NIIT. a) the Audited Financial Statement of the Company for the Financial Year ended March 31, 2018, together with the. Scanned by CamScanner

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1 , September 28, 2018 NIIT The Manager National Stock Exchange of India Ltd The Manager ESE Limited Listing Department Corporate Relationship Department, Exchange Plaza 1 Floor, New Trading Ring, 5m Floor, Plot no C/l, G Block Rotunda Building Band ra Kurla Complex Phiroze Jeejeebhoy Towers, Bandra (E), Mumbai 051 Dalal Street, Mumbai Sub: Details of Votin Results of the 26 " Annual General Meetin of the Com an as per Regulation 44(3Q of the SEBI (Listing Obliqations and Disclosure Reguirements) Regulations, 2015 ( SEBI Regulations ) Dear Sir, Pursuant to Regulation 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, details of the Voting Results of the 26th Annual General Meeting (AGM) of the Company held on Friday, September 28, 2018 at 0900 AM at The Ocean Pearl Retreat, Chattarpur Mandir Road, Satbari, New Delhi 174, are enclosed in the prescribed format under Regulation 44 of SEBI Regulations Based on the report of the scrutinizer the result of the remote evoting, and voting through poll has been announced today by the Chairman that following resolutions (as per the Notice dated July 18, 2018) have been passed by the requisite majority S Particulars of Business Nature of NO Resolution Ordinary Business 1 Adoption of: Ordinary a) the Audited Financial Statement of the Company for the Financial Year ended March 31, 2018, together with the Reports of the Board of Directors and Auditors thereon; and b) the Audited Consolidated Financial Statement of the Company for the Financial Year ended March 31, 2018 together with Report of the Auditors thereon; 2 Declaration of dividend on Equity Shares of the Company for the Ordinary Financial Year ended March 31, Reappointment of Mr Rajendra S Pawar (DIN ), who Ordinary retires by rotation and, being eligible, offers himself for re appointment Special Business 4 Appointment of Mr Rajendra S Pawar as Chairman of the Company Special 5 Appointment of Mr Arvind Thakur as ViceChairman & Managing Ordinary Director of the Company Further, we are also enclosing the Scrutinizer s Report on remote Evoting and you through poll process at the AGM J H7, Sector 63 Noida Nlri Technologies Ltd India Tel: +91 (120) /200 Fax: +91 (120) wwniittechcom Registered Office: 8, Baiaji Estate, First Floor, Guru Ravidas Marg Kalkaii New Delhi ClNzL659930L1992PLC Tel: +91 (11)

2 201301i Tel: 119, NIIT Please note that the aforesaid results and Scrutinizer s Report are available on the website of the Company WM and National Securities Depository Limited wwwevotingnsd com Please take note of the above and acknowledge the receipt Thanking you, Yours truly, " ~ \, For NIIT Technologie/ (y?\( /< "If \ X )a Ki, It Kumar Sharma Company Secretary an tisegafi Counsel Encl: a/a Nln Tochnologlos Ltd +9l (120) ) Fax +91 (120) www nnltedl com H7, Sector 63 Noida India 00i Guvu Rawdas Maig, Kalkail New Delhi Tel 99! (11) Office 8, Balaii Estate First Fl Registered ClNL659930L1992PLCOi8753

