DIRECTORS’
REPORT
Dear Shareholders,
On behalf of the Board of Directors, I am happy to present the
68th Report of the Board of Directors of your Company along
with the Balance Sheet, Profit and Loss Account and Cash Flow
Statement for the year ended March 31st, 2014.
Financial Performance
Key aspects of consolidated financial performance for Wipro
and its group companies and standalone financial results for
Wipro Limited for the financial year 2013-14 are tabulated below:
(` in Mns)
Consolidated
Standalone
2013-14
453,457
101,143
21,234
-438
79,471
2012-13 2013-14
388,705 403,684
96,082
22,208
-
73,874
78,688
16,865
-322
61,501
2012-13
345,518
72,051
15,549
-
56,502
7,347
4,932
7,404
4,932
12,248
12,315
12,332
12,315
3,353
2,892
3,353
2,892
7,387
5,650
7,387
5,650
146,187
97,051 121,769
78,371
Sales and Other Income
Profit before Tax
Provision for tax
Minority interest
Net profit for the year *
Appropriations
Interim Dividend
Proposed Dividend on
equity shares
Corporate tax on
distributed dividend
Transfer to General
Reserve
Balance Retained in
Statement of Profit and
Loss
* profit for the standalone results is after considering loss of
` 2,607 million [2013: ` (1,107)] relating to changes in fair value
of forward contracts designated as hedges of net investment in
non-integral foreign operations, translation of foreign currency
borrowings and changes in fair value of related cross currency
swaps together designated as hedges of net investment in
non-integral foreign operations. In the Consolidated Accounts,
these are considered as hedges of net investment in non-
integral foreign operations and are recognized directly in
shareholder’s fund.
Outlook
According to Nasscom Strategic Review 2014, IT- BPM exports
are estimated to cross USD 86 billion in FY 2014, growing at
13 per cent. The ability of the industry to suggest solutions
that customers need, in addition to offer what they want has
been a crucial factor in the rise. While US continues to be the
largest geographic market for India, accounting for 62 percent,
the highlight for the year was revival in demand from Europe,
which grew at 14 per cent in FY 2014. BFSI continues to be the
largest vertical segment accounting 41 per cent of industry
exports; however emerging verticals such as Retail, Healthcare
and Utilities are estimated to grow faster.
IT Services is expected to grow at 14.3 per cent in FY 2014, ER &
D exports are estimated to grow by an estimated 11.1 per cent
in FY 2014 driven by domain – specific solutions focusing on
convergence customization, efficiencies and localization.
BPM services growth could be at 11.9 per cent in FY 2014 boosted
by demand from selected customers reverting to Outsourcing
Business Process, especially from the BFSI, Automotive and
Retail sectors. Software Products growth of 9.5 per cent due
to increased demand for vertical- specific and SMAC- based
solutions. With the advent of Cloud, the next big opportunity
in India’s 47 million SMBs – who are able to rapidly bridging the
technology adoption gap as they seek to accelerate growth, and
increase competitiveness.
Merger
Pursuant to Sections 391 to 394 of the Companies Act, 1956,
and approval by the Honorable High Court of Karnataka of
the Scheme of Arrangement, Wipro Energy IT Services India
Pvt Limited and Wipro Technology Services Limited, the two
subsidiary companies merged with Wipro Limited and the
merger is effective on April 9, 2014 with effect from Appointed
date of April 1, 2013.
Subsidiary Companies
The Ministry of Corporate Affairs, Government of India, has
granted a general exemption under section 212(8) of the
Companies Act, 1956 from the requirement to attach detailed
financial statements of each subsidiary. In compliance with
the exemption granted, we have presented in pages 180 to
181summary financial information for each subsidiary.
The detailed financial statements and audit reports of each of the
subsidiaries are available for inspection at the registered office
of the Company during office hours between 11 am to 1 pm and
upon written request from a shareholder, your Company will
arrange to send the financial statements of subsidiary companies
to the said shareholder.
41
Wipro Limited
Consolidated Results
Our Sales for the current year grew by 17 % to ` 453,457 million
and our Profit for the year was ` 79,471 million, recording an
increase of 29 % over the previous year.
Dividend
Your Directors recommend a final Dividend of 250% (` 5/- per
equity share of face value ` 2/- each) to be appropriated from
the profits of the year 2013-14, subject to the approval of the
shareholders at the ensuing Annual General Meeting. The
Dividend will be paid in compliance with applicable regulations.
During the year 2013-14, unclaimed dividend pertaining to
interim dividend of 2006-07 of ` 63,83,635/- was transferred to
the Investor Education and Protection Fund, as required under
the Investor Education and Protection Fund (Awareness and
Protection of Investor) Rules, 2001.
Interim Dividend
Pursuant to the approval of Board of Directors on January 17,
2014, your Company had distributed an interim dividend of
` 3/- per share, of face value of ` 2/- each, to shareholders, who
were on the Register of Members of the Company as at closing
hours of January 23, 2014, being the record date fixed by the
Board of Directors for this purpose.
Investments in direct subsidiaries
During the year under review, your Company had invested an
aggregate of USD 114 Mn as equity in its direct subsidiaries. Apart
from this, your Company had funded its subsidiaries, from time
to time, as per the fund requirements, through loans, guarantees
and other means.
based on Ethics, Transparency and Accountability, Goods and
Services that contribute to sustainability, promote well being
of employees, respect the interest of disadvantaged, vulnerable
and marginalized groups of stakeholders, promotion of Human
Rights, protect and restore environment, supporting inclusive
growth and equitable development and provide value to our
customers.
Corporate Social Responsibility initiatives are provided in the
Business Responsibility Report Pages 84 to 106.
Personnel
The particulars of employees as required by Section 217 (2A) of
the Companies Act, 1956, read with the Companies (Particulars
of Employee) Rules, 1975 as amended is reported in Pages 45
to 50 provided as annexure ‘A’ to this report.
Wipro Employee Stock Option Plans (WESOP) / Restricted
Stock Unit Plans
Summary information on stock options program of the Company
is provided as Annexure B of this report. The information is
being provided in compliance with Clause 12 of the Securities
and Exchange Board of India (Employee Stock Option Scheme)
and (Employee Stock Purchase Scheme) Guidelines, 1999, as
amended. No employee was issued Stock Option, during the year
equal to or exceeding 1% of the issued capital of the Company
at the time of grant.
Foreign Exchange Earnings and Outgoings
During the year, your Company has earned Foreign Exchange of
` 344,688 million and the outgoings in Foreign Exchange were
` 147,897 million, including outgoings on materials imported
and dividend.
Research and Development
Conservation of Energy
Requirement under Rule 2 of Companies (Disclosure of
particulars in the report of Board of Directors) Rules, 1988
regarding Technical Absorption and Research and Development
in Form B is given in Page 43 of the Annual Report, to the extent
applicable.
Corporate Governance & Corporate Social Responsibility
Your Company believes that Corporate Governance is the basis of
stakeholder satisfaction. Your Company’s governance practices
are described separately in Pages 54 to 83 of this annual report.
Your Company has obtained a certification from V. Sreedharan
& Associates, Company Secretaries on compliance with clause
49 of the listing agreement with Indian Stock Exchanges. This
certificate is given in Page 83.
With a view to strengthen the Corporate Governance
framework, the Ministry of Corporate Affairs, Government of
India has incorporated certain provisions in the Companies
Act, 2013. The Ministry of Corporate Affairs has also issued
National Voluntary Guidelines for the Social, Environmental
and Economic Responsibilities of Business 2011 for adoption
by companies. The Guidelines broadly outline governance
The Company has taken several steps to conserve energy
through its “Sustainability” initiatives as disclosed separately as
part of this Annual Report. The information on Conservation of
Energy as required under Section 217(1)(e) of the Companies Act,
1956 read with Rule 2 of the Companies (Disclosure of Particulars
in the Report of Board of Directors) Rules, 1988 on Conservation
of Energy is not applicable to the business segments which we
operate. However, as part of Business Responsibility Report in
Pages 84 to 106, we had given details of steps taken in the area
of Energy Conservation and other Sustainability Intiatives.
Directors: Appointment / Re-appointment
Details regarding Directors proposed to be appointed at the
Annual General Meeting to be held on July 23, 2014, due to
changes arising from the implementation of the Companies Act,
2013 are provided in the annexure to the Notice convening the
Annual General Meeting.
Group
The names of the Promoters and entities comprising “group”
(and their shareholding) as defined under the Competition Act
2002 for the purposes of Section 3(1)(e)(i) of SEBI (Substantial
42
Annual Report 2013-14 Acquisition of Shares and Takeover) Regulations, 1997 include
the following, in addition to other companies that may be
forming part of the “group” :
Sl. Name of the shareholder
1
2
3
4
5
6
7
8
9
Azim Hasham Premji
Yasmeen A. Premji
Rishad Azim Premji
Tariq Azim Premji
Napean Trading and Investment
Company Pvt. Ltd.
Vidya Investment and Trading
Company Pvt. Ltd.
Regal Investments and Trading
Company Pvt. Ltd.
Azim Premji Foundation (I) Pvt. Ltd.
Mr Azim Hasham Premji Partner
Representing Prazim Traders
10 Mr Azim Hasham Premji Partner
Representing Zash Traders
11 Mr Azim Hasham Premji Partner
Representing Hasham Traders
No. of
Shares as on
March 31, 2014
93,405,100
1,062,666
686,666
265,000
187,666
187,666
187,666
10,843,333
452,906,791
451,619,790
370,956,000
a)
12 Azim Premji Trust (Held By Trustees of
429,714,120
The Trust)
13 Azim Premji Trustee Company Private
Limited
14 Azim Premji Foundation For
Development
15 Azim Premji Foundation
16 Azim Premji Trust Services Private
Limited
17 Azim Premji Safe Deposit Private
Limited
18 Wipro Enterprises Limited (formerly
known as Azim Premji Custodial
Services Limited)
NIL
NIL
NIL
Nil
Nil
Nil
Total
1,812,022,464
Management’s Discussion and Analysis Report
The Management’s Discussion and Analysis on Company’s
performance – industry trends and other material changes with
respect to the Company and its subsidiaries, wherever applicable,
are presented from Pages 24 to 40 of this Annual Report.
