NIIT Ltd. — Capital/Financing Update 2025

Apr 19, 2025

April 19, 2025

The Manager The Manager BSE Limited National Stock Exchange of India Ltd Corporate Relationship Department, Listing Department 1[st] Floor, New Trading Ring, Exchange Plaza Rotunda Building 5[th] Floor, Plot no C/1, G Block Phiroze Jeejeebhoy Towers, Bandra Kurla Complex Dalal Street, Mumbai 400 001 Bandra (E), Mumbai – 400 051

Subject: Disclosure / Intimation pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015

Ref: Scrip Code : BSE – 500304; NSE – NIITLTD

Dear Sir,

In terms of Regulation 30 of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulation, 2015 (“ Listing Regulations ”) read with Part A of Schedule III of Listing Regulations, we wish to inform you that NIIT Limited (“ Company ”) at its meeting held today, has approved a proposal to purchase:

• 1,900,000 equity shares NIIT Institute of Finance Banking and Insurance Training Limited (IFBI), a subsidiary of the Company, constituting 18.79% of the aggregate issued and paid-up share capital from ICICI Bank Limited; and

• 50,000 equity shares of IFBI constituting 0.49% of the aggregate issued and paid-up share capital from Individual shareholders

The Company is already holding 80.72% of the aggregate issued and paid-up share capital of the IFBI and post aforesaid acquisition, IFBI will become a wholly owned subsidiary of the Company.

Details as required to be furnished under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and SEBI Master Circular No SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024 is provided in Annexure A.

Kindly take the same on record and acknowledge receipt.

Thanking you,

Yours truly, For NIIT Limited

MALHOTRABISARIA ARPITA Digitally signed by ARPITA BISARIA MALHOTRADN: C=IN, O=PERSONAL, OID.2.5.4.65=f39e9bd8c42a452cad93ff940a3d71d6, Phone=dbade62dc31eb780cb94bb15c1ef8e614a96e837f16541a932dc2631927b8420, PostalCode=122018, S=HARYANA, SERIALNUMBER=5c26c699cfa559245cd198e257744f354cc92228dbf96e2754cd60b70de7ba02, CN=ARPITA BISARIA MALHOTRAReason: I am approving this documentLocation: Date: 2025.04.19 18:44:30+05'30'Foxit PDF Reader Version: 2024.3.0 Arpita Bisaria Malhotra Company Secretary & Compliance Officer

Annexure A

Details as required under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and SEBI Master Circular No SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024

	Particulars	Remarks/Details
1	Name of the target entity, details in briefsuch as size, turnover etc.	NIIT Institute of Finance Banking & InsuranceTrainingLimited(“IFBI”),isacompanyincorporated under the provisions of CompaniesAct, 1956 having its registered office at Plot No.85, Sector 32, Institutional Area, Gurgaon –122001.•Revenue for FY24: INR 567 million•Net worth as on March 31, 2024: INR219 million
2	Whether the acquisition would fall withinrelated party transaction(s) and whetherthe promoter/ promoter group/ groupcompanies have any interest in theentity being acquired? If yes, nature ofinterest and details thereof and whetherthe same is done at “arms length”	No
3	Industry to which the entity beingacquired belongs	Training for the Banking, Financial Services, andInsurance (BFSI) sector.
4	Objects and effects of acquisition(including but not limited to, disclosureof reasons for acquisition of targetentity, if its business is outside the mainline of business of the listed entity);	Before acquisition, Company was holding80.72% of the aggregate issued and paid-upshare capital of IFBI.Now, as a strategic business decision, NIITLimited has agreed to acquire 1,900,000 equityshares of IFBI from ICICI Bank Limited and50,000 equity shares of IFBI from Individualshareholders.Accordingly, post completion of the acquisition,IFBI will become a wholly owned subsidiary ofthe Company.
5	Brief details of any governmental orregulatory approvals required for theacquisition	No Government or Regulatory approval isrequired for the acquisition.
6	Indicative time period for completion ofthe acquisition	On or before September 30, 2025
7	Consideration-whethercashconsideration or share swap or anyother form and details of the same;	Cash Consideration
8	Cost of acquisition and/or the price atwhich the shares are acquired	The aggregate consideration for acquisition ofshares from ICICI Bank is expected to be in therange of INR 47.0 million to INR 65.8 million

9	Percentage of shareholding/	control	NIIT Limited would acquire:
	acquired and or number ofacquired	shares	•1,900,000 equity shares of IFBI constituting18.79% of the aggregate issued and paid-up
			share capital from ICICI Bank Limited; and
			•50,000 equity shares of IFBI constituting
			0.49% of the aggregate issued and paid-up
			share capital from Individual shareholders
			Post the acquisition, NIIT Limited will	hold 100%
			of the aggregate issued and paid	up share
			capital of IFBI.
10	Brief background about the entity		IFBI, incorporated in 2006, is focused on training
	acquired in terms of products/line of		and developing professionals for the Banking,
	businessacquired,dateof		Financial Services, and Insurance (BFSI) sector
	incorporation, history of last 3 years		in India.
	turnover, country in which the acquired
	entity has presence and any other		The turnover of IFBI for the last three years is
	significant information (in brief)		mentioned below:
			PeriodTurnover
			(in Rs. million)
			FY24567
			FY23184
			FY22152