Titagarh Rail Systems Limited announced that it would raise approximately ₹200 crore through a preferential allotment of convertible warrants to members of its Promoter Group. The company’s Board of Directors approved the fundraising plan at its meeting held on July 9, 2025, subject to requisite statutory and shareholder approvals.
Under the approved plan, Titagarh is set to issue 21,16,402 convertible warrants, each priced at ₹945, which is the floor price as per SEBI (ICDR) Regulations. Each warrant is convertible into one fully paid-up equity share of face value ₹2. The preferential allotment is being made to Mrs. Rashmi Chowdhary and Mr. Prithish Chowdhary in accordance with Chapter V of the SEBI ICDR Regulations, aggregating to a total issue size of ₹199,99,99,890.
As per the terms of the issue, 25% of the amount is payable at the time of application, and the balance 75% is to be paid at the time of conversion. The warrants are to be converted into equity shares within 18 months from the date of allotment.
Following the conversion of the warrants, the company’s shareholding structure will undergo a minor change. Pre-issue, the allottees held 1,01,22,630 shares, accounting for 7.52% of the equity. Post-issue, their holdings will rise to 1,17,09,931 shares. Mrs. Rashmi Chowdhary’s stake will increase to 8.56%, while Mr. Prithish Chowdhary, who held no shares prior to the allotment, will hold 0.39% after the conversion of 5,29,101 warrants.
The company stated that the proceeds from this fundraising initiative would be used for multiple purposes. These include investment in modern plant and machinery, strengthening of working capital to enhance order-winning capability, and deployment in advanced technologies and automation to support future-ready rail manufacturing. Funds will also be used for other general corporate and administrative expenses, as permitted.
An Extraordinary General Meeting (EGM) of the company’s shareholders is scheduled for August 8, 2025, to consider and approve the proposed preferential issue. The meeting will be held via video conferencing in line with regulatory provisions.
Commenting on the development, Mr. Umesh Chowdhary, Vice Chairman and Managing Director of Titagarh Rail Systems Limited, stated, “The Board approval dated 9th July 2025 underlines our commitment to efficient capital allocation and reinforces promoter confidence in Titagarh Rail’s growth trajectory. The fresh capital will accelerate capacity expansion, bolster working capital, and support our strategic initiatives to capture the rising demand in freight and passenger rolling stock.”
This preferential allotment comes at a time when Titagarh is actively pursuing capacity expansion and modernisation of its manufacturing operations to meet growing domestic and international demand for rail systems.
