CLEDUCATE - CL Educate
📢 Recent Corporate Announcements
CL Educate Limited has provided a regulatory update confirming that Dr. Abhay Jere is not debarred from holding the office of Director by SEBI or any other authority. This follows his appointment on February 28, 2026, as the Managing Director and CEO of DEXIT Global Limited (formerly NSEIT Limited). DEXIT Global is a material unlisted subsidiary of CL Educate, making this a key governance confirmation. The disclosure is a standard compliance requirement under BSE and NSE circulars from 2018.
- Confirmation that Dr. Abhay Jere is not debarred by SEBI or any other regulatory authority from holding a directorship.
- Dr. Jere is appointed as MD and CEO of DEXIT Global Limited, a material unlisted subsidiary.
- DEXIT Global Limited was formerly known as NSEIT Limited.
- The disclosure complies with BSE Circular No. LIST/COMP/14/2018-19 and NSE Circular No. NSE/CML/2018/24.
- The appointment was originally disclosed to the exchanges on February 28, 2026.
CL Educate Limited has responded to a clarification request from the National Stock Exchange regarding its financial results for the quarter ended September 30, 2025. The company explained that a clerical error occurred in the XBRL filing where 'Half-Yearly' was mistakenly selected instead of 'Quarterly'. Importantly, the company confirmed that there are no changes to the actual financial figures previously approved by the Board. The error was rectified and resubmitted on January 14, 2026, and the company has assured better compliance in future filings.
- Clarification provided for the financial results of the quarter ended September 30, 2025
- Discrepancy caused by selecting 'Half-Yearly' instead of 'Quarterly' in the XBRL submission
- Company confirms no changes to the financial figures approved by the Board
- Rectified XBRL filing was already submitted to the exchange on January 14, 2026
CL Educate's material unlisted subsidiary, DEXIT Global Limited (formerly NSEIT Limited), has appointed Dr. Abhay Jere as its Managing Director and CEO effective March 20, 2026. Dr. Jere brings over 24 years of experience, having previously served as the Vice Chairman of AICTE and Chief Innovation Officer at the Ministry of Education. His five-year term is expected to focus on digital transformation, AI-enabled platforms, and SaaS growth. This high-profile appointment signals a strong focus on technology-led expansion for the subsidiary.
- Dr. Abhay Jere appointed as MD and CEO of material subsidiary DEXIT Global for a 5-year term starting March 2026.
- Appointee has 24+ years of experience, including leadership roles at AICTE and the Ministry of Education.
- Former Vice President at Persistent Systems with expertise in AI, SaaS, and digital ecosystems.
- DEXIT Global (formerly NSEIT Limited) is a key material unlisted subsidiary of CL Educate Limited.
- The appointment is subject to shareholder approval and other necessary regulatory clearances.
CL Educate reported a robust 67% YoY revenue growth to ₹445 crore for 9M FY26, largely driven by the DEX business acquisition which contributed ₹194 crore. While EBITDA surged 120% to ₹59 crore, the company posted a net loss of ₹16 crore due to high finance costs and INDAS-related accounting entries. Management highlighted that adjusted for non-cash INDAS impacts and new labor code costs, PAT would have grown to approximately ₹17 crore. The Digital Assessments (DEX) segment showed strong performance with 100% client retention and improved margins.
- 9M FY26 Revenue grew 67% YoY to ₹445 crore, with the DEX business contributing ₹194 crore to the top line.
- EBITDA increased 120% to ₹59 crore, though PAT was impacted by ₹40 crore in finance costs and INDAS entries.
- DEX business achieved 100% client rollover, including a major 3-year deal with IRDAI at increased pricing.
- International Martech revenues grew from ₹33 crore to ₹41 crore, onboarding blue-chip clients like Adobe and PwC.
- EdTech segment revenue declined to ₹127 crore from ₹150 crore due to structural shifts toward low-value products.
CL Educate reported a robust 67% YoY revenue growth to ₹445.1 Cr for the nine-month period ending December 2025, driven by its Assessments (DEX) and MarTech segments. However, the company swung to a consolidated net loss of ₹15.7 Cr from a profit of ₹4.4 Cr last year, primarily due to a sharp rise in finance costs and depreciation totaling ₹68 Cr. While Business EBITDA surged 120% to ₹58.8 Cr, bottom-line performance was further impacted by one-time exceptional labor code expenses of ₹5.3 Cr. The company is pivoting towards its new 'SATHI' assessment platform to drive future scalable growth.
