NIIT Learning Systems Limited

AGM Details

The 24th Annual General Meeting of NIIT Learning Systems Limited was held on Wednesday, September 9, 2026, at 12:30 P.M. (IST) through Video Conferencing / Other Audio Visual Means in compliance with the Companies Act, 2013 and SEBI Listing Regulations.

Attendance

Directors and Senior Officials Present:

  • Mr. Rajendra Singh Pawar (Chairman)
  • Mr. Vijay Kumar Thadani (Vice Chairman & Managing Director)
  • Mr. Sapnesh Kumar Lalla (Executive Director & Chief Executive Officer)
  • Mr. Ravinder Singh (Non-Executive Independent Director; Chairperson of Corporate Social Responsibility Committee)
  • Dr. V S Parthasarathy (Non-Executive Independent Director; Chairperson of Audit Committee and Risk Management Committee)
  • Ms. Leher Vijay Thadani (Non-Executive Director)
  • Ms. Sangita Singh (Non-Executive Independent Director; Chairperson of Stakeholders Relationship Committee)
  • Mr. Ravindra Babu Garikipati (Non-Executive Independent Director; Chairperson of Nomination and Remuneration Committee)
  • Mr. Sanjay Mal (Chief Financial Officer)
  • Mr. Deepak Bansal (Company Secretary & Compliance Officer)
  • Mr. Ashok Arora (Group Financial Advisor)

External Attendees:

  • Mr. Nishant Gupta (Authorised Representative - S. R. Batliboi & Associates LLP, Statutory Auditor)
  • Mr. Nitesh Latwal (Partner - P I & Associates, Secretarial Auditor)
  • Mr. Milan Malik (Practicing Company Secretary and Designated Partner of Lexnexus Corporate Solutions LLP, Scrutinizer)
  • Cost Auditors and other officials of the Company

Meeting Proceedings

Mr. Rajendra Singh Pawar chaired the AGM and confirmed requisite quorum was present. Mr. Deepak Bansal briefed members on VC/OAVM arrangements and informed that statutory registers were available for electronic inspection.

Voting Process

Remote e-voting facility was provided through National Securities Depository Limited (NSDL) from September 4, 2026 (9:00 A.M. IST) to September 8, 2026 (5:00 P.M. IST). Members attending the AGM who had not cast remote votes were provided opportunity to vote during the AGM through NSDL e-voting system.

Resolutions Considered

The following business items from the AGM notice were placed before members:

Ordinary Business

1. Adoption of Audited Standalone Financial Statements for FY26 and Reports of Board of Directors and Auditors thereon

2. Adoption of Audited Consolidated Financial Statements for FY26 and Report of Auditors thereon

3. Declaration of dividend on Equity Shares for FY26

4. Re-appointment of Mr. Rajendra Singh Pawar (DIN: 00042516) as director retiring by rotation

5. Re-appointment of Mr. Vijay Kumar Thadani (DIN: 00042527) as director retiring by rotation

6. Ratification of remuneration of Cost Auditors for FY 2025-26

Special Business

7. Approval of continuation of directorship of Mr. Rajendra Singh Pawar (DIN: 00042516) who has attained age of seventy-five years

8. Approval of payment of remuneration to Mr. Vijay Kumar Thadani (Vice Chairman & MD) for remaining tenure in event of absence or inadequacy of profits

9. Approval of payment of remuneration to Mr. Sapnesh Kumar Lalla (DIN: 06808242, Executive Director & CEO) for remaining tenure in event of absence or inadequacy of profits

10. Approval of payment of remuneration to Non-Executive Directors for remaining tenure in event of absence or inadequacy of profits

Financial Statements and Reports

The Audited Standalone and Consolidated Financial Statements for FY26, Board's Report, and Auditors' Reports were taken as read. The Reports of Statutory Auditors and Secretarial Auditors contained no qualification, reservation, adverse remark or disclaimer.

Management Commentary

The Chairman addressed members and briefed them on the Company's performance, key achievements and future outlook. Management addressed member queries relating to financial and operational performance, future growth plans, adoption of emerging technologies, shareholder returns and other matters.

Meeting Conclusion

The meeting concluded at 13:50 P.M. IST (including time allowed for e-Voting). Mr. Deepak Bansal was authorized to declare voting results and arrange for dissemination to stock exchanges and publication on company website.

Post-AGM Disclosures

Voting results along with Scrutinizer's Report will be submitted to stock exchanges and made available on company website and NSDL website.