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Veranda Learning Solutions Limited Interim / Quarterly Report 2025

Nov 14, 2024

59607_rns_2024-11-14_58fd385e-1feb-4025-b1d9-4254b1aa7e17.pdf

Interim / Quarterly Report

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Veranda Learning Solutions Limited

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14[th] November, 2024

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

Dear Sir/Madam,

Sub: Intimation of Outcome of the Board Meeting of Veranda Learning Solutions Limited under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Pursuant to Regulation 30 read with Para A, Part A of Schedule III of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (LODR), we hereby inform that the Board of Directors of the Company at their meeting held on Thursday, 14[th] November 2024 , have approved the following.

Financial Results:

The Un-Audited Financial Results (Standalone & Consolidated) for the quarter and half year ended 30[th] September 2024

Accordingly, please we are enclosing the following:

a) Limited Review Report issued by M/s. Deloitte Haskins & Sells, Chartered Accountants in respect of Un-Audited Financial Results (Standalone & Consolidated) of the Company for the quarter and half year ended 30[th] September 2024.

b) Unaudited standalone and consolidated financial results of the Company for the quarter and half year ended 30[th] September 2024.

Further, the Board of Directors have approved the reconstitution of the Risk Management Committee of the Company with effect from 14[th] November 2024.

Name of the
Committee
Composition after Re-constitution Category
Risk Management
Committee
Mr. S Lakshminarayanan Non-Executive Independent
Director
Mr.Rajesh Pankaj Chief Programme Officer
Mr. P B Srinivasan Non-Executive Independent
Director

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[email protected] www.verandalearning.com

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+91 44 4296 7777

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

CIN: L74999TN2018PLC125880

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Veranda Learning Solutions Limited

The Board Meeting Commenced at 3:00 P.M. and ended at 4.50 P.M.

The aforesaid information is also hosted on the website of the Company viz https://www.verandalearning.com/web/index.php/board-meetings

Kindly take the same on record and display the same on the website of your exchange.

Thanking you, For Veranda Learning Solutions Limited

SWAMINADHAN Digitally signed by SWAMINADHAN BALASUNDHARAM BALASUNDHARAM Date: 2024.11.14 16:55:51 +05'30' S Balasundharam Company Secretary & Compliance Officer M. No: ACS-11114

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[email protected] www.verandalearning.com

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+91 44 4296 7777

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

CIN: L74999TN2018PLC125880

Deloitte Haskins & Sells

Chartered Accountants ASV N Ramana Tower 52, Venkatnarayana Road T. Nagar Chennai - 600 017 Tamil Nadu, India Tel: +91 44 6688 5000 Fax: +91 44 6688 5050

INDEPENDENT AUDITOR'S REVIEW REPORT ON REVIEW OF UNAUDITED CONSOLIDATED FINANCIAL RESULTS

TO THE BOARD OF DIRECTORS OF VERANDA LEARNING SOLUTIONS LIMITED

  1. We have reviewed the accompanying Statement of Unaudited Consolidated Financial Results of Veranda Learning Solutions Limited ("the Parent") and its subsidiaries (the Parent and its subsidiaries together referred to as "the Group"), for the quarter and half year ended September 30, 2024 ("the Statement") being submitted by the Parent pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ("the Listing Regulations").

  2. This Statement, which is the responsibility of the Parent's Management and approved by the Parent's Board of Directors, has been prepared in accordance with the recognition and measurement principles laid down in the Indian Accounting Standard 34 "Interim Financial Reporting" ("Ind AS 34"), prescribed under Section 133 of the Companies Act, 2013 read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. Our responsibility is to express a conclusion on the Statement based on our review.

  3. We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity", issued by the Institute of Chartered Accountants of India (!CAI). A review of interim financial information consists of making inquiries, primarily of Parent's personnel responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing specified under Section 143( 10) of the Companies Act, 2013 and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

We also performed procedures in accordance with the circular issued by the SEBI under Regulation 33(8) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, to the extent applicable.

  1. The Statement includes the results of the following entities:

Parent Company

Veranda Learning Solutions Limited

Subsidiary Companies

  • (a) Veranda Race Learning Solutions Private Limited, India

  • (b) Veranda XL Learning Solutions Private Limited, India

  • (c) Veranda IAS Learning Solutions Private Limited, India

  • (d) Brain4ce Education Solutions Private Limited, India

  • (e) Veranda Learning Solutions North America, Inc., State of Delaware, USA

  • (f) Veranda Administrative Learning Solutions Private Limited, India

  • (g) Veranda Management Learning Solutions Private Limited, India

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Deloitte Haskins & Sells

Step-down Subsidiaries

  • (h) Sreedhar CCE Learning Solutions Private Limited, India (Subsidiary of (a) above)

  • (i) BAssure Solutions Private Limited, India (Subsidiary of (f) above)

