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SOLUTIONS LIMITEDMain BoardEquity2024-04-012025-03-312025-09-24INRLakhsQuarterlyFourth quarterMulti segment2025-09-2416:30:002025-09-2417:00:00trueCash Flow IndirectStatement on impact of audit qualificationtruefalseNANAtruetruefalsefalsetrue2025-01-012025-03-31AuditedStandalone43340007170000115040000005494000166490002107000390000028150000-166460000-166460000000-166460000000-1664600055000-165910002449340002-0.14-0.1400-0.14-0.14-0.00870.001302024-04-012025-03-31AuditedStandalone3622700013766000499930000458000022648000662490008542000273531000371428000-3214350000-3214350000000-3214350000000-32143500055000-3213800002449340002-31699159000-2.62-2.6200-2.62-2.62-0.0087-0.0372-0.0385Other expenses11184000Provision for doubtful trade receivables/advances/ bad debts written off6110000Foreign exchange fluctuation-13394000Other expenses32932000Provision for doubtful trade receivables/advances/ bad debts written off7842000Foreign exchange fluctuation23275700046427000001851500081322500003114000081633900002874000884155000200700001068431000104100009130300017492000465000011922860000372820001231575000002115730000244934000-31174712000-30929778000-30929778000538334000000538334000290300000054123700026270320000115380001481821000149335900044464950003221017400029399900098000003250427100000330455080002115730000Higher Learning Solutions0School Learning Solutions4334000K-12 Schools0Online Supplemental & Global0Higher Learning Solutions0School Learning Solutions36227000K-12 Schools0Online Supplemental & Global0433400036227000433400036227000Higher Learning Solutions0School Learning Solutions-5843000K-12 Schools0Online Supplemental & Global0Higher Learning Solutions0School Learning Solutions5199000K-12 Schools0Online Supplemental & Global0-584300051990001664900066249000-5846000260385000-16646000-321435000Higher Learning Solutions26000School Learning Solutions1151646000K-12 Schools0Online Supplemental & Global35800011520300009637000002115730000Higher Learning Solutions6000School Learning Solutions1270430000K-12 Schools110950000Online Supplemental & Global43740000142512600031620382000330455080006624900003083200000019260000430600000-23996000085420000500000-762500000232757000061350000000059150000313271000-8164000000-6260000-753800000000000042200000000000000000000004379000001590000000000000000000-73790000-73790001778900010410000-55000-55000005500055000Educomp Solutions Limited******Savvica Inc.******SunsidiarySale of goods or servicesapproved067200006490000Educomp Solutions Limited******Educomp School Management Limited******SunsidiarySale of goods or servicesapproved0310000310000Educomp Solutions Limited******Educomp Learning Private Limited******SunsidiarySale of goods or servicesapproved0140000140000Educomp Solutions Limited******Educomp Online Supplemental Services Limited******SunsidiarySale of goods or servicesapproved0900000900000Educomp Solutions Limited******Educomp software Limited******SunsidiarySale of goods or servicesapproved01000010000Educomp Solutions Limited******Little Millenium Education Private Limited******AssociatesSale of goods or servicesapproved02600002600000AuditedAdverse opinionKumar Vijay Gupta & Co.true2028-04-304999300049993000371428000371428000-321435000-321435000-2.62-2.62211573000021157300003304550800033045508000-30929778000-30929778000The Company did not conduct physical verification of Property, Plant and Equipment during the year ended March 31, 2025. In absence of same, we are unable to comment over existence, valuation and the extent of the adjustment, if any, required in respect of these assets as at March 31, 2025 and the resultant possible impact of the same on the loss for the year ended on that date. <br></br> Adverse opinionSince how long continuingNot quantified by auditors and hence no management view <br></br> Could not be quantifiedThe management has physically verified the fixed assets lying only at Corporate Office Gurgaon on October 23, 2020. The offices at other locations of the company have been shut down due to liquidity and business constraints and the assets lying at these locations have been shifted to the warehouses based out at Mahipalpur (New Delhi) and Chennai which could not be physically verified during the year. <br></br> No further commentsAs regards trade receivable amounting to Rs. 10,684.31 lakhs (net of provision of Rs. 49,956.70 lakhs), as on March 31, 2025, the management is of the view that the same are good and recoverable in due course and hence no further provision is required. In the absence of appropriate audit evidence