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You can view the entire text of Notes to accounts of the company for the latest year

BSE: 500304ISIN: INE161A01038INDUSTRY: Computers - Software - Training

BSE   ` 112.25   Open: 113.60   Today's Range 111.00
116.60
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125.00
Year End :2017-03 

1 Rights, preferences and restrictions attached to shares:-

Equity Shares: The Company has issued one class of equity shares having a par value of Rs.2/- per share. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

2. Details of Security given against loans

i) The Company has availed foreign currency loan for Rs. 600 Million equivalent of USD 9.05 Million which is fully hedged by converting it from the floating rate into fixed rate Rupee loan through a currency swap at a spot reference (USD INR) exchange rate of USD 1 = INR 66.30, through full maturity of the loan. The said loan is secured by way of whole of the Company's tangible and intangible, movable fixed assets, both present and future, capital advances paid for building at Info-City, Sector-34, Gurugram and first exclusive charge on certain immovable properties. The rate of interest on fully hedged equivalent loan amount is fixed at 10.25% p.a. for the tenure of the loan.

ii) The Company has availed foreign currency loan of Rs.1,000 Million equivalent of USD 16.05 Million, which is fully hedged by converting it from the floating rate in Libor with spread of 175 bps into fixed rate Rupee loan through a currency swap at a spot reference (USD INR) exchange rate of USD 1 = INR 62.30, through full maturity of the loan. The said loan is secured by way of whole of the Company's tangible and intangible, movable fixed assets, both present and future, land and building of the Company at Sector-32, Gurugram and capital advances paid for building at Info-City, Sector-34, Gurugram. The rate of interest on fully hedged equivalent loan amount is fixed at 10.25% p.a. for the tenure of the loan.

Notes:

(i) 900,000 Optionally Convertible Debentures (OCDs) of Rs. 1,000/- each fully paid at a coupon rate of 0.5% p.a. for a period of 5 years from the date of allotment. The Company shall have the right to convert such OCDs into equity shares at the expiry of third year from the date of allotment.

(ii) 16,000,000 Optionally Convertible Debentures (OCDs) of Rs. 10/- each fully paid at a coupon rate of 0.5% p.a. for a period of 5 years from the date of allotment wherein the Company shall have the right to convert such OCDs into equity shares at the expiry of 18 months from the date of allotment.

(i) Deferred Tax Assets and Liabilities are being offset as they relate to taxes on income levied by the same governing taxation laws.

(ii) Deferred Tax Asset on brought forward losses has also not been recognized in the absence of virtual certainty of availability of taxable income to set off the losses.

2. The Company had received Show Cause Notices under section 263 of the Income Tax Act, 1961, issued by the Commissioner of Income Tax (CIT) for the Assessment years 1999-00 to 2005-06, who later issued Orders directing the Assessing Officer for re-assessment on certain items. The orders passed by the CIT u/s 263 for AY 1999-00 to AY 2005-06 have been challenged by the Company in the Income Tax Appellate Tribunal. The Tribunal has since passed order for AY 1999-00 wherein the Tribunal decided the issue of assumption of jurisdiction against the Company. On merits, Tribunal has allowed some of the issues and dismissed others which were referred back to the assessing officer for a fresh examination. The Company has filed an appeal before the Hon'ble High Court against the aforesaid order of the Tribunal which is pending for disposal. At this stage there is no ascertained/quantified demands. Based on a legal opinion, the Company has fair chances of obtaining adequate relief before the Hon'ble High Court.

It is not practical for the Company to estimate the timings of cash outflows, if any, in respect of the above pending resolution of the respective proceedings. Management does not for see any financial implication based on advice of legal counsel.