  • (j) Veranda K-12 Learning Solutions Private Limited, India (Subsidiary of (f) above)

  • (k) Neyyar Academy Private Limited, India (Subsidiary of (f) above) (I) Neyyar Education Private Limited, India (Subsidiary of (f) above)

  • (m) Phi re Learning Solutions Private Limited, India (Subsidiary of (f) above)

  • (n) Six Phrase Edutech Private Limited, India (Subsidiary of (f) above) (o) Talentely Innovative Solutions Private Limited (Subsidiary of (n) above) (p) Tapasya Educational Institutions Private Limited (Subsidiary of (b) above)

  • Based on our review conducted and procedures performed as stated in paragraph 3 above and based on the consideration of the review reports of the other auditors referred to in paragraph 6 below, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with the recognition and measurement principles laid down in the aforesaid Indian Accounting Standard and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, including the manner in which it is to be disclosed, or that it contains any material misstatement.

  • We did not review the financial results of six subsidiaries included in the consolidated unaudited financial results, whose interim financial results reflect total assets of Rs. 10,379.86 Lakhs as at September 30, 2024, total revenues of Rs. 1,074.92 Lakhs and Rs. 2,622.52 Lakhs for the quarter and half year ended September 30, 2024 respectively, total net loss after tax of Rs. 45.24 Lakhs and net profit after tax of Rs. 534.20 Lakhs for the quarter and half year ended September 30, 2024 respectively and total comprehensive loss of Rs. 45.24 Lakhs and total comprehensive loss Rs. 534.20 Lakhs for the quarter and half year ended September 30, 2024 respectively and net cash outflows of Rs. 81.21 Lakhs for the half year ended September 30, 2024, as considered in the Statement. These interim financial results have been reviewed by other auditors whose reports have been furnished to us by the Management and our conclusion on the Statement, in so far as it relates to the amounts and disclosures included in respect of these subsidiaries is based solely on the reports of the other auditors and the procedures performed by us as stated in paragraph 3 above.

Our conclusion on the Statement is not modified in respect of these matters.

For Deloitte Haskins & Sells Chartered Accountants (Firm's Registration No: 008072S) � Krishna Prakash E Partner (Membership No. 216015) UDIN:24216015BKCQDC3922

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Place: Chennai Date: November 14, 2024

Veranda Leaming Solutions Limited Registered Office: G.R. Complex. First Floor, No. 807-808, Anna Salai, Nandanam, Chennai - 600035 CIN: L74999TN2018PLCl25880

Tel: 044-42967777; E-mail: [email protected], Website: www.verandalearning.com

STATEMENT OF UNAUDITED CONSOLIDATED FINANCIAL RES UL TS FOR THE QUARTER AND HALF YEAR ENDED SEPTEMBER 30, 2024

(Rs. In Lakhsl (Rs. In Lakhsl (Rs. In Lakhsl (Rs. In Lakhsl
SI.
No
I
Particular
Income:
Revenue from Oerations
Other Income(Refer note 8)
Fo
September 30,
2024
r the Quarer Ended
For the Half Year Ended

June 30,
September 30,
September 30,
September JO,
2024
2023
2024
2023
Year Ended
March 31,
2024
(Unaudited)
13,862.06
182.55
(Unaudited)
(Unaudited)
(Unaudited)

11,898.69
9,837.23
25,760.75

743.36
189.78
925.91
(Unaudited)
16,727.42
347.76
(Audited)
Income:
Revenue from Oerations
Other Income(Refer note 8)
36,173.06
828.68
2 Total Income 14,044.61
12,642.05
10,027.01
26,686.66
3. 18
0.28
3.74
3.46
327.69
158.12
222.71
485.81
(106.84)
50.00
(12.55)
(56.84)
2,934.21
2,677.93
2,094.51
5,612.14
1,582.87
1,605.27
1,446.25
3,188.14
6 263.18
5,389.69
4 597.58
11 652.87
11,004.29
9,881.29
8,352.24
20,885.58
17,075.18
4.59
330.36

29.88
3,963.33
2,473.61
8,034.73
14,836.50
37,001.74
Expenses:
Cost of Materials Consumed
Purchase of Stock - in-trade
Chages in Inventories of Stock - in - trade
Employee Benefts Expense
Adverisement and Business Promotion Expenses
Other Oratine Exoenses
Total Expenses
7.94
701.74
(21.99)
8,183.14
4,867.32
17,034.94
**30,773.09 **
J Earings before Finance Cost, Tax. Depreiation and
Amortisation Expense (I - 2)

3,040.32
2,760.76
1,674.77
5,801.08
3,322.97
2,992.23
1,030.89
6,315.20
2,422.07
2,233.41
616.58
4 655.48
(2,704.72)
(2,464.88)
27.30
(5,169.60)
2,238.68
1,875.70
2,512.08
(2,149.10)
6,228.65
7,817.27
6,537.22
(8,125.84)
4
5
6
Finance costs
Dpreciation and Amortisation Expense
Proft /(Loss)befre Tax(3 - 4 -5)
7
8

