p) Provisions and Contingent Liabilities

Provisions are recognised when the Company has a present legal or constructive obligation as a result of past events, it
is probable that an outflow of resources will be required to settle the obligation and the amount can be reliably estimated.
Provisions are not recognised for future operating losses.

Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by
considering the class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to any
one item included in the same class of obligations may be small.

Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present
obligation at the end of the reporting period. The discount rate used to determine the present value is a pre-tax rate that reflects
current market assessments of the time value of money and the risks specific to the liability.

Provisions for onerous contracts are recognised when the expected benefits to be derived by the Company from a contract are
lower than the unavoidable costs of meeting the future obligations under the contract. The provision is measured at the present
value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract.
Before a provision is established the Company recognizes any impairment loss on the assets associated with that contract.
The Company uses significant judgements to assess contingent liabilities. Contingent liabilities are recognised when there is a
possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence
of one or more uncertain future events not wholly within the control of the Company or a present obligation that arises from past
events where it is either not probable that an outflow of resources will be required to settle the obligation or a reliable estimate
of the amount cannot be made. Contingent assets are neither recognised nor disclosed in the standalone financial statements.

q) Cost Recognition

Costs and expenses are recognised when incurred and have been classified according to their primary nature. The costs of the
Company are broadly categorised in Professional & technical outsourcing expenses, employee benefit expenses, purchases
of stock-in-trade, depreciation and amortisation, finance cost and other expenses. Professional & technical outsourcing
expenses include service and delivery charges including any incidental expenses thereto. Employee costs include employee
compensation, allowances paid, contribution to various funds, share based payments and staff welfare expenses. Other
expenses majorly include rental, travelling and conveyance, legal and professional fees, marketing and advertising expenses,
allowances for expected credit loss and other expenses.

r) Employee benefits

(i) Short-term obligations

Liabilities for wages and salaries, including non-monetary benefits that are expected to be settled wholly within 12 months
after the end of the period in which the employees render the related service are recognised in respect of employees’
services up to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are
settled. The liabilities are presented as current employee benefit obligations in the balance sheet.

(ii) Other long-term employee benefit obligations

The liabilities for earned leave and sick leave are not expected to be settled wholly within 12 months after the end of the
period in which the employees render the related service. They are therefore measured as the present value of expected
future payments to be made in respect of services provided by employees up to the end of the reporting period using the
projected unit credit method. The benefits are discounted using the market yields at the end of the reporting period that
have terms approximating to the terms of the related obligation. Remeasurement as a result of experience adjustments and
changes in actuarial assumptions are recognised in profit or loss.

The obligations are presented as current liabilities in the balance sheet if the entity does not have an unconditional right to
defer settlement for at least twelve months after the reporting period, regardless of when the actual settlement is expected
to occur.

(iii) Post-employment obligations

The Company operates the following post-employment schemes:

- Defined benefit plans such as Gratuity and Compensated Absences.

- Defined contribution plan such as Provident fund, Superannuation Fund, Pension fund and National Pension system.
Gratuity

The liability or asset recognised in the balance sheet in respect of defined benefit gratuity plans is the present value of the
defined benefit obligation at the end of the reporting period less the fair value of plan assets. The defined benefit obligation
is calculated annually by actuaries using the projected unit credit method.

The present value of the defined benefit obligation denominated in Rs. is determined by discounting the estimated future
cash outflows by reference to market yields at the end of the reporting period on government bonds that have terms
approximating to the terms of the related obligation.

The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the
fair value of plan assets. This cost is included in employee benefit expense in the Statement of Profit and Loss.

Remeasurement gains and losses arising from experience adjustments and changes in actuarial assumptions are recognised
in the period in which they occur, directly in other comprehensive income. They are included in retained earnings in the
Statement of Changes in Equity and in the balance sheet.

Changes in the present value of the defined benefit obligation resulting from plan amendments or curtailments are
recognised immediately in profit or loss as past service cost.

Compensated absences

Liability in respect of compensated absences is provided for both encashable leave and those expected to be availed. The
Company has defined benefit plans for compensated absences for employees, the liability for which is determined on the
basis of an actuarial valuation at the end of the year using projected unit credit method. Any gain or loss arising out of such
valuation is recognised in the Statement of Profit and Loss as income or expense as the case may be.