including balance confirmations, correspondences from parties, and details of subsequent realization, we are unable to comment on the recoverability of balance outstanding trade receivables and the possible impact on the loss for the quarter and year ended March 31, 2025 and on balance of trade receivables and equity as on that date. <br></br> Adverse opinionSince how long continuingNot quantified by auditors and hence no management view <br></br> Could not be quantified <br></br> The Provision has been created on trade receivables which are very old or under litigation. During the year, the Company has recovered a sum of Rs.81.69 lakhs from some of these customers. The receivables are considered good and recoverable and the Company hopes to collect the balance receivables in the next two years subject to their service commitments with the customers under these contracts. <br></br> No further comments <br></br> The Company follows Expected Credit Loss (ECL) model for measuring impairment of its trade receivables. The ECL allowance or loss rate is computed based on a provision matrix which takes in to account historical credit loss experience. We have not been provided with the workings of such loss rate computed by the Company. Further, the Company has not taken effect of aforesaid loss rate in computation of impairment provision, if any on trade receivable over and above the existing provision in the books of account. In absence of relevant workings and other details, we are unable to comment on the appropriateness of the loss rate and the possible impact of not considering the effect of the loss rate in impairment provision on the trade receivables balances as at March 31, 2025 and the loss for the quarter and year March 31, 2025 and, on the equity, as on that date. <br></br> Adverse opinionSince how long continuingNot quantified by auditors and hence no management view <br></br> Could not be quantified <br></br> The Company was put under CIRP in May 2017 and the resolution plan has been approved but not implemented. Most of the trade receivables are very old or under litigation have been fully provided for with 100% provision. In addition, provision @ 60% has been made in cases where the arbitration award has been passed in favour of the Company. The management is of the view that provision for doubtful trade receivables is more than adequate. <br></br> No further comments <br></br> The company has received advance from its customers which includes amount received from non-corporate entities of Rs. 804.40 lakhs which is deemed to be deposit u/s 73 of the Companies Act, 2013 read with Companies (Acceptance of Deposit) Rules 2014 and thereby in violation of section 73 to 76 of the Companies Act, 2013. The impact of the non-compliance on the accompanying unaudited standalone financial results Statements is presently not ascertainable. <br></br> Adverse opinionSince how long continuingNot quantified by auditors and hence no management view <br></br> Could not be quantified <br></br> The Company had received advances from customers, which are outstanding for more than one year and still lying in the books as on March 31, 2025. These advances mainly pertain to the pre CIRP period and includes amount of Rs. 804.40 lacs received from non corporate entities. The advances cannot be repaid after initiation of CIRP and the same will be settled, if any, in accordance with the provision of the Insolvency and Bankruptcy Code 2016 and regulations issued there under. <br></br> No further comments <br></br> The Company has fully amortized its intangible assets (knowledge based content acquired before 01.04.2021) as per its accounting policy but the same continues to generate revenue for the company. In absence of re-assessment of useful life of intangible assets, we are unable to comment on the resultant impact of amortization on the loss for the quarter and year ended on March 31, 2025 and on the carrying value of intangible assets and on the equity as on that date. <br></br> Adverse opinionSince how long continuingNot quantified by auditors and hence no management view <br></br> Could not be quantified <br></br> The intangible assets (which contains knowledge based content) have been fully amortized till the previous year FY 2020-21 in accordance with the accounting policy of the company. However, the intangible assets are still in use and continue to generate revenue. <br></br> No further comments <br></br> We have not been provided with the bank statements for borrowings from banks and financial institutions amounting to Rs.1,49,099.60 