Tax Expenses
Curent Tax
Dferred Tax
Total Tax Expnses
Loss after Tax(6 - 7)
493.68
114.78
123.37
608.46
(161.91)
(63.95)
56.79
(226.58)
186.52
(249.90'
228.25
(742.92)
33I.77
50.83
180.16
381.88
(3,036.49
(2,515.71
(152.86
(5,551.48)
(63.38)

(2,085.72)


(514.67
(7,611.17
9
10
Other Comprehensive Income/ (Loss)
(i)Items that will not be reclassifed to Statement of
Proft or Loss
a) Remeasurement of defined benefit pla
b) Fair valuation gain_I_(loss) on investment in equity
instruments through other comprehensive income
c) Income Tax relating to items that will not be reclassified
to profit or loss in subsequent period
(ii)Items that will be subsequently relassifie to
Statement of ProftorLoss
a) Exchange diferences on translation of freign
operations
Total Other Comprehensive Income/ (Loss)
Total Comprehensive lncome/(Loss) for the year/
period (8+9)
Income/ (Loss) for the year/ priod attributable to:
Owners of the company
Non Controlling interests
Other comprehensive Income for theyear/period
attrbutable to:
Oners of the company
Non Controlling interests
Total comprehensive Income / (Loss) fr the yer_I_
perod attributable to:
Oners of the company
Non Controllinginterests


(12.28)
6.00
1.17
(6.28)
(33.46)
(33.46)
-
-
1.70
0.01
(0.30)
0.99
(3.91)
(0.61)
(10.64)
(4.52)
(47.95)
5.40
(9.77)
(43.27)
(3,084.44)
(2,510.31)
(162.63)
(5,594.75)
(3,008.74)
(2,669.99)
(211.53)
(5,678.01)
(27. 75)
154.28
58.67
126.53
(45.19)
5.40
(9.17)
(40.51)
(2.76)
-
-
(2.76)
(3,053.93)
(2,664.59)
(221.30)
(5,718.52)
(30.51)
154.28
58.67
123.77


25.79

-
(6.68)

(8.75)
10.36

(2,075.36)
(2,144.39)
58.67
10.36


(2,134.03)
58.67





42.60
370.93
(3.31)
(12.23)
397.99
(7,213.18)
(7,971.01)
359.84
393.74
4.25
(7,577.27)
364.09
II
Paid up Equity share capital (Rs. 10/- Each)
7,138.26
7,127.35
6,919.75
7,138.26
6,919.75 6,919.75
12
13
Other EQuitv
Earings/ (Loss) per Equity Share (face value of Rs. 10/
each)
Not Annualised 30 785.81

Basic (Rs.)
Diluted (Rs.)
(4.22)
(3.78)
(0.24)
(7.99)
(3.31)
(4.22)
(3.78
(0.24
17.99)
(3.31)


(12.05)
(12.05)
See accompanymg notes to the finacial results

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Veranda Learning Solutions Limited Registered Office: G.R Complex, First Floor, No. 807-808, Anna Salai, Nandanam, Chennai - 600035 CIN: L74999TN2018PLCl25880

