-24 September 30, 2024 6 months

5) Details of utilization of proceeds stated as General Corporate Purpose (GCP) amount in the offer document:

5) Details of utilization ofproceeds stated as General Corporate Purpose(GCP) amount in the offer document: 5) Details of utilization ofproceeds stated as General Corporate Purpose(GCP) amount in the offer document: 5) Details of utilization ofproceeds stated as General Corporate Purpose(GCP) amount in the offer document: 5) Details of utilization ofproceeds stated as General Corporate Purpose(GCP) amount in the offer document: Comments of the
Board of Directors
S Source of information / certifications considered by
Monitorin Aenc
Ct f Miti Comments of the
Amount in
r.
No
Item Head Rs. Crore g gy
forpreparation of report
ommens o onorng
Agency
Board of Directors
Utilization ofproceeds stated as General Corporate Purpose had been completed inQ2FY25
CARE Ratings Limited
Unit No. A/7/4, 7th Floor Block A, Apeejay House,
15 Park Street, Kolkata – 700016
Phone: +91-33-4018 1600/2283 1803
4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern
Express Highway, Sion (East), Mumbai - 400 022
Phone: +91-22-6754 3456 • www.careedge.in
CIN-L67190MH1993PLC071691

^Section from the offer document related to GCP:

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CARE Ratings Limited

Unit No. A/7/4, 7th Floor Block A, Apeejay House, 15 Park Street, Kolkata – 700016 Phone: +91-33-4018 1600/2283 1803 CIN-L67190MH1993PLC071691

4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-22-6754 3456 • www.careedge.in

==> picture [128 x 172] intentionally omitted <==

Disclaimers to MA report:

a) This Report is prepared by CARE Ratings Ltd (hereinafter referred to as “Monitoring Agency/MA” ). The MA has taken utmost care to ensure accuracy and objectivity while developing this Report based on the information provided by the Issuer and information obtained from sources believed by it to be accurate and reliable. The views and opinions expressed herein do not constitute the opinion of MA to deal in any security of the Issuer in any manner whatsoever.

b) This Report has to be seen in its entirety; the selective review of portions of the Report may lead to inaccurate assessments. For the purpose of this Report, MA has relied upon the information provided by the management /officials/ consultants of the Issuer and third-party sources like statutory auditors (or from peer reviewed CA firms) appointed by the Issuer believed by it to be accurate and reliable.

c) Nothing contained in this Report is capable or intended to create any legally binding obligations on the MA which accepts no responsibility, whatsoever, for loss or damage from the use of the said information. The MA is also not responsible for any errors in transmission and specifically states that it, or its directors, employees do not have any financial liabilities whatsoever to the users of this Report.

d) The MA and its affiliates do not act as a fiduciary. The MA and its affiliates also do not act as an expert to the extent defined under Section 2(38) of the Companies Act, 2013. While the MA has obtained information from sources it believes to be reliable, it does not perform an audit and undertakes no independent verification of any information/ certifications/ statements it receives from auditors (or from peer reviewed CA firms), lawyers, chartered engineers or other experts, and relies on in its reports.

e) The MA or its affiliates may have other commercial transactions with the entity to which the report pertains. As an example, the MA may rate the issuer or any debt instruments / facilities issued or proposed to be issued by the issuer that is subject matter of this report. The MA may receive separate compensation for its ratings and certain credit-related analyses, normally from issuers or underwriters of the instruments, facilities, securities or from obligors.

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CARE Ratings Limited

==> picture [124 x 163] intentionally omitted <==

Unit No. A/7/4, 7th Floor Block A, Apeejay House, 15 Park Street, Kolkata – 700016 Phone: +91-33-4018 1600/2283 1803

4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-22-6754 3456 • www.careedge.in

CIN-L67190MH1993PLC071691

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Draft Report

No. CARE/KRO/GEN/2025-26/1007

The Board of Directors Texmaco Rail & Engineering Limited

Belgharia Kolkata - 700056

May 12, 2025

Dear Sir/Ma’am,

Monitoring Agency Report for the quarter ended March 31, 2025 - in relation to the Preferential issue of Texmaco Rail & Engineering Limited (“the Company”)

We write in our capacity of Monitoring Agency for the Preferential Issue for the amount aggregating to Rs. 150.00 crore of the Company and refer to our duties cast under regulation 162A of the Securities & Exchange Board of India (Issue of Capital & Disclosure Requirements) Regulations.

In this connection, we are enclosing the Monitoring Agency Report for the quarter ended March 31, 2025, as per aforesaid SEBI Regulations and Monitoring Agency Agreement dated May 17, 2024.

Request you to kindly take the same on records.