lakhs as at March 31, 2025. Further, in case of bank borrowings amounting to Rs.34,251.88 lakhs wherein we have received the confirmations or bank statements, the amount recorded in the Standalone Financial Results is short by Rs.1,229.08 lakhs in comparison to amounts reported in the confirmations or bank statements. In absence of sufficient appropriate audit evidence, we are unable to determine any possible impact thereof on the loss for the quarter and year ended March 31, 2025 and on the balance of borrowings and equity as on that date. <br></br> Adverse opinionSince how long continuingNot quantified by auditors and hence no management view <br></br> Could not be quantified <br></br> All the loan accounts with lenders were NPA and the operations in accounts had stopped. The lenders did not share loan statements with the Company. <br></br> <br></br> <br></br> On initiation of CIRP on May 30, 2017, lenders had filed their claims and the same would be settled on implementation of the approved resolution plan and / or in accordance with the provisions of the IBC. <br></br> <br></br> <br></br> No further comments <br></br> Balance in borrowings other than bank borrowings mentioned in paragraph (6) above amounting to Rs.84,735.05 lakhs as at March 31, 2025 are subject to confirmation. In the absence of any alternative audit evidence, we are unable to comment on any possible impact thereof on the loss for the quarter and year ended March 31, 2025 and on the balance of borrowings and equity as on that date. <br></br> Adverse opinionSince how long continuingNot quantified by auditors and hence no management view <br></br> Could not be quantified <br></br> On initiation of CIRP on May 30, 2017, lenders had filed their claims and the same would be settled on implementation of the approved resolution plan and / or in accordance with the provisions of the IBC. <br></br> <br></br> <br></br> No further comments <br></br> The balance with banks in current accounts amounting to Rs.75.16 lakhs is not reflected in the bank statements. As per the bank statements available, the banks have recovered / transferred these amounts but the Company has not recorded these transactions in its books of accounts. It is informed that the Company has taken up the matter with the concerned banks for refund /reversal of amount debited by banks. In the absence of any evidence to the contrary, the cash and bank balance as on March 31, 2025 is overstated by Rs.75.16 lakhs and of equity as on that date. <br></br> Adverse opinionRepetitiveQuantified with overstated bank balance of Rs.75.16 lakhs. <br></br> The balance with banks in current account of Rs. 75.16 lacs is not reflected in the bank statement as the bank have adjusted the same against Term Loan during CIRP period. The bank was not supposed to recover any amount during the moratorium under section 14 of the Insolvency and Bankruptcy Code, 2016. Since the company has taken up the matter with the concerned bank, the amount is shown in balance with banks in current account. <br></br> N.A.No further comments <br></br> We have neither got the direct confirmation nor provided with the bank statements for balance with banks in current accounts and margin money with aggregate amount of Rs. 674.84 lakhs. In the absence of any alternative evidence, we are unable to comment on any possible impact thereof on the loss for the quarter and year ended March 31, 2025 and on the balance with banks as at March 31, 2025 and on equity as on that date. <br></br> Adverse opinionRepetitiveNot quantified by auditors and hence no management view <br></br> Could not be quantified <br></br> Company has requested for bank statement but bank had not provided with statement of current account, term deposit and balance of margin money maintained with them. <br></br> <br></br> <br></br> No further comments <br></br> As disclosed in Note 7 to the unaudited standalone financial results, the Company has not accrued interest on borrowing post May 30, 2017, being CIRP commencement date. The amount of such interest not accrued is estimated to be Rs.12,490.53 lakhs for the quarter and year ended March 31, 2025.This has resulted in understatement of financial liabilities by Rs. 2,83,020.13 lakhs as at March 31, 2025 understatement of loss by Rs.12,490.53 lakhs for the quarter and year ended March 31, 2025 and over statement of equity by Rs. 2,83,020.13lakhs as on that date. <br></br> Adverse opinionSince how long continuingQuantified with under statement of financial liabilities by Rs.283,020.13 lakhs <br></br> The Financial