Accumulated compensated absences, which are expected to be availed within twelve months from the end of the year are
treated as short term employee benefits. The obligation towards the same is measured at the expected undiscounted cost
of accumulated compensated absences expected to be availed based on the unutilised entitlement at the year end.
Provident fund

The Company makes contribution to the “NIIT Limited Employees’ Provident Fund Trust”, which is a defined benefit plan to
the extent that the Company has an obligation to make good the shortfall, if any, between the return from the investments of
the trust and the notified interest rate. The Company’s obligation in this regard is actuarially determined using projected unit
credit method and provided for if the circumstances indicate that the Trust may not be able to generate adequate returns
to cover the interest rates notified by the Government.

The Company’s contribution towards Provident Fund is charged to Statement of Profit and Loss.

Superannuation fund

The Company makes defined contribution to the Trust established for the purpose by the Company towards superannuation
fund maintained with Life Insurance Corporation of India. The Company has no further obligations beyond its monthly
contributions. Contribution made during the year is charged to Statement of Profit and Loss.

Pension Fund

The Company makes defined contribution to a government administered pension fund towards its pension plan on behalf
of its employees. The Company has no further obligations beyond its monthly contributions. The contribution towards
Employee Pension Scheme is charged to Statement of Profit and Loss.

National Pension System

The Company makes defined contribution towards National Pension System for certain employees for which Company has
no further obligation. Contributions made during the year are charged to Statement of Profit and Loss.

iv) Share based payment - Employee stock option plan (ESOP)

The Company operates equity settled employee share based employee stock option plan. The fair value of options granted
under the ‘NIIT Employee Stock Option Plan 2005’ is recognised as an employee benefit expenses with a corresponding
increase in equity. The total amount to be expensed is determined by reference to the fair value of the options granted:

• including any market performance conditions (e.g., the entity’s share price)

• excluding the impact of any service and non-market performance vesting conditions (e.g. profitability, sales growth
targets and remaining an employee of the entity over a specified time period), and

• including the impact of any non-vesting conditions (e.g. the requirement for employees to save or hold shares for a
specific period of time).

The total expense is recognised over the vesting period, which is the period over which all of the specified vesting conditions
are to be satisfied. At the end of each period, the entity revises its estimates of the number of options that are expected to
vest based on the non-market vesting and service conditions. It recognises the impact of the revision to original estimates,
if any, in profit or loss, with a corresponding adjustment to equity.

s) Share capital
Equity share capital

Issuance of ordinary shares are recognised as equity share capital in equity. Incremental costs directly attributable to the
issuance of new equity shares are recognised as a deduction from equity, net of any tax effects.

t) Dividends

The final dividend on shares is recorded as a liability on the date of approval by the shareholders and interim dividends are
recorded as a liability on the date of declaration by the Company’s Board of Directors.

The Company declares and pays dividends in Indian rupees. Companies are required to pay/distribute dividend after deducting
applicable taxes. The remittance of dividends outside India is governed by Indian law on foreign exchange and is also subject
to withholding tax at applicable rates.

u) Earnings per share

(i) Basic earnings per share

Basic earnings per share is calculated by dividing the profit attributable to owners of the Company by the weighted average
number of equity shares outstanding during the financial year.

(ii) Diluted earnings per share

Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account:

• the after income tax effect of interest and other financing costs associated with dilutive potential equity shares, and

• the weighted average number of additional equity shares that would have been outstanding assuming the conversion
of all dilutive potential equity shares.

v) Critical accounting estimates and judgements

In preparing these financial statements, management has made judgements, estimates and assumptions that affect the
application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may
differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised
prospectively.

Information about significant areas of estimation/uncertainty and judgements in applying accounting policies that have the
most significant effect on the financial statements are as follows:

- measurement of defined benefit obligations: key actuarial assumptions - refer notes 2r and 25.

- measurement of useful life and residual values of property, plant and equipment and Intangible assets -refer note 2k and
2m.

- Determination of lease term and contingent consideration -refer note 2f, 7 and 2o.

