Navneet Education Ltd

GST audit findings

• Audit report under CGST Act covers FY 2020-21 to 2023-24.
• Aggregate short payment of ₹13,77,562 identified (IGST ₹4,94,816; CGST ₹4,41,373; SGST ₹4,41,373).
• Interest and penalties to be quantified after tax deposit; late fee ₹400 total.
• Direction received on 18 August 2026.
• Tax liability quantified at ₹13,77,562; no material impact on operations expected.
• Company is examining observations and will take steps per applicable law.

Business Overview

• Core business: educational publishing and stationery products across domestic and export segments.
• Strategic initiative: branding investment and expansion in non-paper stationery.
• Export stationery tied to polymer plant capacity and global demand.

Operational Highlights

• Q1 FY27 revenue Rs 785 Cr, essentially flat YoY.
• Publications revenue declined 3% to Rs 405 Cr.
• Domestic stationery revenue up 26% to Rs 146 Cr.
• Export stationery revenue down 9% to Rs 234 Cr.
• EBITDA Rs 204 Cr; margin 26.0% vs 29.0% prior year.
• Exceptional items: reversal of leave encashment Rs 10 Cr; Rs 14 Cr gain.
• Long-term branding investment expected to benefit non-paper stationery profitability.
• FY26 full-year revenue Rs 1,721 Cr; EBITDA Rs 270 Cr; PAT Rs 369 Cr.

Financial Performance

• Q1 FY27 revenue 785 Cr; YoY -0.9%; EBITDA 204 Cr; margin 26.0%.
• Q1 FY27 PAT 148 Cr; PAT margin 18.9%.
• FY26 revenue 1,721 Cr; EBITDA 270 Cr; PAT 369 Cr; EBITDA margin 15.7%.
• FY26 PBT 457 Cr; PAT margin 21.4%.
• Q1 FY27 finance cost Rs 4 Cr; Q1 FY26 Rs 5 Cr.

Capital Structure & Liquidity

• Finance cost reduced to Rs 4 Cr in Q1 FY27 from Rs 5 Cr in Q1 FY26.
• Exceptional items: Rs 14 Cr gain and Rs 10 Cr reversal of leave encashment.

Strategic Priorities & Outlook

• H1 FY27 expected positive impact from curriculum changes in Maharashtra and Gujarat.
• Management expects reasonable growth in Publications segment.
• Branding investments to drive non-paper stationery growth.
• Q1 FY27 results indicate balanced performance across segments with export weakness.

Risks & Mitigation

• Export segment decline due to supply chain disruptions and global demand softness.
• Macro-economic risks and currency fluctuations may affect international revenue.
• Branding and domestic growth strategies aimed to offset export headwinds.

Governance & Leadership

• Performance highlights presented by MD Mr. Gnanesh Gala.
• Investor relations contact provided.

Deal details

• Agreement executed July 17, 2026 for sale of partial stake in K12 Techno Services.
• Completion expected around four weeks from the agreement, subject to customary conditions.
• Consideration expected: INR 329.68 crores.
• Buyers: Kenro Capital Education Affiliates II Pte Ltd and Kenro Capital Fund I.
• Buyers are Singapore-based; not promoter group and not a related party.
• Navneet Learning LLP turnover for year ended March 31, 2026 was nil.
• Net worth of Navneet Learning LLP as of March 31, 2026 is INR 79.49 crores.
• This equals 3.89% of Navneet Education Limited's consolidated net worth.

Meeting Details

• Board meeting scheduled for 28 July 2026; time and venue not disclosed.

Key Agenda Items

• Consider, approve and take on record standalone and consolidated unaudited financial results for quarter ended 30 June 2026.

Other Notes

• Trading window closed from 1 July 2026 until 48 hours after results announcement.

GST ITC reversal advisory

• Advisory from Assistant Commissioner of State Taxes, Patiala, received 15 July 2026.
• Requires reconciliation of ITC and reversal of ineligible ITC for exempt supplies.
• Company to furnish invoice-wise ITC details and verify compliance under CGST Act 2017.
• No material impact on financials or operations reported.

Regulatory inquiry

• Summons issued under CGST and Punjab GST Acts for ITC balance ₹81,93,942.
• Authorized representative to appear on 16 July 2026 in Mohali.
• Company cooperating and will furnish information/documents; no liability or adverse order yet.
• No quantifiable financial impact currently; no material impact anticipated.
• Summons received on 9 July 2026 at 4:14 p.m. by email.

Dematerialisation status

• Details of dematerialised securities were furnished to all stock exchanges.
• Dematerialised securities were confirmed to depositories as accepted or rejected.
• Securities dematerialised have been listed on the stock exchanges where the earlier securities are listed.
• Certificates received for dematerialisation were mutilated and cancelled after due verification.
• The depository name was substituted as registered owner within prescribed timelines.

Purpose

• Court-convened equity shareholders’ meeting for a composite scheme of arrangement.
• Scheme involved Indiannica Learning Private Limited and Navneet Education Limited.

Resolution

• Shareholders approved the composite scheme of arrangement and related authorisations.
• Resolution also empowered the board to implement and modify the scheme as needed.

Voting outcome

• Resolution passed as a special resolution with requisite majority.
• Promoter and promoter group voted 100% in favour.
• Institutions voted 100% in favour.
• Public non-institutional shareholders voted 99.80% in favour; 3,184 votes were against.
• Overall, 168,008,922 votes were cast in favour and 3,184 against.

Shareholder impact

• Scheme approval may lead to restructuring between the demerged company and Navneet Education.
• Board may pass accounting entries and make adjustments required to implement the scheme.

Next steps

• Implementation remains subject to Hon’ble NCLT approval and other required regulatory approvals.