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TWL Annual Report Cover 2017-18.FH10 Annual Report 2017-18 TITAGARH WAGONS LIMITED 1000 Ton Fuel Barge Hauled Train Set ETR 500 Standard Guage, Grain Hopper Wagon BOXN-HL Wagon Double Decker EMU Train Set, TSR EMU Traction Converter Traction Motor TITAGARH WAGONS LIMITED CIN: L27320WB1997PLC084819 CORPORATE INFORMATION* Board of Directors Shri J P Chowdhary Executive Chairman Shri Umesh Chowdhary Vice Chairman and Managing Director Shri D N Davar Independent Director Shri Manoj Mohanka Independent Director Shri Sunirmal Talukdar Independent Director Shri Ramsebak Bandyopadhyay Independent Director Shri Sudipta Mukherjee Wholetime Director Smt. Rashmi Chowdhary Non-Executive Director Shri Atul Joshi Independent Director Mr. Vincenzo Soprano Non-Executive Director Shri Anil Kumar Agarwal Chief Financial Officer Shri Dinesh Arya Company Secretary Audit Committee Nomination & Remuneration Committee Shri D N Davar Chairman Shri D N Davar Chairman Shri Manoj Mohanka Member Shri J P Chowdhary Member Shri Sunirmal Talukdar Member Shri Manoj Mohanka Member Shri Ramsebak Bandyopadhyay Member Shri Ramsebak Bandyopadhyay Member Stakeholders Relationship Committee Corporate Social Responsibility Committee Shri Manoj Mohanka Chairman Smt. Rashmi Chowdhary Chairperson Shri Umesh Chowdhary Member Shri J P Chowdhary Member Shri Sunirmal Talukdar Member Shri Sunirmal Talukdar Member Auditors Shri Umesh Chowdhary Member Price Waterhouse & Co Chartered Accountants LLP Registrar & Transfer Agent (RTA) Chartered Accountants, Kolkata Karvy Computershare Private Limited Bankers Karvy Selenium Tower B, Plot 31-32, Gachibowli Financial District, Nanakramguda, Hyderabad 500032 Axis Bank Limited Phone : 91 40 6716 2222, Fax : 91 40 2300 1153 HSBC Limited Email for Investors: [email protected] ICICI Bank Limited IDBI Bank Limited IndusInd Bank Limited Registered & Corporate Office State Bank of India Titagarh Towers Syndicate Bank 756, Anandapur, E M Bypass, Kolkata 700 107 Yes Bank Phone : 91 33 4019 0800, Fax : 91 33 4019 0823 Standard Chartered Bank Email : [email protected] RBL Bank Limited Website : www.titagarh.in * As on 10th August, 2018 CONTENTS Notice | 02 Directors Report | 12 Management Discussion and Analysis | 13 Annexures to Directors' Report | 23 Corporate Governance Report | 41 Independent Auditors Report | 55 Balance Sheet | 62 Statement of Profit & Loss | 63 Cash Flow Statement | 65 Notes to Financial Statement | 67 Consolidated Financial Statement | 122 01 TITAGARH WAGONS LIMITED Titagarh Towers 756, Anandapur, EM Bypass, Kolkata - 700107 Phone : 91 33 4019 0800, Fax : 91 33 4019 0823 E-mail : [email protected], Website : www.titagarh.in Notice NOTICE is hereby given that the TWENTY FIRST ANNUAL GENERAL MEETING of the members of TITAGARH WAGONS LIMITED (the Company) will be held at Rotary Sadan, 94/2 Chowringhee Road, Kolkata 700 020 (Landmark: Near Nehru Children's Museum) on Saturday, the 29th September, 2018 at 3.15 P.M. to transact the following businesses: Ordinary Business: 1. To consider and adopt the audited financial statement of the Company for the financial year ended March 31, 2018, the consolidated financial statement for the said financial year and the Reports of the Board of Directors and Auditors thereon. 2. To declare a dividend on Equity Shares. 3. To appoint a Director in place of Smt. Rashmi Chowdhary (DIN: 06949401), Non-Executive Director, who retires by rotation and, being eligible, offers herself for re-appointment. 4. To appoint Auditors and fix their remuneration by passing, with or without modification(s) the following resolution as an Ordinary Resolution: RESOLVED THAT pursuant to the provisions of Section 40 of the Companies (Amendment) Act, 2017 read together with the provisions of Section 139 of the Companies Act, 2013 (as amended) and other applicable provisions, if any, and the Rules framed thereunder (including any statutory modification(s) or re-enactment thereof for the time being in force) and in partial modification of the resolution passed by the members of the Company at the 20th Annual General Meeting held on 31st July, 2017, the Company hereby dispenses with the requirement of ratification of the appointment of Price Waterhouse & Co Chartered Accountants LLP, Chartered Accountants (FRN 304026E/E- 300009), as the Statutory Auditors of the Company. Special Business: 5. To appoint Shri Ramsebak Bandyopadhyay as an Independent Director and in this regard to consider and if thought fit to pass, with or without modification(s), the following resolution as an Ordinary Resolution: RESOLVED THAT pursuant to the provisions of Section 149, 152 read with Schedule IV and all other applicable provisions of the Companies Act, 2013 (the