Tel: 044-42967777; E-mail: [email protected], Website: www.verandalearning.com

STATEMENT OF CONSOLIDATED ASSETS AND LIABILITIES AS AT SEPTEMBER 30, 2024

(Rs In Lakhs) (Rs In Lakhs)
Particular
As at
September
30, 2024
(Unaudited)
March
31, 2024
(Audited)
2,678.98
4,585.33
11,957.78
71.03
83,327.39
40,218.88
917.96
473.14
1,134.84
1,121.95
673.39
66.74
I. ASSETS
I. Non-current asset
(a) Propery, Plant and Equipment
(b) Investment Property
( c) Right of use Assets
( d) Capital work in progess
(e) Goodwill
(f) Other Intangible Assets
(g) Intangible Assets under Development
(h) Financial Assets
(i) Investments
(ii) Other fnancial Assets
(i) Deferred Tax Assets (net)
() Income Tax Assets
(k) Other Non Current Assets
Total non-current assets IAI
2. Current asset
(a) Inventories
(b) Financial assets
(i) Investments
(ii) Trade receivables
(iii) Cash and cash equivalents
(iv) Bank balances other than (ii) above
(v) Loans
(vi) Other finacial assets
(c) Other current assets
Total current assetsIBI
3,277.30
4,585.30
12,102.16
17.87
84,178.50
42,204.75
89.49
439.16
497.71
1,095.23
970.46
127.87
1,49,585.80 1,47,227.41
301.24
20.78
5,196.10
3,770.43
2,239.80
865.60
5,302.98
6,362.37
247.51
3,896.17
1,971.49
907.26
865.60
3,136.78
5,083.33
**24,059.30 ** 16,108.14
TOTAL ASSETS IA+B)
II. EQUITY AND LIABILITIES
I. Equity
(a) Equity share capital
(b) Other equity
Total equity ICI
2. Liabilitie
Non-current liabilities
(a) Financial liabilities
(i) Borrowings
(ii) Lease Liabilities
(iii) Other Financial Liabilities
(b) Dfered tax liabilities (net)
( c) Provisions
(d) Other Non Current liabilities
Total non-current liabilities IDI
3. Current liabilitie
(a) Financial liabilities
(i) Borowings
(ii) Lease Liabilities
(iii) Trade payables
(a) Total outstanding dues of Micro Enterprises and Small Enterprises
(b) Total outstanding dues of creditors other than Micro Enterrises and Small Enterprises
(iv) Other Financial Liabilities
(b) Other current liabilities
(c) Provisions
(d) Current tax liabilities (net)
Total current liabilitie IEI
Total liabilitiesIF=ID+EII
I 73 645.10
7,138.26
30,039.15
I 63 335.55
6,919.75
30,785.81
37,177.41
41,174.38
11,852.12
47,071.96
1,710.81
469.60
1,636.12
37,705.56
14,648.23
11,238.05
39,366.53
2,145.38
363.07
1,502.48
1,03,914.99 69,263.74
6,845.04
1,765.98
286.55
7,169.37
6,489.50
9,490.38
90.86
415.02
30,515.43
1,934.04
337.46
4,730.22
10,883.70
7,752.80
105.40
107.20
32 552.70
1,36,467.69
56,366.25
1,25,629.99
TOTAL EQUITY AND LIABILITIES IC+FI I, 73,645.10 1,63,335.55

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Veranda Leaming Solutions Limited Registered Office: G.R. Complex, First Floor, No. 807-808, Anna Salai, Nandanam, Chennai - 600035 CIN: L74999TN2018PLC125880

Tel: 044-42967777; E-mail: [email protected], Website: www.verandaleaming.com

STATEMENT OF CONSOLIDATED CASH FLOWS FOR THE HALF YEAR ENDED SEPTEMBER 30, 2024

STATEMENT OF CONSOLIDATED CASH FLOWS FOR THE HALF YEAR ENDED SEPTEMBER 30, 2024
(Rs In Lakhsl
Particular
For the HalfYear ended
September
September
30,2024
30,2023
I Unaudited)
/Unaudited)
Cash fows from operating activities
Loss fr the period
Adjustments to reconcile profit/ (loss) after tax to net cash flows
Income tax expenses
Finance cost
Employee shae based payment expense
Dpreciation and amortization expense
Interest income
Unrealised foreig exchange loss/ (gain)
Provision no longer required witten back
Expecte credit loss
(Gain)/ loss on sale of property, plant and equipment
Gain on preclosure of lease agrement
Interest on unwinding of security deposit
Operating Proft bfore Working Capital Changes
Change in oprating assets and liabilities net of acquisition through business combination
(Increase)/ derease in inventories
(Increase)/ derease in trade receivables
(Increase)/ derease in other financial assets
(Increase)/ decrease in other assets
Increase/ (decrease) in provisions ad other liabilities
Increase/ (decreae) in trade payables
Increase/ (decrease) in other finacial liabilities
Increae/(decreae)in other current liabilities
(5,551.48)
(2,085.72)
381.88
(63.38)
6,315.20
1,875.70
333.88
263.73
4,655.48
2,512.08
(218.84)
(298.65)
7.01
44.88
(413.49)
(4.95)
195.72
39.24
0.09
(0.18)
(34.69)
(4.16)
( 41.75'
(24.38)
5,629.01
2,254.21
(53.73)
28.46
(1,502.65)
(765.56)
(2,112.88)
(1,979.35)
(1,264.69)
(464.24)
214.36
96.11
2,388.28
791.74
(2,914.48)
595.65
1,737.58
133.35
Cash generated frm operations
Less: Income taxespaid(net of refunds)
2,120.80
690.37
(597.72
(207.82)
Net cash generated from operating activitie (A)
Cash fows from investing activities
Capital Expenditure on property, plant & equipment & other intangible Assets
Proceeds fom sale of propery, plant & equipment
Acquisition of Subsidiares/ Business Transfer Acquisitions
Redemption of Investment in Preference shares
Investment in Mutual Funds
Investment in Fixed Deposit
Interest income received
1,523.08
482.55
(1,388.10)
(760.77)
0.93
27.35
(9,743.54)
1.00
(20. 78)
(670 26)
(926.45)
170.52
266.04
Net cash used in investing activities (Bl
Cash fows from financing activitie
Proceeds fom issue of equity share capital (including premium)
Proeeds fom long tenn borowings
Repayment of long tenn borrowings
Proceeds from short tern, borrowings
Repayment of short tenn borrowings
Payment of lease liabilities
Finance costs oaid
Net cash generated frm fnancing activities(C)
Net increase in cash and cash equivalents (A+B+C)
Cash ad cash equivalents at the beginning of the year
Cash inflow on account of acquisition of subsidiaries/ Business Transfer Acquisitions
Cash and cash equivalents at end of theperiod
(1,906.69)
(11,137.37)
4,732.74
32.03
29,150.60
11,817.02
(1,648.10)
(3,424.82)
18.36
5,203.79
(24,251.62)
(100.00)
(1,948.14)
(1,245.02)
(3,871.29)
(1,103.45)
2,182.55
11,179.55
1,798.94
524.73
1,971.49
8,481.70
-
55.39
3,770.43
9,061.82

