ZF Commercial Vehicle Control Systems India Limited has disclosed receiving a significant CGST demand order from tax authorities, marking a regulatory development that requires investor attention under market disclosure norms.

CGST Demand Order Details

The Additional Commissioner, CGST Central Excise, Ranchi issued the order, imposing substantial financial demands on the company. The order centers on alleged incorrect classification of electronic control units for anti-lock braking systems supplied by ZF Commercial Vehicle Control Systems India.

Nature of Tax Dispute

The CGST order specifically addresses differential GST demands arising from alleged incorrect classification of electronic control units for anti-lock braking systems. This classification dispute represents a technical interpretation issue regarding the appropriate GST rate applicable to the company's automotive component products.

The demand amount of ₹39,83,65,328 reflects the differential tax liability calculated by the authorities, with an equal penalty amount imposed under the applicable GST provisions.

Company Response and Impact Assessment

ZF Commercial Vehicle Control Systems India has indicated minimal operational disruption from this development. The company's management has assessed the situation and determined there is no material impact on financial, operational, or other business activities.

Key company positions include:

• No material impact on current financial operations
• Business activities continue without disruption
• Legal recourse through appellate process planned
• Regulatory compliance maintained throughout

Regulatory Compliance and Next Steps

The disclosure was made pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, ensuring transparency with stakeholders. ZF Commercial Vehicle Control Systems India plans to file an appeal against the CGST order, indicating the company disputes the tax authorities' interpretation.

This development highlights ongoing GST classification challenges faced by automotive component manufacturers, particularly regarding technical products like electronic control systems for vehicle safety applications.

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.