Thanking you,

Yours faithfully,

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Richa Bagaria

Associate Director

[email protected]

CARE Ratings Limited

==> picture [124 x 169] intentionally omitted <==

Unit No. A/7/4, 7th Floor Block A, Apeejay House, 4th Floor, Godrej Coliseum, Somaiya Hospital 15 Park Street, Kolkata – 700016 Road, Off Eastern Express Highway, Sion (East), Phone: +91-33-4018 1600/2283 1803 Mumbai - 400 022 Phone: +91-22-6754 3456 • www.careedge.in

CIN-L67190MH1993PLC071691

Report of the Monitoring Agency

Name of the issuer: Texmaco Rail and Engineering Limited For quarter ended: March 31, 2025 Name of the Monitoring Agency: CARE Ratings Limited (a) Deviation from the objects: Nil.

  • (b) Range of Deviation: Not applicable

Declaration:

We declare that this report provides an objective view of the utilization of the issue proceeds in relation to the objects of the issue based on the information provided by the Issuer and information obtained from sources believed by it to be accurate and reliable. The MA does not perform an audit and undertakes no independent verification of any information/ certifications/ statements it receives. This Report is not intended to create any legally binding obligations on the MA which accepts no responsibility, whatsoever, for loss or damage from the use of the said information. The views and opinions expressed herein do not constitute the opinion of MA to deal in any security of the Issuer in any manner whatsoever. Nothing mentioned in this report is intended to or should be construed as creating a fiduciary relationship between the MA and any issuer or between the agency and any user of this report. The MA and its affiliates also do not act as an expert as defined under Section 2(38) of the Companies Act, 2013.

The MA or its affiliates may have credit rating or other commercial transactions with the entity to which the report pertains and may receive separate compensation for its ratings and certain credit related analyses. We confirm that there is no conflict of interest in such relationship/interest while monitoring and reporting the utilization of the issue proceeds by the issuer, or while undertaking credit rating or other commercial transactions with the entity.

We have submitted the report herewith in line with the format prescribed by SEBI, capturing our comments, where applicable. There are certain sections of the report under the title “Comments of the Board of Directors”, that shall be captured by the Issuer’s Management / Audit Committee of the Board of Directors subsequent to the MA submitting their report to the issuer and before dissemination of the report through stock exchanges. These sections have not been reviewed by the MA, and the MA takes no responsibility for such comments of the issuer’s Management/Board.

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Signature: Name and designation of the Authorized Signatory: Richa Bagaria Designation of Authorized person/Signing Authority: Associate Director

CARE Ratings Limited

==> picture [124 x 172] intentionally omitted <==

Unit No. A/7/4, 7th Floor Block A, Apeejay House, 4th Floor, Godrej Coliseum, Somaiya Hospital 15 Park Street, Kolkata – 700016 Road, Off Eastern Express Highway, Sion (East), Phone: +91-33-4018 1600/2283 1803 Mumbai - 400 022 Phone: +91-22-6754 3456 • www.careedge.in

CIN-L67190MH1993PLC071691

1) Issuer Details:

Name of the issuer : Texmaco Rail & Engineering Ltd Name of the promoter : Mr. S.K. Poddar Industry/sector to which it belongs : Industrial Manufacturing – Railway Wagons

2) Issue Details

Issue Period : Within 18 months from date of allotment of warrants (April 12, 2024) Type of issue : Preferential issue Type of specified securities : Convertible warrants IPO Grading, if any : NA Issue size (in crore) : Rs. 150.00 crore

3) Details of the arrangement made to ensure the monitoring of issue proceeds:

Particulars Particulars Reply Source of information / certifications
considered by Monitoring Agency for
preparation of report
Comments of the
Monitoring Agency
Comments of
the
Board of
Directors
Whether all utilization is as per the disclosures in the Offer Document? Yes Chartered Accountant certificate*
Placement Document and Bank
Statement
Refer Note 1
Whether shareholder approval has been obtained in case of material
deviations# from expenditures disclosed in the Offer Document?
Not Applicable Chartered Accountant certificate*,
Placement Document and Bank
Statement
Nil
Whether the means of finance for the disclosed objects of the issue have
changed?
No Management confirmation Nil
Is there any major deviation observed over the earlier monitoring
agencyreports?
No material deviation is observed Monitoring Agency Report dated January
31,2025
Nil
Whether all Government/statutory approvals related to the object(s)
have been obtained?
Not Required Management confirmation Nil
Whether
all
arrangements
pertaining
to
technical
assistance/collaboration are in operation?
Not Required Placement Document, Management
confirmation
Nil
Are there any favorable/unfavorable events affecting the viability of
these object(s)?
Yes Bombay Stock Exchange Website,
Placement Document
In case warrants lapse and the
companyis not able to find
CARE Ratings Limited
Particulars Reply Source of information / certifications
considered by Monitoring Agency for
preparation of report
Comments of the
Monitoring Agency
Comments of
the
Board of
Directors
alternate fund souring for capex,
the same may ultimately affect
the viabilityof the object(s).
Is there any other relevant information that may materially affect the
decision making of the investors?
Yes Bombay Stock Exchange Website,
Placement Document
Share price lower than warrant
exercise price may lead to the
subscribers letting the warrants to
lapse.

