Educomp Solutions Ltd Management Discussions

The Management s Discussion and Analysis ( MDA ) focuses on significant factors that affected Educomp Solutions Limited from FY 2022-23till financialresults for the relevant period, date.Itcontains reviewandanalysisofthe identifies business risks that the Company faces.

The Company had been facing significant challenges in servicing its debt obligations over the years and debt restructuring efforts could not succeed. The Hon ble NCLT, New Delhi, ( Adjudicating Authority ) vide its order dated May 30, 2017, initiated corporate insolvency resolution process ( CIRP ) of the Company in accordance with the provisions of the Insolvency and Bankruptcy Code, 2016 ( Code ). Thereafter, in accordance with the provisions of the Code, the powers of the Board stood suspended and Dr. Sanjeev Aggarwal was appointed as interim resolution professional of the Company. The IRP carried out his duties from May 30, 2017 till Mr. Mahender Khandelwal was appointed as Resolution Professional ( RP ) vide the order of NCLT dated September 12, 2017 and took over the management of the affairs of the Company. On 9th October, 2023 the resolution plan was approved by the NCLT which is yet to be implemented. Thereafter, on November 23, 2023 the NCLT has ordered that the RP would act as caretaker qua the CD and in such capacity, he would discharge all those functions as are required to be discharged by an IP as RP. For further details, please refer to the RP report, which is an integral part of the Annual Report. a) Industry structure and developments for FY 2024-25.

India s economy emerged as the world s fastest-growing major economy after remaining mostly insulated from the grim global outlook. During FY2024-25, the domestic economy showed remarkable resistance to global shocks. The National Statistical Office s (NSO) second advance estimate reveals that the Indian economy is well positioned to clock a growth rate of 7% in FY2024-25. According to sectoral analysis, this growth is being encouraged by robust construction activity, facilitated by upbeat infrastructure investment from the central government and state governments. This is also opening up the door for substantial job prospects. During FY 2024-25, there was a consistent rise in GST collections, electronic toll collections, services sector (UPI transactions, high credit demand) also indicate sustained expansion. Despite the fact that the post-pandemic private investment recovery is still in its early stages, there are tentative signs that suggest that India is prepared for a robust investment upcycle in both the manufacturing and services sectors. Overall, India s demand environment remains conducive to economic growth. India remains bullish about the upcoming fiscal year, backed by underlying and overall macroeconomic stability. However, it remains cautious about emerging geopolitical geoeconomics concerns.

Indian Education Industry

The Indian education sector is one of the largest and fastest-growing in the world, driven by a massive youth population, government initiatives, and rapid digital adoption. Indian education market is valued at USD 120+ billion, expected to grow to USD 300 billion by 2030 with ed-tech contributing to this growth through innovative digital learning solutions.

The Indian education industry stands at a pivotal point. With a vast young population, proactive policy reforms, and rapid technological adoption, the sector is poised for significant expansion and modernization. However, continued investment in quality, teacher training, and digital infrastructure remains essential for maximizing this growth potential.

The Indian education system is undergoing its most significant transformation in over 70 years. As we navigate through 2026, the landscape of learninginIndiahasfundamentallyshiftedfromtraditionalclassroom-centric models to a sophisticated blend of technology-enabled, personalized, and skill-focused education.

This transformation, accelerated by the COVID-19 pandemic andformalizedthroughtheNationalEducation Policy (NEP) 2020,represents affectingover 260 million students across the nation. The adoption of hybrid paradigmshift and competency-based evaluation is reshaping how knowledge is delivered, learningmodels, assessed and applied in the world s largest education system.

Pre-Primary Education in India

Pre-primary education plays a critical role in shaping the holistic development of young children. The early childhood years serve as the foundation for lifelong learning, influencing cognitive, emotional, social, and physical growth. Research consistently shows that children who lag behind during this crucial stage often struggle to catch up later, making them more vulnerable to academic setbacks, school dropouts, and limited future opportunities Typically designed for children aged three to five years, pre-primary programmes aim to nurture essential early skills through play-based and experiential learning objective remains the same-building a strong developmental base before formal schooling begins.

India s pre-school and childcare market is poised for substantial expansion, expected to grow at a CAGR of 7.46% between 2026 and 2028. This growth is driven by multiple socio-economic and lifestyle factors, including: Shift toward Modern learning practice, Changing work pattern of parents, Increased workforce participation of growth of nuclear families India s pre-primary education sector is undergoing rapid transformation, fuelled by socio-economic changes and a growing understanding of early childhood development. With rising demand, improved quality standards, and a shift towards child-centred learning approaches, the segment is set to play an even more significant role in shaping the country s future human capital.

