VJTF Eduservices Ltd Management Discussions

1. INDUSTRY STRUCTURE AND DEVELOPMENTS

Non-Banking Financial Companies: NBFCs are an important component of the Indian financial sector and have recorded sustained credit growth over the past few years. The growth of the sector is supported by the Governments commitment to financial inclusion, the digital transformation of financial services, and a regulatory framework aimed at ensuring the stability of the sector and preventing excessive risk-taking. On 28th November, 2025, the Reserve Bank of India consolidated its regulatory instructions for NBFCs into a set of Master Directions, and has since introduced amendments to calibrate the regulation of NBFCs that do not access public funds and do not have a customer interface. NBFCs continue to leverage their understanding of regional dynamics, customised products, lower transaction costs, quick decision-making and customer orientation to expand the reach of formal financial services.

2. BUSINESS OVERVIEW

The Company has diversified its business focus and is presently concentrating on its activities in the Non-Banking Financial Company (NBFC) sector. The Company continues to hold a valid Certificate of Registration as an NBFC and deploys its funds across various investment and financing avenues in accordance with the applicable regulatory framework. In addition, pursuant to its altered Objects, the Company intends to develop and undertake businesses relating to boarding, lodging, hostels, student accommodation, hospitality and allied services. The strategic focus is aimed at leveraging the growing demand for organised and professionally managed accommodation facilities for students and other occupants, while continuing to explore suitable investment and financing opportunities in line with its NBFC activities.

3. OPPORTUNITIES AND THREATS

Opportunities: The Non-Banking Financial Company (NBFC) sector continues to play an important role in supplementing the financial system by providing credit, investment and financial services to various segments of the economy. The evolving financial ecosystem, increasing demand for alternate sources of finance, growing investment opportunities and greater financial inclusion provide opportunities for NBFCs to strengthen and diversify their portfolios, subject to prudent risk management and regulatory compliance. The Company proposes to continue deploying its funds across suitable investment and financing avenues in accordance with its business strategy, capital position and the regulatory framework applicable to it. Accordingly, the Company intends to leverage opportunities available in the NBFC while maintaining a balanced approach towards growth, capital deployment and risk management.

Threats: The NBFC sector is characterised by intense competition from banks, financial institutions, other NBFCs and emerging financial-service providers, particularly entities having access to relatively lower-cost funds and larger capital resources. The sector is also exposed to credit risk, market risk, liquidity risk, counter-party risk, fluctuations in interest rates and investment values, and an evolving regulatory framework which may result in increased compliance and operational requirements.

The Company will continue to evaluate these factors while pursuing its business plans in a prudent and commercially sustainable manner.

4. SEGMENT-WISE OR PRODUCT-WISE PERFORMANCE

In terms of Note 31 to the Standalone Financial Statements, the reportable segments of the Company identified by the management is NBFC, and the Company operates in a single geographical segment, being India.

The revenue from operations during the year arose entirely from the Investment segment. The Investment segment recorded a segment result of ?(210.66) lakhs during the financial year 2025-26 on account of net loss on fair value changes, as compared with ?1,075.20 lakhs in the previous financial year.

5. OUTLOOK

The Company proposes to strengthen and consolidate its activities in the NBFC and investment segment while continuing to manage its investment portfolio in a prudent manner in accordance with the applicable regulatory framework. The Company will continue to evaluate suitable financing and investment opportunities having regard to its capital position, liquidity, risk appetite and prevailing market conditions.

The Board will continue to review the Companys business strategy periodically and pursue opportunities that are consistent with the Companys financial position, regulatory requirements and long-term growth objectives.

6. RISKS AND CONCERNS

The Companys NBFC and investment activities are exposed to various risks, including credit risk, market risk, liquidity risk, counter-party risk, interest-rate risk, concentration risk and fluctuations in the value of investments. Changes in economic conditions, financial markets, regulatory requirements and availability or cost of funds may also affect the Companys financial performance and operations. Being an NBFC, the Company is required to continuously comply with the regulatory and prudential requirements prescribed by the Reserve Bank of India and other applicable authorities.