3. Guarantees

i . Guarantees issued by bankers outstanding at the end of the year Rs. 1.10 Million (Previous year Rs. 1.12 Million).

ii. Corporate Guarantee Nil [Previous year Rs. 562.49 Million (USD 8.50 Million)] issued to Skill Soft Corporation,

USA & Skill Soft Ireland Limited to secure them against any indemnification obligations of NIIT Ventures Inc. (erstwhile step down subsidiary of the Company) and NIIT (USA) Inc., with respect to sale of Element K Corporation (erstwhile step down subsidiary of the Company) in earlier year.

iii. Corporate Guarantee to National Skill Development Corporation to secure loan of Rs. 90.00 Million (Previous year Rs. 142.64 Million) availed by NIIT Yuva Jyoti Limited, a subsidiary of the Company.

iv. Corporate Guarantee to National Skill Development Corporation to secure them in the event of default on the part of NIIT Yuva Jyoti Limited in making payment towards outstanding royalty amount of Rs. 136.49 Million (Previous year Nil).

v. Corporate Guarantee issued to banks for availing working capital limits on behalf of Mindchampion Learning Systems Limited (Formerly known as Hole-in-the-Wall Education Limited) Rs. 450 Million (Previous year Nil) [Amount Outstanding at year end Rs. Nil (Previous year Nil)].

4. Other Monies for which the Company is contingently liable

i. Security for working capital limits on behalf of Mindchampion Learning Systems Limited (Formerly known as Hole-in-the-Wall Education Limited) Nil (Previous year Rs. 30 Million) [Amount Outstanding at year end Nil (Previous year Nil)].

i i. Standby Letter of Credit Rs. 486.44 Million (USD 7.5 Million) [Previous year Rs. 496.31 Million (USD 7.5 Million)] for working capital limits in favour of NIIT (USA) Inc., USA, a subsidiary of the Company, by earmarking working capital facility of NIIT Limited.

iii. Outstanding letters of credit of Nil (Previous year Rs. 26.58 Million).

5 CAPITAL AND OTHER COMMITMENTS

(a) Estimated amount of contracts remaining to be executed on capital account (net of advances) not provided for Rs. 287.22 Million (Previous year Rs. 508.72 Million).

(b) For commitments related to lease arrangements, refer Note 40.

(c) The Company has issued a letter of support to provide need based financial support to its subsidiaries Mindchampion Learning Systems Limited, NIIT Yuva Jyoti Limited and NIIT Antilles NV

B) Defined Benefit Plans

I. Provident Fund

The Company makes contribution to the “NIIT LIMITED EMPLOYEES' PROVIDENT FUND TRUST" (“the Trust"), which is a defined benefit plan. The Company contributed Rs. 22.09 Million (Previous year Rs.19.78 Million) including Rs. 1.95 Million (Previous year Rs. 1.95 Million) in respect of Key Managerial personnel during the year to the Trust. 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 AS 15 Employee Benefits (revised 2005), 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 the year end.

The details of fund and plan assets of the Trust (inclusive of contribution received from subsidiaries) are as follows (limited to the extent provided by the actuary):

Estimates of future salary increase considered in actuarial valuation, takes account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

vi) Investment details of Plan Assets:-

The plan assets are maintained with Life Insurance Corporation of India Gratuity Scheme. The details of investment maintained by Life Insurance Corporation of India are not available with the Company and have not been disclosed.

The expected return on plan assets is determined considering several applicable factors mainly the composition of plan assets held, assessed risk of asset management, historical result of the return on plan assets.

6 EMPLOYEES STOCK OPTION SCHEME

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.

Exceptional items as above comprise, items of income/(expenditure), arising from ordinary activities of the Company of such size, nature or incidence that their separate disclosure is considered appropriate to better explain the performance for the year.

(i) During the year, the Company has collected Rs. 29.70 Million (Previous year Rs. 8.95 Million) towards loans, debts and other balances recoverable from its wholly owned subsidiary Mindchampion Learning Systems Limited for which provision was recognized as an exceptional item in the earlier years now written back.

(ii) During the year, the Company has written back provisions amounting to Rs. 9.65 Million (Previous year Nil) for doubtful debts and advances recoverable for which provisions were recognized as exceptional items in earlier years based on collections received.

(iii) During the previous year the Company had created an additional provision for bonus of Rs. 4.49 Million related to the period April 1, 2014 to March 31, 2015 pursuant to retrospective amendment to “The Payment of Bonus Act, 1965" notified on January 1, 2016.

(iv) In earlier years, the Company had made provision for inventory aggregating to Rs. 3.21 Million lying with the Company for business support amounting to Rs. 39.77 Million as one time credit to eligible business partners out of which an amount of Rs. 17.42 Million was written back in previous year upon settlement of claims of the eligible business partners.