3 a, NityanandSmghKL Company Secretaries, Establishadlv1»1995 To, Shri Rajendra S Pawar (Chairman) NIIT TECHNOLOGIES LIMITED ( The Company ) 8, Balaji Estate, First Floor Guru Ravi Das Marg, Kalkaji New Delhi 119 Sub: Consolidated Results of voting through ballot paper at meeting and through evoting Reference: Annual General Meeting (the AGM) of the Company held on Friday, 28th September, 2018 Dear Sir, I have submitted separate reports on result of voting through e voting and voting by ballot (Via Note Pads) at the meeting on the resolutions contained in the notice convening the 26th Annual General Meeting of members of NIIT Technologies Limited, held on 28 h September, 2018 I submit herewith my combined report on the consolidated results on evoting and voting by ballot (Via Note Pads) as under: Resolution No 1: To receive, consider and adopt: i the audited standalone financial statement of the Company for the financial year ended March 31, 2018 together with the reports ofthe Board of Directors and Auditors thereon; and ii the audited consolidated financial statement ofthe Company for the financial year ended March 31, 2018 together with the report Votes in favour of resolution Votes against ofthe Auditors thereon the resolution Invalid Votes votes abstained No ofvoles of total No olvotes 01 total Nos Nos 4,77,26, , H0: 14, Second Floor, Arjun Nagar, Saldarjung Enclave, New Delhit29 T; ggg2700, BO: 73, GF, Amberhai Extension1, Dwarka Sector19, New Delhi 175! T: V, E: otttccnnsttpgmalltoml lntotqmnsandcomml w; wwwnnsandcocom

4 Resolution No 2: To declare dividend on Equity Shares ofthe Company for the Financial Year ended March 31, 2018 Votes in favour of resolution Votes against the resolution Invalid Votes votes abstained No of total N0 of votes of total Nos N05 4,80,59,627 Resolution No 3: To appoint a Director in place of Mr Rajendra S Pawar (DIN l6), who retires by rotation and, being eligible, offers himselffor re appointment Votes in favour of resolution Votes against the resolution Invalid Votes votes abstained No of total No of votes of total Nos Nos 4,26,22, ,36, Special Business: Resolution No 4: To approve appointment of Mr Rajendra S Company Pawar, as Chairman of the Votes in favour of resolution Votes against the resolution Invalid Votes votes abstained No ofvotes of total No ofvotes of total Nos Nos 4,70,55, ,04, Scanned by CamScanher

5 l Resolution No 5: To approve the Appointment of Mr Arvind Thakur as ViceChairman & Managing Director of the Company Votes in favour of resolution Votes against the resolution Invalid Votes abstained votes No of total No of votes of total Nos Nos 4,80,59, J Thanking you, Yours truly, For Nityanand Singh & Co, Company Secretaries Nityanand Singh (P FCS 2668, COP 2388 Place: New Delhi Date: 28th September, 2018 scannedberarnsoahinevr

6 No Date of AGM: 28th September 2018 Total Number of Shareholders as on Cutoff Date ie, 215t September 2018: 38,614 No of Shareholders present in the Meeting either in person or through proxy": ( Based on shareholders registering attendance) 154 Promoters and Promoter Group No of Shareholders attended meeeting through Video Conferencing : NA Promoters and Promoter Group Not Applicable Not Applicable ORDINARY BUSINESS Agenda wise disclosure Resolution No: 1 To receive, consider and adopt: (a) the Audited Financial Statements of the Company for the Financial Year ended March 31, 2018, togethenivith the Reports of the Board of Directors and Auditorsthereon; and (b) the Audited Consolidated Financial Statements ofthe Company for the Financial Year ended March 31,2018 together with Report of the Auditors thereon Resolution required : Whether promoter/promoter Group are interested in the agenda/resolution: No Ordinary Resolution Category Mode of No of Shares No Polled on No in favour against on Voting held polled outstanding Shares favour against on Votes Polled Votes Polled (1) (2) (3)=[(2)/(111* (4) (5) (6)=[(4l/(2)]* (7)=[(5l/(2l]* EVoting 1,88,48,118 1,88,48,118 1,88,48, Promoters and Promoter Group Poll Institutions Total 1,88,48, ,88,48,118 EVoting 3,48,73,292 2,68,18, ,67,86,242 32, Poll Total 2,68,18, ,67,86,242 EVoting 78,38,114 19,99, ,99, Non Institutions Poll 92, ,087 Total 20,91, ,91, Total 5,15,59,524 4,77,58, ,77,26,224 32, Page 1 of 3