- Consolidated revenue grew 67% YoY to ₹445.1 Cr for the 9-month period ended Dec 2025.
- Business EBITDA increased 120% to ₹58.8 Cr, though net loss reached ₹15.7 Cr due to ₹68 Cr in finance and depreciation charges.
- DEX (Assessments) segment revenue rose 12% to ₹194 Cr with a 24% growth in EBITDA to ₹42 Cr.
- EdTech segment revenue reached ₹150 Cr, but EBITDA declined 39% to ₹18.6 Cr.
- Launched 'SATHI' platform for holistic student assessment, targeting a monetization rate of ₹2-2.5 lakh per institution.
CL Educate reported a robust 67% year-on-year growth in consolidated revenue, reaching ₹445.1 Cr for the nine-month period ended December 2025. However, the company transitioned to a consolidated net loss of ₹15.7 Cr from a profit of ₹4.4 Cr in the previous year, primarily due to a significant spike in finance costs and depreciation which totaled ₹68 Cr. The DEX (Assessments) segment remains a strong performer with 12% revenue growth and 24% EBITDA growth. The company also launched 'SATHI,' a new holistic assessment platform, aiming to diversify revenue streams through institutional partnerships.
- Consolidated 9M revenue grew 67% YoY to ₹445.1 Cr, driven by the Assessments and MarTech divisions.
- Reported a Net Loss of ₹15.7 Cr, heavily impacted by ₹68 Cr in finance and depreciation costs compared to ₹15 Cr in the prior year.
- DEX (Assessments) segment revenue rose to ₹194 Cr with EBITDA increasing 24% to ₹42 Cr.
- EdTech segment EBITDA declined by 39% to ₹18.6 Cr, despite a 15% growth in segment revenue to ₹150 Cr.
- Launched SATHI platform with 18 empaneled institutions and 907 courses to target the university admission and talent analytics market.
CL Educate Limited has updated its Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information (UPSI) to align with recent SEBI (Prohibition of Insider Trading) Regulations. The revised code, approved by the Board on February 05, 2026, provides clearer definitions for 'Legitimate Purposes' and 'Insiders' to ensure transparent market communication. It establishes formal protocols for handling sensitive data and investigating potential information leaks. This move is aimed at strengthening corporate governance and preventing selective disclosure of material information.
- Amendment complies with Regulation 8(2) of SEBI (Prohibition of Insider Trading) Regulations, 2015.
- Defines 'Legitimate Purposes' for sharing UPSI with promoters, auditors, and business partners in the ordinary course of business.
- Establishes a formal process for bringing individuals 'inside' on sensitive transactions like mergers or fundraises.
- Includes a written policy for initiating inquiries into leaks or suspected leaks of price-sensitive information.
- The Board of Directors reviewed and approved the updated code on February 05, 2026.
CL Educate's board has granted in-principle approval to raise up to ₹50 Crores through various instruments including QIP, Rights Issue, or Preferential Allotment. To address immediate working capital needs, the company is also availing unsecured loans totaling ₹7.5 Crores from its promoters at an 11.24% annual interest rate. Furthermore, the company is divesting a 20% stake in its subsidiary, Kestone Utsav Private Limited, for ₹5 Lakhs to related parties. These moves coincide with the approval of the company's Q3 FY26 financial results.
- Approved fundraising of up to ₹50 Crores via QIP, Rights Issue, or other convertible securities.
- Secured ₹7.5 Crores in unsecured working capital loans from Promoters Satya Narayanan R and Gautam Puri at 11.24% p.a.
- Divested 20% stake in subsidiary Kestone Utsav Private Limited (KUPL) for a total consideration of ₹5 Lakhs.
- KUPL contributed 0% to consolidated turnover and -0.10% to net worth in the previous financial year.
- Board approved Q3 FY26 financial results with an unmodified opinion from statutory auditors.
CL Educate's board has approved a significant fundraise of up to ₹50 Crores through various routes including QIP, Rights Issue, or Preferential Allotment. The company is also divesting a 20% stake in its subsidiary, Kestone Utsav Private Limited, for ₹5 Lakhs to strategic partners and related parties. To address immediate working capital needs, the company has secured an unsecured loan of ₹7.5 Crores from its promoter directors at an interest rate of 11.24% per annum. Additionally, the board has cleared the unaudited financial results for the quarter and nine months ended December 31, 2025.