7 During the year, the Company has acquired the business from Perceptron Learning Solutions Private Limited ('Perceptron'). The strategic acquisition is expected to bring complementary technology platforms and capabilities to the Company.

The acquisition was made for an aggregate consideration of Rs. 24.85 Million. Out of the total consideration, Rs. 14.85 Million was paid during the year and Rs. 10 Million is payable based on achievement of performance based milestone. The purchase price has been allocated between the fair values of assets & liabilities based on an independent valuation report as a result of which a goodwill of Rs. 19.77 Million has been recognized in these financial statements.

31 The Board of Directors of the Company has, in its meeting held on March 24, 2017, approved the amalgamation of PIPL Management Consultancy and Investment Private Limited (“PMPL") and Global Consultancy and Investment Private Limited (“GCPL") with NIIT Limited (“the Company or NIIT") by way of and in accordance with a scheme of amalgamation as per the provisions of Sections 230 to 232 and any other applicable provisions of the Companies Act, 2013 (hereinafter referred to as the “Scheme"). PMPL and GCPL hold 15.30% & 15.64% equity shares of NIIT Limited respectively and form part of promoter/ promoter group of NIIT Ltd. From the effective date, pursuant to the Scheme, the entire shareholding of PMPL and GCPL in the Company shall stand cancelled and the equivalent shares of the Company shall be re-issued to the shareholders of PMPL and GCPL as on the record date to be fixed for the purpose. Pursuant to the proposed amalgamation of PMPL and GCPL with the Company, there will be no change in the promoter's shareholding in the Company. All cost and charges arising out of this proposed scheme of amalgamation shall be borne by the promoter/ promoter group.

The aforesaid Scheme is subject to various regulatory and other approvals and sanction by National Company Law Tribunal, New Delhi Bench and accordingly, not reflected in these financial statements.

8 RELATED PARTY TRANSACTIONS AS PER ACCOUNTING STANDARD 18:

A. Related party relationship where control exists:

Subsidiaries

1 Mindchampion Learning Systems Limited

2 NIIT Yuva Jyoti Limited

3 NIIT Institute of Finance Banking and Insurance Training Limited

4 NIIT Institute of Process Excellence Limited

5 NIIT Limited, UK

6 NIIT Antilles NV, Netherlands Antilles

7 NIIT Malaysia Sdn. Bhd, Malaysia

8 NIIT GC Limited, Mauritius

9 NIIT China (Shanghai) Limited, Shanghai, China

10 NIIT Wuxi Service Outsourcing Training School, China

11 Chongqing NIIT Education Consulting Limited, China

12 Wuxi NIIT Information Technology Consulting Limited, China

13 Changzhou NIIT Information Technology Consulting Limited, China

14 Su Zhou NIIT Information Technology Consulting Limited, China

15 NIIT (USA) Inc., USA

16 PT NIIT Indonesia, Indonesia (Under liquidation)

17 NIIT West Africa Limited, Nigeria

18 Qingdao NIIT Information Technology Company Limited , China

19 Chongqing An Dao Education Consulting Limited , China

20 Zhangjiagang NIIT Information Services Limited , China

21 Chengmai NIIT Information Technology Company Limited , China

22 NIIT Ireland Limited, Ireland

23 Dafeng NIIT Information Technology Co., Limited, China

24 Guizhou NIIT Information Technology consulting Co., Limited, China

25 NIIT Learning Solutions (Canada) Limited, Canada

26 NIIT (Guizhou) Education Technology Co., Limited, China

B. Other related parties with whom the Company has transacted:

a) Associates (Parties in which Company has substantial interest)

1 NIIT Technologies Limited

2 NIIT GIS Limited

3 NIIT Smart Serve Limited

b) Key Managerial Personnel

1 Rajendra S Pawar (Chairman)

2 Vijay K Thadani (Vice-Chairman & Managing Director)

3 P Rajendran (Joint Managing Director)

4 Rahul Keshav Patwardhan (Chief Executive Officer w.e.f. May 28, 2015)

5 Rohit Kumar Gupta (Chief Financial Officer till February 28, 2017)

6 Amit Roy (Chief Financial Officer w.e.f. March 01, 2017 )

c) Relatives of Key Managerial Personnel

1 Renuka Thadani (Wife of Vijay K Thadani)

2 Veena Oberoi (Sister of Vijay K Thadani)

d) Parties in which the Key Managerial Personnel of the Company are interested

1 NIIT Institute of Information Technology

2 NIIT Foundation (formerly known as NIIT Education Society)

3 NIIT University

4 Pace Industries Private Limited

5 NIIT Network Services Limited

6 Naya Bazaar Novelties Private Limited

Footnotes:-

i) Previous year figures are given in parenthesis.

