NSEOutcome of Board Meeting7 Sept 2026 · 7 Sept 2026, 07:17 pm

Outcome of Board Meeting

TITAGARH RAIL SYSTEMS LIMITED · TITAGARH

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TITAGARH RAIL SYSTEMS LIMITED has informed the Exchange regarding Outcome of Board Meeting held on September 07, 2026. The Board approved re-appointment of Shri Anil Kumar Agarwal as Deputy Managing Director for a term of three years, subject to shareholders' approval. The Company also proposed to discontinue its participation in Titagarh Mermec Private Limited (TMPL) and undertake necessary steps for closure of the Joint Venture Company.

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Earnings Impact5/10
Growth Catalyst2/10
Governance Concern1/10
Regulatory Risk1/10
Balance Sheet Risk2/10
Liquidity Impact5/10
Market Sentiment5/10

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TITAGARH RAIL SYSTEMS LIMITED has informed the Exchange regarding Outcome of Board Meeting held on September 07, 2026.

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TWL_07092026191745_OutcomeofBM07092026.pdf

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7th September, 2026 BSE Limited (BSE) National Stock Exchange of India Limited (NSE) The Department of Corporate Services The Listing Compliance Department Phiroze Jeejeebhoy Towers Exchange Plaza Bandra-Kurla Complex Dalal Street, Mumbai – 400 001 Bandra (E), Mumbai – 400 051 Scrip Code: 532966 Symbol: TITAGARH Madam/Sir, Sub: Outcome of Board Meeting held today i.e., 7th September, 2026 Pursuant to provisions of Regulations 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations), this is to inform you that the Board of Directors of the Company at its meeting held today i.e., 7th September, 2026, inter-alia, considered, noted and approved the following matters: 1. Approved re-appointment of Shri Anil Kumar Agarwal (DIN: 01501767), Deputy Managing Director of the Company for a term of three years, w.e.f. 29th May, 2027 subject to shareholders’ approval at the ensuing Annual General Meeting. 2. Convening of the 29th Annual General Meeting (AGM) of the company on Wednesday, 30th September, 2026 at 01.30 PM (IST) through VC/OAVM, notice of which will be circulated within statutory timelines. 3. Fixed Record Date for the purpose of payment of Dividend for the Financial Year 2025-26 on Wednesday, 23rd September, 2026 to the eligible shareholders. 4. The Company holds 5,000 equity shares of ₹10 each, constituting 50% of the paid-up equity share capital of Titagarh Mermec Private Limited (“TMPL” / “Joint Venture Company”), a joint venture with Mermec S.p.A., Italy. TMPL is presently non-operational with no active material business operations/ transactions. The continuance of the Joint Venture was reviewed by the joint venture partners, who, after considering all relevant aspects, including the strategy of optimising their respective business portfolios and focusing resources on identified growth opportunities, have mutually agreed to conclude the existing Joint Venture arrangement. Accordingly, the Company proposes to discontinue its participation in TMPL and undertake the necessary steps for closure of the Joint Venture Company, subject to the requisite approvals, compliances and applicable provisions of law. The details required as per the SEBI Circular No. Sebi/Ho/Cfd/Pod2/Cir/P/0155 Dated 11 November, 2024 And SEBI Circular No. Sebi/Ho/Cfd/Cfd-Pod-2/Cir/P/2024/185 dated 31 December, 2024 in regard to the items No. 3 is enclosed herewith as Annexure 1. The meeting commenced at 04.30 P.M. and concluded at 05.30 P.M. The said disclosure is also being made available on the website of the Company at www.titagarh.in. Please take the above on record. Thanking you, yours faithfully, For TITAGARH RAIL SYSTEMS LIMITED Aditya Purohit Company Secretary & Compliance Officer M. No. ACS 27825 CIN: L27320WB1997PLC084819 Registered Office: Poddar Point, 10th Floor, 113 Park Street, Kolkata 700016, India Corporate Office: Titagarh Towers, 756 Anandapur, E.M Bypass, Kolkata 700107, India Phone:+91 33 40190800 Fax: +91 33 40190823 Email: corp@titagarh.in; Web: www.titagarh.in Annexure 1 Disclosure in terms of Regulation 30 of the SEBI Listing Regulations read with SEBI Circulars Sl. No. Particulars Details 1. Name(s) of parties with whom the agreement is Titagarh Mermec Private Limited (‘TMPL’) entered Mermec S.p.A, Italy The Agreement shall be entered at the date as may be approved by both the parties. 2. Purpose of entering into the agreement. Not Applicable 3. Shareholding, if any, in entity with whom agreement Titagarh Rail Systems holds 50% of the is executed. paid-up equity share of TMPL 4. Significant terms of the agreement (in brief) special Not Applicable rights like right to appoint directors, first right to subscription in case of issuance of shares, right to restrict any change in capital structure etc. 5. Whether the said parties are related to promoters / Not Applicable promoter Group/ group companies in any manner, if yes, nature of relationship. 6. Whether the transactions would fall within related Not Applicable party transactions? If yes whether the same is done at “arm’s length”. 7. In case of issuance of shares to the parties details of Not Applicable issue of price, class of shares issued. 8. Any other disclosures related to such agreements, viz., Not Applicable details of nominee on the board of directors of the listed entity, potential conflict of interest arising out of such agreements, etc. 9. In case of termination or amendment of agreement listed entity shall disclose additional details to the stock exchange(s): name of parties to the agreement Mermec S.p.A, Italy nature of the agreement Discontinuance of Joint Venture Agreement date of execution of the agreement The Agreement shall be entered at the date as may be approved by both the parties. details of amendment and impact thereof or reasons The parties have mutually agreed for of termination and impact thereof Discontinuance of Joint Venture Agreement and there is no impact since TMPL is presently non-operational. CIN: L27320WB1997PLC084819 Registered Office: Poddar Point, 10th Floor, 113 Park Street, Kolkata 700016, India Corporate Office: Titagarh Towers, 756 Anandapur, E.M Bypass, Kolkata 700107, India Phone:+91 33 40190800 Fax: +91 33 40190823 Email: corp@titagarh.in; Web: www.titagarh.in