Jaro Institute of Technology Management and Research Ltd

Key details

• Target Company: Jaro Institute of Technology Management and Research Limited.
• Disclosing Party: Balkrishna Namdeo Salunkhe, Promoter.
• Transaction Type: Acquisition of equity shares.
• Pre-Transaction Holding: 9,36,096 shares (4.20% voting, 4.19% diluted).
• Acquired: 7,390 shares (0.04%), Open Market, on August 21, 2026.
• Post-Transaction Holding: 9,43,486 shares (4.24% voting, 4.22% diluted).
• Equity share capital before/after: 2,22,70,387 shares.
• Total diluted share capital after: 2,23,53,733 shares.
• Mode of transaction: Open Market.

Transaction overview

• Target: Jaro Institute of Technology Management and Research Limited.
• Disclosing party: Balkrishna Namdeo Salunkhe (Promoter).
• Transaction type: Acquisition of 300 equity shares.
• Pre-transaction holding: 9,35,796 shares (4.20% VR).
• Mode: Open Market; Date: August 20, 2026.
• Post-transaction holding: 9,36,096 shares (4.20% VR; 4.19% diluted).
• Acquired: 300 shares; 0.00% of voting rights.
• Total diluted share capital after: 22,353,733 shares.
• Equity share capital before/after: 22,270,387 shares.

Transaction details

• Target Company: Jaro Institute of Technology Management and Research Limited.
• Disclosing Party: Balkrishna Namdeo Salunkhe (Promoter).
• Transaction Type: Acquisition of 1,500 equity shares via Open Market on August 19, 2025.
• Pre-Transaction Holding: 9,34,296 voting shares (4.20%).
• Post-Transaction Holding: 9,35,796 voting shares (4.20%), diluted 4.19%.
• Date of Transaction: August 19, 2025.
• Share Capital Context: Equity capital before 2,22,70,387; after 2,22,70,387; diluted after 2,23,53,733.
• Mode: Open Market.
• Encumbrances: None reported.

Transaction details

• Target: Jaro Institute of Technology Management and Research Limited.
• Disclosing party: Balkrishna Namdeo Salunkhe (Promoter).
• Transaction type: Acquisition of 22,100 equity shares; mode: open market.
• Pre-transaction holding: 9,12,796 voting rights (4.10%).
• Acquired 22,100 shares; 0.10% of total capital; instrument: equity shares.
• Post-transaction holding: 9,34,296 voting rights (4.20%).
• Date of acquisition: August 17, 2026.
• Share capital context: 22,270,387 equity shares of Rs 10 each.

Issue Overview

• IPO of equity shares; fresh issue with net proceeds revised upward.
• Objectives: marketing/branding, debt prepayment, general corporate purposes.

Utilisation of Proceeds

• Utilisation aligned with offer document; no material deviations observed.
• Marketing: partially utilised; end-quarter spend below budget; delay due to dynamic strategy.
• Prepayment of borrowings: fully utilised.
• General Corporate Purposes: partially utilised; remaining idle due to timing.
• Issue expenses: largely utilised; minor unspent amount.
• Surplus from lower expenses adjusted to GCP, increasing GCP allocation.
• Unutilised funds held in fixed deposits and bank accounts.

Governance and Compliance

• Regulatory approvals: status not clearly stated for objects.
• No material adverse events or unfavorable regulatory actions reported.
• Delay in implementation noted for marketing and GCP; prospectus allows rescheduling.
• Board comments on MA report sections not provided.

General Corporate Purpose (GCP)

• GCP utilised largely; 13.43 million unutilised.
• GCP increased to 31.48 crore due to surplus adjustments from lower expenses.
• Board approval for GCP allocation not explicitly stated.
• GCP expenditure includes salaries/incentives, referrals, rent, and scholarships.

Business overview

• Jaro Education operates online and hybrid higher-ed programs across 33 partner institutions, 285 programs, 350,000+ learners.
• End-to-end lifecycle management; revenue-share model with institutions; asset-light, scalable platform.
• NEP 2020 alignment; presence across 26 Indian cities.

Key operational highlights

• Q1 FY27 total income Rs 7,262.99 Lakhs, up 19% YoY.
• Revenue from operations Rs 7,075.05 Lakhs; PAT Rs 1,116.89 Lakhs.
• Gross bookings Rs 19,029.76 Lakhs; admissions 8,169; degree 6,979; certification 1,190.
• Average revenue per user Rs 86,609; up 4% QoQ.
• Six IIT-launched programs in Q1 FY27 across sustainability, AI, robotics, blockchain, and Rust.
• Partnered with ET Education as E-learning partner for the 2026 summit; participated in Mega Panel on education economy.