Re-appointment of Statutory Auditor
The auditors, M/s. BSR & Co LLP (Regd. No. 101248W) Chartered
Accountants, retire at the ensuing Annual General Meeting and
have confirmed their eligibility and willingness to accept office, if
re-appointed. The proposal for their re-appointment is included
in the notice for Annual General Meeting sent herewith.
Cost Audit Report
The Cost Audit report for the year ended March 31, 2013 was due
on September 30, 2013 and was filed by M/s PSV and Associates,
the Cost Auditor, on September 30, 2013.
M/s PSV and Associates has been appointed as Cost Auditor for
the financial year ended March 31, 2014, for the Cost Audit, if
applicable for the year.
Fixed Deposits
Your Company has not accepted any fixed deposits. Hence, there
is no outstanding amount as on the Balance Sheet date.
Green Initiatives in Corporate Governance
In line with the changes in law permitting companies to send
electronic copies of Annual Report, notices, quarterly results,
intimation about dividend etc., to the e-mail IDs of shareholders, we
have arranged to send the soft copies of these documents to the
e-mail IDs of shareholders available with us or our depositories. In
case any of the shareholder would like to receive physical copies of
these documents, the same shall be forwarded on written request
to the Registrars M/s. Karvy Computer Share Private Limited.
Directors’ Responsibility Statement
On behalf of the Directors, we confirm that as required under
Section 217 (2AA) of the Companies Act, 1956.
In the preparation of the annual accounts, the applicable
accounting standards have been followed and that no
material departures are made from the same;
b) We have selected such accounting policies and applied them
consistently and made judgements and estimates that are
reasonable and prudent so as to give true and fair view of
the state of affairs of the Company at the end of the financial
year and of the profits of the Company for the period;
c) We have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance
with the provisions of the Companies Act, 1956 for
safeguarding the assets of the Company and for preventing
and detecting fraud and other irregularities; and
d) We have prepared the annual accounts on a going concern
basis.
Acknowledgements and Appreciation
Your Directors take this opportunity to thank the customers,
shareholders, suppliers, bankers, business partners/associates,
financial institutions and Central and State Governments for their
consistent support and encouragement to the Company. I am sure
you will join our Directors in conveying our sincere appreciation to
all employees of the Company and its subsidiaries and Associates
for their hard work and commitment. Their dedication and
competence has ensured that the Company continues to be a
significant and leading player in the IT services industry.
For and on behalf of the Board of Directors
Bangalore, June 25, 2014
Azim H. Premji
Chairman
43
Wipro Limited Form B
Wipro’s R&D Activities: 2013–14
Wipro’s R&D continues to focus on incubating and strengthening
our portfolio of IT services across multiple new and emerging
technology areas. This is driven with an agenda through its focus
on investing in developing solutions and services around defined
Advanced Technology Themes (Next Gen Devices and Solutions,
Next Gen Infrastructure, Intelligence Augmentation, Immersive
Experience, Smart Systems & M2M (Machine to Machine) and
Ubiquitous Enterprise). These solutions are taken to customers
through a co-innovation model. Your Company also continues
its efforts in building out portfolio in Cloud, Mobility Technology
and Software Engineering Tools and Methodologies space.
Next Generation Devices and Solutions
Next Gen Devices team is working on wearable, intelligent,
connected devices with backend cloud, Analytics to enable mobile
Health, remote Worker safety, Security. Some of the solutions that
have been pioneered by the group are detailed below:
Assure health
Your Company started delivering maternity monitoring services
for hospitals and physicians in India. The service offers end users
ability to monitor fetal heart rate, maternal heart rate, uterine
activity and maternal movement at the convenience of their
homes with advanced wireless cardiotocography solutions. Your
Company has invested in creating IP assets and integrated them
to deliver the near real time diagnostic data to physicians on
their Mobile phones/ tablets which they can view and provide
consultation based on diagnostic data.
Mother and Infant Care Application:
The Mother Infant Care System is an ICT intervention designed to
provide effective tools for registering, scheduling, tracking and
ensuring care is given by medical personnel to the expectant
mother and Child. This tablet based application also ensures
that the medical personnel in the field are able to administer
the care regime in an effective manner. The Medical Personnel
responsible for meeting NRHM goals of MMR and IMR are
provided ICT based interventions for viewing MIS information
and also for receiving alerts on certain events pertaining to
mother and infants.
As part of an extensive Pilot project in Rural Karnataka, a pilot
of the maternal care solutions including the Mother Infant Care
System and Fetal Monitoring solution was conducted during the
period January – March 2014. About 50 expectant mothers were
registered and their ANC’s (Ante Natal Care ) recorded using the
tablet based application. Also about 50 pregnant women in the
last trimester of pregnancy were subjected to tests using the
fetal monitoring solution.
Next Generation Infrastructure
Your Company built IP assets to gain intelligence out of the
machine logs for infrastructure and security management.
Using advanced big data analytics your Company helped banks,
telecom clients to better secure their network infrastructure and
monitor them in near real time providing high levels of security
for the clients. Under this theme, we are experimenting with
many new technologies that are being developed to manage
and deliver value from enterprise infrastructure using agile,
adaptable and secure practices and processes.
Intelligence Augmentation
Your Company has developed solutions using semantic
technologies, machine learning, pattern recognition and
advance to provide solutions that add valuable context and
intelligence to enterprises in almost real time. For e.g., your
44
Company used social media analytics IP and expertise to deliver
weekly customer feedback on consumer products for a leading
multinational gaming company. Social media feeds were
analyzed using advanced machine learning algorithms and text
analytics to help their product development teams on areas to
improve the product. Your Company has got a pilot project from
an insurance leader in India to help them increase the retention
rate for insurance renewal for their clients using social media IP
asset developed by your Company.
Immersive Experience technologies
This theme has a focus in creating rich user experiences that
fundamentally changes how people communicate, collaborate,
transact and socialize utilizing new technologies to deliver
intuitive, natural and interactive business processes. A number
of solutions and services have been developed that integrate the
best of interaction technologies. These immersive technologies
are used to showcase solutions in our state of the art
Technovation Center established precisely to enable customers
to appreciate the power and reach of such technologies.
Smart Systems and Machine to Machine (M2M) technologies
Your Company delivered Connected Service Transformation
[CST] by, enabling the client machines in field to capture and
communicate vital data pertaining to health, usage, performance
and security. Wipro continued to build advanced analytical
models on preventive maintenance, wear and tear prediction,
warranty fraud detection, dealer performance and spare part
inventory management.
Next Gen Ubiquitous Enterprise (NGUE) technologies
Your Company has invested in building a Framework which
would enable contextual and personalized information and
services delivery to all the stakeholders of an Enterprise. NGUE
provides umbrella of services which include, omnichannel
access, gamified applications, smart assistance to address
demand of ‘Extended’, ‘Experiential’, ‘Agile’ and ‘Always On’
Enterprise. NGUE brings in the intersection of technologies
like Big-Data, Analytics, NoSQL, Semantics, Sensor integration,
Immersive user experience to deliver smartness to existing
enterprise applications.
Innovating for and with our customers
Your Company has set up a state of the art technology innovation
and demonstration center – the Technovation Center - in
Bangalore which was visited by more than 400 customers during
the last year. Through the Technovation center, the CTO Office
incubated a new service offering to deliver future of business
innovations to customers in an agile fail-fast succeed-early
model. The key elements required for innovation the lab
infrastructure, technology accelerators, multidisciplinary teams
have been brought together at the Technovation Center to offer
the service. The innovations showcased here have established
our thought leadership and has achieved uniformly high ratings
for the innovation showcase.
IP and Patents
In FY 2013-14, your Company has significantly improved and
strengthened our IP portfolio. Your Company has applied
for 118 new patents. These applications cover invention
disclosures in various exciting and emerging technology and
domain areas such as data management, image and pattern
recognition and analytics, computing techniques , methods
and algorithms in various domains such as Telecom, IT Infra
Management, Consumer Electronics, Energy Management,
Automobile-IT, among others. In Financial Year 2013-14, your
Company has been granted 10 new patents against our existing
patent applications.
Annual Report 2013-14 i
s
e
n
a
p
m
o
C
e
h
t
f
o
)
i
i
(
)
b
(
)
A
2
(
7
1
2
n
o
i
t
c
e
S
o
t
t
n
a
u
s
r
u
p
n
o
i
t
a
m
r
o
f
n
I
-
4
1
0
2
,
1
3
h
c
r
a
M
d
e
d
n
e
r
a
e
y
e
h
t
r
o
f
t
r
o
p
e
R
’
s
r
o
t
c
e
r
i
D
e
h
t
f
o
t
r
a
p
g
n
m
r
o
f
i
l
s
e
e
y
o
p
m
E
f
o
s
r
a
u
c
i
t
r
a
P
l
A
e
r
u
x
e
n
n
A
.
l
l
5
7
9
1
,
s
e
u
R
)
s
e
e
y
o
p
m
E
f
o
s
r
a
u
c
i
t
r
a
P
(
l
i
s
e
n
a
p
m
o
C
e
h
t
d
n
a
6
5
9
1
,
t
c
A
D
R
H
C
-
d
a
e
H
&
r
e
c
ffi
O
g
n
n
r
a
e
L
f
e
h
C
i
i
l
a
b
o
G
l
-
-
d
a
e
H
U
B
&
t
n
e
d
i
s
e
r
P
e
c
i
V
.
r
S
I
S
G
,
s
e
c
i
v
r
e
S
d
e
g
a
n
a
M
l
m
u
e
o
r
t
e
P
n
a
t
s
u
d
n
H
i
p
r
o
C
t
f
o
s
o
r
c
i
M
s
s
e
n
i
s
u
B
-
d
a
e
H
d
n
a
r
e
c
ffi
O
k
s
i
R
f
e
h
C
i
(
s
e
i
r
t
s
u
d
n
i
y
d
a
e
r
e
v
E
e
c
n
e
l
l
e
c
x
E
s
s
e
c
o
r
P
r
e
g
a
n
a
M
l
a
r
e
n
e
G
i
)
e
d
b
r
a
C
n
o
n
U
i
S
C
T
-
d
a
e
H
s
s
e
n
i
s
u
B
&
t
n
e
d
i
s
e
r
P
e
c
i
V
.