ii) Includes Purchase of Goods from:

Naya Bazaar Novelties Pvt. Limited Rs. 0.36 Million (Previous year Rs. 0.53 Million)

Mindchampion Learning Systems Limited Rs. Nil (Previous year Rs. 0.87 Million)

NIIT Yuva Jyoti Limited Rs. Nil (Previous year Rs. 0.16 Million)

NIIT Institute of Finance, Banking & Insurance Training Limited Rs. Nil (Previous year Rs. 4.35 Million)

iii) Includes Purchase of Fixed Assets (including services received for development of intangible assets) from:

NIIT Institute of Finance, Banking & Insurance Training Limited Rs. Nil (Previous year Rs. 11.08 Million)

iv) Includes Sale of Fixed Assets to:

NIIT Yuva Jyoti Limited Rs. 0.10 Million (Previous year Rs. Nil)

v) Includes Sale of Goods to:

NIIT Foundation Rs. 5.10 Million (Previous year Rs. Nil) v(a)Includes Sale of Services to:

NIIT (USA) Inc. and Branches Rs. 641.82 Million (Previous year Rs. 897.94 Million)

NIIT Antilles NV, Netherlands Antilles Rs. 32.58 Million (Previous year Rs. 56.71 Million)

NIIT Limited, UK and Branches Rs. 240.82 Million (Previous year Rs. 246.89 Million)

NIIT Technologies Limited Rs. 3.35 Million (Previous year Rs. 1.94 Million)

NIIT Institute of Process Excellence Limited Rs. Nil (Previous year Rs. 0.19 Million)

NIIT Malaysia, Sdn, Bhd Rs. 4.08 Million (Previous year Rs. 1.30 Million)

NIIT University Rs. Nil (Previous year Rs. 0.76 Million)

NIIT Institute of Finance Banking and Insurance Training Limited Rs. 77.46 Million (Previous year Rs. 43.57 Million)

NIIT Learning Solutions (Canada) Limited Rs. 5.05 Million (Previous year Rs. Nil)

NIIT Ireland Limited Rs. 71.10 Million (Previous year Rs. Nil)

NIIT Foundation Rs. 4.69 Million (Previous year Rs. Nil)

vi) Includes Purchase of services- Professional and Technical Outsourcing Expense from:

Mindchampion Learning Systems Limited Rs. Nil (Previous year Rs. 0.06 Million)

NIIT University Rs. 0.88 Million (Previous year Rs. 0.30 Million)

NIIT Ireland Limited and branches Rs. 11.37 Million (Previous year Rs. Nil)

NIIT Institute of Process Excellence Limited Rs. 10.92 Million (Previous year Rs. 8.73 Million)

NIIT Malaysia, Sdn, Bhd Rs. 0.06 Million (Previous year Rs. Nil)

NIIT USA Inc. Rs. 30.82 Million (Previous year Rs. Nil)

NIIT Limited, UK Norway branch Rs. Nil (Previous year Rs. 6.16 Million)

vii) Includes Purchase of services- Others from:

NIIT Technologies Limited Rs. 21.58 Million (Previous year Rs. 21.48 Million)

NIIT University Rs. 7.98 Million (Previous year Rs. 0.32 Million)

NIIT Network Services Limited Rs. Nil (Previous year Rs. 0.14 Million)

viii) Includes Recovery from subsidiaries for Management Services:

NIIT Antilles N.V Rs. 1.26 Million (Previous year Rs. 1.85 Million)

NIIT China (Shanghai) Limited Rs. 22.30 Million (Previous year Rs. 20.57 Million)

NIIT Institute of Finance Banking and Insurance Training Limited Rs. 1.91 Million (Previous year Rs. 5.29 Million)

