Orient Cement Limited has successfully concluded its postal ballot process, with shareholders approving two material related party transaction resolutions for financial year 2026-27. The company announced the voting results on April 02, 2026, following the completion of the e-voting period that ended on April 01, 2026.

Postal Ballot Process Details

The postal ballot notice was dated January 29, 2026, and sent electronically to all shareholders on the record date of February 27, 2026. The company had a total of 1,00,492 shareholders on the record date. The e-voting facility was provided through National Securities Depository Limited (NSDL), with the voting period commencing on Tuesday, March 03, 2026, at 09:00 a.m. (IST) and concluding on Wednesday, April 01, 2026, at 05:00 p.m. (IST).

Mr. Chirag Shah, Partner at Chirag Shah and Associates, Practicing Company Secretary (Membership No. 5545 & C.P. No. 3498), was appointed as the scrutinizer to conduct the postal ballot process in a fair and transparent manner.

Resolution Results

Both ordinary resolutions received identical approval rates from shareholders:

Detailed Voting Breakdown

Resolution 1: Approval of Material Related Party Transactions with Ambuja Cements Limited

A total of 402 shareholders participated in the e-voting process, representing 15,651,712 shares or 7.62% of the total paid-up equity capital. Of these, 330 shareholders voted in favor with 9,662,236 shares, while 72 shareholders voted against with 5,989,476 shares.

Resolution 2: Approval of Material Related Party Transactions with ACC Limited

For the second resolution, 399 shareholders participated, representing 15,651,700 shares or 7.62% of the total paid-up equity capital. The breakdown showed 325 shareholders voting in favor with 9,662,121 shares, and 74 shareholders voting against with 5,989,579 shares.

Shareholder Category Analysis

The voting pattern revealed interesting insights across different shareholder categories:

Notably, the promoter and promoter group, despite being interested parties in both resolutions, did not participate in the voting process. Public institutions showed the highest participation rate at 73.23%, while public non-institutions had a participation rate of 12.29%.

Regulatory Compliance

The postal ballot was conducted in accordance with Section 110 of the Companies Act, 2013, and Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014. The process also complied with various MCA circulars issued between 2020 and 2025, which allowed for electronic-only distribution of postal ballot notices.

The company dispatched the postal ballot notice electronically on March 2, 2026, and published newspaper advertisements in Financial Express (English and Gujarati editions) on March 3, 2026, as required by regulatory guidelines.

With the successful passage of both resolutions, Orient Cement Limited has obtained the necessary shareholder approvals for its planned material related party transactions with Ambuja Cements Limited and ACC Limited for the financial year 2026-27. The results were declared by Wholetime Director and CEO Vaibhav Dixit (DIN: 09085118) following the scrutinizer's report confirmation.

Orient Cement Limited has disclosed receiving an order from the Income Tax Authority under section 143(3) read with section 144C(3) of the Income Tax Act, 1961 for Assessment Year 2023-24. The company announced this development through a regulatory filing dated April 01, 2026, stating its intention to file an appeal against the order before the competent authority.

Tax Demand Details

The Income Tax Authority has raised a substantial demand against Orient Cement Limited as outlined in the assessment order:

Transfer Pricing Issues

The primary component of the tax demand stems from transfer pricing adjustments totaling Rs. 54,33,14,302. These adjustments relate specifically to transactions involving the transfer of power from the company's captive unit to its manufacturing unit. The company maintains that the order contains errors on various grounds and is subject to rectification.

Company's Response Strategy

Orient Cement Limited has outlined its approach to address the tax order:

• Filing an appeal before Income Tax Appellate Authorities within prescribed timelines
• Seeking rectification of what it considers an erroneous order
• Expecting significant reduction in tax demand upon rectification
• Restricting deduction disallowance under section 80IA to Rs. 9,15,22,051 as originally claimed

Regulatory Compliance

The disclosure was made pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company received the order on March 31, 2026, and promptly informed the stock exchanges. The information has also been made available on the company's official website at orientcement.com.

Financial Impact Assessment

While the initial demand appears substantial at Rs. 52.40 crore, the company's expectation of reducing this to approximately Rs. 3.20 crore through rectification and appeal processes suggests confidence in its position. The company intends to contest the order through proper legal channels, indicating its belief that the transfer pricing adjustments and related tax implications can be successfully challenged.