Subsidiary Structure

NIIT (USA) Inc., USA ("NIIT USA") is a wholly owned subsidiary of NIIT Learning Systems Limited. Stackroute Learning Inc., USA ("SLI") is a wholly owned subsidiary of NIIT USA.

Merger Approval

The Board of Directors of both NIIT USA and SLI approved the merger of SLI with and into NIIT USA on July 17, 2026. The approval was communicated to NIIT Learning Systems Limited on July 17, 2026, at 6:53 P.M. IST.

Financial Details of Entities

  • NIIT USA: Revenue of USD 113.53 million in financial year ended March 31, 2026
  • SLI: Revenue of USD 1.59 million in financial year ended March 31, 2026
  • SLI: Capital of 21,300,000 ordinary shares of USD 1 each
  • SLI: Net worth of USD 1.07 million as of June 30, 2026

Business Operations

  • NIIT USA: Provides Corporate Learning Solutions to large corporations across multiple industries in learning, talent, skills, and workforce transformation
  • SLI: Provides managed learning services to the higher-education sector in North America, with focus on technology programs including bootcamps. Has strong capability in delivering technology programs including AI, Cyber, Cloud and Data

Rationale for Merger

The merger has been planned to:

  • Leverage combined capabilities to deliver programs to enterprise customers
  • Drive operational simplification
  • Rationalize organizational structure & reduce related overhead cost/compliance requirements

NIIT USA is seeing growing opportunities for onboarding, upskilling, and reskilling employees at large corporations and intends to leverage SLI's capabilities to service its corporate clients.

Transaction Details

  • Post-merger, SLI shall cease to exist
  • All investment of NIIT USA in share capital of SLI shall stand cancelled
  • Not a related party transaction as it involves merger of wholly owned subsidiary into holding company
  • No change in shareholding pattern of NIIT USA or any other subsidiary/step-down subsidiary of the Company
  • No change in shareholding pattern of NIIT Learning Systems Limited

Conditions and Approvals

The merger is subject to:

  • Any applicable regulatory approvals
  • Completion of customary legal and procedural formalities

Financial Impact

The merger is not expected to have a material impact on the financials of NIIT USA or on the consolidated financials of NIIT Learning Systems Limited.