- judgement required to determine grant date fair value technique -refer notes 2r and 26.

- fair value measurement of financial instruments - refer notes 27.

- judgement required to determine probability of recognition of deferred tax assets - refer note 2e.

There are no assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment within
the next financial year.

w) Exceptional items

Exceptional items refer to items of income or expense within the income statement that are of such size, nature or incidence
that their separate disclosure is considered necessary to explain the performance for the period.

Following items are evaluated for disclosure as exceptional items:

a) Business Combination: Impact of one-time accounting policy alignment / unusual write off / impairment of assets arising
as a result of business combination, including transaction cost.

b) Fair valuation gains on business combination.

c) Reassessment / Change in life of asset (in case of re-evaluation of business/product, impact of all assets specific to that
business/product to be considered for applying the threshold).

d) Disputed regulatory / tax levies including tax rate change having retrospective impact (other than impact on account
of restatement of deferred tax asset / liability for tax rate change) - only impact for the past periods to be disclosed as
exceptional.

e) Provision for other than temporary diminution in the value of non-current investment.

f) Shareholders’ dispute settlement arising out of merger / acquisition transactions.

g) Write-downs of inventories to net realisable value or of property, plant and equipment to recoverable amount, as well as
reversals of such write-downs.

h) Restructurings of the activities of an entity and reversals of any provisions for the costs of restructuring.

In case of other significant item of income or expense, not covered above, the same would be evaluated on a case to case basis
for disclosure under exceptional items.

x) Discontinued operations

A discontinued operation is a component of the entity that has been disposed off or is classified as held for sale and that
represents a separate major line of business or geographical area of operations, is part of a single co-ordinated plan to dispose
off such a line of business or area of operations, or is a subsidiary acquired exclusively with a view to resale. The results of
discontinued operations are presented separately in the statement of profit and loss.

y) Recent accounting pronouncements
New and Amended Standards

The Company applied for the first-time certain standards and amendments, which are effective for annual periods beginning on
or after April 01,2025. The Company has not early adopted any standard, interpretation or amendment that has been issued
but is not yet effective.

(i) Amendments to Ind AS 21 - Lack of exchangeability

The amendments do not have any material impact on the Company’s financial statements.

(ii) Amendments to Ind AS 1 - Classification of Liabilities as Current or Non-current and Non-current Liabilities with
Covenants

The amendments do not have any impact on the Company’s financial statements.

(iii) Other Standards not applicable to the company:

(a) Amendments to Ind AS 7 and Ind AS 107 - Supplier Finance Arrangements

(b) International Tax Reform—Pillar Two Model Rules - Amendments to Ind AS 12

(i) The Company has not generated any rental income from the investment property, since inception.

(ii) The Company’s investment property consist of one piece of Land in district Mehsana, Gujarat, India. The management has
determined that the investment property consist of only one classes of assets - Land - based on the nature, characteristics
and risks of property.

4(i) Assets held for sale

During the previous year, the Company has classified an investment property (one piece of Land in district Mehsana, Gujarat)
amounting to Rs. 0.56 Million, as held for sale in accordance with the criteria specified under Ind AS 105 - Non-current Assets
Held for Sale and Discontinued Operations. The decision to sell was taken by the management as part of a strategic divestment
plan, whereby the investment was actively marketed for sale. Accordingly, the investment was reclassified from Investment
Property to Asset classified as held for sale as on the balance sheet date.

During the current year, the aforesaid investment property classified as held for sale has been sold by the Company. Accordingly,
the asset classified as held for sale has been derecognised from the Balance Sheet upon completion of the sale transaction.

Footnotes:

(i) Included software tools, platforms, content and courseware. Also, refer note 6 for cost incurred during the year on internally generated
intangible assets.

(ii) The recoverable amount of the Perceptron Labs CGU had been determined based on a value in use calculation using cash flow projections
approved by senior management. Based on which, it was concluded that the carrying value exceeds the recoverable amount . As a result
of this analysis, the Company had recognised an impairment charge of Rs. 18.35 Million against goodwill in the statement of profit and
loss for the year ended March 31, 2022.

