NIIT Learning Systems Limited has submitted copies of its newspaper advertisements to BSE Limited and the National Stock Exchange of India Limited, formally intimating shareholders about its 24th Annual General Meeting (AGM) scheduled for Wednesday, September 9, 2026. The meeting will be held via Video Conferencing or Other Audio Visual Means (OAVM) to transact business, including the approval of a final dividend of ₹3.25 per equity share for FY26, subject to member ratification.

The company published advertisements in Financial Express (English) and Jansatta (Hindi) on August 6, 2026, in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. This filing follows the earlier announcement on August 5, 2026, which fixed August 20, 2026, as the record date for determining dividend entitlement. Shareholders holding shares as of the close of business on that date will be eligible to receive the dividend if approved at the AGM.

E-Voting and Meeting Logistics

Shareholders holding shares as on the cut-off date of Wednesday, September 2, 2026, are entitled to vote. The remote e-voting facility, provided by National Securities Depository Limited (NSDL), will commence on Friday, September 4, 2026, at 9:00 A.M. (IST) and conclude on Tuesday, September 8, 2026, at 5:00 P.M. (IST). Once the remote e-voting module is disabled by NSDL, votes cast during this period cannot be altered. If a member votes through both remote e-voting and during the AGM, the remote vote will prevail.

Mr. Milan Malik, Practicing Company Secretary of Lexmox Corporate Solutions, LLP, has been appointed as the scrutinizer to oversee the e-voting process. Members wishing to speak during the AGM must register via email to investors@niitlms.com by September 2, 2026. The deemed venue for the meeting is the company’s registered office in Gurugram.

Dividend Payment Details

If approved, the dividend will be paid within 30 days of the AGM via electronic mode only, as per SEBI directives effective November 18, 2025. Physical dividend warrants are discontinued. Shareholders are advised to update their bank details and KYC information with their depository participants before the record date to ensure timely receipt. Tax will be deducted at source as applicable under the Income Tax Act.

The notice was signed by Deepak Bansal, Company Secretary and Compliance Officer, on August 6, 2026.

NIIT Learning Systems Limited disclosed on July 31, 2026, that its wholly owned subsidiary, NIIT (USA) Inc., has received a tax demand of USD 600,303.50 from the Department of Revenue, State of Washington, United States of America. The demand follows the conclusion of an excise tax audit for the period January 1, 2022 to December 31, 2025. The company stated that the matter involves differences in the interpretation and application of tax provisions rather than any alleged violation of law, and confirmed there is no impact on its operations or other activities.

The disclosure was made pursuant to Regulation 30 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, and SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/II/3762/2026 dated January 30, 2026. NIIT (USA) Inc. received the Audit Report and Notice of Balance Due, both dated July 30, 2026, on July 31, 2026. The demand includes components for tax, penalty, and interest as detailed below.

Tax Demand Breakdown

The audit determined tax adjustments under the Washington State Business & Occupation tax and Retail Sales tax classifications. The demand arose due to differences in the interpretation and application of Washington State excise tax provisions relating to the classification of revenue and deductions claimed, leading to the consequential levy of penalties.

Financial Impact Assessment

NIIT Learning Systems stated that no violation or contravention of any law has been alleged in the notice. Based on the view of its tax consultants, NIIT (USA) Inc. had already created a provision in its books of accounts on a prudent basis in the previous financial year. Consequently, the company assessed that the financial impact, if any, is not material.

Any remaining financial adjustments will be dealt with in the books of account in accordance with applicable accounting standards. The company emphasized that there is no impact on the operations or other activities of either NIIT (USA) Inc. or the parent entity.

What the Numbers Show

The structure of the demand indicates that the primary liability stems from the base tax adjustment of USD 435,957.60, which constitutes approximately 72% of the total demand. The penalty component of USD 111,994.73 represents roughly 18%, while interest accounts for the remaining 10%. The fact that the company had previously created a provision suggests management anticipated potential exposure from this audit period, mitigating the immediate cash flow impact of the notice.