NIIT Institute of Process Excellence Limited Rs. 5.77 Million (Previous year Rs. 6.19 Million)

NIIT (USA) Inc. Rs. 42.32 Million (Previous year Rs. 40.31 Million)

NIIT Yuva Jyoti Limited Rs. 5.09 Million (Previous year Rs. 4.41 Million)

NIIT Limited, UK and branches Rs. 33.94 Million (Previous year Rs. 26.26 Million)

NIIT Ireland Limited and branches Rs. 4.17 Million (Previous year Rs. 0.02 Million)

Mindchampion Learning Systems Limited Rs. 25.36 Million (Previous year Rs. 28.22 Million)

NIIT Learning Solutions (Canada) Limited Rs. 1.55 Million (Previous year Rs. Nil)

NIIT Malaysia, Sdn, Bhd Rs. 0.90 Million (Previous year Rs. 0.80 Million)

ix) Includes Recovery of Employee Benefit Expenses from:

NIIT University Rs. 0.06 Million (Previous year Rs. 0.04 Million)

NIIT Institute of Finance Banking and Insurance Training Limited Rs. 0.02 Million (Previous year Rs. 3.70 Million) NIIT Yuva Jyoti Limited Rs. 0.08 Million (Previous year Rs. 2.64 Million)

Mindchampion Learning Systems Limited Rs. 0.37 Million (Previous year Rs. 0.42 Million)

NIIT Institute of Process Excellence Limited Rs. 0.03 Million (Previous year Rs. 0.02 Million)

NIIT Technologies Limited Rs. Nil (Previous year Rs. 0.21 Million)

NIIT Foundation Rs. 0.02 Million (Previous year Rs. 0.01 Million)

x) Includes Recovery of Professional technical and outsourcing expenses from:

Mindchampion Learning Systems Limited Rs. 0.09 Million (Previous year Rs. 0.01 Million)

NIIT Yuva Jyoti Limited Rs. 0.03 Million (Previous year Rs. Nil)

NIIT Institute of Process Excellence Limited Rs. 0.02 Million (Previous year Rs. Nil)

NIIT University Rs. 0.02 Million (Previous year Rs. Nil)

xi) Includes Recovery of other Expenses from:

NIIT Institute of Finance Banking and Insurance Training Limited Rs. 0.84 Million (Previous year Rs. 9.16 Million) NIIT (USA) Inc. Rs. 10.88 Million (Previous year Rs. 13.31 Million)

NIIT Yuva Jyoti Limited Rs. 2.24 Million (Previous year Rs. 2.74 Million)

Mindchampion Learning Systems Limited Rs. 11.96 Million) (Previous year Rs. 17.83 Million)

NIIT Antilles N.V Rs. 0.59 Million (Previous year Rs. Nil)

NIIT Institute of Process Excellence Limited Rs. 1.01 Million (Previous year Rs. 2.93 Million)

NIIT Ireland Limited Rs. Nil (Previous year Rs. 0.01 Million)

NIIT University Rs. 1.99 Million (Previous year Rs. 1.55 Million)

NIIT Limited, UK Rs. 14.73 Million (Previous year Rs. 15.43 Million)

NIIT Technologies Limited Rs. 0.22 Million (Previous year Rs. 1.04 Million)

NIIT Foundation Rs. 1.02 Million (Previous year Rs. 1.25 Million)

NIIT GIS Limited Rs. 0.03 Million (Previous year Rs. 0.02 Million)

Vijay K Thadani Rs. 0.12 Million (Previous year Rs. Nil)

Rajendra S Pawar 0.12 Million (Previous year Rs. Nil)

xii) Includes Recovery of other expenses from under the head other income:

NIIT Institute of Finance Banking and Insurance Training Limited Rs. 0.04 Million (Previous year Rs. 1.67 Million) NIIT Yuva Jyoti Limited Rs. 1.21 Million (Previous year Rs. 2.99 Million)

NIIT China (Shanghai) Limited Rs. Nil (Previous year Rs. 3.18 Million)

Mindchampion Learning Systems Limited Rs. 5.26 Million (Previous year Rs. 5.62 Million)

NIIT Institute of Process Excellence Limited Rs. 0.78 Million (Previous year Rs. 0.39 Million)

