Veranda Learning Solutions Limited announced the resignation of Vivek Sapre from the position of Chief Human Resources Officer (CHRO). The resignation is effective from the close of business hours on September 28, 2026, to pursue an external opportunity.

The company disclosed this development under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The filing confirms that Sapre tendered his resignation directly to Chairman and Executive Director Kalpathi S Suresh.

Reason for departure

In the resignation letter, Sapre stated that the decision followed careful consideration. He cited a desire to pursue an external opportunity aligned with his long-term career objectives. The company expressed appreciation for his valuable services rendered during his tenure.

Disclosure details

The regulatory filing provided specific details regarding the change in senior management as required by SEBI guidelines:

The company confirmed there are no reasons for the resignation other than those stated in the letter. The information has been hosted on the company's website for public record.

Veranda Learning Solutions Limited disclosed that J.K. Shah Commerce Education Limited (JSCEL) allotted ₹110 crore in Non-Convertible Debentures (NCDs) to three members of the Kalpathi family on September 24, 2026.

The allotment involves 11,000 senior, secured, redeemable, unrated, and unlisted NCDs with a face value of ₹1 lakh each. The transaction was executed on a private placement basis.

Key Instrument Details

The disclosure outlines specific terms for the debt instruments issued by JSCEL, the resulting company under the composite scheme of arrangement.

Investors and Utilization of Funds

The NCDs were allotted to Mr. Kalpathi S Aghoram, Mr. Kalpathi S Ganesh, and Mr. Kalpathi S Suresh. The proceeds from this issue are designated for two primary purposes:

• Closure of existing loan facility from RBL Bank Limited
• General corporate purposes

Regulatory Context

This disclosure was made pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. It follows observation letters issued by the National Stock Exchange and BSE regarding the composite scheme involving Veranda Learning Solutions Limited, Veranda XL Learning Solutions Private Limited, and JSCEL.

What the Numbers Show

The coupon rate of 0.001% per annum is exceptionally low for a corporate debt instrument, suggesting the issuance is likely structured as a related-party financing mechanism rather than a market-rate borrowing. Additionally, the requirement for a minimum 1x security cover on all assets indicates a conservative collateral arrangement for the investors.