Morganite Crucible India Ltd

AGM Details

• AGM date and time: August 26, 2026 at 2:00 PM IST.
• Mode: Video Conferencing/Other Audio Visual Means (VC/OAVM).
• Record date for dividend and voting: August 19, 2026.
• Register/Share transfer closure: August 20–26, 2026 (inclusive).

Resolutions to be voted

• Ordinary: adopt Audited financial statements for FY ended March 31, 2026.
• Ordinary: declare final dividend of 12.50 per share.
• Ordinary: re-appoint Aniruddha Karve by rotation.
• Special Ordinary: appoint Christopher Graham Lewis as Non-Executive & Non-Independent Director.
• Ordinary: appoint Juliette Catherine Lowes as Non-Executive & Non-Independent Director.
• Special: appoint Sunil Kumar Chaturvedi as Non-Executive Independent Director for 5 years.
• Ordinary: approve commission to Independent Directors for FY 2025-26.

Voting results (where available)

• Outcome of each resolution not disclosed in the filing.

Dividend details

• Final dividend of 12.50 per share recommended; subject to AGM approval.
• Record date for dividend: August 19, 2026.
• Dividend payable within 30 days of declaration if approved.

Promoter change and name change

• Promoter shift: 75% stake acquired by Foseco India Limited.
• Name change: Morganite Crucible (India) Limited renamed to Foseco Crucible (India) Limited on Feb 9, 2026.

Board changes

• Resignations: Poonam Bopshetti and Jonathan Percival resigned Nov 12, 2025.
• Other resignations: Chandrashekhar Chitale and Maithilee Tambolkar ceased; reasons cited.
• New appointments: Christopher Lewis, Juliette Lowes, Sunil Chaturvedi.
• Board alignment with holding group following promoter change.

Auditors

• Statutory Auditor: Deloitte Haskins & Sells LLP; term 2025–30 (five years).
• Remuneration for 2025–26: 74.80 Lakhs; report unmodified.

Related party transactions

• All related party transactions in ordinary course and at arm's length.
• No material related party transactions exceeding 10% of annual turnover.
• Audit Committee omnibus approvals for routine RPTs.

Independent Directors remuneration

• Commission to Independent Directors proposed for FY 2025–26.
• Three directors to receive 285,616.44 each; within 1% of net profits.

Other disclosures

• ESOPs/sweat equity: none; no such schemes issued.
• Dividend Distribution Policy disclosed on company site.

Key dates

• Record date is Wednesday, August 19, 2026 for AGM eligibility and dividend entitlement on equity shares.
• Book closure from Aug 20, 2026 to Aug 26, 2026 (inclusive).
• Purpose: to hold the 41st AGM and declare a final dividend for FY 2025-26.
• Dividend is final and subject to members' approval at the AGM.
• Security: Equity shares.

Overview & Results

• Revenue from operations: 17,192 lakhs in FY2025-26, down from 17,419.
• Total income: 18,301 lakhs, up slightly from 18,216.
• PBT before finance, depreciation and exceptional items: 5,691 lakhs, up from 4,861.
• PAT after tax: 1,872 lakhs; EPS 33.43.
• Final dividend proposed: 12.50 per share; AGM approval required.
• Equity share capital: 280 lakhs; shares outstanding: 5.6 million.

Ownership & Promoter Change

• 75% stake acquired by Foseco India Limited on 12 Nov 2025 under SPA.
• Company integrated with FIL and Vesuvius Group from 12 Nov 2025.
• Open offer to the public: 1.4 million shares, 25% of voting capital; complied.
• Name change to Foseco Crucible (India) Limited on 9 Feb 2026.
• Promoter holding post-MTO: 76.77%; public shareholding reduced.
• Company now part of the Vesuvius Group.

Operations & Facilities

• Product range includes silicon carbide and clay graphite crucibles.
• Waluj, Aurangabad facility spans 64,750 sq m; ISO 9001:2015 certified.
• Global reach across Asia, Europe, Africa, Middle East, and Americas.
• R&D enabled XL Rib Forming Crucible development.
• Standardization of DGR, VALuStar, and Z2e2 manufacturing processes.
• Indigenization of frit and clay reduces import dependence.
• 1 MW rooftop solar plant contributed 33% of site electricity.
• Rainwater storage capacity 500 m3; 32% of site water use.
• ZLD system for industrial effluent; sewage water recycled for gardening.

