NSEShareholders meeting9 Sept 2026 · 9 Sept 2026, 03:54 pm

Shareholders meeting

NIIT Learning Systems Limited · NIITMTS

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The 24th Annual General Meeting of NIIT Learning Systems Limited was held on September 9, 2026, through video conferencing, where the company's financial statements for the year ended March 31, 2026, were adopted, and various resolutions were passed, including the appointment of directors and ratification of remuneration of cost auditors.

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Summary of proceedings of 24th Annual General Meeting of the Company held on September 9, 2026.

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September 9, 2026 The Manager The Manager BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, Bandra Kurla Complex, Dalal Street, Mumbai - 400 001 Bandra (E), Mumbai - 400 051 Sub: Submission of Summary of Proceedings of the 24th Annual General Meeting of NIIT Learning Systems Limited held on September 9, 2026, pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 Scrip Code: BSE – 543952; NSE – NIITMTS Dear Sir/Madam, This is to inform you that the 24th Annual General Meeting ("AGM") of the Members of NIIT Learning Systems Limited ("the Company") was held on Wednesday, September 9, 2026, at 12:30 P.M. (IST) through Video Conferencing ("VC") / Other Audio Visual Means ("OAVM"), in compliance with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The following Directors and senior officials of the Company attended the AGM through VC/OAVM: Name Designation 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 : Non-Executive Independent Director; Chairperson of Nomination Garikipati and Remuneration Committee Mr. Sanjay Mal : Chief Financial Officer Mr. Deepak Bansal : Company Secretary & Compliance Officer Mr. Ashok Arora : Group Financial Advisor Mr. Nishant Gupta : Authorised Representative - S. R. Batliboi & Associates LLP, Statutory Auditor Mr. Nitesh Latwal : Partner - P I & Associates, Secretarial Auditor In addition to the above, the Cost Auditors and other officials of the Company were also present at the AGM through VC/OAVM. Mr. Milan Malik, Practicing Company Secretary and Designated Partner of Lexnexus Corporate Solutions LLP, attended the AGM through VC/OAVM. He acted as the Scrutinizer for scrutinizing the remote e-voting process conducted prior to the AGM and the e-voting conducted during the AGM. Mr. Rajendra Singh Pawar, Chairman of the Company, chaired the AGM. Upon confirmation that the requisite quorum was present, he called the Meeting to order and welcomed the members. Mr. Deepak Bansal, Company Secretary & Compliance Officer, briefed the members on the arrangements for participation in the AGM through VC/OAVM. He also informed the members that the statutory registers and other documents required to be made available under applicable laws were open for inspection electronically. The members were further informed that the Company had provided the facility of remote e-voting in respect of all resolutions set out in the Notice of the AGM through National Securities Depository Limited ("NSDL"). The remote e-voting facility remained open from 9:00 A.M. (IST) on Friday, September 4, 2026, until 5:00 P.M. (IST) on Tuesday, September 8, 2026. Members attending the AGM who had not cast their votes through remote e-voting were provided an opportunity to vote during the AGM through the NSDL e-voting system. With the consent of the members, the Notice convening the 24th AGM, the Audited Standalone and Consolidated Financial Statements of the Company for the financial year ended March 31, 2026, the Board's Report and the Auditors' Reports thereon were taken as read. The members were further informed that the Reports of the Statutory Auditors and Secretarial Auditors did not contain any qualification, reservation, adverse remark or disclaimer. The Chairman then addressed the members and briefed them on the Company's performance, key achievements and future outlook. The businesses set out in Item Nos. 1 to 9 of the Notice of the AGM were placed before the members. Thereafter, the Chairman invited questions and comments from the members. The queries raised by the members relating to the Company's financial and operational performance, future growth plans, adoption of emerging technologies, shareholder returns and other matters were duly addressed by the management. S. Particulars of Business Nature of No. Resolution(s) Ordinary Business 1. Adoption of: Ordinary a) the Audited Standalone Financial Statements of the Company for the financial year ended March 31, 2026, and the Reports of the Board of Directors and Auditors thereon; and b) the Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2026, and the Report of the Auditors thereon. 2. Declaration of dividend on Equity Shares of the Company for the financial Ordinary year ended March 31, 2026. 3. Appointment of Mr. Rajendra Singh Pawar (DIN: 00042516) as a director, Ordinary who retires by rotation and being eligible, offers himself for re-appointment. 4. Appointment of Mr. Vijay Kumar Thadani (DIN: 00042527) as a director, Ordinary who retires by rotation and being eligible, offers himself for re-appointment. Special Business 5. Ratification of the remuneration of Cost Auditors of the Company for the Ordinary financial year 2025-26. 6. Approval of continuation of directorship of Mr. Rajendra Singh Pawar (DIN: Special 00042516), Non Executive, Non Independent Director and Chairman of the Company, who has attained the age of seventy-five years. 7. Approval of the payment of remuneration to Mr. Vijay Kumar Thadani, Vice- Special Chairman & Managing Director of the Company, for the remaining period of tenure, in the event of absence or inadequacy of profits. 8. Approval of the payment of remuneration to Mr. Sapnesh Kumar Lalla (DIN: Special 06808242), Executive Director & Chief Executive Officer of the Company, for the remaining period of tenure, in the event of absence or inadequacy of profits. 9. Approval of the payment of remuneration to Non-Executive Directors of the Ordinary Company for the remaining period of tenure, in the event of absence or inadequacy of profits. Thereafter, the Chairman thanked the members for their continued support and active participation in the AGM. He requested the members who had not yet cast their votes to complete the e-voting process within the next 15 minutes. The Chairman also authorized Mr. Deepak Bansal, Company Secretary & Compliance Officer, to declare the voting results and arrange for their dissemination to the stock exchanges and publication on the Company's website in accordance with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Meeting concluded at 13:50 P.M. (IST) (including the time allowed for e-Voting). The voting results, along with the Scrutinizer's Report, will be submitted to the stock exchanges and will also be made available on the Company's website and the website of NSDL. Thanking you, Yours truly, For NIIT Learning Systems Limited Deepak Bansal Company Secretary & Compliance Officer