Ponni Sugars (Erode) Limited has received a significant order from the Income Tax Department regarding transfer pricing adjustments, marking the latest development in ongoing tax proceedings related to inter-unit transactions between its sugar and co-generation segments.

Transfer Pricing Order Details

The company received an order dated March 27, 2026 from the Commissioner of Income Tax (Transfer Pricing) (CIT-TP), Chennai under section 263 of the Income Tax Act, 1961. This order specifically addresses the determination of Arm's Length Price (ALP) for inter-unit transfer of bagasse from the sugar unit to the eligible co-generation unit for Assessment Year 2021-22.

Scope of Revision

The CIT-TP has set aside the Transfer Pricing Officer's earlier order dated October 26, 2023 for AY 2021-22, but only on the specific issue of bagasse transfer pricing. The order directs the TPO to pass a fresh order after applying correct law and providing due opportunity of being heard to the assessee.

Company's Response and Legal Position

Ponni Sugars has expressed its disagreement with the transfer pricing methodology, stating that it is not legally tenable despite having material financial bearing. The company has announced its intention to take appropriate legal action to challenge the CIT-TP order.

Financial Implications

According to the company's disclosure, the transfer pricing issues would have multiple consequential impacts spanning several years. However, precise quantification of the financial impact, while acknowledged as material, is not possible at this juncture.

Previous Developments

This order follows an earlier communication dated January 29, 2026, where the company had informed about receiving an order dated January 28, 2026 from the Transfer Pricing Officer under section 92CA(3) for AY 2023-24. That order proposed adjustments for fuel cost and sale price of power in respect of transactions between sugar and co-generation segments.

Regulatory Compliance

The disclosure has been made under Regulation 30 of SEBI (LODR) Regulations, 2015, with detailed information provided as per Schedule III Part A requirements. The company has submitted the necessary documentation to both NSE and BSE exchanges as part of its compliance obligations.

Ponni Sugars (Erode) Limited has successfully completed its postal ballot process for the reappointment of Managing Director Mr Ramanathan Narayanan, with shareholders demonstrating overwhelming support for the resolution. The company disclosed the voting results on 28th March 2026, following the conclusion of the remote e-voting period.

Voting Process and Timeline

The postal ballot notice was issued on 20th February 2026 and filed with stock exchanges on 25th February 2026. The remote e-voting facility commenced on 26th February 2026 at 10.00 AM and concluded on 27th March 2026 at 5.00 PM, providing shareholders with a month-long voting window.

Voting Results and Shareholder Participation

The resolution for the reappointment of Mr Ramanathan Narayanan as Managing Director received exceptional support from shareholders across all categories. The voting demonstrated strong confidence in the company's leadership.

Resolution Details and Approval

The special resolution sought approval for the reappointment of Mr Ramanathan Narayanan (DIN: 00001033) as Managing Director. The resolution was passed with the requisite majority, receiving 99.964% of votes cast in favour, with only 0.036% voting against.

Key highlights of the voting outcome include:

• Total valid votes: 40,94,893 representing 47.624% of outstanding shares
• Votes in favour: 40,93,407 (99.964%)
• Votes against: 1,486 (0.036%)
• Invalid votes: Nil
• Number of members who voted in favour: 73
• Number of members who voted against: 6

Scrutinizer's Oversight and Compliance

The postal ballot process was conducted under the supervision of Mr A.S. Kalyanaraman, Practicing Chartered Accountant (Membership No. 201149), who served as the appointed Scrutinizer. The scrutinizer confirmed that the e-voting process was carried out in a fair and transparent manner, complying with all regulatory requirements.

The company ensured full compliance with the Companies Act, 2013, SEBI (LODR) Regulations, 2015, and relevant MCA circulars. The postal ballot notice was distributed to shareholders via email on 25th February 2026, and requisite advertisements were published in Business Standard and Makkal Kural on 26th February 2026.

Corporate Governance and Transparency

The successful completion of this postal ballot demonstrates Ponni Sugars (Erode) Limited's commitment to transparent corporate governance practices. The company utilized Central Depository Services (India) Ltd (CDSL) as the authorized agency for providing e-voting facilities, ensuring secure and reliable voting infrastructure.

The voting process was witnessed by independent observers Mr S G Ravi and Mr G Swaminathan, who confirmed the unblocking and downloading of votes from the CDSL e-voting platform. This additional layer of oversight reinforces the integrity of the electoral process and shareholder confidence in the company's governance standards.