Creditors had filed their claims with the Erstwhile Resolution Professional after initiation of CIRP and the list of claims has since been uploaded / filed with IBBI / NCLT. The liabilities will be settled on implementation of the approved resolution plan and / or in accordance with the provisions of the IBC. <br></br> N.A.No further comments <br></br> The Company has not determined the provision for penal interest for defaults on borrowings as per the contractual terms of the underlying agreements. In absence of such assessment, we are unable to comment on the possible impact thereof on the loss for quarter and year ended March 31, 2025. <br></br> Adverse opinionSince how long continuingNot quantified by auditors and hence no management view <br></br> Could not be quantified <br></br> The Financial Creditors had filed their claims with the Erstwhile Resolution Professional after initiation of CIRP and the list of claims has since been uploaded / filed with IBBI / NCLT. The liabilities will be settled on implementation of the approved resolution plan and / or in accordance with the provisions of the IBC. <br></br> No further comments <br></br> The Companys investment in its subsidiary companies viz. Educomp Learning Private Limited, Educomp School Management Limited and Educomp Professional Education Limited aggregating to Rs.7,017.30 Lakhs (net of provision for impairment of Rs. 25,813.00 Lakhs) has not been evaluated for any further impairment during the year. These subsidiary companies have not furnished their audited financial statements nor latest valuation report of these companies have been made available. In absence of appropriate audit evidence, we are unable to comment upon appropriateness of carrying amount of investments and possible impact of the same on the loss for the quarter and year ended March 31, 2025 and equity as on that date. <br></br> Adverse opinionSince how long continuingNot quantified by auditors and hence no management view <br></br> Could not be quantified <br></br> Despite the regular follow-ups, we have not been able to get the financial of these subsidiaries, hence we unable to get fair valuation of investments for further impairment. <br></br> No further comments <br></br> As disclosed in Note 13 to the unaudited standalone financial results, as per the Insolvency and Bankruptcy Code, 2016, the RP has received, verified, and admitted the claims submitted by the creditors (Operational and Financial), employees and workmen of the Company aggregating to Rs.3,04,377.23 lakhs. These claims have been taken into cognizance by CoC in its 12th meeting held on February 17, 2018, while approving the Resolution Plan of the Company. The details of such claims have been disclosed in the said note. As represented by the Management/RP, a reconciliation of the admitted claims vis--vis liabilities outstanding in the books of accounts has not been prepared and any impact thereof has not been considered in the preparation of these unaudited standalone financial results for the quarter and year ended March 31, 2025. In the absence of the above, we are unable to comment on the possible impact thereof on the loss for the quarter and year ended March 31, 2025. <br></br> Adverse opinionSince how long continuingNot quantified by auditors and hence no management view <br></br> Could not be quantified <br></br> As per the Insolvency and Bankruptcy Code, the Erstwhile RP has received, verified and admitted the claims submitted by the creditors (Operational and Financial), employees and workmen of the Company. The Erstwhile RP has received claims of Rs. 313,781.29 lakhs and after verification the claims have been admitted to the extent of Rs. 304,377.23 lakhs. These claims have been taken into cognizance by CoC in its 12th meeting held on February 17, 2018, while approving the Resolution Plan of the Company. A reconciliation of the admitted claims vis--vis liabilities outstanding as at March 31, 2025 has not been prepared and any impact thereof has not been considered in the preparation of these Standalone Ind AS Financial Statements as at and for the year ended March 31, 2025. <br></br> <br></br> No further comments <br></br> The company has issued financial guarantees aggregating Rs. 1,34,163.20 lakhs to banks on behalf of its subsidiaries. As per Ind AS 109 Financial Instruments, the said financial guarantees are required to be initially measured at fair value and subsequently measured at the higher of (i) the amount of loss allowance in accordance with Expected Credit Loss (ECL) method and (ii) amount initially