NIIT University Rs. 1.36 Million (Previous year Rs. 0.95 Million)

NIIT Technologies Limited Rs. 0.01 Million (Previous year Rs. 0.04 Million)

NIIT Foundation Rs. 0.10 Million (Previous year Rs. 0.16 Million)

xiii) Includes Recovery of Employee benefit Expenses by:

NIIT Yuva Jyoti Limited Rs. Nil (Previous year Rs. 0.07 Million)

xiv) Includes Recovery of Professional technical and outsourcing expenses by

NIIT Institute of Finance Banking and Insurance Training Limited Rs. Nil (Previous year Rs. 16.87 Million) NIIT Limited UK Rs. 75.71 Million (Previous year Rs. 61.77 Million)

NIIT (USA) Inc. Rs. Nil (Previous year Rs. 15.39 Million)

NIIT University Rs. 7.59 Million (Previous year Rs. 1.95 Million)

xv) Includes Recovery of other Expenses by:

Mindchampion Learning Systems Limited Rs. 0.49 Million (Previous year Rs. 1.69 Million)

NIIT Institute of Finance Banking and Insurance Training Limited Rs. Nil (Previous year Rs. 1.06 Million)

NIIT (USA) Inc. Rs. 9.35 Million (Previous year Rs. 18.30 Million)

NIIT Limited UK Rs. 3.04 Million (Previous year Rs. Nil)

NIIT Yuva Jyoti Limited Rs. Nil (Previous year Rs. 16.94 Million)

Renuka Thadani Rs. 0.90 Million (Previous year Rs. 1.09 Million)

Veena Oberoi Rs. 0.12 Million (Previous year Rs.0.73 Million)

NIIT Network Services Limited Rs. 0.05 Million (Previous year Rs. Nil)

NIIT University Rs. Nil (Previous year Rs. 9.22 Million)

NIIT Foundation Rs. Nil (Previous year Rs. 0.12 Million)

NIIT Technologies Ltd Rs.0.29 Million (Previous year Rs. 0.04 Million)

Pace Industries Pvt. Ltd. Rs. 0.12 Million (Previous year Rs. 0.73 Million)

xvi) Includes Royalty paid to:

NIIT Institute of Finance Banking and Insurance Training Limited Rs. 35.28 Million (Previous year Rs. 36.53 Million) NIIT Yuva Jyoti Limited Rs. 11.43 Million (Previous year Rs. 17.24 Million)

xvii) Represents Investments made in:

NIIT Ireland Limited Rs. Nil (Previous year Rs. 10.78 Million)

NIIT Yuva Jyoti Limited Rs. 160 Million (Previous year Rs. Nil)

xviii) Loans Given relates to:

NIIT Yuva Jyoti Limited Rs. 135 Million (Previous year Rs. Nil)

Mindchampion Learning Systems Limited Rs. 78 Million (Previous year Rs. 278 Million)

xix) Loans Given Received Back relates to:

NIIT Yuva Jyoti Limited Rs. 135 Million (Previous year Rs. Nil)

Mindchampion Learning Systems Limited Rs. 385.70 Million (Previous year Rs. 25 Million)

xx) Inter Corporate Deposits Taken from:

NIIT Institute of Process Excellence Limited Rs. 124 Million (Previous year Rs. 85 Million)

NIIT Institute of Finance, Banking & Insurance Training Limited Rs. 40 Million (Previous year Rs. Nil)

xxi) Inter Corporate Deposits Repaid:

NIIT Institute of Process Excellence Limited Rs. 85 Million (Previous year Rs. Nil)

xxii) Interest Income from:

Mindchampion Learning Systems Limited Rs. 22.36 Million (Previous year Rs. 26.43 Million)

NIIT Institute of Finance, Banking & Insurance Training Limited Rs. Nil (Previous year Rs 0.50 Million) NIIT Yuva Jyoti Limited Rs. 3.84 Million (Previous year Rs. Nil)

xxiii) Interest Expenditure includes:

NIIT Institute of Process Excellence Limited Rs. 10.96 Million (Previous year Rs. 6.19 Million)

NIIT Institute of Finance, Banking & Insurance Training Limited Rs. 1.54 Million (Previous year Rs. Nil)

xxiv) Remuneration to:

Vijay K Thadani Rs. 15.56 Million (Previous year Rs. 15.62 Million)

P Rajendran Rs. 14.49 Million (Previous year Rs. 16.93 Million)

Rahul Keshav Patwardhan Rs. 47.33 Million (Previous year Rs. 32.28 Million)

Rohit Kumar Gupta Rs. 14.42 Million (Previous year Rs. 14.83 Million)

Amit Roy Rs. 0.36 Million (Previous year Rs. Nil)

xxv) Other Income includes:

NIIT Antilles NV, Netherlands Antilles Rs. 17.16 (Previous year Rs. 18.34 Million)

xxvi) Dividend Income includes:

NIIT Technologies Limited Rs. 144.93 Million (Previous year Rs. 137.69 Million)

xxvii) Corporate Guarantee Charges (included in other Non-Operating Income)

NIIT USA Inc. Rs. 1.53 Million (Previous year Rs. 2.90 Million)

NIIT Yuva Jyoti Limited Rs. 0.64 Million (Previous year Rs. 0.71 Million)

Mindchampion Learning Systems Limited Rs. 1.28 Million (Previous year Rs. Nil)

xxviii) Guarantee & Collaterals

Mindchampion Learning Systems Limited Rs. 450 Million (Previous year Rs. Nil)

NIIT Yuva Jyoti Limited Rs. 210 Million (Previous year Rs. Nil)

Footnotes:-

(i) Refer Notes 19 and 20 for guarantees, collaterals and commitments as at the year end.

The aggregate depreciation charged on the above assets during the year is Rs. 0.18 Million (Previous year Nil).

The assets have been given on the lease during the year.

41 Derivative instruments and unheeded foreign currency exposure

The Company's activities are expose to market risk and in order to minimize any adverse effects on the financial performance of the company, derivative financial instruments, such as foreign exchange forward contracts and foreign currency swap contracts are used to hedge certain foreign currency risk exposures and not as trading or speculative instruments.

Risk management is predominately controlled by a treasury department of the Company under policies approved by the Board of Directors. The treasury department identifies, evaluates and hedges financial risks in close cooperation with the company's operating units. The board provides written principles for overall risk management, as well as policies covering specific areas, such as foreign exchange risk, interest rate risks, use of derivative financial instruments and non-derivative financial instruments.

The note explains the Company's exposure to financial risks and how these risks could affect the Company's future financial performance.

For managing its foreign exchange risk, the Company undertakes forward covers for existing receivables balances and/or future commitment transactions. For risks related to variability of interest rates on long term borrowings, the company has undertaken interest rate swaps.

b) The Company has taken forward covers against forecast sales which are expected to occur in next 12 months. The Company has not designated these as effective hedges and has accounted for the mark to market gain of Rs. 18.33 Million (previous year Nil) to the Statement of Profit and Loss with a corresponding debit to Derivative Instrument Fair Value Asset.

* SBNs mean the bank notes of denominations of the existing series of the value of five hundred rupees and one thousand rupees as defined under the notification of the Government of India, in the Ministry of Finance, Department of Economic Affairs no. S.O.3407(E), dated November 8, 2016.

a) The above information includes currency aggregating Rs. 5.79 Million which were lying with 70 Service Providers of the Company and the Company is in the process of arranging the above details from the service providers. Subsequent to December 30, 2016 an amount of Rs. 3.71 Million has been received by the company from service providers through banking channels and balance amount is debited to their account subsequent to year end.

9 During the previous year, the Company had initiated steps to consolidate physical and manpower capacity across its various course offerings which were spread across its own and network centres of the Company and its subsidiaries. As a result, the Company acquired the tangible fixed assets, order book, inventories and student advances of the respective subsidiaries effective from July 1, 2015, pursuant to the arrangements entered into with the respective subsidiaries. Pursuant to those arrangements, w.e.f. July 1, 2015, the Company provided training and courseware to students at its own centres and sourcing content from the respective subsidiaries. These arrangements were duly approved by Board of Directors of the Company.

10 Previous year figures have been regrouped/ reclassified to conform the current year classification. Figures for the previous years are not comparable pursuant to the effect of the arrangements as stated in Note 43 above.

The accompanying Notes form an integral part of these financial statements.