TITAGARH RAIL SYSTEMS LIMITED — AGM Information 2020

Dec 30, 2020

30ik December, 2020

The Listing Deportment The Notional Stock Exchange of India Limited, Exchange Plaza, Bondra-Kurla Complex Bandra (E), Mumbai- 400051 Scrip Code: TWL (EQ)

BSE Limited The Department of Corporate Services-CRD 1" Floor, Phiroze Jeejeebhoy Towers Dalal Street, Mumbai- 400001 Scrip Code: 532966

Re: Intimation under Regulation 3.0_0 SEBI Reaukemepts) Regulations, 2015 ('LODR')

Madam/Sir,

The 23rd Annual General Meeting (AGM) of the Company was held on Wednesday, the 30' day of December, 2020 and the businesses as mentioned In the Notice dated 11i" November, 2020 was transacted.

Please find enclosed summary of the proceedings of AGM as required under Regulation 30(6), Part A of Schedule Ill of LODR.

Please take the above information on record.

Thanking you, Yours faithfully,

For Tit arh Wagons Limited

Dine rya Company Secretory

Encl.: As above.

TITAGARH WAGONS LIMITED

CIN: 1,27320WB1997PLC084819

RegtBterod & Corporate Office: Titagarh Towers, 756 Anandapur, E, M. Bypass, KolkOtcs - 700 107, India Phone : +91 33 4019 0800 I Fox: + 91 33 4019 0823 I Email : coroptitogorhin I Web: wvvw.titogorh,In

SX1,M,MARy E 23RD A N NyAl._GkNE.IkALM.EE T G(AGM)_OF:11H,E COMPANY

The 23rd Annual General Meeting (AGM) of the Members of TItagarh Wagons Limited ("the Company") was held on Wednesday, the 30th December, 2020 at 10:30 A.M. (1ST) through video conferencing/OAVM, in compliance with the provisions of the Companies Act, 2013, circular issued by the Ministry of Corporate Affairs (MCA) dated 5" May, 2020 read with circulars dated 8th April, 2020 and 13" April, 2020 (collectively referred to as 'MCA Circulars') and SEBI Circular dated 1 2th May, 2020 to transact the businesses as set out in the Notice convening the 23rd AGM. Shri J.P. Chowdhary, Executive Chairman of the Company chaired the meeting.

The requisite quorum being present, the Chairman called the meeting to order. The Chairman addressed the members and informed them that the Company had provided e-voting facility and those who were present at the AGM and had not cast their vote electronically were provided an opportunity to cast their votes in the meeting through e-voting at the meeting. With the consensus of the members the Notice of the AGM was taken as read.

The following items of business, as per Notice of AGM dated 11th November, 2020 were transacted at the meeting:

• 1. Adoption of the audited financial statement of the Company for the financial year ended March 31, 2020, the consolidated financial statement for the said financial year and the Reports of the Board of Directors and Auditors thereon.
• 1. Appointment of a Director in place of Shri Jagdlsh Prasad Chowdhary (DIN: 00313685), Executive Chairman who retires by rotation.
• 1. Re-appointment of Shri Umesh Chowdhary (DIN: 00313652), Vice Chairman & Managing Director.
• 1. Appointment of Shri Sunlrmal Talukdar (DIN: 00920608) as an Independent Director.
• 1. Appointment of Ms. Nayontara Palchoudhurl (DIN: 00581440) as an Independent Director.
• 1. Appointment of Shri Krishan Kumar Jalan (DIN: 01767702) as an Independent Director.
• 1. Ratification of the remuneration to be paid to the Cost Auditor.
• 1. Approval of the payment of remuneration to the Non-Executive Directors of the Company.
• 1. Modification of the existing resolution passed by the shareholders u/s 186 of the Companies Act, 201 3 by fixing a limit for giving of any new corporate guarantee(s) of upto Rs. 100 crore.
• 1. Modification of the existing resolution passed by the shareholders u/s 180(1)(a) of the Companies Act, 2013 by granting authority to create mortgage on the Company's properties to secure credit facilities or financial assistance granted to the Company and its subsidiaries /associates.

Queries of the members on the Audited accounts/Reports were duly addressed.

Voting by electronic means was conducted. Shri Sushi! Goyal, Practising Company Secretary, appointed by the Board as the Scrutinizer, supervised the e-voting process. The Chairman authorised the Company Secretary to declare the results of voting within 48 hours from the conclusion of the meeting.

Thanking you, Yours faithfully, For Tito • • rh Wagons Limited Dinesh Corn y Secretary

TITAGARH WAGONS LIMITED

CIN: 1.27320W81997P1C084819 Registered & Corporate Office: Fltagarh Towers, 756 Anondapur, E, M. Bypass, Kolkata - 700 107.1m:110 Phone : +91 33 4019 0800 I Fax: + 91 33 4019 0823 I Email : corpPtitogorh,in I Web: www.titagarhin