Company as a Lessor- Operating Lease

The Company has entered into lease arrangements. The Company has determined, based on an evaluation of the terms
and conditions of the arrangements, such as the lease term not constituting a major part of the economic life of the Building
and the present value of the minimum lease payments not amounting to substantially all of the fair value of the Building, that
it retains substantially all the risks and rewards incidental to ownership of the Building and accounts for the contracts as
operating leases. The contracted price is recognised as other income during the tenure of the agreement.

Footnotes:-

(i) During the previous year, On October 25, 2024, the Company approved the capital reduction of its wholly-owned subsidiary, NIIT GC
Limited, Mauritius, by USD 1.79 Million through cancellation of 1,791,860 equity shares of USD 1 each. The reduction was carried out
in accordance with the applicable laws of Mauritius to write off accumulated losses. There is no change in the value of investment and
ownership. Accordingly, NIIT GC Limited, Mauritius continues to be a wholly-owned subsidiary of the Company.

(ii) During the year, on June 11, 2025, the Company purchased 1,900,000 equity shares (18.79%) from ICICI Bank Limited and 50,000
equity shares (0.49%) from individual shareholders of NIIT Institute of Finance Banking and Insurance Training Limited (IFBI), for a total
consideration of Rs. 62.67 Million. As a result, IFBI became a wholly owned subsidiary of the Company. Expenses in relation to purchase
of these shares, amounting to Rs. 0.53 Million, have been recorded as exceptional items in the statement of profit and loss.

(iii) During the year, on April 17, 2025, the Company entered into Share Subscription and Purchase Agreement (“SSPA”) and other related
transaction documents with iamneo Edutech Private Limited (“NEO”) and acquired 70% equity shareholding (on a fully diluted basis) in NEO
for a consideration of Rs. 608.90 Million including primary investment of Rs. 100.01 Million. The remaining 30% shareholding of NEO will be
acquired by the Company from the NEO promoters in subsequent tranches over the next five years, subject to certain terms and conditions
outlined in the SSPA and other transaction documents. The Company’s obligation to acquire the remaining 30% shareholding is recorded as
derivative liability. As at March 31,2026, the Company has recognised a derivative liability of Rs. 56.26 Million. Acquisition related expenses
amounting to Rs. 16.13 Million, directly attributable to the investment, have been capitalised as part of the cost of investment. Indirect
acquisition related expenses of Rs. 1.93 Million have been recorded as exceptional items in the statement of profit and loss.

(c) Terms / rights attached to equity shares

The Company has only one class of equity shares having par value of Rs. 2 per share. Each holder of equity shares is entitled
to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend (excluding interim dividend)
proposed by the Board of Directors, if any, is subject to the approval of the shareholders in the ensuing Annual General Meeting.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the
Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held
by the shareholders.

(d) Shares reserved for issue under options

Information relating to Employee Stock Option Plan, including details of options issued, granted, exercised and lapsed during
the financial year and options outstanding at the end of the reporting year, is set out in Note 26.

(f) Other details of equity shares for a period of five years immediately preceding March 31, 2026
Equity shares extinguished on buy-back

1. During the financial year 2021-22, the Company had concluded the buyback of 9,875,000 equity shares at a price of Rs. 240
per equity share (“Buyback”) as approved earlier by the Board of Directors on December 24, 2020. Buyback was completed
on May 7, 2021 and the equity shares bought back were extinguished on May 11,2021.

Footnotes for Nature and purpose of reserves:

(i) Capital Reserve

Capital reserve represents the reserve created on Amalgamation and Business Combinations.

(ii) Securities Premium Account

The amount represents the additional amount shareholders paid for their issued shares that was in excess of the par value of those shares. The
same can be utilised for the items specified under section 52 of Companies Act, 2013.

(iii) Share Based Payment Reserve

Share Based Payment Reserve is used to record the fair value of equity-settled, share-based payment transactions with employees. The
amounts recorded in this reserve are transferred to securities premium, upon exercise of stock options, and transferred to retained earnings on
account of stock options not exercised by employees.

(iv) Retained Earnings

Retained earnings are the profit/ (loss) that the Company has earned/ incurred till date, less any transfers to dividends or other distribution paid
to shareholders. Retained Earnings include re-measurement loss/ (gain) on defined benefit plans, net of taxes that will not be reclassified to
statement of profit and loss.