Financial performance

• Q1 FY27 total income Rs 7,262.99 Lakhs; YoY growth 19%.
• Q1 FY27 revenue from operations Rs 7,075.05 Lakhs; EBITDA Rs 1,704.20 Lakhs; EBITDA margin 23%.
• Q1 FY27 PAT Rs 1,116.89 Lakhs; PAT margin 15%.
• FY26 revenue from operations Rs 27,387.81 Lakhs; EBITDA Rs 8,321.15 Lakhs.
• FY26 gross margin 72%; EBITDA margin 29%; ROCE 23%; ROE 15%.
• IPO in Sep 2025 increased share capital, contributing to lower ROCE/ROE.

Capital structure & liquidity

• Current market cap ~ INR 1,023 Crore as of Aug 10, 2026.
• FY26 cash flow from operations Rs 5,744.70 Lakhs.

Strategic priorities & outlook

• Focus on expanding institutional partnerships and future-ready programmes; enhance learner reach and monetisation.
• Growth drivers: long-duration programs and fee-sharing model; strong revenue visibility.
• Plan to scale sustainably with operating discipline; NEP 2020 alignment supports expansion.

Governance & leadership

• MD & Chairman: Dr. Sanjay Salunkhe; CEO: Ranjita Raman; CFO: Sankesh Mophe.
• Leadership team with 50+ years of combined experience; 98% graduates; 50:50 gender diversity.

Financials

• Revenue from operations ₹7,075.05 lakh; QoQ down 2.80%.
• Total income ₹7,262.99 lakh; QoQ down 11.26%.
• PBT ₹1,479.23 lakh; QoQ down 46.30%.
• Net PAT ₹1,116.89 lakh; QoQ down 47.62%.
• EPS Basic ₹5.11; Diluted ₹5.09 for quarter.
• Auditor's review: limited scope; no audit opinion issued.

IPO Utilisation

• Fresh issue utilised ₹5,230.19 lakh of ₹8,100; unutilised ₹2,869.81.
• General corporate purposes utilised ₹3,014.03 of ₹3,148.27; unutilised ₹134.24.
• Provisional offer related expenses fully utilised ₹1,251.73.
• Total IPO utilisation ₹13,995.95; unutilised ₹3,004.05.

Capital & ESOP

• Paid-up equity share capital ₹2,187.07 lakh; ₹2,177.90 previously.
• ESOP allotment: 91,696 equity shares issued in quarter.
• No subsidiary/associate/joint venture; consolidation not required.

Segment & Approvals

• Single reportable segment: Education program services; no geographical segmentation.
• Results reviewed by Audit Committee; Board approved on Aug 8, 2026.
• Independent auditor's review conducted; no audit opinion issued.

AGM Details

• AGM held 28 July 2026 at 2:30 PM via VC/OAVM.
• Record voting date: 21 July 2026; shareholders on record: 66,698.
• Notice dispatched electronically; physical dispatch to non-registered as required.

Key Resolutions

• Resolution 1: Adopt audited financial statements for FY2025-26; ordinary; passed 99.9996% in favour.
• Resolution 2: Declare final dividend of Rs 3 per equity share; ordinary; passed 99.9998% in favour.
• Resolution 3: Appoint Sanjay Namdeo Salunkhe as Director (retire by rotation); ordinary; passed 99.9996% in favour.
• Resolution 4: Re-appoint Dr. Alpa Urmil Antani as Independent Director; special; passed 99.9992% in favour.
• Resolution 5: Re-appoint Dr. Vaijayanti Ajit Pandit as Independent Director; special; passed 99.9993% in favour.
• Resolution 6: Increase CEO remuneration for FY2026-27; special; passed 99.9976% in favour.

Dividend

• Final dividend of Rs 3 per equity share approved for FY2025-26.

Director Changes

• Appointed Sanjay Namdeo Salunkhe as Director (retire by rotation).
• Reappointed Dr. Alpa Urmil Antani as Independent Director.
• Reappointed Dr. Vaijayanti Ajit Pandit as Independent Director.

Remuneration & Approvals

• Remuneration for CEO increased for FY2026-27; approved as special resolution.

AGM Details

• Date and time: 28 July 2026, 2:30 PM to 3:45 PM IST.
• Mode: VC/OAVM (video conferencing).
• Proxies not required due to absence of physical attendance.

Resolutions

• Resolution 1 (Ordinary): Adopt audited financial statements and reports for FY2025-26.
• Resolution 2 (Ordinary): Declare final dividend of Rs 3 per equity share.
• Resolution 3 (Ordinary): Appoint Salunkhe as Director (retiring by rotation).
• Resolution 4 (Special): Re-appoint Dr. Alpa Urmil Antani as Independent Director.
• Resolution 5 (Special): Re-appoint Dr. Vaijayanti Ajit Pandit as Independent Director.
• Resolution 6 (Special): Increase remuneration for Ms. Ranjita Raman, Whole-time Director and CEO, for FY2026-27.

Voting status

• Voting outcomes for all resolutions were not disclosed in the filing.

Director changes

• Director re-appointment: Salunkhe proposed as Director (retiring by rotation).
• Independent Directors Antani and Pandit to continue in office.

Remuneration approvals

• Remuneration increase for Ms. Ranjita Raman for FY2026-27 approved.