NSEOutcome of Board Meeting6d ago · 13 Aug 2026, 07:15 pm

Outcome of Board Meeting

Foseco India Limited · FOSECOIND

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Foseco India Limited has announced the acquisition of Vesuvius India Limited's business undertaking, a manufacturing facility in Mehsana, Gujarat, for a lump-sum consideration of INR 43.25 crores. The acquisition is expected to strengthen the company's product portfolio, increase scale, and enhance geographic and operational coverage.

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Earnings Impact6/10
Growth Catalyst8/10
Governance Concern1/10
Regulatory Risk2/10
Balance Sheet Risk3/10
Liquidity Impact8/10
Market Sentiment8/10

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Full Announcement

Foseco India Limited has informed the Exchange regarding Outcome of Board Meeting held on August 13, 2026.

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FOSECOIND_13082026191434_Letter_-_Reg30_SEBI_LODR_-_OutcomeOfBM.pdf

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August 13, 2026 BSE Limited National Stock Exchange of India Limited Listing Department, Listing Department, Phiroze Jeejeebhoy Towers, Exchange Plaza, 5th Floor, Dalal Street, Plot No. C/1, G Block, Mumbai 400 001 Bandra Kurla Complex, Bandra (East), Mumbai-400 051 Scrip Code: 500150 Scrip Code: FOSECOIND Dear Sirs, Sub: Outcome of the Board Meeting under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time (“SEBI Listing Regulations”) We wish to inform you that the Board of Directors of Foseco India Limited (“Company”) has, at its meeting held today, i.e., 13 August 2026, considered and approved the execution of a business transfer agreement dated 13 August 2026 between the Company and Vesuvius India Limited (“VIL”) (the “Business Transfer Agreement”), pursuant to which the Company has agreed to acquire VIL’s business undertaking situated at 212/B, G.I.D.C. Estate, Mehsana, Gujarat – 384 002, comprising a manufacturing facility primarily engaged in the manufacture of crucibles, stoppers and sleeves for the non-ferrous industrial sector (“Mehsana Facility”), as a going concern by way of a slump sale, for a lump-sum consideration of INR 43,25,00,000 (Indian Rupees Forty Three Crore Twenty Five Lakhs), subject to adjustments in the manner set out in the Business Transfer Agreement (“Proposed Transaction”), and the execution of such other ancillary agreements required in connection with the Proposed Transaction. The details in relation to the Proposed Transaction as required under Regulation 30 of the SEBI Listing Regulations read with the SEBI Master Circular bearing reference number SEBI/ HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 issued on 11 July 2023 (last updated on 30 January 2026) are enclosed herewith as Annexure A. The Meeting of the Board of Directors commenced at 1640 hours (IST) hours and concluded at 1745 hours (IST). This is for your information and record. Thanking you, For FOSECO INDIA LIMITED Mahendra Kumar Dutia Controller of Accounts and Company Secretary Encl.: Annexure A Details under Regulation 30 of the SEBI (Listing Obligation and Disclosure Requirement) Regulations, 2015 (“SEBI Listing Regulations”) read along with SEBI Master Circular No. SEBI/ HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 issued on 11 July 2023 (last updated on 30 January 2026) Annexure A Sr. Particulars Details 1. Name of the target entity, details in The Proposed Transaction involves acquisition of brief such as size, turnover etc.; Vesuvius India Limited’s (“VIL’s”) business undertaking situated at 212/B, G.I.D.C. Estate, Mehsana, Gujarat - 384 002, comprising a manufacturing facility primarily engaged in the manufacture of crucibles, stoppers and sleeves for the non-ferrous industrial sector (“Mehsana Facility”), as a going concern by way of a slump sale. Size and Turnover of the Mehsana Facility: For the financial year ended 31 December 2025, VIL achieved the total turnover of INR 210,433 Lakh, that includes the turnover of INR 5,813 Lakh achieved by the Mehsana Facility, which was 2.76% of the total turnover of VIL. 2. Whether the acquisition would fall Yes, the Proposed Transaction is a related party within related party transaction(s) transaction. and whether the promoter/ The Company and VIL are part of the Vesuvius group of promoter