Morganite Crucible (India) Limited has successfully completed its postal ballot process, with shareholders approving nine critical resolutions including a significant name change and multiple director appointments. The e-voting process concluded on January 28, 2026, with overwhelming shareholder support across all proposed resolutions.

Company Name Change Approved

The most notable resolution approved was the change of company name from 'Morganite Crucible (India) Limited' to 'Foseco Crucible (India) Limited'. This special resolution received unanimous support from shareholders, marking a significant rebranding initiative for the company. The company has subsequently altered its Memorandum of Association and Articles of Association to reflect this name change.

Comprehensive Director Appointments

Shareholders approved the appointment of seven directors across various categories:

Additionally, shareholders approved the continuation of Ulhas Narayanrao Gaoli (DIN: 00286833) as a Non-Executive Independent Director through a special resolution.

Voting Results and Participation

The postal ballot demonstrated strong shareholder confidence with consistent voting patterns across all resolutions:

Shareholder Category Breakdown

The voting participation varied significantly across shareholder categories. Promoter and Promoter Group showed complete participation with 100.0000% of their 4200000 shares voted, all in favor of the resolutions. Public Institutions demonstrated strong engagement with 85.9960% participation from their 76278 shares, while Public Non-Institutions had lower participation at 1.5827% from their 1323722 shares.

Process and Compliance

The e-voting process was conducted through MUFG Intime India Private Limited from December 30, 2025 (9:00 A.M.) to January 28, 2026 (5:00 P.M.). CS Jayesh Parmar of Prajot Tungare & Associates served as the scrutinizer, ensuring compliance with Section 110 of the Companies Act, 2013, and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The company followed MCA circulars by sending notices via email to shareholders whose names appeared in the Register of Members as of the cut-off date of December 26, 2025. A newspaper advertisement was also published on December 30, 2025, to inform members about the voting process and email registration procedures.

With all resolutions approved by the requisite majority, the company has successfully implemented its governance restructuring and rebranding initiative, positioning itself for future operations under the Foseco Crucible identity.

Morganite Crucible (India) Limited is set to undergo a significant ownership change as Foseco India Limited, a key player in the foundry industry, launches an open offer to acquire a controlling stake in the company. The offer has now received SEBI approval with pre-offer advertisements published on December 30, 2025.

Open Offer Details

Foseco India Limited, along with its promoters Foseco Overseas Limited, Vesuvius Holdings Limited, and Foseco (UK) Limited, has announced an open offer to acquire up to 1,400,000 equity shares, representing 25% of the voting share capital of Morganite Crucible (India) Limited. The offer is priced at ₹1,557.15 per share, with a total consideration of ₹218.00 crore, assuming full acceptance.

Regulatory Approval and Advertisement

SEBI has issued its approval through observation letter dated December 12, 2025, bearing reference SEBI/HO/CFD/CFD-RAC-DCR1/P/OW/2025/31130/1. Following this approval, the pre-offer advertisement and corrigendum to the Draft Public Statement was published on December 30, 2025, across multiple newspapers to ensure wide dissemination.

Transaction Structure

The open offer was triggered following a share purchase agreement where Foseco India agreed to acquire 4,200,000 equity shares (75% voting capital) from the existing promoters of Morganite Crucible India. This acquisition will be executed through a share swap arrangement, with Foseco India issuing 1,150,800 of its equity shares to the sellers via a preferential allotment. This issuance will constitute 15.27% of Foseco India's paid-up equity share capital post-allotment.

Strategic Implications

Upon completion of this transaction, Foseco India will gain control and become the promoter of Morganite Crucible India, while the current promoters will relinquish their promoter status. This move is expected to strengthen Foseco India's position in the foundry and crucible manufacturing sector.

Financial Highlights

Morganite Crucible (India) Limited reported a 4% increase in revenue from operations, totaling ₹17,419.00 lakhs. The company's operating profit (EBIDTA) stood at ₹4,860.00 lakhs, up from ₹4,458.00 lakhs in the previous period.

Regulatory Compliance

JM Financial Limited has been appointed as the manager to the offer and is coordinating the regulatory compliance process. The acquirer has stated that it does not intend to delist the target company. The transaction is being conducted in compliance with SEBI SAST Regulations and all necessary approvals have been obtained.