Titagarh Rail Systems proposes ₹1 dividend, sets Sep 30 AGM

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Reviewed by
Riya DScanX News Team
Key Highlights
  • Titagarh Rail Systems sets AGM for September 30, 2026
  • Board recommends ₹1 per share final dividend for FY26
  • Record date fixed as September 23, 2026
  • TDS on dividend applies; KYC updates mandatory for physical holders
  • Reappointment of Executive Chairman Jagdish Prasad Chowdhary proposed
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Titagarh Rail Systems has scheduled its 29th Annual General Meeting (AGM) for Wednesday, September 30, 2026. The Board has recommended a final dividend of ₹1 per equity share for FY26.

The company issued the notice convening the AGM on September 8, 2026. It also dispatched the Annual Report for the Financial Year 2025-26 to members with registered email addresses.

In compliance with SEBI Listing Regulations and Ministry of Corporate Affairs circulars, the documents are being sent in electronic mode only. Shareholders without registered email IDs will receive a letter containing the web link to access the complete Annual Report.

E-Voting and Record Date Details

The company has appointed National Securities Depository Limited (NSDL) to provide the e-voting facility. Remote e-voting will commence at 9 am on Saturday, September 26, 2026, and end at 5 pm on Tuesday, September 29, 2026.

Wednesday, September 23, 2026, is fixed as the cut-off date for determining shareholder eligibility for voting and as the record date for dividend payment for FY26. The Register of Members and Share Transfer Books will remain closed from September 24, 2026, to September 30, 2026 (both days inclusive). Dividend payment is subject to shareholder approval.

The Notice of AGM and the FY26 Annual Report are available on the company’s website at www.titagarh.in . The filing was signed by Aditya Purohit, Company Secretary & Compliance Officer.

Key Agenda Items

The AGM will transact several ordinary and special business items, including the adoption of financial statements and key board appointments.

Final Dividend Proposal

The Board has recommended a final dividend of ₹1 (Rupees One only), representing 50% of the face value of ₹2 per equity share for FY26. This payout is subject to approval by shareholders at the AGM. No interim dividend was declared during the financial year ended March 31, 2026.

Tax Deduction at Source (TDS) and KYC Requirements

Pursuant to the Income Tax Act 2025 as amended by the Finance Act 2026, dividends are taxable in the hands of shareholders. The company must deduct tax at source (TDS) at applicable rates. Shareholders holding shares in physical form must update their KYC details, including PAN, bank account details, and nomination, with the Registrar and Transfer Agent, M/s. Maheshwari Datamatics Pvt. Ltd. Failure to update these details may result in withheld dividends or higher TDS rates.

TDS Rates for Resident Members:

Category Applicable Rate Documents Required
Dividend ≤ ₹10,000 NIL -
With PAN (> ₹10,000) 10% Update/Verify PAN and residential status
Without/Invalid PAN 20% -
Non-Linking of PAN/Aadhaar 20% -
Form 121 Submitted NIL Declaration in Form No. 121
Certificate under Sec 395 Rate in Certificate Lower/NIL withholding tax certificate
Mutual Funds (Sec 393(5)) NIL Self-declaration, PAN, SEBI registration
Insurance Companies (Sec 393(4)) NIL Self-declaration, registration certificate, PAN
AIFs (Category I/II) NIL SEBI registration certificate, PAN
NPS Trust NIL Documentary evidence, PAN

TDS Rates for Non-Resident Members:

Category Applicable Rate Documents Required
General Non-Residents 20% + surcharge/cess -
FIIs/FPIs 20% + surcharge/cess SEBI Registration Certificate
DTAA Beneficiaries Treaty Rate or 20% TRC, Form 41, Self-declaration, PAN
Notified Jurisdictional Area 30% + surcharge/cess -
Certificate under Sec 393/395 Rate in Certificate Lower/NIL withholding tax certificate

Shareholders must submit valid documents via the company's portal before 23:59 hours on September 29, 2026. Documents received via post or courier are also accepted but must reach the company by September 23, 2026.

Board Reappointments

Shareholders will vote on the reappointment of two key executive directors:

  • Jagdish Prasad Chowdhary: Proposed reappointment as Executive Chairman for a further period of five years, commencing from January 8, 2027, to January 7, 2032. His remuneration structure includes a fixed component of ₹240 lakh per annum (₹20 lakh per month) and variable pay linked to performance, capped at 5% of net profits computed under Section 198 of the Companies Act, 2013.
  • Anil Kumar Agarwal: Proposed reappointment as Deputy Managing Director for a further period of three years, effective from May 29, 2027. The proposed total annual remuneration is ₹2.73 crore, comprising a fixed salary and allowances, along with a performance-linked incentive of up to ₹50 lakh per annum.