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Deloitte Haskins & Sells

Chartered Accountants ASV N Ramana Tower 52, Venkatnarayana Road T. Nagar Chennai - 600 017 Tamil Nadu, India Tel: +91 44 6688 5000 Fax: +91 44 6688 5050

INDEPENDENT AUDITOR'S REVIEW REPORT ON REVIEW OF UNAUDITED STANDALONE FINANCIAL RESULTS

TO THE BOARD OF DIRECTORS OF VERANDA LEARNING SOLUTIONS LIMITED

  1. We have reviewed the accompanying Statement of Unaudited Standalone Financial Results of Veranda Learning Solutions Limited ("the Company"), for the quarter and half year ended September 30, 2024 ("the Statement"), being submitted by the Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ("the Listing Regulations").

  2. This Statement, which is the responsibility of the Company's Management and approved by the Company's Board of Directors, has been prepared in accordance with the recognition and measurement principles laid down in the Indian Accounting Standard 34 "Interim Financial Reporting" ("Ind AS 34"), prescribed under Section 133 of the Companies Act, 2013 read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. Our responsibility is to express a conclusion on the Statement based on our review.

  3. We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity', issued by the Institute of Chartered Accountants of India (!CAI). A review of interim financial information consists of making inquiries, primarily of the Company's personnel responsible for financial and accounting matters, and applying analytical and other review procedures. A review Is substantially less in scope than an audit conducted in accordance with Standards on Auditing specified under section 143(10} of the Companies Act, 2013 and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

  4. Based on our review conducted as stated in paragraph 3 above, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with the recognition and measurement principles laid down in the aforesaid Indian Accounting Standard and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, including the manner in which it is to be disclosed, or that it contains any material misstatement.

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For Deloitte Haskins & Sells Chartered Accountants (Firm's Registration No: 0080725) � r � Krishna Prakash E Partner (Membership No. 216015} UDIN: 24216015BKCQDB1927

Place: Chennai Date: November 14, 2024

Veranda Learning Solutions Limited Registered Office: G.R. Complex, First Floor, No. 807-808, Anna Salai, Nandanam, Chennai - 600035 CIN: L74999TN2018PLCl2S880

Tel: 044-42967777; E-mail: [email protected], Website: www.verandaleaming.com

STATEMENT OF UNAUDITED STANDALONE FINANCIAL RESULTS FOR THE QUARTER AND HALF YEAR ENDED SEPTEMBER 30, 2024

SEPTEMBER 30, 2024 SEPTEMBER 30, 2024 SEPTEMBER 30, 2024 SEPTEMBER 30, 2024
Rs. In Lakhs)
SI.
No
I
2

Particular
Income:
Revenue fom Oerations
Other Income
Total Income
Expenses:
Employee Benefts Expense
Advertisement and Business Promotion Expenses
Other Orating Expenses
For the Quarter Ended
For the Half Year Ended
September 30,
June 30,
September 30,
September 30,
September 30,
2024
2024
2023
2024
2023
(Unaudited)
(Unaudited)
(Unaudited)
(Unaudited)
(Unaudited)
1,127.94
954.39
803.08
2,082.33
1,285.53
679.10
589.57
320.37
1,268.67
515.32
I 807.04
I 543.96
I 123.45
3,351.00
1,800.85
362.73
333.82
250.35
696.55
574.93
45.11
47.08
57.41
92.19
142.96
213.84
205.91
145.10
419.75
293.26
621.68
586.81
452.86
1,208.49
1,011.15

1,185.36
957.15
670.59
2,142.51
789.70
653.42
613.21
139.11
1,266.63
269.94
214.78
174.01
20.37
388.79
40.46
317.16
169.93
511.11
487.09
479.30

Year Ended
March 31,
2024
(Audited)
3,940.85
1,873.76
5,814.61
1,261.19
210.79
715.38
2,187.36
3,627.25
1,324.88
252.72
2,049.65
3
4
5
6