Governance & Board

• Board comprises nine directors; includes one woman director.
• MD Prasad Chavare appointed 12 Nov 2025; Mohit Mangal as WTD & CFO.
• Independent directors appointed: Amitabha Mukhopadhyay and Rashmi Joshi.
• Resignations: Poonam Bopshetti, Chandrashekhar Chitale, Jonathan Percival; Tambolkar’s term ended.
• Audit Committee includes four directors; two independents joined Nov 12, 2025.
• Familiarisation program for Independent Directors conducted and published on website.
• Board meetings held six times during the year; governance reviews ongoing.

Financial Performance

• Revenue from operations: 17,192 lakhs; prior year 17,419.
• Operating expenses: 12,610; down from 13,355.
• Exceptional item: 1,868; leading to PAT of 1,872.
• Tax expense: 773; Profit after tax: 1,872.
• Earnings per share: 33.43; no dilutedEPS.
• Dividend: final 12.50 per share; record date 19 Aug 2026; AGM 26 Aug 2026.

CSR & Sustainability

• CSR expenditure: 84.74 lakhs; education and environment initiatives emphasized.
• Padalsa village school constructed and handed over Feb 27 2026.
• Two CSR committee meetings conducted in 2025-26.
• Environmental goals: carbon neutrality by 2050 and 30% water reduction by 2030.

Risks & Outlook

• Indian foundry market remains positive due to Make in India and PLI.
• Export markets remain cautious amid geopolitics and supply chain risks.
• Volatility in raw materials and energy costs; currency fluctuations present risk.
• Opportunity from domestic growth and integration with Vesuvius Group.

Capital Structure & Shareholder Info

• Equity share capital: 280 lakhs; 56 lakh shares outstanding.
• Promoter stake post-MTO: 76.77%; public holding ~23.23%.
• Dematerialization: 99.30% of shares held in demat form.
• Scrip: BSE code 523160; ISIN INE599F01020.
• Dividend policy and payment mechanics described in annual report.

Audit & Compliance

• Statutory auditors: Deloitte Haskins & Sells LLP; Secretarial auditor: Prajot Tungare & Associates.
• Statutory audit: unmodified opinion; no material weaknesses; minor procedural observations.
• Secretarial audit: four observations; management responses; SDD software implemented.
• I E P F: unpaid dividends and shares transferred for 2017-18 and 2018-19.

Appointment of Additional Directors and shareholding disclosures

• Three individuals appointed as Additional Directors of the company effective 25 July 2026.
• DINs: 11847319, 11845679, 02183147 disclosed.
• Christopher Lewis and Juliette Lowes: Additional Non-Executive Non-Independent Directors.
• Sunil Kumar Chaturvedi: Additional Independent Director.
• Shareholding on appointment date: Nil for all three.
• Disclosures confirm no equity shares or securities held as on appointment date.
• No immediate governance changes beyond appointment.
• Disclosure filed under SEBI PIT Regulations 2015.

Meeting Details

• Date: August 3, 2026; time not disclosed; venue: Registered Office.

Key Agenda Items

• Consider, approve and record unaudited Q1 2026 financial results; quarter ended June 30, 2026; Limited Review Report.

Other Notes

• Trading window closed July 1, 2026 to 48 hours after results declaration (up to Aug 5, 2026).

Resignations and governance impacts

• Henry Knowles resigned w.e.f. 24 July 2026.
• No material reasons disclosed for Henry Knowles resignation.
• Henry Knowles ceased to be Corporate Social Responsibility Committee member.
• Mark Collis resigned w.e.f. 24 July 2026.
• Mark Collis ceased Audit Committee and Risk Management Committee membership.
• Rashmi Joshi resigned w.e.f. 24 July 2026.
• Reason: to create more bandwidth to focus on other commitments.
• No other material reasons disclosed for Rashmi Joshi resignation.
• Rashmi Joshi ceased Audit Committee, Nomination and Remuneration Committee, and Risk Management Committee membership.
• Rashmi Joshi held listed directorships: Bhart Forge Limited; Orkla India Limited; Elevate Campuses Limited; Vesuvius India Limited.

Regulatory compliance status

• Certificate confirms compliance with Regulation 74(5) under SEBI DP Regulations.

Key Update

• Trading Window closed for promoters, promoter group, directors, and designated persons.
• Closure begins July 1, 2026 and ends 48 hours after board meeting to approve quarterly results.