- Approved fundraising of up to ₹50 Crores via QIP, Rights Issue, or other convertible securities.
- Secured ₹7.5 Crores unsecured working capital loan from Promoter Directors at 11.24% interest for a 3-year tenure.
- Divested 20% stake in subsidiary Kestone Utsav Private Limited (KUPL) for ₹5 Lakhs to SK Brands and Mr. Sameer Puri.
- KUPL had a negative net worth contribution of -0.10% and zero revenue in the last financial year.
- Approved Q3 FY26 and 9M FY26 financial results with an unmodified audit opinion.
CL Educate Limited has scheduled its Q3 FY26 earnings conference call for February 06, 2026, at 03:30 PM IST. The company will announce its unaudited financial results for the quarter and nine-month period ended December 31, 2025, on February 05, 2026. Management will discuss performance across its EdTech, MarTech, and newly acquired Digital Assessments segments. Investors will be particularly interested in the performance of DEXIT Global, which operates in a ₹4,500+ crore industry with a 20% relative market share.
- Q3 FY26 financial results announcement scheduled for February 05, 2026.
- Earnings conference call to be held on February 06, 2026, at 03:30 PM IST.
- Discussion will cover standalone and consolidated results for the nine-month period ended December 31, 2025.
- Company highlights its strategic position in the ₹4,500+ crore digital assessment industry via DEXIT Global acquisition.
CL Educate Limited has filed its quarterly compliance certificate under Regulation 74(5) of the SEBI (Depositories and Participants) Regulations, 2018. The certificate, issued by KFin Technologies Limited, confirms that the details of securities dematerialized or rematerialized during the quarter ended December 31, 2025, have been correctly reported to the stock exchanges. This is a standard administrative filing required for all listed entities to ensure the accuracy of shareholding records. There are no material financial implications or operational changes disclosed in this announcement.
- Compliance certificate submitted for the quarter ended December 31, 2025.
- Confirmation provided by Registrar and Share Transfer Agent (RTA), KFin Technologies Limited.
- Adheres to Regulation 74(5) of SEBI (Depositories and Participants) Regulations, 2018.
- Confirms that dematerialization and rematerialization requests were processed and reported to BSE and NSE.
CL Educate's merged subsidiary, CL Media Private Limited, has received a GST demand order totaling Rs 15.46 crores for the period FY18-19 to FY21-22. The demand arises from alleged excess Input Tax Credit (ITC) claims amounting to approximately Rs 1.4 crores, with the remainder consisting of penalties on the company and its directors. The company has stated its intention to contest the order through the statutory appellate process. This matter will be treated as a contingent liability in the company's financial statements.
- Total demand for tax and penalty amounts to Rs 15.46 crores.
- Alleged excess Input Tax Credit (ITC) for the period FY18-19 to FY21-22 is approximately Rs 1.4 crores.
- The significant penalty amount is attributed to levies on both the company and its directors.
- CL Educate plans to file an appeal against the order with tax advisors.
- The liability will be disclosed as a contingent liability in the FY26 financial statements.
CL Educate Limited has announced the closure of its trading window for all designated persons starting January 01, 2026. This closure is a mandatory regulatory requirement under SEBI (Prohibition of Insider Trading) Regulations ahead of the company's financial results. The board will meet to consider and approve the unaudited financial results for the quarter and nine-month period ending December 31, 2025. The trading window will reopen 48 hours after the results are officially disclosed to the stock exchanges.
- Trading window closure effective from Thursday, January 01, 2026.
- Closure pertains to the approval of financial results for the period ending December 31, 2025.
- Window to remain closed for all Designated Persons and their immediate relatives.
- Trading will resume 48 hours after the announcement of the Unaudited Financial Results.
- The specific date for the Board Meeting will be announced separately in due course.
Financial Performance
Revenue Growth by Segment
Consolidated revenue grew 62% YoY to ₹310.03 Cr. EdTech revenue grew approximately 12.6% to ₹125 Cr; MarTech revenue grew 23.8% to ₹104 Cr; and the newly acquired DEXIT (DEX) segment contributed ₹139 Cr in H1 FY26.