*Chartered Accountant certificate from L.B. Jha and Co. (chartered accountants) dated May 06, 2025

Where material deviation may be defined to mean:

a) Deviation in the objects or purposes for which the funds have been raised

b) Deviation in the amount of funds actually utilized by more than 10% of the amount projected in the offer documents.

4) Details of objects to be monitored:

(i) Cost of objects –

Sr.
No
Item
Head
Source of information /
certifications considered by
Monitoring Agency for
preparation of report
Original cost
(as per the Offer
Document) in Rs.
Crore
Revised Cost
in Rs. Crore
Comments of
the monitoring
agency
Comments of the Board of Directors Comments of the Board of Directors Comments of the Board of Directors
Reason for
cost revision
Proposed
financing option
Particulars of -
firm
arrangements
made
1 Capital expenditure for expansion of
capacity by adding new manufacturing
facilities for Rolling Stock and Rolling
Stock components (including castings),
at Paradip, Odisha, & Kolkata/Howrah,
West Bengal.
Chartered Accountant
certificate* and placement
document
115.00 Not Applicable Amount is
specified
separately as
per Placement
Document
2 Other general corporate purposes and
purposes permitted by applicable laws.
Chartered Accountant
certificate* and placement
document
35.00 Not Applicable Amount is
specified
separately as
per Placement
Document
CARE Ratings Limited

Total 150.00 NA

*Chartered Accountant certificate from L.B. Jha and Co. (chartered accountants) dated May 06, 2025

(ii) Progress in the objects –

Sr.
No
Item
Head
Source of
information /
certifications
considered by
Monitoring Agency
for preparation of
report
Total Comments of the
Board of Directors
Comments of the
Board of Directors
unutilised Comments of the
Amount as Amount Amount utilised in s. Crore amount in Monitoring Agency
proposed
in the Offer
Document in
Rs. Crore
raised till
March 31,
2025, in
Rs. Crore
Rs. crore
As at
beginning
of the
quarter in
Rs. Crore
During
the
quarter in
Rs. Crore
At the end
of the
quarter in
Rs. Crore
Reasons
for idle
funds
Proposed
course of
action
1 Capital
expenditure
for
expansion of capacity by
adding new manufacturing
facilities for Rolling Stock
and
Rolling
Stock
components
(including
castings),
at
Paradip,
Odisha,
&
Kolkata/
Howrah, West Bengal.
Chartered
Accountant
certificate**,
placement
document and Cash
Credit Account
Statement
115.00 37.50 2.84 1.50 4.34 33.16 Company has incurred Rs
1.50 crore towards Capital
expenditure for expansion
of capacity by adding new
manufacturing facilities for
Rolling Stock and Rolling
Stock
components
(including
castings),
at
Paradip, Odisha, & Kolkata/
Howrah, West Bengal in
Q4FY25
2 Other general corporate
purposes and
purposes
permitted by applicable
laws.
Chartered
Accountant
certificate** and
placement
document
35.00 - - - No
amount
has
been
utilized during the quarter
Total 150.00 37.50* 2.84 1.50 4.34 33.16

* The Company has received Rs. 37.50 crore i.e., 25% of the Warrant Issue Price (Rs.193/-per Warrant) at the time of subscription and allotment of Warrant and the balance consideration i.e. 75% shall be paid prior to allotment of Equity Shares pursuant to exercise of options against each such Warrants by the Warrant holders.

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**Chartered Accountant certificate from L.B. Jha and Co. (chartered accountants) dated May 06, 2025

==> picture [15 x 21] intentionally omitted <==

CARE Ratings Limited

Unit No. A/7/4, 7th Floor Block A, Apeejay House, 15 Park Street, Kolkata – 700016 Phone: +91-33-4018 1600/2283 1803

4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-22-6754 3456 • www.careedge.in

CIN-L67190MH1993PLC071691

Note 1 : During Q4FY25 payments were made from Cash Credit Accounts which were subsequently reimbursed from redemption proceeds of Mutual Funds. As per the company management, the funds have been used for Capital Expenditure (Rs.1.50 crore) for which Chartered Accountant certificate and CC account statements have been shared with CARE Ratings Limited. There are numerous other debits and credits in the said CC accounts, and hence we are not directly able to ascertain utilization of funds for the defined objects. The Board may take note of this.