7 No No 0 Resolution No: 2 To declare dividend on Equity Shares of the Company for the Financial Year ended March 31, 2018 Resolution required : Whether promoter/promoter Group are interested in the agenda/resolution: Ordinary Resolution Category Mode of No of Shares No Polled on No No in favour against on Voting held polled outstanding Shares favour against on Votes Polled Votes Polled (1) (2) (3)=[(z)/(1)]*1oo (4) (5i (6)=i(4i/(2il (7)=i(5)/(2ii* EVoting 1,88,48,118 1,88,48,118 1,88,48, Promoters and Promoter Group Poll institutions Poll Total 1,88,48, ,88,48, EVoting 3,48,73,292 2,71,19, ,71,19,795 o Total 2,71,19, ,71,19,795 EVoting 78,38,114 19,99, ,99, Non institutions Poll 92, ,087 Postal Ballot NA NA NA NA NA NA Total 20,91, ,91, Total 6,15,59,524 4,80,59, ,80,59, Resolution 3 To appoint a Director in place of Mr Rajendra S Pawar, who retires by rotation and, being eligible, offers himself for reappointment Resolution required : Whether promoter/promoter Group are interested in the agenda/resolution: Ordinary Resolution Category Mode of No of Shares No Polled on No No in favour 36 against on Voting held polled outstanding Shares favour against on Votes Polled Votes Polled (1) (2) (3)=[(2i/(1)1* (4) (5) (e)=[(4)/(2)1*1oo l7i=i(5)/(2)i* EVoting 1,88,48,118 1,88,48,118 1,88,48, Promoters and Promoter Group Poll 0 0 O Postal Ballot NA NA NA NA NA NA o «institutions Total 00 1,88,48,118 1,88,48,118 EVoting 3,48,73,292 2,65,19, ,16,82,858 48,36, Poll Total 2,65,19, ,16,82,858 48,36, EVoting 78,38,114 19,99, ,99, Non institutions Poll 92, ,087 Total 20,91, ,91, Total 6,15,59,524 4,74,59, ,26,22,677 48,36, E C} 2 Q at 7* Page 2 of 3 ( ?

8 No No 0 0 Resolution 4 To approve appointment of Mr Rajendra S Pawar, as Chairman of the Company Resolution required : Whether promoter/promoter Group are interested in the agenda/resolution: Ordinary Resolution Category Mode of No of Shares No Polled on No No in favour against on Voting held polled outstanding Shares favour against an Votes Polled Votes Polled (1) (2) (3)=[(2)/(1)]*1oo (4) (5) (6)=l(4)/l2)l l7)=[(5l/(2)l EVoting 1,88,48,118 1,88,48,118 1,88,48, Promoters and Promoter Group Poll 0 0 O Institutions Poll Total 1,88,48, ,88,48,118 EVoting 3,48,73,292 2,65,19, ,61,15,216 4,04, Total 2,65,19, ,61,15, EVoting 78,38,114 19,99, ,99, Non Institutions Poll 92, ,087 Postal Ballot NA NA NA NA NA NA Total 20,91, ,91, Total 6,15,59,524 4,74,59, ,70,55,035 4,04, ,85,19,370 Resolution 5 To approve the Appointment of Mr Arvind Thakur asvicechairman & Managing Director of the Company Resolution required : Whether promoter/promoter Group are interested in the agenda/resolution: Special Resolution Category Mode of No of Shares No Polled on No Yes in favour 96 against on Voting held polled outstanding Shares favour against an Votes Polled Votes Polled l1) (2) (3)=ll2l/(1)]* l4) (5) l6l=[(4)/l2)] l7l=ll5)/l2ll EVoting 1,88,48,118 1,88,48,118 1,88,48, , Promoters and Promoter Group Poll Institutions Poll Total 1,88,48, ,88,48,118 EVoting 3,48,73,292 2,71,19, ,71,19, Total 2,71,19, ,71,19, EVoting 78,38,114 19,99, ,99, Non Institutions Poll 92, ,087 Postal Ballot NA NA NA NA NA NA Total 20,91, ,91, Total 6,15,59,524 4,80,59, ,80,59, Page 3 of 3