Total Expenses
Earings befre Finance Cost, Tax, Depreciation and
Amortisation Expense (I - 2)
Finance costs
Dpreciation and Amortisation Exonse
Proft befre Tax(3**- 4 - 5) **
7
8
9
10
Tax Expenses
Current Tax
Dferred Tax
Total Tax Exonses
Prfit after Tax 16 - 71
Other Comprehensive lncome/(Loss)
Items that will not be reclassifed to Statement of
Proft or Loss
a) Remeasurement of defined benefit pla
b) Income Tax relating to items that will not be
rela ified to profit or loss in subseuent period
Total Other Comprehensive Income / (Loss)
Total Comprehensive Income for the period/ year (8 +
**9) **
212.23
41.15
253.38
63.78
5.82
(1.47)
-
/7.93
(7.93)
177.86
(0.94)

0.24
-
212.23
(1.71
33.22
(3.22

(1.71)
245.45
(3.22)
512.82
241.64
482.52

1.84
4.88
6. 12
(0.46)
( 1.23)
(1.54)


(283.36
(283.36)
2 333.01
(2.67)
0.67
4.35
68.13
(0.70)
177.16

1.38
3.65
4.58
514.20
245.29
487.10
(2.00'
2,331.01
II
12

Paid uo Eouitv share canital /Rs, 10/- Each)
**Other Equit **
7,138.26 7,127.35 6,919.75
7,138.26
6,919.75
6,919.75
54,647.63
13
Earings per Equity Share
<face value of Rs. 10/- each)
Nol Annualise
Basic (Rs.)
Diluted (Rs.)
0.09
0.25
0.79
0.34
0.77
0.09
0.25
0.77
0.34
0.74
3.53
3.41
See accompanymg notes to the fnacial results

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Veranda Learning Solutions Limited Registered Office: G.R. Complex, First Floor, No. 807-808, Anna Salai, Nandanam, Chennai - 600035 CIN: L74999TN2018PLCl25880

Tel: 044-42967777; E-mail: [email protected], Website: www.verandalearning.com

STATEMENT OF STANDALONE ASSETS AND LIABILITIES AS AT SEPTEMBER 30, 2024

STATEMENT OF STANDALONE ASSETS AND LIABILITIES AS AT SEPTEMBER 30, 2024 2024
(Rs In Lakhs)
Particular
I. ASSETS
I. Non-current assets
(a) Propery, Plant and Equipment
(b) Right of use assets
(c) Other intangible a ets
( d) Intangible asset under development
(e) Financial a ets
(i) Investments
(ii) Other financial assets
(t) Deferred tax asset (net)
(g) Income tax assets
Total non-current assets IAI
2. Current assets
(a) Financial assets
(i) Trade reeivables
(ii) Cah and cash equivalents
(iii) Bank balances other than (ii) above
(iv) Loans
(v) Other fnacial assets
(b) Other current assets
Total currnt assets IBI
TOTAL ASSETSIA+BI

As at
September 30,
March 31,
2024
2024
(Unaudited)
(Audited)
63.51
30.30
6,239.48
6,135.36
578.96
299. 18
7.42
408.62
66,235.13
65,932.10
2,012.26
1,467.50
250.22
284.68
170.34
205.09
75 557.32
74 762.83
1,472.93
1,417.39
466.15
78.13
66.60
2.42
13,146.54
9,984.18
1,282.95
115.17
743.22
722.29
17,178.39
12,319.58
92,735.71
87,082.41
74 762.83
1,417.39
78.13
2.42
9,984.18
115.17
722.29
12,319.58
87,082.41
EQUITY AND LIABILITIES
I.Equity
(a) Equity share capital
(b) Other equity
Total EquityICI
2. Liabilite
Non-current liabilities
(a) Financial liabilities
(i) Borrowings
(ii) Lease liabilities
(iii) Other financial liabilities
(b) Provisions
Total non-current liabilities ID)
Current liabilitie
(a) Financial liabilities
(i) Borrowings
(ii) I.ease liabilities
(iii) Trade payables
(a) Total outstanding dues of micro enterprises and small enterprises
(b) Total outstanding dues of creditors other tha micro enterprises and small enterprises
(iv) Other financial liabilities
(b) Other current liabilities
(c) Provisions
Total current liabilite IE)
Total Liabilities IF=ID+EII
7,138.26
59 741.50
66 879.76
2,350.00
6,601.40
11,655.45
65.67
20,672.52
3,533.94
30.33
29.85
373.47
837.39
370.57
7.88
5,183.43
25,855.95
6,919.75
54 647.63
61 567.38
6,254.58
11,130.64
59.60
17 444.82
5,985.78
36.79
33.55
283.82
1,495.44
224.87
9.96
8,070.21
25,515.03

TOTAL EQUITY AND LIABILITIES IC+FI
92,735.71 87,082.41

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Veranda Learning Solutions Limited Registered Office: G.R. Complex, First Floor, No. 807-808, Anna Salai, Nandanam, Chennai - 600035 CIN: L74999TN2018PLCl25880