Act) and the Rules made thereunder [including any statutory modification(s) or re-enactment thereof, for the time being in force] and the applicable Regulations of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, Shri Ramsebak Bandyopadhyay (DIN: 01122778), who was appointed as an Additional Director by the Board of Directors pursuant to the provisions of Section 161(1) of the Act and Articles of Association of the Company on 10th August, 2017 and holds office upto the date of this Annual General Meeting, and in respect of whom a notice in writing under Section 160 of the Act has been received from a member signifying his intention to propose his candidature for the office of Director, be and is hereby appointed as Independent Director of the Company to hold office for a term ending on August 9, 2022. 6. To appoint Shri Atul Joshi as an Independent Director and in this regard to consider and if thought fit to pass, with or without modification(s), the following resolution as an Ordinary Resolution: RESOLVED THAT pursuant to the provisions of Section 149, 152 read with Schedule IV and all other applicable provisions of the Companies Act, 2013 (the Act) and the Rules made thereunder [including any statutory modification(s) or re-enactment thereof, for the time being in force] and the applicable Regulations of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, Shri Atul Joshi (DIN: 03557435), who 02 | Titagarh Wagons Limited | Annual Report 2017-18 was appointed as an Additional Director by the Board of Directors pursuant to the provisions of Section 161(1) of the Act and Articles of Association of the Company on 24th January, 2018 and holds office upto the date of this Annual General Meeting, and in respect of whom a notice in writing under Section 160 of the Act has been received from a member signifying his intention to propose his candidature for the office of Director, be and is hereby appointed as Independent Director of the Company to hold office for a term ending on January 23, 2023. 7. To reappoint Shri D. N. Davar as an Independent Director and in this regard to consider and if thought fit to pass, with or without modification(s), the following resolution as a Special Resolution: RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152 and any other applicable provisions of the Companies Act, 2013 and the Rules made thereunder [including any statutory modification(s) or re- enactment thereof for the time being in force] read with Schedule IV to the Companies Act, 2013, applicable Regulations of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and upon the recommendation of the Nomination and Remuneration Committee, Shri Dharmendar Nath Davar (DIN:00002008), be and is hereby reappointed as an Independent Director of the Company to hold office for a further term of 5 (five) years from April 1, 2019. RESOLVED FURTHER THAT pursuant to the provisions of Sections 149, 197 and any other applicable provisions of the Companies Act, 2013 and Rules made there under [including any statutory modification(s) or re-enactment(s) thereof for the time being in force], Shri D.N. Davar be paid such fees and commission as the Board may approve from time to time and subject to such limits, prescribed or as may be prescribed from time to time. RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorised to do all acts and take all such steps as may be necessary, proper or expedient to give effect to this resolution. 8. To reappoint Shri Manoj Mohanka as an Independent Director and in this regard to consider and if thought fit to pass, with or without modification(s), the following resolution as a Special Resolution: RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152 and any other applicable provisions of the Companies Act, 2013 and the Rules made thereunder [including any statutory modification(s) or re- enactment thereof for the time being in force] read with Schedule IV to the Companies Act, 2013, applicable Regulations of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and upon the recommendation of the Nomination and Remuneration Committee, Shri Manoj Mohanka (DIN:00128593), be and is hereby reappointed as an Independent Director of the Company to hold office for a further term of 5 (five) years from April 1, 2019. RESOLVED FURTHER THAT pursuant to the provisions of Sections 149, 197 and any other applicable provisions of the Companies Act, 2013 and Rules made there under [including any statutory modification(s) or re-enactment(s) thereof for the time being in force], Shri Manoj Mohanka be paid such fees and commission as the Board may approve from time to time and subject to such limits, prescribed or as may be prescribed from time to time.
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