BSECompany Update13 Aug 2026 · 13 Aug 2026, 01:03 pm
Please find the attached Monitoring Agency Report for the Quarter ended June 30, 2026
Veranda Learning Solutions Ltd · 543514
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Veranda Learning Solutions Ltd has submitted a Monitoring Agency Report for the quarter ended June 30, 2026, regarding the utilization of proceeds from a preferential issue of equity shares and convertible warrants.
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Veranda Learning Solutions Ltd - 543514 - Announcement under Regulation 30 (LODR)-Monitoring Agency Report
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Vciranda
Veranda Learning Solutions Limited
August 13, 2026
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,
Sub: Monitoring Agency Report for the quarter ended June 30,2026
Ref: Preferential allotments made during February 19,2025 to March 03,2025
With reference to the above subject, pursuant to Regulation 32(6) of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015, as amended, read with Regulation 162A of the
SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (“SEBI ICDR
Regulations”), we are enclosing the Monitoring Agency Report of the Company for the quarter
ended June 30, 2026 issued by India Ratings & Research Private Limited the Monitoring Agency,
appointed by the Company to monitor the utilisation of proceeds raised through the following:
1. Issuance and allotment of 11,98,630 (Eleven Lakhs Ninety-Eight Thousand Six Hundred
and Thirty) fully paid-up equity shares having face value of Rs. 10/- (Rupees Ten Only) each at a
price of Rs.292/- (Rupees Two Hundred and Ninety-Two Only) per Equity Share including a
premium of Rs. 282/- (Rupees Two Hundred and Eighty-Two Only) by way of Preferential Issue
under Chapter V of SEBI ICDR Regulations.
2. Issuance and allotment of 7,78,817 (Seven Lakhs Seventy-Eight Thousand Eight Hundred
and Seventeen) convertible warrants at a price of Rs. 321/- (Rupees Three Hundred Twenty-One
Only) per convertible warrant including a premium of Rs. 311/- (Rupees Three Hundred Eleven
Only) by way of Preferential Issue under Chapter V of SEBI ICDR Regulations.
The company has fully utilized the proceeds raised through the issuance of equity shares on a
preferential basis during the quarter ended March 31,2025. Additionally, 25% of the subscription
amount received from the issuance of convertible warrants has also been utilized during the same
quarter. The remaining 75% of the warrant subscription proceeds is yet to be received by the
company as of the quarter ended June 30, 2026.
This information will also be available on the Company's website at
https://www.verandalearning.com/web/index.php/corporate
Thanks & Regards,
For Veranda Learning Solutions Limited
S. Balasundharam
Company Secretary & Compliance Officer
(M. No: ACS-11114)
Veranda Learning Solutions Limited
G.R. Complex, First Floor, No. 807-808, Anna Salai, Nandanam, Chennai - 600 035
CIN: L74999TN2018PLC125880 Email- secretarial@verandalearning.com
www.verandalearning.com Ph: +91 44 4690 1007
India Ratings Fitch Group
&Research
Date: 10th August 2026
Veranda Learning Solutions Limited
G.R. Complex First floor No.807-
808, Anna Salai, Nandanam,
Chennai -600 035
Subject: Monitoring Agency Report for the quarter ended 30th June 2026 in relation to Preferential Issue.
Dear Sir,
Pursuant to Regulation 162A (2) of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018
("SEBI ICDR Regulations") and Monitoring Agency Agreement dated 7th May 2025, please find enclosed
herewith the Monitoring Agency Report, as per Schedule XI of the SEBI ICDR Regulations towards
utilization of proceeds of Preferential issue, for the quarter ended June 30, 2026.
Request you to kindly take the same on records.
