ZF Commercial Vehicle Control Systems India Ltd has issued an important clarification regarding the recent sale of its ADAS (Advanced Driver Assistance Systems) business to Harman International. The company sought to address any potential confusion about the scope and impact of this strategic transaction.

Transaction Scope and Business Impact

The sale to Harman International has a limited scope, affecting only the passenger car ADAS division of the company. This clarification is significant as it delineates the boundaries of the transaction and reassures stakeholders about the continuity of other business operations.

Commercial Vehicle Operations Remain Intact

The company emphasized that its commercial vehicle operations will continue unchanged despite the ADAS business sale. This distinction is crucial for stakeholders and customers who rely on ZF Commercial Vehicle Control Systems' commercial vehicle solutions and services.

Customer Service Continuity

ZF Commercial Vehicle Control Systems has assured that customer contracts and support services will continue without any interruption. This commitment demonstrates the company's focus on maintaining strong customer relationships and ensuring seamless service delivery during the transition period.

The clarification provides transparency about the transaction's limited scope and reinforces the company's commitment to its commercial vehicle business segment and existing customer base.

ZF Commercial Vehicle Control Systems India Limited has successfully completed its 10th postal ballot process for the appointment of Mr. Ivan Brajdic as a Non-Executive Non-Independent Director. The company conducted remote e-voting between November 19, 2025, and December 18, 2025, achieving overwhelming shareholder approval with 99.94% votes in favor of the resolution.

Postal Ballot Process and Compliance

The postal ballot was conducted under Section 110 of the Companies Act, 2013, and Rule 22 of the Companies (Management and Administration) Rules, 2014. The Board of Directors approved the postal ballot proposal at their meeting held on November 4, 2025, appointing Mr. G Karthikeyan, Partner at RSGK Associates, as the Scrutinizer for conducting the process.

Voting Results and Shareholder Participation

The ordinary resolution for appointing Mr. Ivan Brajdic (DIN: 11347495) as a Non-Executive Non-Independent Director received exceptional support from shareholders. A total of 387 members participated in the remote e-voting process, with all votes considered valid.

Director Appointment Details

Mr. Ivan Brajdic was initially appointed as an Additional Director (Non-executive and Non-independent) by the Board of Directors with effect from November 5, 2025. Following the successful postal ballot, his appointment as a Non-Executive Non-Independent Director, liable to retire by rotation, became effective from December 18, 2025.

Corporate Governance and Regulatory Adherence

The company maintained strict compliance with regulatory requirements throughout the process. The postal ballot notice was published in Business Standard (English) and Makkal Kural (Tamil) newspapers on November 19, 2025. The process excluded voting rights on 442 equity shares in the Unclaimed Suspense Account and 53,031 equity shares transferred to the Investor Education and Protection Fund Authority.

Managing Director Mr. Paramjit Singh Chadha declared the postal ballot concluded and directed the Company Secretary to disseminate the results to stock exchanges and stakeholders, demonstrating the company's commitment to transparency and corporate governance standards.