BSEOthers6d ago · 13 Aug 2026, 07:27 pm
Outcome of the Board Meeting under Regulation 30 of the SEBI Listing Regulations, held on August 13, 2026
Vesuvius India Ltd · 520113
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Vesuvius India Ltd has approved the execution of a business transfer agreement with Foseco India Ltd to sell its manufacturing facility in Mehsana, Gujarat, for a lump-sum consideration of INR 43,25,00,000.
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Vesuvius India Ltd - 520113 - Board Meeting Outcome for Outcome Of The Board Meeting Under Regulation 30 Of The SEBI (Listing Obligations And Disclosure Requirements) Regulations, 2015
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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.