recognized less cumulative amount of income recognized in income statement. However, no measurement of financial guarantees at fair value and estimation of loss allowances in accordance with ECL method were performed during the quarter. In absence of such measurement, we are unable to comment on the resultant impact thereof on the loss for the quarter and year ended March 31, 2025 and corresponding liability and equity as on that date. <br></br> Adverse opinionSince how long continuingNot quantified by auditors and hence no management view <br></br> Could not be quantified <br></br> The Company was put under CIRP on May 30, 2017 and the resolution plan has been approved but not implemented. The liability against corporate guarantees provided by the Company towards borrowings of subsidiaries shall be crystalised upon default and invocation by the lenders. The obligation, if any, of the Company towards such lenders will be settled on implementation of the approved resolution plan and / or in accordance with the provisions of the IBC and therefore no provision has been made for expected credit loss in this regard. <br></br> No further comments <br></br> As explained in Note 12 to the unaudited standalone financial results regarding managerial remuneration paid to one of the whole time directors of the Company during the quarter ended June 30, 2015 and during the year ended March 31, 2015 in non-compliance with the requirements of Section 197 and Section 198 read with Schedule V to the Companies Act, 2013, and paid during the year ended March 31, 2014 in non-compliance with the requirements of Section 198, Section 269 and Section 309 read with Schedule XIII to the Companies Act, 1956, for which the Central Government's approval is yet to be obtained. <br></br> Adverse opinionSince how long continuingNot quantified by auditors and hence no management view <br></br> Could not be quantified <br></br> Due to inadequacy of the profits, managerial remuneration paid by the Company to one of its Whole Time Director during the quarter ended June 30, 2015 and year ended March 31, 2015, was in excess of limits prescribed under Section 197 and 198 read with Schedule V to the Companies Act, 2013. Similarly, managerial remuneration paid during the financial year ended March 31, 2014 to one of its Whole Time Director was also in excess of limits prescribed under Section 198, 269 and 309 read with Schedule XIII of the Companies Act, 1956. The management of the Company had filed an applications to the Central Government to obtain its approval for the waiver/approval of the remuneration so paid in years ended March 31, 2014, March 31, 2015 and quarter ended June 30, 2015. <br></br> <br></br> Since the Company had not received any response from the Central Government approving or granting any waiver for the said excess remuneration, pursuant to the provisions of Section 197(9) of the Companies Act, 2013, the Company (through its resolution professional) has sought a refund via email dated December 28, 2020, for the entire excess remuneration paid. The amount is however, yet to be refunded by the Whole Time Director. <br></br> <br></br> Further the company had not paid any remuneration to whole time directors after June 30, 2015. <br></br> No further comments <br></br> As disclosed in Note 15 to the unaudited standalone financial results and based on the information and explanations provided to us by the Management, the Company is currently subjected to the investigations by Serious Fraud Investigation Office (SFIO) and the Central Bureau of Investigation (CBI). As further explained to us, certain information has been requested by them from the Company and the investigations are currently underway and the Company is yet to get any orders or directions in this respect from the said Authorities till the date of signing this review report. In absence of pending final outcome of the investigations, we are unable to comment on the consequential impact of these matters on these Standalone Un- Audited Financial Results as at and for the quarter and year ended March 31, 2025. <br></br> Adverse opinionSince how long continuingNot quantified by auditors and hence no management view <br></br> Could not be quantified <br></br> The Company is currently subjected to the investigations by Serious Fraud Investigation Office (SFIO) and the Central Bureau of Investigation (CBI). Certain information have been requested by them from the Company and the investigations are currently underway. The Company is yet to get any orders or directions in this respect from