Veranda Learning Solutions Limited — AGM Information 2025

Sep 25, 2025

Veranda Learning Solutions Limited

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September 25,2025

BSE Limited National Stock Exchange of India Limited Dept of Corporate Services, The Listing Department, Phiroze Jeejeebhoy Towers, Exchange Plaza, Dalal Street, Fort, Bandra Kurla Complex, Mumbai – 400 001 Mumbai – 400 051 Scrip Code: 543514 Symbol: VERANDA

Dear Sir/Madam,

Subject: Addendum to the Notice of the 7[th] Annual General Meeting of the Members scheduled to be held on Monday, September 29, 2025

In continuation to our intimation dated September 06, 2025, we are submitting herewith the Addendum to the Notice of Annual General Meeting (“AGM”) of the Members of the Company, scheduled to be held on Monday, September 29, 2025 at 11:30 A.M (IST) through Video Conferencing / Other Audio Visual Means (“Addendum”).

The Board of Directors of the Company, at its meeting held on September 25, 2025, has identified the buyer for the proposed divestment of the entire shareholding in the Vocational Education Vertical. Accordingly, this Addendum is being issued for the information and consideration of the members.

The Addendum shall form an integral part of the AGM Notice dated September 06, 2025. Accordingly, the AGM Notice shall always be read together with this Addendum.

The Addendum has been dispatched to the Members by electronic means on the email addresses registered with the Depository Participant(s) / Company / the Registrar and Share Transfer Agents of the Company.

A copy of this Addendum is attached herewith and is also available on the website of the Company at https://www.verandalearning.com/web/index.php/general-meeting.

You are requested to kindly take the above intimation on your record and treat this as compliance with Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended.

Thanking you, For Veranda Learning Solutions Limited

SWAMINADHAN Digitally signed by SWAMINADHAN BALASUNDHARAM BALASUNDHARAM Date: 2025.09.25 19:12:56 +05'30'

S Balasundharam Company Secretary & Compliance Officer M. No: ACS-11114

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contact@verandalearning.com www.verandalearning.com

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+91 44 4690 1007

G.R. Complex First floor No.807-808, Anna Salai, Nandanam, Chennai -600 035

CIN: L74999TN2018PLC125880

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VERANDA LEARNING SOLUTIONS LIMITED CIN: L74999TN2018PLC125880

Registered Office: G.R. Complex, First Floor, No. 807-808, Anna Salai Nandanam, Chennai – 600035

Email: secretarial@verandalearning.com

ADDENDUM TO THE NOTICE OF THE 7[th] ANNUAL GENERAL MEETING OF THE MEMBERS OF VERANDA LEARNING SOLUTIONS LIMITED TO BE HELD ON MONDAY, SEPTEMBER 29, 2025, AT 11.30 A.M (IST) THROUGH VIDEO CONFERENCING (“VC”) / OTHER AUDIO-VISUAL MEANS (“OAVM”).

Veranda Learning Solutions Limited (“the Company”) had issued a Notice dated September 06, 2025, convening the Annual General Meeting (“AGM”) of its members, scheduled to be held on Monday, September 29, 2025, at 11:30 A.M. (IST) through Video Conferencing (VC) / Other Audio-Visual Means (OAVM).

The said AGM Notice was dispatched to the members of the Company in accordance with the provisions of the Companies Act, 2013, the rules made thereunder, and other applicable statutory requirements.

With reference to Item No. 6 of the AGM Notice, the Board of Directors, at its meeting held on September 25, 2025, approved the sale, dilution and divestment of Vocational Education vertical to SNVA Edutech Limited (CIN U80100DL2009PLC195637) [SNVA]. In this regard, the following additional details are submitted for the consideration of the Members.

The Company has entered into definitive agreements for the sale, dilution and divestment of its Vocational Education vertical comprising of:

• Brain4ce Education Solutions Private Limited (Wholly Owned Subsidiary);

• Veranda Management Learning Solutions Private Limited (Wholly Owned Subsidiary); and

• Six Phrase Edutech Private Limited (Stepdown Subsidiary held through Veranda Administrative Learning Solutions Private Limited),

for a total consideration of Rs. 390.11 Crores (Rupees Three Hundred Ninety Crores and Eleven Lakhs only).

The consideration will be settled by SNVA through the issuance of its equity shares, pursuant to which Veranda Learning Solutions Limited, together with Veranda

Administrative Learning Solutions Private Limited, will hold collectively 50% equity stake in SNVA.

Further, the sale, dilution and divestment will be effective upon receipt of shareholder’s approval and all other approvals that may be /are required.

This Addendum shall form an integral part of the AGM Notice dated September 06, 2025. Accordingly, the AGM Notice shall always be read together with this Addendum.

The Link to access the Addendum is also being published in the Financial Express (National Daily Newspaper) and Makkal Kural (Regional Daily Newspaper) and the Addendum will also be made available on website of both the stock exchanges i.e. BSE Limited and National Stock Exchange of India Limited , on the website of the Company at https://www.verandalearning.com/web/inde x.php/general-meeting and on the website of Central Depository Services (India) Limited (“CDSL”) at www.evotingindia.com.

By Order of the Board For Veranda Learning Solutions Limited

Sd/-

S. Balasundharam Company Secretary and Compliance Officer Membership No: ACS 11114

Date: September 25, 2025 Place: Chennai

REGISTERED OFFICE: VERANDA LEARNING SOLUTIONS LIMITED

G.R Complex, First floor, No .807-808, Anna Salai, Nandanam, Chennai 600035 CIN:L74999TN2018PLC125880 Email:secretarial@verandalearning.com Website:www.verandalearning.com