(v) Capital Redemption Reserve

As per Companies Act, 2013, capital redemption reserve is created when the Company purchases its own shares out of free reserves or security
premium. A sum equal to the nominal value of shares so purchased is transferred to capital redemption reserve. The reserve can be utilised in
accordance with the provisions of Section 69 of Companies Act, 2013.

e. Performance obligation and remaining performance obligation

The remaining performance obligation disclosure provides the aggregate amount of the transaction price yet to be recognized
as at the end of the reporting period and an explanation as to when the Company expects to recognize these amounts in
revenue. Applying the practical expedient as given in Ind AS 115, the Company has not disclosed the remaining performance
obligation related disclosures for contracts where the revenue recognized corresponds directly with the value to the customer
of the entity’s performance completed to date, typically those contracts where invoicing is on time-and-material and unit
of work-based contracts. Remaining performance obligation estimates are subject to change and are affected by several
factors, including terminations, changes in the scope of contracts, periodic revalidations, adjustment for revenue that has not
materialized and adjustments for currency fluctuations.

The aggregate value of transaction price allocated to unsatisfied (or partially satisfied) performance obligations is Rs. 29.14
Million ( Previous year Rs. 28.45 Million).

Footnotes:

(i) The Board of Directors of NIIT Limited (“Company”), at its meeting held on October 9, 2025 approved a scheme of amalgamation under
Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 (“Scheme”). The Scheme provides for the amalgamation
of NIIT Institute of Finance Banking and Insurance Training Limited and RPS Consulting Private Limited (collectively, the “Amalgamating
Companies”) with and into NIIT Limited (“Amalgamated Company”), with an appointed date of April 1,2026. Consequently, the Amalgamating
Companies and the Company filed the requisite application with the Hon’ble National Company Law Tribunal, Chandigarh (“NCLT”), on October
27, 2025. Hon’ble NCLT has reserved the order on March 26, 2026 and the same is yet to be pronounced. Accordingly, the merger will be given
effect to the financial statements when the order is pronounced.

(ii) In November 2025, the Government of India notified provisions of the Code on Wages, 2019, the Industrial Relations Code, 2020, the Code on
Social Security, 2020, and the Occupational Safety, Health and Working Conditions Code, 2020 (collectively referred to as the “Labour Codes”).
Considering the material and non-recurring nature of the impact of new Labour Codes, the increase in gratuity liability attributable to past
service costs amounting to Rs. 42.60 Million has been disclosed under exceptional items in the financial statements for the year ended March
31, 2026.

B) Defined Benefit Plans
I. Provident Fund

The Company makes contribution to the “NIIT LIMITED EMPLOYEES' PROVIDENT FUND TRUST” (“the Trust”). The
Company contributed Rs. 20.17 Million (Previous year Rs. 19.64 Million) including Rs. 3.54 Million (Previous year Rs.
3.51 Million) in respect of Key Management personnel during the year to the Trust. The same has been recognised in
the statement of profit and loss under the head employee benefit expenses. The Company contributed Rs. 0.12 Million
(Previous year Rs. 0.13 Million) to the trust. The same has been recognised in the statement of profit and loss from
discontinued operations.

The Company has an obligation to make good the shortfall, if any, between the return from the investments of the Trust
and the notified interest rate. The Company's obligation in this regard is actuarially determined and provided for if the
circumstances indicate that the Trust may not be able to generate adequate returns to cover the interest rates notified by
the Government.

The guidance on implementing Ind AS 19 Employee Benefits, issued by Accounting Standards Board (ASB) of The Institute
of Chartered Accountants of India, states that benefits involving employer established provident fund trust, which require
interest shortfall to be compensated by the employer is required to be considered as Defined Benefits Plans. The actuary
has provided a valuation and based on the below mentioned assumptions, determined that there is no short fall as at March
31,2026.

Each year, the board of trustees reviews the level of funding in the provident fund plan. Such a review includes the assets-
liability matching strategy and investment risk management policy. This includes employing the use of annuities and
longevity swaps to manage the risks. The board of trustees decides its contribution based on the result of this annual
review.

