The Composite Scheme of Arrangement involving Veranda Learning Solutions Ltd. (VLS), Veranda XL Learning Solutions Pvt. Ltd. (VXLS) and J.K. Shah Commerce Education Ltd. (JSCEL) has been sanctioned by the Hon’ble NCLT, Chennai Bench.
Under the Scheme, J.K. Shah Commerce Education Ltd. (JSCEL) is the resulting company, and eligible shareholders of Veranda Learning Solutions Ltd. will receive shares of JSCEL as per the prescribed entitlement ratio.
Key Demerger Details
Record Date: October 6, 2026
The Record Date will determine the shareholders of Veranda Learning Solutions Ltd. eligible to receive shares of JSCEL.
Share Entitlement / Ratio
Eligible Veranda Learning shareholders will receive:
1 fully paid-up equity share of J.K. Shah Commerce Education Ltd. of ₹10 face value for every 1 equity share of Veranda Learning Solutions Ltd. of ₹10 face value held as of the Record Date.
For example, a shareholder holding 100 Veranda Learning shares on the Record Date would be entitled to 100 shares of J.K. Shah Commerce Education Ltd.
Listing Details
The shares of J.K. Shah Commerce Education Ltd. proposed to be allotted to eligible shareholders are proposed to be listed on both the NSE and BSE, subject to necessary regulatory approvals.
Until listing, the newly allotted shares will be reflected under the unlisted section of the demat account and will become tradable after listing.
Corporate Restructuring
Business Restructuring: The Scheme provides for the restructuring involving Veranda Learning Solutions Ltd., Veranda XL Learning Solutions Pvt. Ltd. and J.K. Shah Commerce Education Ltd.
Shareholder Participation: Existing eligible Veranda Learning shareholders will receive shares of J.K. Shah Commerce Education Ltd. based on the prescribed 1:1 entitlement ratio.
Independent Listing: J.K. Shah Commerce Education Ltd. is proposed to be listed separately on NSE and BSE, subject to applicable regulatory approvals.
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