Morganite Crucible (India) Limited , a key player in the crucible manufacturing sector, has announced a postal ballot process to seek shareholder approval for significant board appointments and a company name change following its recent acquisition by Foseco India Limited.

Postal Ballot Schedule and Process

The company has issued a formal postal ballot notice under Regulation 44, with remote e-voting scheduled from December 30, 2025 (9:00 AM) to January 28, 2026 (5:00 PM). The cut-off date for eligible voting members is December 26, 2025, and results will be announced by January 30, 2026.

Ownership Transfer Background

The postal ballot follows the completion of a 75% stake transfer to Foseco India Limited on November 12, 2025. The transaction involved the transfer of 4.2 million equity shares from original promoters Morganite Crucible Limited and Morgan Terrassen B.V., transforming Morganite Crucible into a subsidiary of Foseco India.

Board Appointments for Shareholder Approval

The postal ballot seeks approval for seven key director appointments, all effective from November 12, 2025:

Non-Executive Directors:

• Manuel Antonio Delfino Aguilera (DIN: 11218693) - Non-Executive, Non-Independent Director
• Mark Collis (DIN: 10054384) - Non-Executive, Non-Independent Director
• Henry Knowles (DIN: 08751453) - Non-Executive, Non-Independent Director

Independent Directors (5-year terms):

• Amitabha Mukhopadhyay (DIN: 01806781) - Non-Executive Independent Director
• Rashmi Joshi (DIN: 06641898) - Non-Executive Independent Director

Executive Directors (5-year terms):

• Prasad Chavare (DIN: 08846863) - Managing Director
• Mohit Mangal (DIN: 03049572) - Whole-time Director

Special Resolutions

The postal ballot includes two special resolutions: continuation of Mr. Ulhas Narayanrao Gaoli as Non-Executive Independent Director (who will turn 75 in August 2026) and the proposed name change from "Morganite Crucible (India) Limited" to "Foseco Crucible (India) Limited."

Remuneration Structure

Notably, both executive directors (Prasad Chavare and Mohit Mangal) will receive their full remuneration from Foseco India Limited rather than from Morganite Crucible, reflecting the integrated operational structure post-acquisition.

Voting Process

Shareholders can vote through multiple channels including NSDL and CDSL platforms, with detailed instructions provided for both individual and institutional investors. The company has engaged MUFG Intime India Private Limited as the registrar and share transfer agent for the e-voting facility.

The postal ballot represents a crucial step in formalizing the governance structure following Foseco India's acquisition, ensuring regulatory compliance while transitioning to the new ownership structure.

Morganite Crucible (India) Limited , a leading manufacturer of crucibles, has announced its financial results for the second quarter and half-year ended September 30, 2025, along with several corporate governance updates.

Financial Performance

The company reported a mixed financial performance for Q2 FY2026:

For the half-year ended September 30, 2025:

Corporate Governance Updates

The Board of Directors approved several amendments and revisions to key policies:

1. Amended Terms of Reference and composition changes of the Audit Committee.
2. Revised Corporate Social Responsibility Policy.
3. Updated Insider Trading Policy.
4. Modified Nomination and Remuneration Policy.
5. Revised Risk Management Policy.
6. Updated Policy on Determination of Materiality of Event.
7. Revised Policy on Materiality of Related Party Transactions.
8. Updated Terms and conditions for appointment of Independent Directors.

These revisions align with recent amendments to the Companies Act, 2013, and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Potential Ownership Change

On August 22, 2025, Morgan Advanced Materials plc, the ultimate holding company of Morganite Crucible (India) Ltd, entered into a Share Purchase Agreement with Vesuvius Plc. This agreement involves the divestment of Morgan's Molten Metal Systems business, which includes a 75% equity stake in Morganite Crucible (India), for an aggregate consideration of ₹65,394 lakhs.

The transaction will be executed through a share swap arrangement, with Foseco India Ltd (a Vesuvius Group entity) acquiring the 75% stake in Morganite Crucible (India) from its current promoters. In return, Foseco India will issue new equity shares to Morganite Crucible's promoters in an agreed ratio.

While in-principle approvals from the National Stock Exchange and Bombay Stock Exchange have been received, the transaction remains subject to the fulfillment of certain conditions outlined in the Share Purchase Agreement.

Investors and stakeholders should note that the current financial results continue to reflect Morganite Crucible (India)'s operations under Morgan Advanced Materials Plc, as the change in control has not yet been effected.

The company's board meeting, which approved these results and updates, commenced at 2:00 p.m. and concluded at 3:55 p.m. on November 11, 2025.