Risk exposure

Through its defined benefit plans, the Company is exposed to a number of risks, the most significant of which are market
volatility, changes in inflation, changes in interest rates, rising longevity, changing economic environment, regulatory changes
etc. The Company ensures that the investment positions are managed within an asset-liability matching framework that has
been developed to achieve investments which are in line with the obligations under the employee benefit plans. Within this
framework, the Company’s asset-liability matching objective is to match assets to the obligations by investing in securities to
match the benefit payments as they fall due.

The Company actively monitors how the duration and the expected yield of the investments are matching the expected cash
outflows arising from employee benefit obligations. The Company has not changed the processes used to manage its risks
from previous periods. Investments are well diversified, such that failure of any single investment should not have a material
impact on the overall level of assets.

26 Share Based Payment
(a) Employee stock option plan

The Company operates time based and equity settled share based plan. During the year 2005-06, the Company had established
NIIT Employee Stock Option Plan 2005 “ESOP 2005” and the same was approved at the General Meeting of the Company
held on May 18, 2005. The plan was set up so as to offer and grant, for the benefit of employees (excluding promoters) of
the Company, who are eligible under “Securities and Exchange Board of India (SEBI) (Employee Stock Option Scheme and
Employee Stock Purchase Scheme) Guidelines, 1999”, options of the Company in one or more tranches, and on such terms
and conditions as may be fixed or determined by the Board, in accordance with the provisions of law or guidelines issued by
the relevant authorities in this regard.

As per the plan, each option is exercisable for one equity share of face value of Rs. 2 each (Rs. 10 each pre bonus and split) fully
paid up on payment to the Company, at a price to be determined in accordance with ESOP 2005. ESOP information is given for
the number of shares after sub-division and bonus issue.

Pursuant to Scheme of the Arrangement, with respect to the stock options granted already by the Transferor Company prior
to the Effective Date to its employees or that of its subsidiaries (irrespective of whether they are employees of the Transferor
Company or its subsidiaries or become employees of the Transferee Company (NLSL) or its subsidiaries pursuant to this
Scheme) under the Existing NIIT ESOP Scheme, and when the Scheme became effective, all such option holders (whether
the options granted to such option holders are vested or not) have been issued the stock options by the Transferee Company
(NLSL) under the NIIT Learning Systems Limited ESOP 2023-0, in accordance with the share entitlement ratio of 1:1 as per the
Scheme. This plan is solely to provide NLSL stock options to NIIT Option Grantees, who hold unexercised NIIT stock options
as on the Effective Date of the Composite Scheme i.e., May 24, 2023.

27 Fair value measurements

(i) Fair value hierarchy

To provide indication about the reliability of the inputs used in determining fair value, the Company has classified its financial
instruments into the three levels prescribed under the accounting standard explained below:

Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments,
traded bonds and mutual funds that have quoted price. The fair value of all equity instruments (including bonds) which are
traded in the stock exchanges is valued using the closing price as at the reporting period. The mutual funds are valued using
the closing net asset value.

Level 2: The fair value of financial instruments that are not traded in an active market (for example foreign exchange forward
contracts) is determined using valuation techniques which maximize the use of observable market data and rely as little as
possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument
is included in level 2.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.
This is the case for unlisted equity securities, contingent consideration and indemnification asset included in level 3.

The Company’s policy is to recognize transfers into and transfers out of fair value hierarchy levels at the end of reporting period.

(ii) Valuation technique used to determine fair value

Specific valuation techniques used to value financial instruments include:

- The use of quoted market prices for similar instruments.

- The fair value of forward foreign exchange contracts is determined using Mark to Market Valuation by the respective bank
at the balance sheet date.

- The fair value of the remaining financial instruments is determined using discounted cash flow analysis.