India s Ed-tech Industry

The future of India s Ed-tech industry points to significant growth, with projections indicating the digital education market, reaching a value of approximately USD 10-12 billion by 2030. This growth is driven by factors like increased internet penetration, government initiatives such as the National Education Policy (NEP) 2020 and the Skill India Programme, and rising demand for skill-based learning. Key trends shaping the industry include the adoption of AI-powered platforms, AR/VR, and personalized learning experiences, alongside a strong focus on employability and career-oriented courses. Key drivers of growth

The Indian education sector is poised for strong growth, with the market expected to expand by USD 10 12 billion by 2030. This momentum is supported by robust government initiatives under frameworks like NEP 2020 and the Skill India Programme, which emphasize digital access, skill development, and inclusive education. Key initiatives include PM e-VIDYA, which consolidates all digital, online, and on-air educationefforts through platforms such as 12 DTH TV channels, community radio, and online content. The SWAYAM platform offers MOOCs for school and higher education to bridge the digital divide, while the National Mission on Education through ICT (NMEICT) enhances access, equity, and quality in higher education. SWAYAM PRABHA provides 32 DTH channels delivering educational content round the clock, and PMGDISHA aims to make at least one person in every rural household digitally literate. NISHTHA focuses on large-scale teacher training for technology-enabled learning, and the National Digital Library (NDL) serves as a vast virtual repository of educational resources. Initiatives like e-Yantra promote robotics embedded systems in engineering colleges, while the FOSSE project and Spoken Tutorials equip students with software tutorials and subject-based learning modules, respectively. The Union Budget 2025-26 allocated 1,28,650 crore to the education sector, an increase of 6.22% over the previous year, with the Department of School Education and Literacy receiving the highest-ever allocation of 78,572 crore. Key initiatives include expanding capacity at IITs, the Bharatiya Bhasha Pustak Scheme to provide digital books in Indian languages, and efforts to boost vocational training and skill development.

Challenges and areas of concerns

India s education system continues to grapple with significant challenges, particularly unequal access to quality learning in rural and underserved regions. There remains a stark disparity between rural and urban education standards, reflected in lower literacy levels and higher dropout rates in remote areas. To ensure equal growth opportunities for all learners, it is crucial to issue is inadequate funding, as many schools and colleges still struggle with limited resources despite government commitments. This shortage affects not only essential infrastructures such as classrooms, libraries, and learning materials but also hampers curriculum development and teacher training efforts. education is rising, the overall quality of learning outcomes remains a concern. A considerable gap exists between the skills imparted in educational institutions and those required by employers, restricting students career prospects and limiting their ability to meet industry expectations.

Financial Risk

The large debt burden and rising interest cost caused defaults in payment of its obligations leading to the Company being admitted under the CIRP on 30th May, 2017 vide an order of the Adjudicating Authority. In the event, any resolution of stressed assets of the Company is achieved, the capital structure and the associated risk profile of the Company is expected to significantly change and therefore at the moment, the management is not able to comment on the future capital structuring of the Company and the resultant change in the risk profile. b) Outlook

Subject to the adjudication of the Adjudicating Authority and other appellate authorities approval of any resolution plan and with the support of the resolution applicant submitting such resolution plan, the Company may be in a position in terms of capacities, capabilities to progressively ramp up operations. opportunities. Approvalofanyresolution plan However, in the event, no resolution is achieved of stressed assets of the Company, the Company may be liquidated upon the order of the Adjudicating Authority /Appellate Tribunal/subsequent appellate authority. Further, for better explanation refer below to the point (e). c) Internal control systems and their adequacy.

The Company has established Internal Financial Control System for ensuring the orderly and efficient conduct of the business including adherence to Company s Policies, the safeguarding of assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records and the timely preparation of reliable Financial Statements.

As specified above, the Company is presently under CIRP w.e.f. May 30, 2017 and all the powers of the management are vested to the Interim Resolution Professional followed by the Resolution Professional. Resolution Professional, in accordance with the provisions of the code, is performing his best efforts to mitigate all risks associated with the company along with the internal financial control and internal control system. d) Financial performance.

Financial performance (Standalone)

The total revenues of Educomp aggregated Rs. 50.00 million in FY25 as compared to Rs. 59.44 million in FY24. In fiscal 2025, the Company s profit/(loss) before prior (321.43) million as against Rs (338.10) million in fiscal 2024. In fiscal 2025, the Company s profit/(loss) after taxes, income aggregated Rs. (321.38) million as against Rs (338.06) million in fiscal 2024.