Geographic Revenue Split
Not disclosed in available documents, though the company operates through subsidiaries in Singapore, Indonesia, USA, and Africa.
Profitability Margins
Operating EBITDA margin improved to 13.18% in H1 FY26 from 11.1% in H1 FY25. However, Net Profit margin declined sharply to 0.48% (₹1.49 Cr) from 3.9% (₹7.55 Cr) due to a 1,691% increase in finance costs.
EBITDA Margin
Consolidated Operating EBITDA margin stood at 13.18% (₹40.87 Cr), a 92% increase in absolute EBITDA value YoY. Group EBITDA (including other income) grew 101% to ₹50 Cr.
Capital Expenditure
The company recorded Goodwill of ₹166.32 Cr and Other Intangible Assets of ₹134.06 Cr as of September 30, 2025, primarily following the acquisition of DEXIT Global Limited.
Credit Rating & Borrowing
Finance costs surged to ₹26.15 Cr in H1 FY26 from ₹1.46 Cr in H1 FY25, representing a 1,691% increase, primarily driven by debt-servicing requirements for the DEXIT acquisition.
Operational Drivers
Raw Materials
Material expenses represent 2% of total revenue. Primary costs are Service Delivery (48%) and Employee Expenses (13%).
Capacity Expansion
The company is positioning to capture a share of the digital assessments ecosystem, which is projected to grow at a CAGR of 16% over the next 5 years. DEXIT is now fully embedded to scale these operations.
Raw Material Costs
Material expenses remained stable at 2% of revenue in H1 FY26. Service delivery expenses decreased from 54% to 48% of revenue YoY, indicating improved operational efficiency.
Manufacturing Efficiency
Not applicable as a service-based entity; however, operating momentum is demonstrated by a 92% growth in Operating EBITDA.
Logistics & Distribution
Sales and Marketing expenses (distribution-related) increased from 1% to 3% of revenue YoY.
Strategic Growth
Expected Growth Rate
16%
Growth Strategy
Growth will be achieved by leveraging the DEXIT acquisition to capture the digital assessment market, rationalizing non-performing business lines, and expanding MarTech services into the metaverse and customized engagement programs.
Products & Services
Coaching, educational content, digital assessment platforms, professional certifications, recruitment exams, experiential marketing, and metaverse transition services.
Brand Portfolio
Career Launcher, DEXIT, Kestone, ICE Gate.
New Products/Services
Metaverse business transition services and expanded digital assessment ecosystems; DEXIT contributed ₹139 Cr to H1 FY26 revenue.
Market Expansion
Expansion into digital assessments for professional certifications and employability enhancement, targeting a ₹300-400 Cr annual market opportunity.
Strategic Alliances
Acquisition of DEXIT Global Limited (formerly NSEIT Limited) to integrate institutional assessment capabilities.
External Factors
Industry Trends
The digital assessment ecosystem is growing at 16% CAGR. The industry is shifting toward metaverse-based corporate engagement and digital-first entrance exams.
Competitive Landscape
Competes in the fragmented EdTech and MarTech sectors; DEXIT provides a competitive edge in high-stakes institutional assessments.
Competitive Moat
Durable advantage through a diversified model combining EdTech and MarTech. The integration of DEXIT creates a high-barrier-to-entry digital assessment platform with long-term institutional contracts.
Macro Economic Sensitivity
Sensitive to wage inflation and regulatory changes in the education and recruitment sectors.
Consumer Behavior
Shift toward digital test simulations and virtual corporate events is driving demand for DEX and MarTech segments.
Regulatory & Governance
Industry Regulations
Operations are subject to law and regulatory policies regarding recruitment, retention, and educational standards.
Legal Contingencies
A legal matter is currently sub judice before the High Court of Delhi with the next hearing scheduled for January 16, 2026.
Risk Analysis
Key Uncertainties
The primary uncertainty is the impact of high finance costs (₹26.15 Cr) on long-term net profitability and the successful completion of the capital reduction scheme in Q3/Q4 FY26.
Third Party Dependencies
Dependency on NSE investments for the conclusion of the capital reduction scheme and transfer of escrow funds.
Technology Obsolescence Risk
Risk of technology shifts in the EdTech space; mitigated by transitioning business lines to the metaverse.