Thanking You,
For and on behalf of India Ratings & Research Private Limited
SH RI KANT Digitally signed by
SHRIKANT GANDHI DEV
GANDHI DEV Date:2026.08.10
12:20:02 +o5'30'
Name: Shrikant Dev
Designation: Company Secretary
India Ratings & Research Private Limited A Fitch Group Company
Wockhardt Towers, Level 4, West Wing, Bandra Kurla Complex, Bandra (East), Mumbai 400 051
Tel: +9122 4000 1700 Fax: +9122 4000 1701 CIN/LLPIN: U67100MH1995FTC140049 www.indiaratings.co.in
IndiaRatings
Fitch Group
&Researcli
Report of the Monitoring Agency (MA)
Name of the issuer: Veranda Learning Solutions Limited
For quarter ended: 30th June 2026
Name of the Monitoring Agency: India Ratings & Research Private Limited
(a) Deviation from the objects: No deviation from the objects.
Based on the Management undertaking and other documents provided to us, no deviation from the
objects has been observed.
(b) Range of Deviation: Not Applicable.
Declaration:
We declare that this report provides an objective view of the utilization of the issue proceeds in relation
to the objects of the issue based on the information provided by the Issuer and information obtained from
sources believed by it to be accurate and reliable. The MA does not perform an audit and undertakes no
independent verification of any information/ certifications/ statements it receives. This Report is not
intended to create any legally binding obligations on the MA which accepts no responsibility, whatsoever,
for loss or damage from the use of the said information. The views and opinions expressed herein do not
constitute the opinion of MA to deal in any security of the Issuer in any manner whatsoever. Nothing
mentioned in this report is intended to or should be construed as creating a fiduciary relationship between
the MA and any issuer or between the agency and any user of this report. The MA and its affiliates also
do not act as an expert as defined under Section 2(38) of the Companies Act, 2013.
The MA or its affiliates may have credit rating or other commercial transactions with the entity to which
the report pertains and may receive separate compensation for its ratings and certain credit-related
analyses. We confirm that there is no conflict of interest in such relationship/interest while monitoring
and reporting the utilization of the issue proceeds by the issuer, or while undertaking credit rating or other
commercial transactions with the entity.
We have submitted the report herewith in line with the format prescribed by SEBI, capturing our
comments, where applicable. There are certain sections of the report under the title "Comments of the
Board of Directors", that shall be captured by the Issuer's Management/ Audit Committee of the Board
of Directors subsequent to the MA submitting their report to the issuer and before dissemination of the
report through stock exchanges. These sections have not been reviewed by the MA, and the MA takes no
responsibility for such comments of the issuer's Management/Board.
Signature:
SHRIKANT Digitallysignedby
SHRIKANTGANDHI DEV
GANDHI DEVDate:2026.08.10
12:21:11 +05'30'
Name and designation of the Authorized Signatory: Shrikant Dev (Company Secretary)
Date: 10th August 2026
Page 1 of 7
IndiaRatings
Fitch Group
&Researcli
1) Issuer Details:
Name of the issuer: Veranda Learning Solutions Limited
Names of the promoters: • KS Aghoram
• KS Ganesh
• KS Suresh
Industry/sector to which it belongs: Education Service
2) Issue Details:
Issue Period: 19th February 2025 to 3rd March 2025
Type of issue (public/rights): Preferential Issue
Type of specified securities: a) 37,77,399 Equity Shares of face value of =1' 10/- @ INR
292.00/Equity Share.
b) 10,90,344 Convertible Warrants (each convertible into
one equity shares of face value =1' 10/- each) of face
value of =1' 10/-@ INR 321.00/convertible warrant.
IPO Grading, if any: Not Applicable
Issue size: INR 145.30 Crores*
* It is the total issue size. However, 25,78,769 Equity Shares and 3,11,527 Convertible Warrants
are not subscribed. The actual subscription of Equity Shares and Convertible warrants and the
amount received by the company as on 30th June 2026 is as below:
Issue subscribed Issue proceeds received as on 30th Jun'26
Value
Value (INR
Security No. Rate (INR No. Rate
Crores)
Crores)
a) Equity Shares 11,98,630 292.00 35.00 11,98,630 292.00 35.00
b) Convertible
7,78,817 321.00 25.00 7,78,817 80.25" 6.25
Warrants
Total 60.00 41.25*
"The company has received 25% of the value of the convertible warrants i.e. INR 80.25/warrant,
as upfront consideration/subscription a
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