The following expenses have been undertaken as certified by L. B. Jha and Co. (chartered accountants):

Sr No Particulars Amount Paid(Rs crore)
1 SalaryCapitalized 0.29
2 Fees for TEV Report 0.04
3 Lease Rentals Capitalized 1.13
4 Medical Expenses Capitalized 0.04
Total 1.50

( iii) Deployment of unutilized proceeds^:

Sr.
No.
Type of instrument and name of the entity invested in Amount invested
(Rs crore)
Maturity date Earning Return on Investment
(%)
Market Value as at the end
of quarter
(Rs crore)
1 Mutual Fund- Aditya Birla Sun Life(ABSL)Savings Fund 33.16 - - - 33.16

^We have not been able to monitor any income earned from the temporary deployment of the issue proceeds.

The Company has parked the funds in money market mutual funds.

(iv) Delay in implementation of the object(s) –

Completion Date Delay (no.
Comments of
the Board of Directors
Objects of days/ Proposed course of
As per the offer document Actual Reason of delay
months) action
Capital expenditure for expansion of capacity by adding new manufacturing facilities
for Rolling Stock and Rolling Stock components (including castings) at Paradip, Odisha,
& Kolkata/Howrah,West Bengal.
Proceeds from the preferential issue to
be utilized within 24 months from the
date of receipt of respective amount.
(i.e. 24 months from 10 and 12 April
2024)
On
schedule
-
Other general corporate purposes and purposes permitted by applicable laws.
CARE Ratings Limited

5) Details of utilization of proceeds stated as General Corporate Purpose (GCP) amount in the offer document:

Amount Source of information / certifications considered
Sr. No Item Head^ Comments of Monitoring Agency Comments of the Board of Directors
in Rs. Crore by Monitoring Agency for preparation of report
The amount has not yet been utilized.

^ Section from the offer document related to GCP:

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CARE Ratings Limited

Unit No. A/7/4, 7th Floor Block A, Apeejay House, 15 Park Street, Kolkata – 700016 Phone: +91-33-4018 1600/2283 1803

CIN-L67190MH1993PLC071691

4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-22-6754 3456 • www.careedge.in

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Disclaimers to MA report:

a) This Report is prepared by CARE Ratings Ltd (hereinafter referred to as “Monitoring Agency/MA” ). The MA has taken utmost care to ensure accuracy and objectivity while developing this Report based on the information provided by the Issuer and information obtained from sources believed by it to be accurate and reliable. The views and opinions expressed herein do not constitute the opinion of MA to deal in any security of the Issuer in any manner whatsoever.

b) This Report has to be seen in its entirety; the selective review of portions of the Report may lead to inaccurate assessments. For the purpose of this Report, MA has relied upon the information provided by the management /officials/ consultants of the Issuer and third-party sources like statutory auditors (or from peer reviewed CA firms) appointed by the Issuer believed by it to be accurate and reliable.

c) Nothing contained in this Report is capable or intended to create any legally binding obligations on the MA which accepts no responsibility, whatsoever, for loss or damage from the use of the said information. The MA is also not responsible for any errors in transmission and specifically states that it, or its directors, employees do not have any financial liabilities whatsoever to the users of this Report.

d) The MA and its affiliates do not act as a fiduciary. The MA and its affiliates also do not act as an expert to the extent defined under Section 2(38) of the Companies Act, 2013. While the MA has obtained information from sources it believes to be reliable, it does not perform an audit and undertakes no independent verification of any information/ certifications/ statements it receives from auditors (or from peer reviewed CA firms), lawyers, chartered engineers or other experts, and relies on in its reports.

e) The MA or its affiliates may have other commercial transactions with the entity to which the report pertains. As an example, the MA may rate the issuer or any debt instruments / facilities issued or proposed to be issued by the issuer that is subject matter of this report. The MA may receive separate compensation for its ratings and certain credit-related analyses, normally from issuers or underwriters of the instruments, facilities, securities or from obligors.

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CARE Ratings Limited

Unit No. A/7/4, 7th Floor Block A, Apeejay House, 4th Floor, Godrej Coliseum, Somaiya Hospital 15 Park Street, Kolkata – 700016 Road, Off Eastern Express Highway, Sion (East), Phone: +91-33-4018 1600/2283 1803 Mumbai - 400 022

Phone: +91-22-6754 3456 • www.careedge.in

CIN-L67190MH1993PLC071691