The Company’s principal financial liabilities comprise borrowings, trade and other payables. The main purpose of these financial
liabilities is to finance the Company’s operations and to provide guarantees to support its operations. The Company’s principal
financial assets include trade and other receivables, and cash and short-term deposits that derive directly from its operations.
The Company is exposed to market risk, credit risk and liquidity risk. The Company’s senior management oversees the
management of these risks. The Company’s senior management is supported by a financial risk committee that advises on
financial risks and the appropriate financial risk governance framework for the Company. The finance committee provides
assurance to the Company’s senior management that the Company’s financial risk activities are governed by appropriate
policies and procedures and that financial risks are identified, measured and managed in accordance with the Company’s
policies and risk objectives. All derivative activities for risk management purposes are carried out by specialist teams that
have the appropriate skills, experience and supervision. It is the Company’s policy that no trading in derivatives for speculative
purposes may be undertaken. The Board of Directors reviews and agrees policies for managing each of these risks, which are
summarised below:

(A) Credit risk

Credit risk refers to the risk of default on its obligation by the counter party resulting in a financial loss. The maximum exposure
to the credit risk at the reporting date is primarily from trade receivables (net) amounting to Rs. 233.24 Million as of March 31,
2026 (Previous year Rs. 182.24 Million), unbilled revenue amounting (net) to Rs. 59.38 Million as of March 31,2026 (Previous
year Rs. 60.54 Million) and security deposits amounting (net) to Rs. 6.16 Million as of March 31, 2026 (Previous year Rs. 5.89
Million). Trade receivables, unbilled revenue and security deposits are typically unsecured and are derived from revenue earned
through individual subsidiaries, government customers and other corporate customers. The Company has used the expected
credit loss model to assess the impairment loss or gain on trade receivables, unbilled revenue and security deposits, and has
provided it wherever appropriate. The following table gives the movement in allowance for expected credit loss for the year
ended March 31,2026:

(B) Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting its obligations associated with financial liabilities.
The Company’s principal sources of liquidity are cash and cash equivalents and the cash flow that is generated from operations.
However, the Company believes that the working capital is sufficient to meet its current requirements. Accordingly, no liquidity
risk is perceived.

(i) Maturities of financial liabilities

The amount disclosed in the below table represent the contractual undiscounted cash flows:

(C) Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market
prices. Market risk comprises three types of risk: interest rate risk, foreign currency risk and other price risk, such as equity price
risk and commodity risk. Financial instruments affected by market risk include borrowings, deposits and investments measured
at FVTPL.

(i) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in
market interest rates.

(ii) Foreign currency risk

The Company operates internationally and is exposed to foreign exchange risk arising from foreign currency transactions,
primarily with respect to the USD, EUR, NGN, CHF and CNY Foreign exchange risk arises from future commercial transactions
and recognised assets and liabilities denominated in a currency that is not the company’s functional currency. The Company
evaluates its exchange rate exposure arising from these transactions and enters into foreign exchange forward contracts (if
needed) to hedge forecasted cash flows denominated in foreign currency and mitigate such exposure.

The primary objective of the management of the Company’s capital structure is to maintain an efficient mix of debt and equity
in order to achieve a low cost of capital, while taking into account the desirability of retaining financial flexibility to pursue
business opportunities and adequate access to liquidity to mitigate the effect of unforeseen events on cash flows to maximise
the shareholder value. The management also monitors the return on equity.

The Board of directors regularly review the Company’s capital structure in light of the economic conditions, business strategies
and future commitments.

For the purpose of the Company’s capital management, capital includes issued share capital, securities premium, all other
reserves and debt. Debt includes lease liabilities and borrowings.

There is no default on the repayment of borrowings (including interest thereon) during the year ended March 31, 2026 and
March 31,2025.

During the financial year, no significant changes were made in the objectives, policies or processes relating to the management
of the Company’s capital structure.

b) (i) The Company had received Show-Cause Notices (‘SCN’) under section 263 of the Income Tax Act, 1961, issued by the
Commissioner of Income Tax (CIT) for the Assessment years (‘AY’) 1999-00 to 2005-06, pursuant to which orders under
section 263 were passed directing the Assessing Officer to undertake re-assessment on certain issues. The aforesaid
orders passed u/s 263 were challenged by the Company before the Income Tax Appellate Tribunal (‘the Tribunal’). The
Tribunal, while disposing of the appeal for AY 1999-00, decided the issue relating to assumption of jurisdiction against
the Company and on merits, partly allowed certain issues while restoring certain matters which were referred back to
the assessing officer for fresh examination. Against the aforesaid order for assessment year 1999-2000, the Company
preferred an appeal before the Hon’ble High Court of Delhi, which is presently pending adjudication. In respect of AY’s
2000-01 to 2005-06, hearing of the appeals against orders passed u/s 263 before the Tribunal were recently concluded
and orders therein have been reserved for pronouncement in due course. At this stage there are no ascertained/quantified
demands. Based on legal opinion, the Company has fair chances of obtaining adequate relief before the Appellate/judicial
authorities.

