Ponni Sugars (Erode) Limited has issued a postal ballot notice seeking shareholder approval for the reappointment of its Managing Director through a special resolution. The company announced this development through a regulatory filing dated February 25, 2026.

Managing Director Reappointment Details

The postal ballot seeks approval for the reappointment of Mr. Ramanathan Narayanan (DIN: 00001033) as Managing Director for a three-year term. His current tenure expires on March 31, 2026, and the proposed reappointment would be effective from April 1, 2026, to March 31, 2029.

Mr. Ramanathan is a qualified Chartered Accountant, Company Secretary, and Cost Accountant with over three decades of experience in the sugar industry. He has been associated with the company since April 1, 2005, and currently holds 3,001 equity shares in the company.

Proposed Remuneration Structure

The Board of Directors, on the recommendation of the Nomination and Remuneration Committee, has approved a comprehensive remuneration package for the Managing Director.

The package also includes personal accident and medical insurance, leave benefits, provident fund contributions, pension system benefits, and gratuity as determined by the Board. In case of loss or inadequacy of profits, the Managing Director will receive the specified salary, perquisites, and retirement benefits, with incentive amounts to be decided by the Board.

E-Voting Process and Timeline

The company has set February 20, 2026, as the cut-off date for determining eligible shareholders. The postal ballot notice was dispatched via email to registered shareholders on February 25, 2026, in accordance with Ministry of Corporate Affairs circulars.

The company has engaged Central Depository Services Limited (CDSL) to provide the remote e-voting facility. Mr. A.S. Kalyanaraman, Practicing Chartered Accountant (Membership No. 201149), has been appointed as the Scrutinizer for the e-voting process.

Company Performance Context

The reappointment comes against the backdrop of the company's financial performance over recent years. The company operates in sugar manufacturing and power cogeneration, with commercial production at the Erode sugar mill having commenced on December 3, 1984.

The Managing Director's past remuneration was Rs. 173 lakhs in 2022-23 and Rs. 221 lakhs each in 2023-24 and 2024-25. The company has highlighted the cyclical nature of the sugar industry and various external challenges including regulatory controls, weather dependencies, and market volatility as factors requiring experienced leadership.

Regulatory Compliance and Governance

The reappointment requires special resolution approval as Mr. Ramanathan has attained 71 years of age, exceeding the 70-year threshold specified under Section 196 of the Companies Act, 2013. The company has provided detailed justification for continuing his employment, citing his extensive industry experience, leadership capabilities, and contribution to the company's performance.

Shareholders can access the complete postal ballot notice on the company's website at www.ponnisugars.com and cast their votes through the CDSL e-voting platform during the specified period.

Ponni Sugars (Erode) Limited delivered impressive financial performance for the third quarter of FY26, demonstrating strong operational efficiency across its sugar and co-generation segments. The company's results highlight significant year-on-year improvements in profitability and revenue generation.

Financial Performance Overview

The company's financial metrics showed substantial improvement across key parameters during Q3FY26:

Earnings per share increased significantly to ₹11.01 from ₹2.80 in the corresponding quarter of the previous year, reflecting the strong profit growth.

Nine-Month Performance

For the nine-month period ended December 31, 2025, the company maintained its growth trajectory:

Segment-wise Analysis

The company operates through two primary business segments - sugar manufacturing and co-generation of power:

Sugar Segment

• Generated revenue of ₹14,084 lakhs in Q3FY26 compared to ₹11,053 lakhs in Q3FY25
• Segment profit before tax and interest was ₹8 lakhs versus a loss of ₹97 lakhs in the previous year
• Nine-month sugar revenue reached ₹29,363 lakhs against ₹24,303 lakhs in the corresponding period

Co-generation Segment

• Recorded revenue of ₹3,605 lakhs in Q3FY26 compared to ₹2,746 lakhs in Q3FY25
• Segment profit increased to ₹816 lakhs from ₹442 lakhs year-on-year
• Nine-month co-generation revenue stood at ₹9,453 lakhs versus ₹8,695 lakhs previously

Corporate Governance Updates

The Board of Directors, meeting on January 30, 2026, approved several important matters:

• Policy Amendment: Based on Audit Committee recommendations, the Board amended the Related Party Transactions policy, effective from the meeting date
• Financial Results Approval: The unaudited financial results for Q3FY26 and nine months were reviewed by the Audit Committee and approved by the Board
• Statutory Compliance: The results underwent limited review by statutory auditors S. Viswanathan LLP

Key Financial Highlights

The company's balance sheet position remained stable with total assets of ₹58,707 lakhs as of December 31, 2025. The paid-up equity share capital remained unchanged at ₹860 lakhs with a face value of ₹10 per share. Total comprehensive income for the quarter was ₹61 lakhs after accounting for other comprehensive income adjustments.

Outlook Considerations

Management noted that sugar production being seasonal means quarterly performance may not indicate full-year trends. The company is eligible for tariff revision on power exports from 2012 following an Appellate Tribunal for Electricity judgment dated September 3, 2025, though recognition awaits regulatory redetermination. Additionally, the company received a Transfer Pricing Officer order on January 28, 2026, with material impact on transfer pricing for bagasse and power, which may affect tax relief eligibility under Section 80-IA of the Income Tax Act.