Resulting Company JSCEL Allots Rs. 33 Crore NCDs on Private Placement to Kalpathi Promoters

Update tied to the Composite Scheme of Arrangement: J.K. Shah Commerce Education Ltd (Resulting Company) allotted 3,300 senior, secured, unrated, unlisted NCDs of Rs.1,00,000 each — Rs. 33,00,00,000 — to Kalpathi S Aghoram.

Wed 30 Sep 2026

NCD Allotment Amount

Rs. 33,00,00,000

NCD Face Value Per Unit

Rs. 1,00,000 each

Number of NCDs Allotted

3,300

Tenure

5 years (September 30, 2026 to September 29, 2031)

Coupon Rate

0.001% per annum

What was disclosed

Veranda Learning Solutions Limited has passed on a material update relating to the Composite Scheme of Arrangement among itself, Veranda XL Learning Solutions Private Limited and J.K. Shah Commerce Education Limited (JSCEL, the Resulting Company). Under the observation letters from the exchanges, Veranda must keep disclosing material information about JSCEL.

The issue

• JSCEL allotted 3,300 senior, secured, redeemable, unrated and unlisted Non-Convertible Debentures.
• Face value Rs.1,00,000 each, aggregating Rs. 33,00,00,000.
• Issued in dematerialised form on a private placement basis.
• Allottees: Mr. Kalpathi S Aghoram, Mr. Kalpathi S Ganesh and Mr. Kalpathi S Suresh.

Terms

• Tenure: 5 years from allotment; allotted September 30, 2026, maturing September 29, 2031.
• Fixed coupon: 0.001% per annum, with coupon and principal paid on redemption.
• The NCDs are not proposed to be listed.
• Security: charge on all movable and immovable assets of JSCEL, with security cover maintained at a minimum of 1x of outstanding principal plus accrued interest at all times.

Use of proceeds

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

How to read it

This is funding raised at the JSCEL level, not at Veranda Learning itself, but it is being disclosed because JSCEL is the Resulting Company under the pending Scheme. The near-zero coupon and the identity of the investors indicate promoter-group funding, and part of the money replaces an existing bank borrowing. Nothing on interest or principal delay or default was reported.

Nothing here is a view, opinion or recommendation of ScoutQuest, its parent, directors or employees. ScoutQuest is a technology company: this page was assembled automatically from public sources using artificial intelligence, and may contain errors or omissions. Confirm everything against the original source before you act on it. Any use of this page is at your own risk, and neither ScoutQuest nor its parent, directors or employees accepts liability for it.