In fiscal 2025, the Company s earnings/(loss) per share (basic) is Rs (2.62) as against Rs (2.76) in fiscal

Financial performance summary (Consolidated)

In fiscal 2025, the total consolidated revenues of Educomp group aggregated Rs. 50.00 million as compared to Rs 59.44 million in fiscal 2024.

In fiscal 2025, the Company s consolidated profit after taxes, prior period and minority interest aggregated Rs (357.12) million as against Rs (334.65) million in fiscal 2024.

In fiscal 2025, the Company s consolidated earnings/(loss) per share (basic) is Rs (2.92) as against Rs (2.73) in fiscal

2024.

Key Ratios (Standalone)

Ratio	FY25	FY24
EBIDTA/Net Sales	-493.28%	-466.29%
Profit/(loss) after Tax and prior period items/ Net Sales	-642.86%	-568.81%
Total Expenditure/ Net Sales	742.86%	668.81%
Cost of Goods Sold/ Net Sales	58.97%	-
Staff Cost/Net Sales	45.28%	39.69%
Selling, Distribution & Administration expenses
	547.08%	526.60%
(including Miscellaneous Expenses)/ Net Sales
Debtors Turnover	0.03	0.04
Inventory Turnover	0.39	-
Interest Coverage Ratio	-3.85	-4.81
Current Ratio	0.04	0.04
Debt Equity Ratio	-0.87	-0.87
Net Profit Margin (%)	-642.86%	-568.81%

Segment Results

Segment Revenue & Expenses (External) (Rs. In millions)

Ratio	For the year ended March 31, 2025			For the year ended March 31, 2024
	Revenue	Expenses	Results	Revenue	Expenses	Results
Higher Learning Solutions	-	-	-	-	-	-
School Learning Solutions	36.23	31.03	5.20	41.39	141.52	(100.13)
K-12 Schools	-	-	-	-	-	-
Online, Supplementary & Global	-	-	-	-	-	-
	36.23	31.03	5.20	41.39	141.52	(100.13)

Cash Flows:

The cash generated/(used) from operations stands at Rs. (7.54) million as on March 31, 2025 as against Rs. (7.12) million as on March 31, 2024.

The cash generated/ (used)inonaccountofinvestingactivitiesstands at by Rs. 0.16 million as on March 31, 2025 as against Rs. (13.68) million as on March 31, 2024.

The net cash generated/ (used) in financing activity were Rs. Nil as on March 31, 2025 as against Rs. Nil as on March

31, 2024. e) Revival Plans for the Company and update on the corporate insolvency resolution defined under Insolvency and Bankruptcy Code, 2016

The Company was admitted under the CIR process in terms of the Code vide an order of Adjudicating Authority dated 30 May, 2017 ( Order ).

Subsequently, the RP published Expression of Interest ( EoI ) \ inviting resolution plans for the revival and restructuring of the Corporate Debtor. Further to the issuance of the EoI, the resolution plans were received from one Ebix Singapore Pte. Ltd. ( Ebix ) and one Boundary Holdings SARL SPF. Pursuant to the discussions and deliberations with the CoC, the Resolution plan submitted of Section 30(4) of the Code, was finally approved by the CoC with 2018 including vote of Chhattisgarh State Electricity Board ( CSEB ) whose vote was received subsequently due to a technical glitch. Pursuant thereto, the Resolution Professional submitted the Ebix s Resolution Plan for the approval of the Adjudicating Authority by way of an application under Section 30(6) and ( Plan Approval Application ). On 9th October, 2023 the resolution plan was approved by the NCLT which is yet to be implemented. Thereafter, on November 23, 2023 the NCLT has ordered that the RP would act as a caretaker qua the CD and in such capacity, he would discharge all those functions as are required to be discharged by an IP as RP.

The future of the Company depends on the implementation of the Resolution Plan approved by Hon ble NCLT or any further action by the Hon ble NCLT.

For detailed about the complete Corporate Insolvency Resolution Process you may please refer detailed RP report, which is an integral part of this Annual Report. f) Human Resources

The Company is having very low operations and also servicing to old customers and hence comprises of very limited staff. The Company had been operating with 29 employees during FY 2024-25.

Cautionary Statement

Statements in the Management Discussion and Analysis, describing the Company s objectives, projections and estimates may be forward-looking statements within the meaning of applicable securitieslaws and regulations. Actual results may vary from those expressed or implied, depending upon economic conditions, Government policies and other incidental / related factors. Please also note that as mentioned elsewhere also the Company is under IBC.