NSESale or disposal6d ago · 13 Aug 2026, 07:31 pm

Sale or disposal

Vesuvius India Limited · VESUVIUS

✦ AI SummaryDivestiture

Vesuvius India Limited has approved the sale of its Mehsana Facility to Foseco India Limited for a lump-sum consideration of INR 43,25,00,000, subject to adjustments. The transaction is expected to be completed by 31 December 2026.

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Earnings Impact6/10
Growth Catalyst4/10
Governance Concern2/10
Regulatory Risk1/10
Balance Sheet Risk3/10
Liquidity Impact8/10
Market Sentiment5/10

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Full Announcement

Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

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VESUVIUS_13082026193059_Reg30disclosure13082026.pdf

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13 August 2026 BSE Limited Listing Department, National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Listing Department, Exchange Plaza, Dalal Street, 5th Floor, Plot No. C/1, G Block, Mumbai 400 001 Bandra Kurla Complex, Bandra (East), Mumbai-400 051 Scrip Code: 520113 Scrip code: VESUVIUS Dear Sir/ Madam, Sub: Outcome of the Board Meeting under Regulation 30 of the 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 Vesuvius India Limited (“Company”/ “VIL”) 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 Foseco India Limited (“FIL”) (the “Business Transfer Agreement”), pursuant to which the Company has agreed to sell, transfer, assign and convey its 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”), to FIL 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 said Meeting of the Board of Directors commenced at 5:15 P.M. and concluded at 5:55 PM. This is for your information and record. Thanking you, For VESUVIUS INDIA LIMITED Saheb Ali Company Secretary & Compliance Officer 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. The amount and percentage of the Details in relation to the revenue and net turnover or revenue or income and net worth contributed by the Mehsana Facility worth contributed by such unit or in the financial year ended on 31 December division or undertaking or subsidiary or 2025 is set out below: associate company of the listed entity during the last financial year (i) Revenue – INR 58.13 Cr | 2.8% (ii) Net-worth – INR 34.74 Cr. | 2.09% 2. Date on which the agreement for sale has Business Transfer Agreement executed on been entered into 13 August 2026 3. The expected date of completion of Latest by 31 December 2026 sale/disposal 4. Consideration received from such The lump-sum consideration for the sale/disposal Proposed Transaction 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. 5. Brief details of buyers and whether any The buyer is Foseco India Limited (“FIL”), of the buyers belong to the a public listed company bearing corporate promoter/promoter group/group identification number companies. If yes, details thereof L24294PN1958PLC011052 and having its registered office at GAT NO 922 & 923 Sanasawadi, Pune, Maharashtra, India, 412208. FIL is primarily engaged in the business of manufacturing and trading of metallurgical products and services. The Company and FIL are part of the Vesuvius group of companies with their ultimate holding company being Vesuvius plc, UK. Accordingly, the Company and FIL are fellow subsidiaries of the same ultimate holding company. 6. Whether the transaction would fall Yes, the Proposed Transaction is a related within related party transactions? If yes, party transaction. As set out above, the whether the same is done at "arm's Company and FIL are part of the Vesuvius length" group of companies with their ultimate holding company being Vesuvius plc, UK. Accordingly, the Company and FIL are fellow subsidiaries of the same ultimate holding company and are related parties vis-à-vis each other. 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 11 August 2026 issued by BDO Valuation Advisory LLP (Registration No: IBBI/RV- E/02/2019/103), an independent registered valuer. 7. Whether the sale, lease or disposal of the The Proposed Transaction is not being undertaking is outside Scheme of undertaken through a scheme of Arrangement? If yes, details of the same arrangement. including compliance with regulation 37A of LODR Regulations Further, the Proposed Transaction does not meet the thresholds set out under Section 180 of the Companies Act, 2013 and Regulation 37A of the SEBI Listing Regulations. 8. Name of the entity(ies) forming part of Seller – Vesuvius India Limited the slump sale Buyer – Foseco India Limited 9. Details in brief such as, size, turnover Name of Turnover as Total assets etc. of the entites the on 31 as on 31 company December December 2025 2025 (In INR, Cr.) (In INR, Cr.) VIL 2104.33 2149.64 FIL* 604.02 1202.32 *Figures are based on the standalone financial statement of FIL. 10. Whether the transaction would fall Please refer to the response in serial no. 6 within related party transactions? If yes, above. whether the same is done at “arm’s length” 11. Area of business of the entity(ies) The Company is primarily engaged in the business of manufacture and trade of refractory products and control systems and providing related refractory services for various industrial applications. FIL is primarily engaged in the business of manufacturing and trading of metallurgical products and services. 12. Rationale for slump sale The manufacturing business undertaken at the Mehsana Facility and the products manufactured therein are non-core to the business of the Company as they serve the foundry industry. The crucibles business is however a key element of FIL’s non-ferrous foundry strategy. Following FIL’s recent acquisition of Foseco Crucible (India) Limited (formerly known as Morganite Crucible (India) Limited), and with its expanded manufacturing footprint, FIL expressed interest to acquire the Mehsana Facility. Consequently, the Company has agreed to sell and transfer the Mehsana Facility to FIL. 13. In case of cash consideration – amount or The lump-sum consideration for the otherwise share exchange ratio Proposed Transaction 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. 14. Brief details of change in shareholding There will be no change in the shareholding pattern (if any) of listed entity. pattern of the Company pursuant to the Proposed Transaction.