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 (ZFCV India) has initiated a postal ballot process to seek shareholder approval for the appointment of Mr. Ivan Brajdic as a Non-Executive Non-Independent Director. The company is conducting this process in compliance with regulatory requirements.

Key Details of the Postal Ballot

• Appointment Proposal: Mr. Ivan Brajdic (DIN: 11347495) to be appointed as a Non-Executive Non-Independent Director
• Voting Period: November 19, 2025 to December 18, 2025
• Voting Method: Remote e-voting through National Securities Depository Limited (NSDL)
• Results Announcement: On or before December 22, 2025

About the Proposed Director

Mr. Ivan Brajdic brings significant experience to the board:

• Current Role: Senior Vice President – Research & Development (R&D) in ZF Group – CVS Division
• Experience: 25 years in high-tech products and R&D, including 15 years in global leadership positions
• Education: Mechanical Engineering from the University of Stuttgart, Germany
• Previous Positions: Held leadership roles at Ricardo GmbH, Mercedes-AMG GmbH, and Daimler Chrysler AG

Appointment Details

• Appointment Date: Initially appointed as Additional Director effective November 5, 2025
• Shareholder Approval: Required within three months of appointment as per SEBI regulations
• Board Recommendation: The Board recommends passing the resolution as an ordinary resolution

Voting Process

Shareholders can cast their votes electronically through the NSDL e-voting system. The company has provided detailed instructions for various categories of shareholders, including those holding shares in demat mode with NSDL or CDSL, and those holding shares in physical form.

Corporate Governance Compliance

ZFCV India has ensured compliance with regulatory requirements:

• Received necessary disclosures and declarations from Mr. Brajdic
• Obtained a notice from a member under Section 160 of the Companies Act, 2013
• Disclosed all material information as per SEBI Listing Regulations and Secretarial Standards

This postal ballot process demonstrates ZFCV India's commitment to corporate governance and shareholder participation in key decisions. The appointment of Mr. Brajdic, with his extensive experience in R&D and global leadership, may contribute to the company's strategic direction in the commercial vehicle control systems sector.