TITAGARH RAIL SYSTEMS Share price

Our Company was incorporated on July 3 1997 under the Companies Act 1956 as a public limited company by the name of Titagarh Wagons Limited= We received our certificate for commencement of business on July 11 1997.In 1998 our Company purchased from Titagarh Steels Limited (TSL) our Promoter Group company plant and machinery for a consideration of Rs. 48.3 lakhs as estimated by an independent valuer S. Sen and Associates for setting up its wagon manufacturing unit at Titagarh West Bengal.We also acquired 2.36 acres of land from TSL by a conveyance of sale dated June 18 2002 for a consideration of Rs. 37.0 lakhs. We acquired an additional 13.71 acres from TSL by way of another sale deed dated April 23 2004 for a consideration of Rs. 149.0 lakhs which also granted our Company the right to use common passage along with railway tracks and siding thereon in perpetuity. In the event TSL sellsthe common passage or any part thereof we shall have the right of pre-emption to purchase the common passage at the prevailing market rates. Scheme Our Company entered into a Business Transfer Agreement (BTA) dated April 4 2005 with Hyderabad Industries Limited (HIL) for purchase of its Heavy Engineering Division with effect from July 8 2005 as a going concern along with its entire fixed assets on as-is-where-is-basis for a purchase consideration ofRs. 100000 and specified liabilities towards gratuity payable to all continuing employees of HIL?s Heavy Engineering Division as on July 8 2005.In addition to the purchase consideration our Company also paid a consideration of Rs. 420 lakhs towards value of the inventory which includes merchandise goodsraw materials consumable spares stock in process spares and tools etc. Pursuant to the BTA all the immovable and movable assets and properties(except current assets) all benefits and obligations under all contracts engagements arrangements in connection with or forming part of HIL (apart from those obligations imposed on the date of closing of the BTA between the parties) were transferred to our Company.Major Events(As per Calendar Year)1997 Year of Incorporation1998 Purchased Plant and Machinery from Titagarh Steels Limited.1998 Our first order from the Indian Railways for supply of BOXN andBCNA wagons.2000 Received Quality Certification ISO-9002 from Lloyd?s RegisterQuality Assurance United Kingdom.2001 Scheme of arrangement/amalgamation between our Company and Omnicom Webtec Limited sanctioned by the Calcutta High Court; and Received registration from the Ministry of Defence Government of India to be a licensed manufacturer of Bailey Bridge.2002 Land measuring 2.36 acres purchased from Titagarh Steels Limited Received recognition from the Ministry of Defence Government of India as an Industry Partner for wagon and bridges.2003 Commenced manufacture of BOST and BFNS type wagons; and Received our first order from the Indian Railways Public Sector Unit CONCOR for supply of container flat wagons.2004 Land admeasuring 13.7 acres purchased from Titagarh Steels Limited. Received our first order for export to Africa.2005 Procured our first order from the National Thermal Power Corporation for manufacturing MGR type wagons; Procured first private sector order from MSPL for manufacturing OYWS type wagons; Entered into a Share Subscription And Shareholders Agreement with Strategic Ventures Fund (Mauritius) Limited Mauritius by way of preferential allotment of Equity Shares of our Company; and Acquisition of Heavy Engineering Division of Hyderabad Industries Limited pursuant to a Business Transfer Agreement.2006 Entered into a Share Subscription Agreement and Shareholders Agreement with 2i Capital PCC Mauritius by way of preferential allotment of Equity Shares of our Company; Entered into a Investment and Shareholders Agreement with Goya Limited Mauritius by way of preferential allotment of Equity Shares of our Company; and Executed a Memorandum of Understanding with Kawada Industries Inc. for fabrication and construction of steel bridges.2007 Entered into a Share Subscription Agreement and Shareholders Agreement with GE. Received our first order for EMU coaches from Indian Railways. Entered into a cooperation and funding agreement with JPMorgan Mauritius Holdings Limited for the purpose of proposing a scheme of revival and rehabilitation for Cimmco Birla Limited to the Board of Industrial and Financial Reconstruction.2008 Entered into a Joint Venture Agreement with FreightCar America Inc. Entered into shareholders agreement with JPMorgan Mauritius Holdings Limited