r
S
s
m
e
t
s
y
S
G
R
O
-
d
a
e
H
U
B
l
a
b
o
G
l
&
t
n
e
d
i
s
e
r
P
e
c
i
V
d
n
a
n
o
i
t
a
r
g
e
t
n
I
m
e
t
s
y
S
,
t
c
u
d
o
r
P
e
c
i
v
r
e
S
e
c
n
a
n
e
t
n
a
M
i
A
&
M
-
d
a
e
H
d
n
a
t
n
e
d
i
s
e
r
P
e
c
i
V
S
L
H
&
T
M
G
-
d
a
e
H
U
B
S
E
C
c
i
n
u
m
m
o
C
l
a
b
o
G
l
l
t
n
e
m
y
o
p
m
E
t
s
r
i
F
t
r
a
M
a
d
n
i
I
M
B
I
s
e
i
t
i
l
i
t
U
-
-
s
e
i
t
i
l
i
t
U
-
-
t
n
e
d
i
s
e
r
P
-
e
c
i
V
s
r
e
t
u
p
m
o
C
i
n
t
a
P
r
e
g
a
n
a
M
l
a
r
e
n
e
G
e
c
n
a
i
l
e
R
d
t
L
s
n
o
i
t
a
c
i
n
u
m
m
o
C
t
n
e
d
i
s
e
r
P
-
e
c
i
V
l
t
n
e
m
y
o
p
m
E
t
s
r
i
F
I
M
A
-
H
D
S
&
t
n
e
d
i
s
e
r
P
e
c
i
V
l
t
n
e
m
y
o
p
m
E
t
s
r
i
F
d
a
e
H
l
a
n
o
i
t
c
n
u
F
&
t
n
e
d
i
s
e
r
P
-
e
c
i
V
g
n
i
r
i
H
c
i
g
e
t
a
r
t
S
l
a
b
o
G
l
-
,
n
o
i
t
a
m
r
o
f
n
I
-
r
e
g
a
n
a
M
l
a
r
e
n
e
G
s
m
e
t
s
y
S
I
T
N
E
D
S
E
R
P
E
C
V
I
L
E
H
B
L
N
S
B
E
G
d
t
L
o
r
p
W
i
-
n
a
m
r
i
a
h
C
l
t
n
e
m
y
o
p
m
E
t
s
r
i
F
t
n
e
d
i
s
e
r
P
-
e
c
i
V
p
o
o
C
e
s
u
o
h
r
e
t
a
w
e
c
i
r
P
t
n
e
d
i
s
e
r
P
e
c
i
V
I
C
N
O
R
T
C
E
L
E
S
L
L
E
B
C
E
D
I
n
o
i
t
a
c
i
l
p
p
A
s
s
e
n
i
s
u
B
-
e
v
i
t
u
c
e
x
E
f
e
h
C
i
t
n
e
d
i
s
e
r
P
e
c
i
V
s
e
c
i
v
r
e
S
d
e
t
i
i
m
L
C
M
C
t
c
a
p
n
e
G
U
N
E
-
d
a
e
H
y
r
e
v
i
l
e
D
l
a
b
o
G
l
d
n
a
t
n
e
d
i
s
e
r
P
e
c
i
V
l
t
n
e
m
y
o
p
m
E
t
s
r
i
F
t
i
d
u
A
l
a
n
r
e
t
n
I
r
o
f
d
a
e
H
d
n
a
t
n
e
d
i
s
e
r
P
e
c
i
V
.
r
S
d
t
L
P.
.
l
e
t
n
o
C
a
b
a
R
y
t
i
l
a
u
Q
f
e
i
h
C
d
n
a
t
n
e
d
i
s
e
r
P
e
c
i
V
e
r
t
n
e
C
s
s
e
n
i
s
u
B
a
d
n
i
I
-
E
G
r
e
c
ffi
O
9
2
6
2
4
2
7
1
3
2
2
2
4
2
2
2
0
2
8
1
4
2
3
2
9
1
1
2
1
2
3
2
6
1
7
4
7
2
9
1
1
2
7
2
9
1
3
5
8
4
6
4
3
4
6
4
5
4
0
5
4
4
3
4
3
4
)
S
B
H
(
P
M
A
,
E
B
M
B
D
G
P
,
E
B
A
B
M
,
E
B
A
B
M
A
B
M
E
B
,
E
B
,
A
B
M
,
E
B
A
B
M
h
c
e
t
B
,
9
8
1
6
8
7
1
1
,
,
1
2
7
0
9
9
9
,
,
6
1
5
9
3
4
6
,
,
5
3
7
5
0
4
8
,
,
4
9
6
2
0
6
8
,
,
1
9
7
4
0
1
3
1
,
,
4
0
6
6
8
1
7
,
,
2
3
2
1
7
0
6
,
,
4
2
4
7
6
1
8
,
A
B
M
,
.
B
L
L
,
5
2
8
3
6
8
4
1
,
7
4
n
o
i
t
a
m
r
o
f
n
I
M
B
D
G
P
E
B
,
t
n
e
m
e
g
a
n
a
M
5
4
1
4
4
4
5
4
6
4
0
4
8
6
0
5
3
4
5
4
9
4
r
e
t
u
p
m
o
C
A
C
M
e
c
n
e
i
c
S
A
B
M
,
E
B
,
g
n
i
r
e
e
n
g
n
E
i
l
a
r
e
n
e
G
M
B
D
G
P
M
D
G
P
,
h
c
e
t
B
.
d
r
o
f
n
a
t
S
M
D
G
P
,
)
s
n
o
H
(
h
c
e
T
.
B
h
c
e
T
M
h
c
e
T
B
,
M
B
D
G
P
,
h
c
e
T
M
,
E
B
E
B
E
B
E
B
2
4
&
g
n
i
t
e
k
r
a
M
(
D
G
P
,
E
B
)
e
c
n
a
n
F
i
,
9
8
5
1
2
3
7
,
,
5
4
6
9
3
2
6
,
,
1
9
7
6
8
4
6
,
,
3
8
0
0
4
0
6
,
,
3
1
2
2
2
1
8
,
,
4
3
3
3
2
2
6
,
,
9
1
2
1
3
4
2
0
1
,
,
6
1
7
2
1
3
0
2
,
,
1
2
0
3
2
1
8
,
,
3
0
5
8
8
5
8
,
,
2
4
0
3
7
5
0
1
,
,
0
5
9
2
9
8
4
1
,
,
1
4
1
7
6
9
6
,
"
y
y
y
y
/
m
m
/
d
d
1
9
-
r
p
A
-
9
2
9
0
-
t
c
O
-
1
8
9
-
r
p
A
-
5
1
9
9
-
y
a
M
-
7
1
2
1
-
v
o
N
-
7
9
8
-
r
p
A
-
0
1
4
9
-
n
a
J
-
3
2
0
-
t
c
O
-
6
1
2
1
-
v
o
N
-
7
6
9
-
y
a
M
-
5
1
i
r
u
d
a
h
B
t
i
j
i
h
b
A
r
i
a
N
n
a
h
t
u
h
c
A
l
e
u
m
a
S
s
i
x
e
A
l
a
h
u
G
n
u
r
A
n
a
g
n
A
a
m
r
a
h
S
a
v
a
t
i
m
A
l
a
s
n
a
B
k
o
A
l
i
n
a
J
K
l
i
n
A
r
a
k
t
a
r
o
K
h
s
u
k
n
A
i
g
a
b
a
R
i
l
i
n
A
1
2
3
4
5
6
7
8
9
a
l
l
a
h
B
j
u
n
A
0
1
0
9
-
y
a
M
-
3
h
t
e
S
g
a
r
u
n
A
1
1
1
1
-
l
u
J
-
5
1
a
v
a
t
s
a
v
i
r
h
S
g
a
r
u
n
A
2
1
9
9
-
g
u
A
-
3
2
4
9
-
v
o
N
-
8
i
h
t
r
u
m
a
n
h
s
i
r
K
n
u
r
A
u
j
a
r
a
m
a
R
n
u
j
r
A
3
1
4
1
3
9
-
y
a
M
-
7
1
y
h
t
a
p
i
r
T
k
o
h
s
A
5
1
6
0
-
y
a
M
-
9
2
r
o
o
p
a
K
l
u
t
A
6
1
6
6
-
g
u
A
-
7
1
2
1
-
c
e
D
-
3
i
g
n
a
r
a
S
t
n
a
k
s
a
y
A
i
j
m
e
r
P
H
m
i
z
A
7
1
8
1
2
9
-
p
e
S
-
3
M
B
y
h
t
r
u
m
u
n
a
h
B
9
1
3
9
-
b
e
F
-
5
1
0
1
-
t
c
O
-
4
a
i
t
a
v
e
N
a
r
t
a
p
a
y
a
D
a
y
h
d
A
b
a
p
B
l
i
0
2
1
2
6
8
-
r
a
M
-
1
2
i
n
a
J
k
a
p
e
e
D
2
2
2
0
-
g
u
A
-
3
2
a
r
t
o
h
a
M
l
r
e
d
n
e
v
e
D
3
2
45
n
o
i
t
a
n
g
i
s
e
D
l
t
n
e
m
y
o
p
m
E
t
s
a
L
e
c
n
e
i
r
e
p
x
E
e
g
A
n
o
i
t
a
c
fi
i
l
a
u
Q
)
s
R
(
n
o
i
t
a
r
e
n
u
m
e
R
i
g
n
n
o
J
i
f
o
e
t
a
D
"
l
e
e
y
o
p
m
E
e
h
t