the said Authorities till the date of signing these financial statements. <br></br> No further comments <br></br> As disclosed in Note 14 to the unaudited standalone financial results, the Company did not have any internal audit conducted during the quarter as required under sections 138 of the Act. The impact of the non-compliance on the accompanying unaudited standalone financial results is presently not ascertainable <br></br> Adverse opinionSince how long continuingNot quantified by auditors and hence no management view <br></br> Could not be quantified <br></br> Due to the limited bandwidth the Company has not carried out any internal audit during the year as required under sections 138 of the Act. <br></br> No further comments <br></br> As disclosed in Note 21 to the unaudited standalone financial results, the Company has not been in compliance with various other provisions of the Companies Act 2013, SEBI (LODR) Regulations, 2015, Foreign Exchange Management Act, 1999 and Goods & Services Tax Act, 2017. The financial or other impact of these non-compliances on these unaudited standalone financial results is presently not ascertainable. <br></br> Adverse opinionSince how long continuingNot quantified by auditors and hence no management view <br></br> Could not be quantified <br></br> Ever since the Company was put under CIRP, the powers of the board of directors were suspended and the Company could not comply with various regulatory requirements. Further the Erstwhile Resolution Professional / Caretaker Resolution Professional has control over the Company only and not on its subsidairies and this also led to some of the non compliances. <br></br> No further comments <br></br> As disclosed in Note No.8, the Company during the previous year has made 100% provision for impairment on its newly allotted Preference Shares with aggregate amount of Rs.97,727.49 lakhs by Edu Smart Services Private Limited (ESSPL) which was undergoing liquidation process as part of the settlement envisaged in the Revival Plan approved by Honble NCLT. These Preference Shares have been allotted in lieu of earlier investment held in Preference Shares of ESSPL with aggregate amount of Rs. Nil (Rs.5,159.07 lakhs with 100% provision) and trade receivables of Rs. Nil (Rs.97,845.54 lakhs with 100% provision). The Management has represented that newly allotted preference shares have zero value for the Company and accordingly been fully provided for. In the absence of clarification on the basis of valuation and future recoverability, if any, of these preference shares, we are unable to comment on the possible impact thereof on the loss for the quarter and year ended March 31, 2025 and equity as on that date. <br></br> Adverse opinionSince how long continuingNot quantified by auditors and hence no management view <br></br> Could not be quantified <br></br> The Company has been allotted 9,77,27,495 0.1% Non Cumulative, Redeemable Non Convertible Preference Shares (New Shares) of Rs.100 each by Edu Smart Services Private Limited (ESSPL) which was undergoing liquidation proceedings, as part of the settlement envisaged in the Revival Plan approved by the Honble NCLT. <br></br> <br></br> Out of the total new shares, 10,000 shares have been allotted in lieu of investment held in 8% cumulative Redeemable Non Convertible Preference Shares shown at Nil value after setting off provision for impairment of Rs. 5159.07 lacs. The balance 9,77,17,495 new shares have been allotted against Trade Receivables of Rs.97,845.54 lacs which were also fully provided for through provision for bad and doubtful debts. <br></br> <br></br> As per the approved Revival Plan, assets and liabilities of ESSPL have been divided into two Undertakings A & B. Undertaking A has been taken over by the Revival Applicant and Undertaking B is continuing as ESSPL and will be liquidated as per law. The allotment of New Shares to the Company forms part of Undertaking B which has hardly any realizable assets. Further these newly allotted shares will be exchanged with 10,000 1% Non Cumulative, Non Convertible Redeemable Preference Shares of Rs. 10/- each in the Revival Applicants Company but no such allotment has been made so far. Hence the management is of the view that allotment of New Shares has zero value for the Company and has accordingly made 100% provision for impairment. <br></br> <br></br> No further comments <br></br> N.A.N.A.N.A.Amit Budhiraja, Partner, Kumar Vijay Gupta & Co.Mahender Kumar Khandelwal, Caretaker Resolution ProfessionalNew Delhi2025-09-2425820320000258203200000026808653000