NIIT Learning Systems Limited has submitted its quarterly compliance certificate under Regulation 74(5) of SEBI (Depositories and Participants) Regulations, 2018 for the quarter ended March 31, 2026. The certificate was filed with stock exchanges and depositories on April 7, 2026.

Compliance Certificate Details

The company's registrar and transfer agent, KFin Technologies Limited, issued the compliance certificate confirming adherence to regulatory requirements during Q4FY26:

Regulatory Compliance Confirmation

KFin Technologies Limited, serving as the registrar and transfer agent, confirmed that no dematerialization or rematerialization requests were received during the quarter ended March 31, 2026. The certificate states that any securities received from depository participants would have been processed within the prescribed timeframe and listed on appropriate stock exchanges.

The compliance certificate was signed by Umesh Pandey, Senior Manager at KFin Technologies Limited, and confirms that all regulatory procedures were followed as per SEBI guidelines.

Corporate Filing Process

The compliance certificate was submitted to multiple regulatory bodies and exchanges by Deepak Bansal, Company Secretary and Compliance Officer of NIIT Learning Systems Limited. The filing was addressed to BSE Limited, National Stock Exchange of India Limited, National Securities Depository Limited, and Central Depository Services (India) Limited.

The company operates from its corporate office in Gurugram, Haryana, and maintains regular compliance with all regulatory requirements through timely submissions and disclosures.

NIIT Learning Systems Limited has informed stock exchanges about receiving an income tax demand notice for Assessment Year 2023-24, involving a substantial amount that the company intends to contest through legal remedies.

Income Tax Assessment Details

The Assessment Unit of the Income Tax Department has passed an order under Section 143(3) and issued a Notice of Demand under Section 156 of the Income-tax Act, 1961, for Assessment Year 2023-24. The company received this communication on March 26, 2026, under faceless assessment proceedings.

Company's Response and Position

NIIT Learning Systems has characterized the demand as arising from apparent computational mistakes in the assessment order. The company specifically identified issues including short credit of prepaid taxes by the Assessment Unit during the faceless assessment proceedings.

Based on professional advice and case facts, the company believes the demand is not sustainable and expects rectification. NIIT Learning Systems plans to file an application for rectification under Section 154 of the Income-tax Act, 1961, to address what it considers apparent mistakes in the assessment order.

Financial and Operational Impact

The company has stated that it does not expect any impact on its financials and operations from this demand notice. This assessment is based on the company's belief that the demand will be rectified through the legal process.

Regulatory Compliance

The disclosure was made pursuant to Regulation 30 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, and SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026. The company secretary and compliance officer, Deepak Bansal, signed the intimation on March 27, 2026.

NIIT Learning Systems, formerly known as MindChampion Learning Systems Limited, operates in the managed training services sector and maintains its registered office in Gurugram, Haryana.