It is presently not practical for the Company to estimate the timings of cash outflows, if any, in respect of the aforesaid
proceedings. Accordingly, based on the legal advice, the Management does not foresee any material financial implication
arising therefrom.

35 Segment Information

The Company is engaged in providing Education and Training Services in a single segment. Chief Executive Officer and Chief
Financial Officer of the Company are considered as Chief Operating Decision Makers (CODM) who evaluate the performance and
allocate resources based on the analysis of performance of the Company as a whole. Its operations are, therefore considered
to constitute a single segment in the context of Ind AS 108 - ‘Operating Segments’.

As per Ind AS 108 - Operating Segments, where the financial report contains both the consolidated financial statements of a
parent as well as the parent’s standalone financial statements, segment information is required only in the consolidated financial
statements. Accordingly, no segment information is disclosed in these standalone financial statements of the Company.

36 Discontinued operations

(i) During the year 2019-20, in line with its stated long term strategy of reducing exposure to low margin, capital intensive
government business, the Company had decided not to pursue new skills contracts and decided to discontinue operations
post completion of continuing commitments. These contracts were transferred from its wholly owned subsidiary NIIT Yuva Jyoti
Limited (Liquidated on February 25, 2022) through an agreement.

In pursuance of applicable accounting standard (Ind AS - 105), the net results (i.e. revenue minus expenses) of such operations
are disclosed separately as loss from ‘Discontinued Operations’.

38 Additional Regulatory Information

i) There are no immovable properties included in Property Plant and Equipment, whose title deeds are not held in the name
of the Company.

ii) The Company has not revalued its Property, Plant and Equipment (including Right of use assets) and intangible assets
during the year ended March 31,2026.

iii) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company
for holding any Benami property under the Benami Transactions (Prohibition) Act, 1988 and rules made thereunder.

iv) The Company has not been declared wilful defaulter by any bank or financial institution or government or any government
authority, as per the available information.

v) Relationship with Struck off Companies

vi) The Company does not have any transaction which is not recorded in the books of accounts that has been surrendered or
disclosed as income during the year in the tax assessments under the Income Tax Act, 1961.

vii) The Company has not traded or invested in cryptocurrency transactions during the financial year and there is no balance
as at year end.

viii) The Company has not been sanctioned working capital limits in excess of Rs. 50 Million in aggregate from banks during
the year on the basis of security of current assets of the Company. The quarterly returns / statements filed by the Company
with such banks are in agreement with the books of accounts of the Company. The sanctioned working capital limit as on
March 31,2026 is Rs. 48 Million.

ix) Audit Trail

The Company has used an accounting software and certain other software for maintaining its books of account which has
a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions
recorded in the software except with respect to two other Software, additional feature added during the year and the
feature of recording audit trail (edit log) facility has been operated w.e.f. July 21,2025 and July 24, 2025.

Further, no instance of audit trail feature being tampered with was noted in respect of accounting software and certain other
software where the audit trail has been enabled.

Additionally, the audit trail of relevant prior years has been preserved by the Company as per the statutory requirements for
record retention, to the extent it was enabled and recorded in those respective years.

x) Server Backup

The Company has kept proper books of account as required by law in electronic mode on servers physically located in India
except with respect to one certain software, the back-up of books of account and other books and papers maintained in
electronic mode was kept in servers physically located in India on a daily basis from February 3, 2026.

xi) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory
period.

xiii) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the
understanding (whether recorded in writing or otherwise) that the Company shall:

(a) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of
the Funding Party (Ultimate Beneficiaries) or

(b) Provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

xiv) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities
(Intermediaries) with the understanding that the Intermediary shall:

(a) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of
the company (Ultimate Beneficiaries) or

(b) Provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.