Tel: 044-42967777; E-mail: [email protected], Website: www.verandalearning.com

STATEMENT OF STANDALONE CASH FLOWS FOR THE HALF YEAR ENDED SEPTEMBER 30, 2024

(R In Lakhs) (R In Lakhs)
Particular

For the Half Year ended
September 30,
September 30,
2024
2023
!Unaudited) (Unaudited)
Cash fows from operating activities
Profit for the priod
Adjustments to reconcile profit afer tax to net cashflows
Income tax expense
Finance costs
lmpainnent of loans to subsidiary
lmpainnent of interest receivable fom subsidiar
Interest income on loans and deposits
Unrealised foreig exchange gain
Employee share based payment expense
Depreciation and amortization expense
Gain on oreclosure of lease al!ement
Operating Proft bfore Working Capital Changes
Change in operating assets and liabilities
(Increase)/ derease in other non current assets
(Increase)/ derease in trade receivables
(Increase)/ derease in other current assets
(Increase)/ derease in other fnancial assets
(Dcreae)/ increase in provisions and other liabilities
(Decrease)/ increase in finacial liabilities
(Dcrease)_I_increase in trade payables
Cash generated from operations
Less: Income taxespaid(net of refunds)
241.63
245.46
1,266.63
3.98
42.71
(888.33)
(4.77)
31.33
388.79
(7.09
1,320.34
7.37
(55.54)
(20.93)
(1,018.56)
154.57
257.46
85.96
730.67
1177.48
482.52
(3.22)
269.94
8.08
42.22

(467.46)

(8.91)
91.60
40.46
.
455.23
(19.74)

(900.77)

301.27

523.17
301.12
(7.74)
20.81
673.35
/54.50'
Net cashgenerated from operating activitie(A) 553.19 618.85
Cash fows from investing activities
Capital expenditure on propery, plat & equipment & other intangible assets
Investment in fixed deposit
Loans given to subsidiaries
Interest income receive
Net cash use in investing activities (8)
Cash fows from financing activitie
Proeeds fom issue of equity shares
Proceeds fom Long tenn borrowings
Repayment of Long term borro,vings
Proceeds from short tenn borrO\vi ngs
Repayment of shor tenn borrowings
Payment of lease liabilities
Finance costs paid
Net cash generated frm fnancing activities(C)
Net increase/ (derese) in Cash and cash equivalents (A+B+C)
Cash ad cash eauivalentsatthe beeinnine of the vear
Cash and cash eauivalents at the end of the oeriod
(49.49)
(64.18)
(3,166.34)
149.25
/3 130.76)
4,732.74
2,500.00
.
1,307.41
(3,909.25)
(401.68)
/I 263.63'

(364.69)

(150.00)

(410.48)
22.45

/902.72)
32.03
(68.70)
566.22

(73.00)

(40.10)
/175.66)
2 965.59
388.02
78.13
466.15
240.79
(43.08)
87.22
44.14

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Veranda Learning Solutions Limited Registered Office: G.R. Complex, First Floor, No. 807-808, Anna Salai, Nandanam, Chennai - 600035 CIN: L74999TN2018PLC125880

Tel: 044-42967777; E-mail: secretarial@verndaleamin .com, Website: www.verndalearnin .com

Notes to the Statement of Unaudited Standalone and Consolidated Financial Results for the Quarter and Half Year Ended September 30, 2024

In tenns of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) 2015, as amended, the above Unaudited Standalone and Consolidated Financial Results of the Company have been reviewed by the Audit Committee and approved by the Board of Directors at their meeting held on November 14, 2024. The s1a1u1ory auditors of the Company have issued an unmodified conclusion in respect of the limited review for the quarter and half year ended September 30, 2024.

  • 2 Tite above Unaudited Standalone and Consolidated financial results of the Company have been prepared in accordance with the recognition and measurement principles laid down in the Indian Accounting Standard 34 'Interim Financial Reporting' ("Ind AS 34"), prescribed under Section 133 of the Companies Act, 2013 ('the Act') read with relevant mies issued thereunder and other accounting principles generally accepted in India and in tenns of Regulation 33 of the Securities Exchange Board of India ("SEBf') (Listing Obligations and Disclosure Requirements) Regulations, 2015.