f
o
e
m
a
N
l
S
Wipro Limited
i
p
h
s
r
e
l
l
o
r
t
n
o
C
-
d
a
e
H
l
a
b
o
l
G
&
t
n
e
d
i
s
e
r
P
e
c
i
V
p
u
o
r
G
a
l
r
i
B
a
y
t
i
d
A
r
e
g
a
n
a
M
l
a
r
e
n
e
G
s
e
c
i
v
r
e
S
l
a
i
c
n
a
n
F
i
e
l
c
a
r
O
d
t
L
e
r
a
w
t
f
o
S
l
a
t
o
T
-
d
a
e
H
s
s
e
n
i
s
u
B
&
t
n
e
d
i
s
e
r
P
e
c
i
V
l
t
n
e
m
y
o
p
m
E
t
s
r
i
F
l
r
e
c
ffi
O
y
g
o
o
n
h
c
e
T
f
e
h
C
i
h
c
e
t
o
f
n
I
r
a
p
A
-
n
o
e
z
i
v
E
t
n
e
d
i
s
e
r
P
e
c
i
V
n
I
l
s
n
o
i
t
u
o
S
h
c
e
t
s
y
S
r
e
g
a
n
a
M
l
a
r
e
n
e
G
g
n
i
c
r
u
o
s
t
u
O
i
l
s
e
g
o
o
n
h
c
e
T
s
s
e
N
-
d
a
e
H
&
t
n
e
d
i
s
e
r
P
e
c
i
V
r
o
i
n
e
S
l
t
n
e
m
y
o
p
m
E
t
s
r
i
F
s
r
i
a
ff
A
e
t
a
r
o
p
r
o
C
t
n
e
d
i
s
e
r
P
e
c
i
V
D
T
L
P
L
A
H
e
A
B
e
s
i
r
p
r
e
t
n
E
,
t
n
e
d
i
s
e
r
P
e
c
i
V
l
t
n
e
m
y
o
p
m
e
t
s
r
i
F
r
e
g
a
n
a
M
l
a
r
e
n
e
G
s
e
c
i
v
r
e
S
l
a
i
c
n
a
n
F
i
e
l
c
a
r
O
t
f
o
S
-
d
a
e
h
l
a
b
o
l
G
&
t
n
e
d
i
s
e
r
P
e
c
i
V
l
a
c
i
t
r
e
V
g
n
i
r
u
t
c
a
f
u
n
a
M
l
a
i
r
t
s
u
d
n
I
S
A
B
,
e
r
u
t
c
e
t
i
h
c
r
A
A
T
A
N
O
S
s
n
o
i
t
a
r
e
p
O
-
t
n
e
d
i
s
e
r
P
e
c
i
V
r
o
n
e
S
i
r
e
t
u
p
m
o
C
m
a
y
t
a
S
l
a
r
e
n
e
G
&
t
n
e
d
i
s
e
r
P
e
c
i
V
r
o
i
n
e
S
l
e
s
n
u
o
C
s
n
o
i
t
a
r
e
p
O
s
n
o
i
t
a
r
e
p
O
-
-
t
n
e
d
i
s
e
r
P
e
c
i
V
t
n
e
d
i
s
e
r
P
e
c
i
V
s
s
e
n
i
s
u
B
T
I
-
r
e
c
ffi
O
l
i
a
i
c
n
a
n
F
f
e
h
C
i
d
e
t
i
i
m
L
s
e
c
i
v
r
e
S
h
s
k
a
D
s
e
n
i
l
r
i
A
W
N
/
M
L
K
m
r
i
F
h
g
u
h
C
e
h
T
i
a
d
n
I
E
G
3
C
B
-
d
a
e
H
l
l
a
b
o
G
&
t
n
e
d
i
s
e
r
P
e
c
i
V
s
e
c
i
v
r
e
S
y
c
n
a
t
l
u
s
n
o
C
a
t
a
T
&
s
e
c
i
v
e
D
l
a
c
i
d
e
M
-
t
n
e
d
i
s
e
r
P
e
c
i
V
M
C
I
I
u
s
t
i
j
u
F
r
e
g
a
n
a
M
l
a
r
e
n
e
G
k
n
a
b
i
t
i
C
t
n
e
d
i
s
e
r
P
e
c
i
V
l
t
n
e
m
y
o
p
m
E
t
s
r
i
F
s
e
c
i
v
r
e
S
r
e
g
a
n
a
M
l
a
r
e
n
e
G
s
r
e
t
u
e
R
n
o
s
m
o
h
T
t
n
e
d
i
s
e
r
P
e
c
i
V
K
U
L
T
N
I
R
A
T
S
E
L
G
A
E
t
n
e
d
i
s
e
r
P
e
c
i
V
l
a
i
c
n
a
n
F
e
n
O
i
l
a
t
i
p
a
C
d
e
g
a
n
a
M
-
-
d
a
e
H
U
B
&
á
t
n
e
d
i
s
e
r
P
e
c
i
V
s
e
i
r
t
s
u
d
n
I
p
r
o
c
i
n
U
I
S
G
,
E
M
&
a
d
n
i
I
,
s
e
c
i
v
r
e
S
s
e
c
i
v
r
e
S
b
e
W
&
A
O
S
-
t
n
e
d
i
s
e
r
P
e
c
i
V
s
e
c
i
v
r
e
S
g
n
i
t
s
e
T
-
t
n
e
d
i
s
e
r
P
-
e
c
i
V
r
o
t
c
e
r
i
D
e
v
i
t
u
c
e
x
E
d
n
a
O
E
C
E
G
o
r
p
W
i
.
d
t
L
I
T
I
O
D
R
D
7
2
7
1
6
2
2
2
8
1
1
2
7
2
6
2
3
2
0
2
0
2
0
3
6
2
9
2
2
2
5
1
2
2
7
1
5
2
8
1
4
1
5
2
0
2
7
2
2
2
7
2
1
3
2
5
1
4
0
5
7
4
0
4
2
4
0
5
8
4
7
4
2
4
4
4
I
A
W
C
I
,
A
C
,
,
C
S
H
m
o
C
B
,
9
2
6
1
8
8
8
,
I
E
D
G
P
,
2
5
1
7
8
2
6
,
D
h
P
,
h
c
e
T
M
,
h
c
e
T
B
,
3
2
9
5
4
0
6
,
,
D
H
P
h
c
e
T
M
h
c
e
T
B
,
,
0
4
5
8
7
9
4
1
,
l
a
m
o
p
D
G
P
i
,
E
B
D
A
E
S
N
I
-
P
L
G
,
E
B
M
B
D
G
P
h
c
e
T
M
,
h
c
e
T
B
C
S
M
,
C
S
B
c
S
B
.
,
A
C
M
E
B
,
7
3
2
6
3
1
8
,
,
5
9
1
1
0
2
6
,
,
6
3
8
5
0
1
6
,
,
6
9
6
1
0
1
0
1
,
,
6
8
0
9
8
4
6
,
,
1
3
3
5
3
7
6
,
,
0
9
0
6
0
3
8
,
2
5
G
P
,
h
c
e
T
B
,
c
S
.
B
,
9
3
0
6
3
7
9
,
8
4
3
5
9
4
.
M
L
L
,
.
B
L
L
c
S
B
.
,
C
S
S
.
m
o
C
B
,
)
s
n
o
H
(
.
A
B
.
a
m
o
p
D
l
i
,
8
9
8
5
9
4
0
1
,
,
5
2
4
2
7
7
0
1
,
,
3
3
9
1
9
0
9
1
,
9
3
A
M
C
,
A
C
,
A
B
D
G
P
,
E
B
)
K
U
(
4
4
r
e
t
u
p
m
o
C
(
h
c
e
T
B
,
3
3
8
9
8
8
2
1
,
,
5
7
1
4
3
3
9
,
A
B
M
,
)
s
n
o
H
(
E
B
)
g
n
i
r
e
e
n
g
n
E
i
A
B
M
,
E
B
,
3
4
4
7
1
0
7
,
,
8
2
8
8
5
2
7
,
8
5
8
4
9
4
9
3
1
5
4
4
9
4
6
4
r
e
t
u
p
m
o
C
(
c
S
M
,
c
S
B
.
0
5
5
5
A
C
,
m
o
C
B
)
e
c
n
e
i
c
S
E
B
)
O
E
G
L
P
P
A
(
c
S
M
l
a
m
o
p
D
G
P
i
,
E
B
A
B
M
,
E
B
,
A
B
M
E
B
,
5
9
5
7
5
8
6
,
,
1
6
6
7
6
2
8
,
,
9
2
6
5
3
4
7
,
,
7
3
3
7
8
2
1
1
,
,
8
0
8
2
8
6
7
,
,
7
4
5
4
6
7
7
,
,
8
6
3
1
3
7
5
6
,
,
7
3
3
7
9
0
8
,
"
y
y
y
y
/
m
m
/
d
d
2
1
-
r
p
A
-
2
i
i
n
K
r
a
k
a
n
D
i
4
2
2
0
-
n
u
J
-
4
1
a
r
h
o
B
r
a
m
u
K
k
a
p
D
i
5
2
0
0
-
c
e
D
-
5
1
6
9
-
y
a
M
-
5
1
2
0
-
l
u
J
-
6
2
1
1
-
g
u
A
-
8
2
1
-
r
p
A
-
2
i
g
e
V
a
v
a
h
g
a
R
a
s
a
v
n
i
r
S
i
.
r
D
a
v
a
t
s
a
v
i
r
S
g
a
r
u
n
A
.