group/ group companies companies with their ultimate holding company being have any interest in the entity being Vesuvius plc, UK. Accordingly, the Company and VIL are acquired? If yes, nature of interest fellow subsidiaries of the same ultimate holding company and details thereof and whether the and are related parties vis-à-vis each other. Neither same is done at “arm’s length” Vesuvius plc, UK, nor any other Vesuvius group company, other than the Company and VIL, has any direct or indirect interest whatsoever in the Proposed Transaction. The Proposed Transaction has been approved by the Audit Committee of the Company in accordance with the SEBI Listing Regulations, i.e., the Proposed Transaction has been approved by the Independent Directors of the Company who are members of the Audit Committee. The Proposed Transaction is being carried out at an arm’s length basis, in accordance with the valuation report dated 12 August 2026 issued by GT Valuation Advisors Private Limited (IBBI Registration Number: IBBI/RV- E/05/2020/134), an independent registered valuer. Sr. Particulars Details 3. Industry to which the entity being No entity is being acquired as part of the Proposed acquired belongs Transaction. VIL’s business undertaking situated at 212/B, G.I.D.C. Estate, Mehsana, Gujarat - 384002, i.e., the Mehsana Facility, which is primarily engaged in the manufacture of crucibles, stoppers and sleeves for the non-ferrous industrial sector is being acquired by the Company pursuant to the Proposed Transaction. 4. Objects and effects of acquisition The Proposed Transaction will strengthen the Company’s (including but not limited to, business by increasing scale, expanding the customer disclosure of reasons for base and enhancing geographic and operational acquisition of target entity, if its coverage. business is outside the main line of Further, the Proposed Transaction will: business of the listed entity); (a) strengthen the Company’s product portfolio; (b) increase the Company’s scale following its recent acquisition of Morganite Crucible (India) Limited, presently known as Foseco Crucible (India) Limited, which is engaged in the crucibles business; (c) unlock synergy with existing manufacturing, sales, and distribution capabilities; and (d) enhance long-term value for shareholders. All of the above form part of the Company’s main line of business. 5. Brief details of any governmental or (a) Approval of the Gujarat Industrial Development regulatory approvals required for Corporation for the sub-lease arrangement between VIL and the Company; and the acquisition (b) regulatory and other approvals required (if any) for consummating the Proposed Transaction. 6. Indicative time period for Latest by 31 December 2026 completion of the acquisition 7. Nature of consideration - whether Cash cash consideration or share swap or any other form and details of the same Sr. Particulars Details 8. Cost of acquisition and/or the price The lump-sum consideration for the Proposed Transaction at which the shares are acquired is INR 43,25,00,000 (Indian Rupees Forty Three Crore Twenty Five Lakhs), subject to adjustments in the manner set out in the Business Transfer Agreement. 9. Percentage of shareholding / Not applicable as the Proposed Transaction does not control acquired and / or number of relate to the acquisition of any shareholding, control shares acquired and/or shares of any entity. 10. Brief background about the entity (a) Brief background in terms of the products acquired in terms of products/line manufactured at the Mehsana Facility, Gujarat, India: of business acquired, date of The Mehsana facility operates through two key incorporation, history of last 3 business segments: years turnover, country in which the acquired entity has presence (i) manufacturing a wide range of crucibles in and any other significant various sizes and specifications; and information (in brief) (ii) manufacturing foundry consumables and accessories such as Ingate Sleeves, Rotolok, Inserts, and Ladle Bowls. (b) Date of incorporation of VIL: 6 September 1991 (c) The turnover of the Mehsana Facility during the last three financial years ended: (i) 31 December 2023 – INR 4,643 lakh (ii) 31 December 2024 – INR 4,842 lakh (iii) 31 December 2025 – INR 5,813 lakh For FOSECO INDIA LIMITED Mahendra Kumar Dutia Controller of Accounts and Company Secretary