The Company may also be exposed to legal, regulatory, financial, operational, technology, compliance and human-resource risks arising in the ordinary course of its businesses. These risks are periodically reviewed by the Board and the Audit Committee, and appropriate measures are taken to identify, monitor and mitigate material risks.

The constitution of a Risk Management Committee under Regulation 21 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is not applicable to the Company.

7. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has an internal control system commensurate with its size and the nature of its operations, designed to ensure that assets are safeguarded against loss from unauthorised use or disposition, that transactions are authorised, recorded and reported correctly, and that financial and other records are reliable for preparing financial statements. The internal control system is supplemented by internal audit carried out by an independent firm of Chartered Accountants. The internal audit reports, along with the Managements comments thereon, are reviewed by the Audit Committee, a majority of whose members are Independent Directors, and the implementation of the recommendations is monitored by the Committee. As stated in the Directors Report, the compliance monitoring framework is being strengthened in the light of the observations of the Secretarial Auditor.

8. DISCUSSION ON FINANCIAL PERFORMANCE WITH RESPECT TO OPERATIONAL PERFORMANCE

The financial results of the Company for the year under review are set out in Section 1 of the Directors Report. On a standalone basis, total income declined to 300.53 lakhs from 1,846.30 lakhs in the previous year, principally on account of the net loss on fair value changes of 214.24 lakhs recognised during the year as against a net gain in the previous year. Total expenses stood at 477.55 lakhs, including finance costs of 17.22 lakhs and depreciation and amortisation of 74.79 lakhs, resulting in a Loss before Tax of 177.02 lakhs and, after a net tax credit, a Loss after Tax of 82.49 lakhs.

9. KEY FINANCIAL RATIOS AND RETURN ON NET WORTH

In terms of Para B(1)(i) and (j) of Schedule V to the SEBI Listing Regulations, the key financial ratios on a standalone basis, together with explanations for changes of twenty-five per cent or more as compared to the previous financial year, are given below:

Ratio	FY 2025-26	FY 2024-25	Explanation for significant change
Debtors Turnover	N.A.	N.A.	The Company had no trade receivables.
Inventory Turnover	N.A.	N.A.	The Company does not carry inventory.
Interest Coverage Ratio (times)	(9.28)	8.57	Loss before tax during the year as against profit in the previous year.
Current Ratio	N.A.	N.A.	Division III of Schedule III does not require current / non-current classification.
Debt Equity Ratio (times)	0.04	0.01	Unsecured loan of \u20b9257.00 lakhs availed from the Managing Director.
Operating Profit Margin (%)	(58.90)	41.84	Net loss on fair value changes of \u20b9214.24 lakhs as against net gain in the previous year.
Net Profit Margin (%)	(27.45)	36.16	As above.
Return on Net Worth (%)	(0.97)	7.80	Loss after tax of \u20b982.49 lakhs as against profit after tax of \u20b9667.56 lakhs.
Capital to Risk-weighted Assets Ratio (%)	81.22	72.45	Reduction in risk-weighted assets consequent upon the change in the composition of assets.

10. MATERIAL DEVELOPMENTS IN HUMAN RESOURCES AND INDUSTRIAL RELATIONS

The Company believes that its people are the primary source of sustainable competitive advantage and continues to invest in training and development through in-house and external programmes. As at 31st March, 2026, the Company had 21 permanent employees on its rolls. Industrial relations remained cordial throughout the year under review.

11. CAUTIONARY STATEMENT

Statements in the Directors Report and this Management Discussion and Analysis Report describing the Companys objectives, projections, estimates and expectations may be forward-looking statements within the meaning of applicable securities laws and regulations. Actual results could differ materially from those expressed or implied, since the Companys operations are influenced by many external and internal factors beyond its control. The Company assumes no responsibility to publicly amend, modify or revise any such statements on the basis of subsequent developments, information or events, except as required by law.

For and on behalf of the Board of Directors

VJTF Endusers Limited [sic]

Dr. Vinay Jain - Managing Director - DIN: 00235276

Dr. Raina Vinay Jain - Whole-time Director - DIN: 01142103

Place: Mumbai Date: 5th September, 2026