r
D
a
h
d
a
h
C
v
a
r
u
a
G
l
l
a
h
D
v
a
r
u
a
G
n
a
h
m
i
s
a
r
a
N
n
a
a
p
o
G
l
6
2
7
2
8
2
9
2
0
3
8
8
-
n
u
J
-
4
S
P
a
r
t
a
P
a
h
u
G
1
3
4
9
-
r
a
M
-
5
1
4
9
-
p
e
S
-
5
e
l
r
u
B
n
a
h
s
i
K
i
r
a
H
L
j
a
r
u
r
u
G
2
3
3
3
4
9
-
n
u
J
-
7
2
n
o
n
e
M
i
r
a
H
4
3
5
0
-
n
a
J
-
1
e
d
g
e
H
d
a
s
a
r
p
i
r
a
H
5
3
2
0
-
g
u
A
-
2
1
1
1
-
t
c
O
-
8
2
2
0
-
v
o
N
-
7
r
o
t
c
a
r
t
n
o
C
r
a
d
e
h
s
o
H
y
e
n
h
w
a
S
t
e
e
r
p
r
e
d
n
I
a
i
t
a
h
B
h
s
r
a
H
2
0
-
l
u
J
-
1
l
l
a
a
D
a
r
d
n
a
h
c
n
v
a
r
P
n
i
t
a
J
i
6
3
7
3
8
3
9
3
8
9
-
n
a
J
-
2
1
S
n
a
n
h
s
i
r
k
a
y
a
J
0
4
9
0
-
n
a
J
-
1
2
8
8
-
t
c
O
-
3
1
5
9
-
g
u
A
-
4
2
1
-
r
p
A
-
3
2
9
9
-
t
c
O
-
5
2
7
0
-
r
a
M
-
2
1
8
9
-
p
e
S
-
1
2
r
a
k
t
o
b
m
a
J
t
n
a
y
a
J
a
t
t
a
D
y
a
m
r
i
t
o
y
J
y
e
D
a
t
n
a
y
a
J
h
a
h
S
d
a
r
a
h
S
l
a
m
a
K
G
y
h
t
r
o
o
M
a
v
a
s
e
K
i
r
a
n
a
M
r
u
y
e
K
i
a
s
e
D
K
n
a
r
i
K
1
4
2
4
3
4
4
4
5
4
6
4
7
4
4
9
-
p
e
S
-
5
N
r
a
m
u
k
a
n
h
s
i
r
K
8
4
5
9
-
y
a
M
-
1
3
0
0
-
b
e
F
-
1
1
n
a
r
a
h
d
i
r
S
a
h
d
u
m
u
K
K
T
n
e
i
r
u
K
9
4
0
5
n
o
i
t
a
n
g
i
s
e
D
l
t
n
e
m
y
o
p
m
E
t
s
a
L
e
c
n
e
i
r
e
p
x
E
e
g
A
n
o
i
t
a
c
fi
i
l
a
u
Q
)
s
R
(
n
o
i
t
a
r
e
n
u
m
e
R
i
g
n
n
o
J
i
f
o
e
t
a
D
"
l
e
e
y
o
p
m
E
e
h
t
f
o
e
m
a
N
l
S
46
Annual Report 2013-14
i
l
n
o
g
e
R
t
s
a
E
-
e
d
d
M
d
n
a
a
d
n
i
i
I
l
t
s
a
E
e
d
d
M
&
a
d
n
i
i
I
d
a
e
H
s
s
e
n
i
s
u
B
&
r
e
g
a
n
a
M
l
a
r
e
n
e
G
,
s
e
c
i
v
r
e
S
n
o
i
t
a
c
i
l
p
p
A
-
e
s
i
r
p
r
e
t
n
E
-
s
m
e
t
s
y
S
G
R
O
t
n
e
d
i
s
e
r
P
e
c
i
V
e
s
u
o
h
r
e
t
a
W
e
c
i
r
P
s
e
c
r
u
o
s
e
R
n
a
m
u
H
-
r
e
g
a
n
a
M
l
a
r
e
n
e
G
l
i
a
t
e
R
e
c
n
a
i
l
e
R
m
r
o
f
t
a
l
P
s
s
e
c
o
r
P
-
t
n
e
d
i
s
e
r
P
e
c
i
V
l
t
n
e
m
y
o
p
m
e
t
s
r
i
F
p
u
o
r
G
U
&
R
-
M
I
I
B
û
)
S
E
(
S
T
B
-
t
n
e
d
i
s
e
r
P
e
c
i
V
O
C
S
T
I
d
a
e
H
&
l
e
s
n
u
o
C
l
a
r
e
n
e
G
.
y
D
d
n
u
o
b
t
u
O
&
R
D
-
,
e
c
n
a
i
l
p
m
o
C
f
o
s
t
c
a
r
t
n
o
C
e
c
i
t
c
a
r
P
s
e
i
r
t
s
u
d
n
I
e
c
n
a
i
l
e
R
t
n
e
d
i
s
e
r
P
e
c
i
V
t
c
a
p
n
e
G
t
n
e
d
i
s
e
r
P
e
c
i
V
T
S
Y
S
O
F
N
I
I
A
D
E
M
R
E
P
Y
H
t
n
e
d
i
s
e
r
P
e
c
i
V
d
t
L
t
v
P
)
I
(
i
s
t
n
a
P
n
a
i
s
A
,
l
m
o
c
e
e
T
d
n
a
i
a
d
e
M
-
d
a
e
H
s
s
e
n
i
s
u
B
d
t
L
a
d
n
i
I
n
o
r
t
p
U
e
r
u
t
c
u
r
t
s
a
r
f
n
I
-
e
v
i
t
u
c
e
x
E
f
e
i
h
C
i
r
e
S
g
n
i
r
e
e
n
g
n
E
t
c
u
d
o
r
P
&
s
e
c
i
v
r
e
S
S
E
P
-
t
n
e
d
i
s
e
r
P
-
e
c
i
V
s
m
e
t
s
y
S
G
R
O
d
t
l
l
d
n
a
o
r
c
i
M
t
n
e
d
i
s
e
r
P
e
c
i
V
r
e
m
o
t
s
u
C
7
x
4
2
n
a
m
u
H
-
t
n
e
d
i
s
e
r
P
e
c
i
V
e
v
i
t
u
c
e
x
E
d
e
t
i
s
e
c
r
u
o
s
e
R
i
m
L
s
c
i
n
o
r
t
c
e
E
S
V
T
l
t
n
e
d
i
s
e
r
P
e
c
i
V
S
M
E
T
S
Y
S
T
E
N
G
Y
C
t
n
e
d
i
s
e
r
P
e
c
i
V
d
e
t
i
i
m
L
a
d
n
i
I
n
a
l
l
i
M
c
a
M
l
i
a
i
c
n
a
n
F
&
g
n
k
n
a
B
-
i
d
a
e
H
&
t
n
e
d
i
s
e
r
P
e
c
i
V
r
o
i
n
e
S
l
t
n
e
m
y
o
p
m
E
t
s
r
i
F
r
e
c
ffi
O
n
o
i
t
a
m
r
o
f
n
I
i
f
e
h
C
p
o
o
C
e
s
u
o
h
r
e
t
a
w
e
c
i
r
P
-
r
e
c
ffi
O
s
n
o
i
t
a
r
e
p
O
d
n
a
l
s
e
a
S
i
f
e
h
C
v
r
e
S
&
g
t
k
M
n
o
z
i
r
o
H
&
i
g
n
n
n
a
P
l
e
c
r
o
F
k
r
o
W
-
d
a
e
H
&
P
V
t
n
e
m
p
o
e
v
e
D
l
s
t
e
k
r
a
M
h
t
w
o
r
G
i
a
d
n
I
E
G
,
d
a
e
H
y
r
e
v
i
l
e
D
-
t
n
e
d
i
s
e
r
P
e
c
i
V
S
M
E
T
S
Y
S
A
T
A
D
I
S
P
S
E
P
-
t
n
e
d
i
s
e
r
P
-
e
c
i
V
d
n
I
w
S
l
a
n
o
i
t
a
n
r
e
t
n
I
e
c
n
a
r
u
s
n
I
s
t
e
k
r
a
M
h
t
w
o
r
G
-
I
S
G
-
d
a
e
H
s
s
e
n
i
s
u
B
&
t
n
e
d
i
s
e
r
P
e
c
i
V
l
t
n
e
m
y
o
p
m
e
t
s
r
i
F
s
s
e
n
i
s
u
B
T
I
-
r
e
c
ffi
O
y
g
e
t
a
r
t
S
f
e
h
C
i
O
C
&
N
A
B
I
r
e
g
a
n
a
M
l
a
r
e
n
e
G
d
t
L
T
V
P
y
c
n
a
t
l
u
s
n
o
c
T
V
I
I
S
G
,
O
O
C
&
t
n
e
d
i
s
e
r
P
e
c
i
V
r
o
n
e
S
i
l
t
n
e
m
y
o
p
m
E
t
s
r
i
F
9
1
3
2
8
1
0
2
2
2
3
2
2
2
2
2
2
3
7
2
5
2
1
3
4
2
6
2
0
3
7
2
8
1
9
1
7
2
9
1
8
2
2
2
5
2
8
1
5
1
8
1
9
3
6
4
2
4
2
4
9
4
6
4
3
4
5
4
1
5
A
B
M
,
)
l
a
c
i
r
t
c
e
E
(
E
B
l
S
D
G
P
,
E
B
A
B
M
,
E
B
M
D
G
P
,
A
B
h
c
e
t
B
M
S
G
P
,
h
c
e
t
M
,
E
B
.
B
L
L
A
C
A
,
m
o
C
B
.
A
B
M
,
E
B
0
5
m
o
c
e
l
e
T
(
E
E
L
,
I
E
M
A
)
g
g
n
E
9
4
4
5
8
4
8
4
l
)
l
a
c
i
r
t
c
e
E
(
h
c
e
T
M
.
,
E
B
,
M
D
G
P
,
)
.
s
n
o
H
(
A
.
