Summary of Key Information:

Reporting Period: Quarter and Half Year ended September 30, 2026

Nature of Filing / Announcement: Outcome of Board Meeting - Financial Results

Audit Opinion:

Unmodified opinion from statutory auditors M/s Suresh Surana & Associates LLP, Chartered Accountants

Key Financial Highlights [Rs. in Lakhs]:

Consolidated Results:

Quarter Ended September 30, 2026:

  • Revenue from Operations: 5,059.28 (Q2 FY26: 4,317.80)
  • Total Income: 5,243.54 (Q2 FY26: 4,393.45)
  • Net Profit: 1,09,248.33 (Q2 FY26: 9,559.63)
  • EPS - Basic: 112.33 (Q2 FY26: 10.61)
  • EPS - Diluted: 112.22 (Q2 FY26: 10.45)

Half Year Ended September 30, 2026:

  • Revenue from Operations: 10,408.36 (H1 FY26: 7,770.45)
  • Total Income: 10,724.46 (H1 FY26: 8,174.54)
  • Net Profit: 1,12,635.65 (H1 FY26: 10,151.46)
  • EPS - Basic: 115.45 (H1 FY26: 11.56)
  • EPS - Diluted: 115.30 (H1 FY26: 11.37)

Consolidated Assets and Liabilities as at September 30, 2026:

  • Total Assets: 76,646.21 (March 31, 2026: 1,83,219.68)
  • Total Equity: 51,824.27 (March 31, 2026: 96,187.33)
  • Cash and Cash Equivalents: 889.08 (March 31, 2026: 2,986.99)
  • Borrowings: 14,702.08 (Non-current: 13,973.68 + Current: 728.40)

Standalone Results:

Quarter Ended September 30, 2026:

  • Revenue from Operations: 323.31 (Q2 FY26: 642.46)
  • Total Income: 1,203.01 (Q2 FY26: 1,304.02)
  • Net Profit: 1,19,498.77 (Q2 FY26: (2,958.71))
  • EPS - Basic: 123.97 (Q2 FY26: (3.28))
  • EPS - Diluted: 123.91 (Q2 FY26: (3.28))

Half Year Ended September 30, 2026:

  • Revenue from Operations: 743.30 (H1 FY26: 1,382.35)
  • Total Income: 2,641.79 (H1 FY26: 2,553.76)
  • Net Profit: 1,20,997.46 (H1 FY26: (3,147.19))
  • EPS - Basic: 125.62 (H1 FY26: (3.81))
  • EPS - Diluted: 125.56 (H1 FY26: (3.81))

Standalone Assets and Liabilities as at September 30, 2026:

  • Total Assets: 84,506.43 (March 31, 2026: 1,60,908.12)
  • Total Equity: 67,449.09 (March 31, 2026: 1,03,439.13)
  • Cash and Cash Equivalents: 669.44 (March 31, 2026: 1,625.13)
  • Borrowings: 14,515.36 (Non-current: 13,972.71 + Current: 542.65)

Segment-wise Performance [Rs. in Lakhs]:

Continuing Operations for Q2 FY27:

  • Managed School Services: Revenue 679.81, Segment Result 531.83
  • Government Test Preparation: Revenue 4,338.12, Segment Result 965.99
  • Vocational Education: Revenue 0.00, Segment Result (16.39)
  • Others: Revenue 323.31, Segment Result (391.86)

Discontinued Operations for Q2 FY27:

  • Revenue: 7,768.90
  • Profit before tax: 2,619.48

Corporate Actions:

Demerger: The Commerce Education Business along with related investments was demerged and transferred to J.K. Shah Commerce Education Limited effective September 1, 2026 (Second Appointed Date). The following companies ceased to be subsidiaries of Veranda Learning and became subsidiaries of JSCEL:

  • Tapasya Educational Institutions Private Limited (51%)
  • BB Publication Private Limited (51%) including BB Virtuals Private Limited
  • Navkar Digital Institute Private Limited (65%)

Exceptional Items:

  • Consolidated: Gain of ₹1,04,768.69 lakhs from demerger in Q2 FY27
  • Standalone: Gain of ₹1,18,027.69 lakhs from demerger in Q2 FY27

Share Allotments:

  • On July 14, 2026: 30,122 equity shares allotted under ESOP plan
  • On September 4, 2026: 1,55,763 equity shares allotted on conversion of warrants to Goodday Enterprises LLP

Warrant Lapse: 6,23,054 convertible warrants lapsed on August 27, 2026 due to non-payment of balance consideration, with upfront amount of ₹500.00 lakhs forfeited and transferred to Capital Reserve.

Other Significant Information:

Entities in Consolidation:

The consolidated results include:

  • Holding Company: Veranda Learning Solutions Limited
  • 7 Subsidiary Companies
  • 5 Step-down Subsidiaries
  • 1 Associate: SNVA Veranda Limited (50%)

Accounting Treatment:

  • The demerger has been accounted under Ind AS 10, Distribution of Non-cash Assets to Owners
  • The difference between fair value and carrying amount of demerged undertaking recognized as gain in exceptional items
  • Results of demerged undertaking and vocational education segment (divested on September 30, 2025) disclosed as discontinued operations

Cash Flow Highlights (Consolidated H1 FY27):

  • Net cash from operating activities: 6,201.95
  • Net cash used in investing activities: (858.32)
  • Net cash used in financing activities: (5,973.64)
  • Net decrease in cash: (630.01)