  • 3 The Consolidated Financial results of the Company comprising of Company and its subsidiaries (together the "Group") includes the results of the following entities:

% Holding as at
Company Relationship September 30,
2024
a) Veranda Leaming Solutions Limited Parent ~~-~~
b) Subsidiaries in the group
(i) Veranda Race Leaming Solutions Private Limited Subsidiar 100.00%
(ii)Veranda XL LeaingSolutions Private Limited Subsidiar 100.00%•
(iii)Veranda !AS LeamingSolutions Private Limited Subsidiar 100.00%
(iv)Brain4ce Education Solutions Prvate Limited Subsidiar 100.00%
(v) Veranda Leaming Solutions Norh America. Inc. Subsidiar 100.00%
(vi) Veranda Management Leaming Solutions Private Limited Subsidiar 100.00%
(vii) Veranda Administrative Laming Solutions Private Limited Subsidiary 100.00%
(viii) Sreedha CCE Laing Solutions Private Limited Step-down Subsidiar 100.00%
(ix)BAssure Solutions Private Limited Step-down Subsidiary 86.00%
(x) Neyyar Academy Private Limited Step-down Subsidiar 76.00%
(xi) Neyyar Education Private Limited Step-down Subsidiary 76.00%
(xii)Phi re LeamingSolutions Prvate Li mi led Step-down Subsidiar 99.98%
(xiii) Six Phrae Edulech Private Limited Step-down Subsidiar 98.00%
(xiv) Verada K-12 Leaming Solutions Private Limited Step-down Subsidiar 76.00%
(xv) Talentely Innovative Solutions Private Limited Step-down Subsidiary 98.00%
(xvi) Tapasya Educational Institutions Private Limited Step-dow Subsidiary 51.00%
  • 'Includes 24% of shares held by non controlhng interest, where the parent has present ownerslnp interest.

  • 4 Based on the management approach as defined in Ind AS I 08 - Operating Segments, the Chief Operating Decision Maker (CODM), evaluates the Company's performance and allocates resources based on analysis of various perfonnance indicators by business segments. l11e Group operates in only one segment, viz, Comprehensive Learning Programs.

5 The subsidiary companies, as stated at Note 3(b) (iv) and (vi) above, have accumulated losses and the net worth has eroded as at September 30, 2024. Tite Company has been providing financial support to these entities to meet their financial obligations, as and when required in the fonn of loans, which are recoverable on demand from these subsidiaries. Based on the evaluation of impairment indicators for these subsidiaries in accordance with Ind AS 36, the Company has carried out an impainnent assessment and noted that the present value of future cash flows exceed the net carrying value of its investments and loans in these subsidiaries as at September 30, 2024. The impairment assessment carried out by the management involves significant estimates & judgements relating to the estimates of future revenues, cash flows, discount rate, etc., Considering that these subsidiaries are in the initial years of their commercial operation and also considering the future business plans of these companies, the management is of the opinion that these amounts are considered good and fully recoverable.

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Veranda Learning Solutions Limited Registered Office: G.R. Complex, First Floor, No. 807-808, Anna Salai, Nandanam, Chennai - 600035 CIN: L74999TN2018PLCl25880

Tel: 044-42967777; E-mail: secretarial verandaleamin .com, Website: www.verandalearnin .com

  • 6 During the quarter ended September 30, 2024, 3,44,955 stock options were granted to employees. l11e total outstanding stock options as at September 30, 2024 are 12,16.673.

TI,e Company had earlier made an application to the Reserve Bank of India (RBI) for registration as a Core Investment Company (CIC). Subsequently, the Company, in its correspondence with the RBI also informed that, it is in the process of restructuring its business activities, following which it would no longer meet the eligibility criteria of a CIC. During the quarter, the Company has received response from the RBI that there is no requirement for the Company to get registered as Core Investment Company (CIC).

Veranda IAS Leaming Solutions Private Limited (VILSPL) and Veranda Management Learning Solutions Private Limited (VMLSPL), wholly owned subsidiaries of the Company met the NBFC principal business test as of March 31, 2023, and subsequently applied to RBI for a waiver due to operational changes in FY 2023-24. Subsequent to the quarter ended September 30, 2024, the RBI has intimated that VILSPL and VMLSPL are not required to be register as Non-Banking Financial Companies (NBFCs) or Core Investment Companies (CICs), as they do not meet the applicable Principal Business Criteria (PBC) or CIC standards.

Veranda Administrative Leaming Solutions Private Limited (V ALSPL), a wholly-owned subsidiary of the Company, applied to the Reserve Bank of India (RBI) for registration as a Core Inv[e] stment Company (CIC) based on its audited financial statements for the year ended March 31, 2024. In response, the RBI has instructed VALSPL to submit a concrete action plan for business rationalization by November 30, 2024.

Based on the professional advice obtained by the Company, the disclosure requirements for CICs are applicable only upon the approval of the application by the RBI and accordingly those have not been considered in the financial results for the quarter and half year ended September 30, 2024.

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8 During the quarter ended June 30, 2024, loans obtained by two of the subsidiaries aggregating to Rs.413.49 lakhs (including interest accrued) from an erstwhile director
have been written back and disclosed under other income, based on the waiver letter provided by the lender lo the respective subsidiaries.
Place: Chennai
Date : November 14, 2024
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