B
I
R
L
X
D
G
P
,
h
c
e
T
B
E
B
2
5
,
s
c
i
m
o
n
o
c
E
)
s
n
o
H
(
A
B
A
C
A
4
5
l
a
i
r
e
t
a
M
(
a
m
o
p
D
l
i
G
P
5
4
2
4
3
5
0
4
1
5
6
4
8
4
3
4
7
3
0
4
M
D
G
P
,
)
C
&
E
(
E
B
i
)
e
c
n
a
n
F
&
g
n
i
t
e
k
r
a
M
(
)
t
n
e
m
e
g
a
n
a
M
E
B
A
B
M
E
B
,
h
c
e
T
B
A
B
M
,
h
c
e
t
M
h
c
e
T
B
,
A
B
M
,
A
B
.
h
c
e
t
M
E
B
E
B
E
M
,
2
5
9
1
9
5
8
,
,
8
8
5
5
5
0
6
,
,
6
9
6
1
0
0
6
,
,
4
7
1
1
4
3
6
,
,
1
1
7
2
2
7
6
,
,
2
4
5
8
0
1
6
,
,
5
5
4
0
1
8
6
,
,
8
7
0
8
4
3
7
,
,
1
7
0
5
3
4
8
,
,
4
6
6
3
7
3
7
,
,
3
0
9
4
5
8
8
,
,
5
6
9
3
6
1
7
1
,
,
8
3
0
6
1
7
7
,
,
7
3
3
0
2
5
6
2
,
,
6
8
0
4
7
0
2
1
,
,
7
5
7
4
8
2
6
,
,
0
7
6
6
6
1
4
1
,
,
9
2
4
5
5
3
6
1
,
,
7
5
4
2
8
4
9
,
,
0
7
0
4
7
5
7
,
,
6
0
9
8
7
6
2
1
,
,
1
3
9
4
1
4
6
,
,
1
0
6
0
4
9
6
,
,
4
8
3
5
5
6
0
1
,
,
9
1
9
3
7
8
6
,
,
4
9
3
3
7
9
7
,
"
y
y
y
y
/
m
m
/
d
d
8
9
-
n
u
J
-
8
4
9
-
r
p
A
-
2
l
a
w
s
i
a
J
K
j
o
n
a
M
R
n
a
h
o
M
0
1
-
t
c
O
-
4
e
u
q
a
H
l
u
m
a
h
s
e
t
h
E
d
h
o
M
4
9
-
g
u
A
-
1
5
9
-
n
u
J
-
2
1
7
0
-
n
u
J
-
4
1
1
9
-
l
u
J
-
4
N
e
r
o
h
s
i
K
a
d
n
a
N
r
a
m
u
K
j
a
r
e
e
N
S
P
n
a
y
a
r
a
N
r
a
m
u
k
m
a
R
a
y
h
t
i
N
1
5
2
5
3
5
4
5
5
5
6
5
7
5
4
9
-
y
a
M
-
2
o
a
R
a
s
a
v
n
i
r
S
P
i
8
5
7
9
-
v
o
N
-
3
1
A
n
a
h
b
a
n
a
m
d
a
P
9
5
9
8
-
l
u
J
-
2
1
i
a
s
e
D
g
n
a
r
u
d
n
a
P
0
6
9
8
-
r
a
M
-
2
9
9
-
c
e
D
-
2
5
0
-
g
u
A
-
4
1
9
-
v
o
N
-
4
i
l
a
K
a
m
m
a
G
a
n
n
a
s
a
r
P
t
t
a
h
B
V
d
a
s
a
r
P
i
n
r
a
k
l
u
K
t
n
a
h
s
a
r
P
r
a
m
u
K
k
i
t
a
r
P
1
6
2
6
3
6
4
6
0
0
-
p
e
S
-
1
a
r
d
n
a
h
C
t
e
e
n
u
P
5
6
6
8
-
v
o
N
-
3
1
B
C
n
a
d
n
a
n
u
h
g
a
R
6
6
5
9
-
y
a
M
-
5
1
2
0
-
l
u
J
-
5
1
i
l
h
o
K
n
a
j
a
R
l
i
k
U
a
j
a
R
7
6
8
6
5
8
-
v
o
N
-
5
1
r
u
h
t
a
M
t
a
j
a
R
9
6
2
0
-
g
u
A
-
3
2
a
t
t
a
r
i
d
n
e
M
v
e
e
j
a
R
0
7
8
8
-
y
a
M
-
6
6
9
-
l
u
J
-
2
2
1
9
-
n
a
J
-
5
2
3
1
-
b
e
F
-
6
7
0
-
l
u
J
-
0
2
5
9
-
y
a
M
-
0
3
a
r
h
s
i
M
m
a
R
h
s
e
j
a
R
K
H
v
i
j
a
R
n
a
j
a
r
a
g
a
N
h
s
e
m
a
R
i
l
l
a
p
e
d
a
T
i
v
a
R
i
j
m
e
r
P
d
a
h
s
i
R
l
a
h
k
a
d
A
t
i
h
o
R
1
7
2
7
3
7
4
7
5
7
6
7
47
n
o
i
t
a
n
g
i
s
e
D
l
t
n
e
m
y
o
p
m
E
t
s
a
L
e
c
n
e
i
r
e
p
x
E
e
g
A
n
o
i
t
a
c
fi
i
l
a
u
Q
)
s
R
(
n
o
i
t
a
r
e
n
u
m
e
R
i
g
n
n
o
J
i
f
o
e
t
a
D
"
l
e
e
y
o
p
m
E
e
h
t
f
o
e
m
a
N
l
S
Wipro Limited
e
f
i
L
d
n
a
e
r
a
c
h
t
l
a
e
H
-
e
v
i
t
u
c
e
x
E
f
e
h
C
i
d
e
t
i
i
m
L
L
C
H
t
n
e
d
i
s
e
r
P
e
c
i
V
k
n
a
b
e
h
c
s
t
u
e
d
L
C
H
e
c
n
e
i
c
S
t
n
e
d
i
s
e
r
P
-
e
c
i
V
–
s
c
i
n
o
r
t
c
e
l
E
a
t
s
i
v
e
l
e
T
n
o
i
s
i
v
D
i
r
e
t
u
p
m
o
C
d
n
a
s
c
i
t
y
l
a
n
A
-
t
n
e
d
i
s
e
r
P
e
c
i
V
i
r
o
n
e
S
s
t
c
u
d
o
r
P
a
t
a
D
m
c
D
s
s
e
n
i
s
u
B
l
a
b
o
G
l
&
t
n
e
d
i
s
e
r
P
e
c
i
V
e
c
n
a
i
l
p
m
o
C
&
k
s
i
R
I
S
F
B
-
d
a
e
H
t
n
e
m
e
g
a
n
a
M
n
o
i
t
a
m
r
o
f
n
I
t
n
e
d
i
s
e
r
P
e
c
i
V
s
n
o
i
t
u
o
S
l
r
e
c
ffi
O
s
n
o
i
t
a
r
e
p
O
s
s
e
n
i
s
u
B
f
e
h
C
i
l
t
n
e
m
y
o
p
m
e
t
s
r
i
F
a
t
a
D
T
T
N
S
C
T
n
a
m
u
H
-
t
n
e
d
i
s
e
r
P
e
c
i
V
r
o
i
n
e
S
E
G
l
e
s
n
u
o
C
l
a
r
e
n
e
G
.
y
D
r
e
y
w
a
L
g
n
i
c
i
t
c
a
r
P
n
o
i
t
a
m
r
o
f
s
n
a
r
T
a
b
o
G
l
l
t
n
e
d
i
s
e
r
P
e
c
i
V
-
t
n
e
d
i
s
e
r
P
e
c
i
V
s
e
c
r
u
o
s
e
R
l
t
n
e
m
y
o
p
m
E
t
s
r
i
F
s
c
o
d
m
A
t
n
e
m
e
r
u
c
o
r
P
i
f
e
h
C
&
t
n
e
d
i
s
e
r
P
e
c
i
V
I
A
D
N
I
T
F
O
S
O
R
C
M
I
r
e
c
ffi
O
t
n
e
m
n
r
e
v
o
G
d
n
a
l
e
v
a
r
T
,
s
d
o
o
G
r
e
m
u
s
n
o
C
,
l
i
a
t
e
R
-
e
v
i
t
u
c
e
x
E
i
f
e
h
C
l
t
n
e
m
y
o
p
m
E
t
s
r
i
F
h
c
e
t
o
f
n
I
o
r
p
W
i
-
e
v
i
t
u
c
e
x
E
f
e
h
C
i
d
t
L
r
a
t
S
e
u
B
l
s
m
r
o
f
t
a
P
l
s
s
e
n
i
s
u
B
-
t
n
e
d
i
s
e
r
P
e
c
i
V
R
E
S
R
E
T
U
P
M
O
C
M
A
Y
R
I
p
u
o
r
G
t
n
e
d
i
s
e
r
P
e
c
i
V
d
t
L
a
l
l
i
e
y
V
s
t
a
o
C
t
n
e
d
i
s
e
r
P
e
c
i
V
l
s
c
i
n
o
r
t
c
e
E
m
e
h
c
d
n
I
e
t
a
r
o
p
r
o
C
-
t
n
e
d
i
s
e
r
P
e
c
i
V
r
o
i
n
e
S
d
t
L
s
r
e
n
e
t
s
a
F
m
a
r
a
d
n
u
S
n
o
i
t
a
x
a
T
e
c
i
v
r
e
S
k
r
o
w
t
e
N
l
m
o
c
e
e
T
-
d
a
e
H
U
B
&
t
n
e
d
i
s
e
r
P
e
c
i
V
d
t
L
l
e
t
r
i
A
i
t
r
a
h
B
s
e
c
r
u
o
s
e
R
n
a
m
u
H
-
t
n
e
d
i
s
e
r
P
e
c
i
V
o
c
l
e
T
O
P
B
W
e
c
n
e
,
l
l
e
c
x
E
s
s
e
n
i
s
u
B
-
d
a
e
H
s
e
c
i
v
r
e
S
O
P
B
s
i
s
a
h
p
M
s
e
c
r
u
o
s
e
R
n
a
m
u
H
-
T
N
E
D
S
E
R
P
E
C
V
I
I
y
r
e
v
i
l
e
D
l
a
b
o
G
l
&
t
n
e
d
i
s
e
r
P
e
c
i
V
D
S
I
&
S
G
I
,
d
a
e
H
t
n
e
d
i
s
e
r
P
e
c
i
V
l
t
n
e
m
y
o
p
m
E
t
s
r
i
F
p
r
o
C
t
f
o
s
o
r
c
i
M
r
e
d
a
e
L
T
I
L
A
t
n
e
d
i
s
e
r
P
-
e
c
i
V
l
t
n
e
m
y
o
p
m
E
t
s
r
i
F
,
t
n
e
d
i
s
e
r
P
e
c
i
V
e
c
i
t
c
a
r
P
e
l
c
a
r
O
-
S
M
A
t
n
e
d
i
s
e
r
P
e
c
i
V
D
T
L
S
T
N
E
M
E
C
S
A
R
D
A
M
l
m
o
c
e
e
T
-
t
n
e
d
i
s
e
r
P
e
c
i
V
r
o
n
e
S
i
l
t
n
e
m
y
o
p
m
E
t
s
r
i
F
5
2
1
2
9
2
6
2
4
2
3
2
4
2
0
2
5
2
6
2
7
2
2
2
0
3
2
2
6
2
5
2
3
2
9
2
3
2
1
3
0
2
9
2
4
2
1
2
9
1
1
2
7
1
5
2
0
5
4
4
0
5
&
0
5
8
4
6
4
7
4
2
4
6
4
8
4
0
5
5
4
4
5
7
4
0
5
7
4
4
4
4
5
.
c
e
E
l
A
B
M
,
m
o
C
B
E
B
I
E
M
A
,
a
m
o
p
D
l
i
.
n
o
i
t
a
c
i
n
u
m
m
o
C
S
M
M
M
D
G
P
,
h
c
e
t
B
I
R
&
M
P
-
M
D
G
P
,
c
S
B
.
