Veranda Learning Solutions Ltd has announced that its equity shareholders have approved the Composite Scheme of Arrangement at a meeting convened pursuant to the directions of the National Company Law Tribunal (NCLT), Chennai Bench.
The resolution was passed with the requisite statutory majority, reflecting strong shareholder support for the proposed restructuring.
J K Shah Commerce Education Ltd
The approved scheme provides for the demerger of Veranda’s commerce vertical into J.K. Shah Commerce Education Ltd, enabling the business to operate as an independent, focused entity.
The move is aimed at simplifying the group structure, sharpening strategic focus across verticals, and unlocking long-term shareholder value, while also paving the way for a potential separate listing of the commerce entity.
Aiming sustained value creation
Veranda Learning Solutions Chairman & Executive Director Suresh Kalpathi said the development marks a key step in the company’s strategy to build focused, high-growth education businesses. He added that creating an independent commerce entity would enable sharper execution, greater agility, and sustained value creation.
New phase for commerce education
J.K. Shah Classes Founder J K Shah said the move signals the beginning of a new phase for commerce education, with the standalone entity well positioned to scale, deepen academic excellence, and expand access to high-quality learning nationwide.
Process and next steps
The meeting was chaired by an NCLT-appointed Chairperson, with voting conducted through remote e-voting and e-voting during the meeting, ensuring transparent and broad-based shareholder participation in a fully digital format.
With shareholder approval now secured, the scheme will move to the next stage of regulatory clearances, including final sanction from the NCLT and other applicable authorities.
About Veranda Learning
Established in 2018 by the Kalpathi AGS Group, Veranda Learning Solutions has rapidly emerged as a prominent listed education company. The company has built a strong presence across schools, colleges, test preparation, study abroad, and software upskilling, expanding its reach and impact nationwide.