Other Resolutions

The meeting will also seek approval for:

  • Payment of remuneration to Independent/Non-Executive Directors, capped at 1% of net profits per annum for a five-year period starting FY27.
  • Ratification of the remuneration of M/s M. R. Vyas and Associates as Cost Auditor for FY27, fixed at ₹3 lakh plus applicable taxes.

Historical Stock Returns for Titagarh Rail Systems

1 Day5 Days1 Month6 Months1 Year5 Years
-1.60%-4.39%-3.62%+40.05%-7.76%+726.59%

How might the modest ₹1 final dividend payout signal Titagarh Rail Systems' capital allocation strategy for upcoming infrastructure projects?

What impact could the five-year reappointment of Executive Chairman Jagdish Prasad Chowdhary have on the company's long-term strategic direction and market competitiveness?

Will the proposed performance-linked remuneration structures for top executives align with investor expectations for profitability growth in FY27 and beyond?

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Titagarh Rail Systems files FY26 BRSR with Grant Thornton assurance

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Reviewed by
Ashish TScanX News Team
Key Highlights
  • Titagarh Rail Systems filed its FY26 BRSR with reasonable assurance from Grant Thornton Bharat LLP
  • Turnover reached ₹3,143.58 crore, driven by Freight Rail Systems (82.84% contribution)
  • Total energy consumption was 132,844.74 GJ, with renewable share at 1,720.38 GJ
  • Related-party investments surged to 100% of total investments, up from 0.498% in FY25
  • Zero fatalities and zero LTIFR reported for employees in the financial year
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Titagarh Rail Systems has submitted its Business Responsibility and Sustainability Report (BRSR) for the financial year ended March 31, 2026, to the stock exchanges. The filing includes a reasonable assurance certificate issued by Grant Thornton Bharat LLP, covering core sustainability attributes such as energy, water, and greenhouse gas emissions.

The company reported a turnover of ₹3,143.58 crore and a net worth of ₹2,482.97 crore for FY26. The report highlights that the entity operates four plants and ten offices nationally, with no international operations. Its business activities are dominated by Freight Rail Systems, which contributed 82.84% of the total turnover, while Passenger Rail Systems accounted for the remaining 17.16%.

Environmental Performance

The assurance scope covered specific manufacturing units at Uttarpara, Bharatpur, and Titagarh. For these facilities, the company reported total energy consumption of 132,844.74 GJ, with renewable sources contributing 1,720.38 GJ. Total water withdrawal stood at 101,675.91 kilolitres, primarily from groundwater (84,132.50 kilolitres) and surface water (17,543.5 kilolitres). The company stated it has implemented measures towards Zero Liquid Discharge, including water recycling reservoirs and reuse of RO reject water.

Greenhouse gas emissions for the reporting boundary were disclosed as follows:

Emission Type FY26 (Metric Tonnes CO2e) FY25 (Metric Tonnes CO2e)
Scope 1 614.14 35,985
Scope 2 24,101.38 30,539

Social and Governance Metrics

Titagarh employed 1,177 permanent employees and engaged 5,670 workers as of March 2026. Female representation among permanent employees was 6.97%, while female workers constituted just 0.79% of the total workforce. The company reported zero fatalities and zero Lost Time Injury Frequency Rate (LTIFR) for employees in FY26.

On the governance front, the company noted that related-party purchases constituted 0.46% of total purchases in FY26, up from 0.006% in the previous year. Investments in related parties rose significantly to 100% of total investments made, compared to 0.498% in FY25. The board comprises 11 directors, including two women, representing 18.18% of the total membership.

What the Numbers Show

A notable shift in capital allocation is visible in the related-party investment data. While operational purchases from related parties remain minimal at less than 1%, the company directed 100% of its new investments toward related entities in FY26. This marks a stark contrast to FY25, where related-party investments represented less than 0.5% of the total, suggesting a strategic consolidation or expansion within its group structure rather than external diversification during the period.

Historical Stock Returns for Titagarh Rail Systems

1 Day5 Days1 Month6 Months1 Year5 Years
-1.60%-4.39%-3.62%+40.05%-7.76%+726.59%

How will the strategic shift to 100% related-party investments impact Titagarh's future capital efficiency and potential for external market diversification?

What specific initiatives does Titagarh plan to implement to increase female representation in its workforce, given the current low percentages of 6.97% for permanent employees and 0.79% for workers?

Considering the heavy reliance on groundwater (83% of total withdrawal), what long-term water security strategies is the company developing to mitigate regulatory and environmental risks?

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1 Year Returns:-7.76%