B
L
L
,
A
B
A
C
M
E
B
h
c
e
T
M
,
h
c
e
t
B
E
B
h
c
e
t
M
h
c
e
T
B
,
,
A
B
M
h
c
e
T
B
A
C
M
,
c
S
B
.
S
C
A
,
A
W
C
I
,
m
o
C
B
E
B
A
C
M
S
C
D
G
P
,
c
S
B
.
4
4
l
a
r
e
n
e
G
M
D
G
P
t
n
e
m
e
g
a
n
a
M
M
D
G
P
,
E
B
E
B
l
i
h
p
M
,
c
S
M
A
W
C
I
,
A
C
A
E
M
,
c
S
B
.
,
c
S
B
.
,
c
S
B
.
3
5
5
4
3
5
9
4
6
4
3
4
8
4
0
4
9
4
,
2
6
0
9
5
1
8
1
,
,
3
8
1
3
3
2
8
,
,
1
8
9
4
0
6
7
,
,
2
3
2
0
8
9
7
1
,
,
1
6
3
7
1
2
1
1
,
,
7
6
9
9
1
2
3
1
,
,
8
0
3
0
2
9
4
1
,
,
4
5
7
4
0
3
6
,
,
8
7
2
1
3
3
9
1
,
,
3
7
1
0
8
6
7
,
,
3
0
5
3
8
6
9
,
,
4
1
0
3
1
8
7
,
,
2
8
7
8
2
2
1
2
,
,
2
7
9
2
1
5
9
1
,
,
7
8
6
0
9
7
6
,
,
2
9
9
7
1
5
6
,
,
8
8
2
1
7
2
6
,
,
7
4
0
3
2
4
0
2
,
,
6
5
6
9
5
0
0
1
,
,
6
8
2
1
9
8
6
,
,
8
3
9
5
3
5
6
,
,
4
6
8
6
8
9
0
1
,
,
3
0
7
5
3
8
7
,
,
0
4
5
7
1
6
6
,
"
y
y
y
y
/
m
m
/
d
d
6
0
-
b
e
F
-
0
2
2
9
-
g
u
A
-
1
r
a
m
u
K
p
e
e
d
n
a
S
i
h
g
n
S
a
t
i
g
n
a
S
7
7
8
7
4
8
-
c
e
D
-
4
a
t
p
u
G
K
h
s
e
n
a
S
j
9
7
8
8
-
v
o
N
-
6
1
R
K
v
i
j
n
a
S
0
8
0
9
-
r
p
A
-
0
3
r
i
a
N
G
h
s
o
h
t
n
a
S
1
8
2
1
-
n
u
J
-
7
i
m
a
n
a
m
a
r
b
u
S
h
s
i
t
a
S
2
1
-
n
a
J
-
5
2
y
m
a
w
s
e
r
o
D
a
r
d
n
a
h
c
h
s
i
t
a
S
9
0
-
y
a
M
-
1
1
3
0
-
r
p
A
-
3
e
e
j
r
e
n
a
B
i
k
a
y
t
a
S
l
i
v
o
G
h
b
a
r
u
a
S
0
1
-
v
o
N
-
8
r
a
m
u
K
a
d
n
a
N
a
d
a
r
a
h
S
7
8
-
b
e
F
-
6
1
1
1
-
v
o
N
-
7
y
m
a
s
a
i
r
e
P
r
a
m
u
k
a
v
S
i
m
a
h
a
r
b
A
y
b
S
i
8
8
-
v
o
N
-
6
2
2
9
-
b
e
F
-
1
h
s
o
h
G
o
r
t
i
m
u
o
S
a
i
l
l
a
P
s
a
v
n
i
r
S
i
2
8
3
8
4
8
5
8
6
8
7
8
8
8
9
8
0
9
6
9
-
y
a
M
-
7
2
R
o
a
R
s
a
v
n
i
r
S
i
1
9
4
9
-
v
o
N
-
1
2
9
9
-
r
p
A
-
4
1
7
9
-
b
e
F
-
6
G
n
a
s
a
v
n
i
r
S
i
G
n
a
s
a
v
n
i
r
S
i
V
P
n
a
s
a
v
n
i
r
S
i
2
9
3
9
4
9
0
1
-
y
a
M
-
6
2
e
r
o
j
n
a
T
m
a
r
i
r
S
5
9
0
9
-
t
c
O
-
3
6
0
-
y
a
M
-
2
3
8
-
v
o
N
-
8
6
9
-
g
u
A
-
9
1
2
9
-
g
u
A
-
3
3
1
-
n
a
J
-
3
2
8
9
-
y
a
M
-
4
6
9
-
v
o
N
-
4
8
0
-
g
u
A
-
1
s
a
w
s
i
B
h
s
i
s
a
h
b
u
S
P
m
a
y
n
a
m
h
a
r
b
u
S
e
r
a
h
K
h
s
a
h
b
u
S
a
h
t
a
n
a
h
t
i
a
V
i
i
K
n
a
n
a
m
a
r
b
u
S
i
L
n
a
n
a
m
a
r
b
u
S
a
m
h
a
r
B
d
i
r
h
u
S
a
r
a
w
s
e
w
s
i
V
a
h
t
a
j
u
S
a
t
p
u
g
n
e
S
o
i
r
p
u
S
n
a
i
r
e
h
C
a
t
i
n
u
S
6
9
7
9
8
9
9
9
0
0
1
1
0
1
2
0
1
3
0
1
4
0
1
A
B
D
G
P
,
h
c
e
T
B
M
D
G
P
,
E
B
h
c
e
t
M
,
E
B
A
B
M
,
1
9
4
2
0
5
6
,
,
5
5
7
4
7
4
6
,
,
2
5
2
9
2
8
6
,
,
4
5
6
2
1
9
0
1
,
n
o
i
t
a
n
g
i
s
e
D
l
t
n
e
m
y
o
p
m
E
t
s
a
L
e
c
n
e
i
r
e
p
x
E
e
g
A
n
o
i
t
a
c
fi
i
l
a
u
Q
)
s
R
(
n
o
i
t
a
r
e
n
u
m
e
R
i
g
n
n
o
J
i
f
o
e
t
a
D
"
l
e
e
y
o
p
m
E
e
h
t
f
o
e
m
a
N
l
S
48
Annual Report 2013-14
e
c
n
a
n
e
t
n
a
M
i
&
t
r
o
p
p
u
S
n
o
i
t
a
c
i
l
p
p
A
-
P
V
o
C
&
n
o
s
u
g
r
e
F
F
A
t
n
e
m
e
g
a
n
a
M
y
g
r
e
n
E
-
t
n
e
d
i
s
e
r
P
e
c
i
V
M
D
I
O
F
C
&
r
o
t
c
e
r
i
D
e
v
i
t
u
c
e
x
E
s
i
w
e
L
&
k
c
o
e
v
o
L
l
T
I
n
e
e
r
G
&
r
e
g
a
n
a
M
l
a
r
e
n
e
G
i
a
r
d
n
h
a
M
d
n
a
a
r
d
n
h
a
M
i
,
.
d
t
L
r
e
g
a
n
a
M
l
a
r
e
n
e
G
e
r
a
w
t
f
o
S
s
i
r
a
l
o
P
t
n
e
d
i
s
e
r
P
e
c
i
V
l
t
n
e
m
y
o
p
m
E
t
s
r
i
F
l
y
g
o
o
n
h
c
e
T
t
n
e
d
i
s
e
r
P
e
c
i
V
s
e
c
i
v
r
e
S
l
a
i
c
n
a
n
F
i
e
l
c
a
r
O
e
r
a
w
t
f
o
S
h
c
e
T
i
H
&
g
f
M
-
H
D
S
&
t
n
e
d
i
s
e
r
P
e
c
i
V
s
r
o
s
s
e
c
o
r
p
o
r
c
i
M
a
h
s
U
s
n
o
i
t
a
r
e
p
O
&
y
r
e
v
i
l
e
D
-
t
n
e
d
i
s
e
r
P
e
c
i
V
t
n
e
l
a
T
-
d
a
e
H
&
t
n
e
d
i
s
e
r
P
e
c
i
V
n
o
i
t
a
m
r
o
f
s
n
a
r
T
o
r
g
i
t
i
C
d
a
e
H
,
i
l
s
e
g
o
o
n
h
c
e
T
d
a
c
i
n
U
l
t
n
e
m
y
o
p
m
E
t
s
r
i
F
h
c
e
t
o
f
n
I
o
r
p
W
i
,
d
a
e
H
U
B
d
n
a
P
V
.
r
S
s
r
e
t
u
p
m
o
C
h
c
e
t
r
e
P
I
S
G
&
t
n
e
i
l
C
d
a
e
H
d
n
a
t
n
e
d
i
s
e
r
P
e
c
i
V
n
o
i
t
a
n
r
e
t
n
I
x
i
m
r
o
f
n
I
r
e
g
a
n
a
M
i
r
o
n
e
S
i
a
d
n
i
s
t
n
e
m
u
r
t
s
n
I
s
a
x
e
T
d
t
l
t
v
p
i
p
u
o
r
G
p
h
s
n
o
i
t
a
e
R
l
r
e
g
a
n
a
M
l
a
r
e
n
e
G
i
l
s
e
g
o
o
h
c
e
T
L
C
H
D
R
H
e
t
a
r
o
p
r
o
C
-
M
G
l
n
o
i
s
i
v
e
e
T
d
e
t
i
n
U
s
n
o
i
t
a
r
e
p
O
s
u
d
v
W
i
i
-
t
n
e
d
i
s
e
r
P
-
e
c
i
V
r
e
g
a
n
a
M
l
a
r
e
n
e
G
O
R
M
A
N
B
A
L
E
B
t
n
e
d
i
s
e
r
P
e
c
i
V
i
a
d
n
I
s
t
n
e
m
u
r
t
s
n
I
s
a
x
e
T
y
r
e
v
i
l
e
D
e
c
i
t
c
a
r
P
&
r
e
g
a
n
a
M
a
r
e
n
e
G
l
C
E
L
E
A
P
P
A
G
U
R
U
M
I
S
G
,
I
S
F
B
-
-
I
S
F
B
-
-
d
a
e
H
s
s
e
n
i
s
u
B
-
d
a
e
H
&
t
n
e
d
i
s
e
r
P
e
c
i
V
s
r
e
t
u
p
m
o
C
A
D
G
N
r
e
t
n
e
C
n
o
i
t
a
v
o
n
n
I
-
r
e
g
a
n
a
M
a
r
e
n
e
G
l
s
n
o
i
t
a
r
e
p
O
-
t
n
e
d
i
s
e
r
P
e
c
i
V
s
n
o
i
t
a
r
e
p
O
e
v
r
e
S
E
E
S
V
T
i
e
c
n
a
n
F
s
s
e
n
i
s
u
B
-
r
e
g
a
n
a
M
l
a
r
e
n
e
G
e
t
a
i
c
o
s
s
A
t
a
k
n
e
V
.
s
/
M
s
p
O
-
r
e
g
a
n
a
M
l
a
r
e
n
e
G
n
o
e
g
o
r
P
O
R
H
s
n
o
i
t
a
r
e
p
O
M
G
l
y
g
o
o
n
h
c
e
T
X
L
D
I
A
&
M
&
y
g
e
t
a
r
t
S
-
t
n
e
d
i
s
e
r
P
e
c
i
V
d
e
t
i
i
m
L
s
c
i
n
o
r
t
c
e
E
S
V
T
l
t
n
e
d
i
s
e
r
P
e
c
i
V
i
e
n
L
k
s
r
e
a
M
7
2
3
3
3
2
1
2
8
2
1
2
2
3
8
2
2
2
9
2
2
1
4
2
7
2
2
2
8
1
4
2
7
3
1
2
2
2
3
2
4
2
6
2
1
2
1
2
8
1
4
2
0
2
0
5
7
5
5
4
A
C
F
,
m
o
C
B
E
B
E
M
,
E
B
2
4
A
B
M
,
)
l
a
c
i
n
a
h
c
e
M
(
E
B
,
9
5
5
1
4
7
8
,
,
0
6
1
9
0
3
1
3
,
,
0
4
2
4
9
8
7
,
,
5
1
8
9
8
2
6
,
2
5
3
4
6
5
3
5
5
4
1
5
5
3
6
4
1
5
2
4
4
4
8
4
8
5
4
4
1
4
7
4
7
4
7
4
6
4
4
4
2
4
5
4
5
4
,
)
l
a
c
i
n
a
h
c
e
M
(
E
B
T
G
M
D
N
I
h
c
e
T
M
)
l
a
c
i
n
a
h
c
e
M
(
E
B
E
B
E
B
E
B
B
I
-
A
B
M
h
c
e
T
M
,
E
B
E
M
,
h
c
e
t
B
M
D
G
P
c
S
M
.
,
c
S
B
.
,
1
9
9
9
0
8
1
1
,
,
8
0
8
6
1
8
6
,
,
6
6
2
1
0
6
7
,
,
1
4
7
7
5
4
8
,
,
2
9
3
4
3
0
7
,
,
3
5
9
0
0
7
8
,
,
5
5
3
4
5
2
4
,
,
9
7
9
4
9
4
3
1
,
,
3
9
9
0
9
3
2
,
,
5
7
9
4
2
6
4
,
r
e
t
u
p
m
o
C
(
h
c
e
T
B
A
B
D
G
P
,
)
e
c
n
e
i
c
S
R
I
&
M
P
D
G
P
m
o
C
B
.
A
C
A
,
m
o
C
B
C
S
L
P
,
O
C
E
A
M
,
A
B
h
c
e
t
B
A
W
C
I
E
B
A
C
A
,
M
O
C
B
E
B
E
B
.
.
,
S
M
C
E
P
D
I
,
2
7
0
3
6
5
1
,
,
1
0
8
6
3
0
3
,
,
7
6
1
7
1
2
7
,
,
2
9
3
0
9
0
1
,
,
5
7
9
5
4
5
6
,
,
6
4
5
8
1
2
6
,
,
5
6
4
7
5
2
2
,
,
5
3
6
4
3
7
1
,
5
2
3
6
9
8
,
,
4
2
6
0
2
0
2
,
,
8
3
0
7
8
7
4
,
,
8
6
8
5
6
5
5
,
I
R
M
P
-
A
B
M
,
A
M
,
A
B
1
8
8
8
0
6
,
"
y
y
y
y
/
m
m
/
d
d
9
8
-
y
a
M
-
2
2
B
h
s
e
r
u
S
5
0
1
0
8
-
r
p
A
-
0
1
y
t
a
p
a
n
e
S
C
h
s
e
r
u
S
1
9
-
c
e
D
-
9
d
a
m
h
A
r
o
o
s
n
a
M
d
e
y
S
9
9
-
b
e
F
-
5
1
6
8
-
r
a
M
-
1
3
9
0
-
n
a
J
-
1
2
l
e
a
k
m
o
G
S
v
a
h
b
a
V
i
i
r
i
g
a
m
a
r
i
r
S
t
a
k
n
e
V
A
n
a
v
e
d
u
s
a
V
6
0
1
7
0
1
8
0
1
9
0
1
0
1
1
2
1
-
r
a
M
-
6
2
a
m
r
a
h
S
y
a
j
i
V
1
1
1
8
8
-
n
a
J
-
3
1
2
9
-
r
a
M
-
1
V
T
r
a
m
u
K
d
o
n
V
i
p
e
e
D
s
a
w
h
s
i
V
2
1
1
3
1
1
1
9
-
v
o
N
-
6
r
a
k
r
u
t
n
a
S
s
a
w
h
s
i
V
4
1
1
3
1
-
l
u
J
-
5
1
i
n
a
J
t
i
m
A
5
1
1
r
a
e
y
e
h
t
f
o
t
r
a
P
9
8
-
n
u
J
-
6
2
n
a
r
a
k
n
a
S
d
n
a
n
A
6
1
1
1
0
-
n
a
J
-
2
a
r
t
o
r
h
e
M
g
a
r
u
n
A
7
1
1
8
9
-
t
c
O
-
6
2
6
0
-
y
a
M
-
3
2
2
8
-
c
e
D
-
2
2
3
1
-
r
p
A
-
5
1
1
9
-
v
o
N
-
3
1
3
1
-
l
u
J
-
1
p
a
y
h
s
a
K
d
n
v
a
r
A
i
n
a
n
h
s
i
r
K
S
a
n
u
r
A
r
a
m
u
K
a
n
h
s
i
r
K
.
B
M
r
a
h
d
i
r
i
g
a
a
B
l
G
A
l
i
e
v
a
r
u
D
S
e
e
j
a
a
B
l
8
1
1
9
1
1
0
2
1
1
2
1
2
2
1
3
2
1
2
9
-
y
a
M
-
4
a
l
l
i
a
g
n
e
Y
d
a
s
a
r
P
a
g
r
u
D
4
2
1
6
0
-
b
e
F
-
7
1
n
a
m
a
r
a
h
t
n
a
n
A
a
h
t
e
e
G
6
9
-
g
u
A
-
9
1
6
0
-
b
e
F
-
0
2
2
9
-
c
e
D
-
7
0
0
-
v
o
N
-
1
4
9
-
c
e
D
-
1
V
n
a
s
e
g
u
r
u
M
i
n
a
M
n
a
y
a
r
a
N
r
a
k
r
a
S
a
y
p
a
P
i
V
h
s
e
h
a
M
a
l
l
u
c
i
d
I
d
o
m
a
r
P
5
2
1
6
2
1
7
2
1
8
2
1
9
2
1
0
3
1
3
1
-
t
c
O
-
1
r
a
k
e
b
m
A
a
r
d
n
e
j
a
R
1
3
1
49
n
o
i
t
a
n
g
i
s
e
D
l
t
n
e
m
y
o
p
m
E
t
s
a
L
e
c
n
e
i
r
e
p
x
E
e
g
A
n
o
i
t
a
c
fi
i
l
a
u
Q
)
s
R
(
n
o
i
t
a
r
e
n
u
m
e
R
i
g
n
n
o
J
i
f
o
e
t
a
D
"
l
e
e
y
o
p
m
E
e
h
t
f
o
e
m
a
N
l
S
Wipro Limited
n
o
s
r
e
p
s
d
u
b
m
O
&
r
e
c
ffi
O
k
s
i
R
f
e
h
C
i
t
n
e
d
i
s
e
r
P
e
c
i
V
e
t
a
i
c
o
s
s
A
d
t
L
a
t
r
a
p
S
S
N
I
d
t
L
.
t
v
P
P
D
A
r
e
g
a
n
a
M
l
a
r
e
n
e
G
S
L
A
T
E
M
N
A
D
N
I
I
I
T
N
E
D
S
E
R
P
E
C
V
I
l
y
g
o
o
n
h
c
e
T
y
e
l
l
a
V
k
s
u
D
,
I
S
G
T
M
G
-
d
a
e
H
U
B
&
t
n
e
d
i
s
e
r
P
e
c
i
V
i
l
s
e
g
o
o
n
h
c
e
T
L
C
H
S
S
E
N
I
S
U
B
-
T
N
E
D
I
S
E
R
P
E
C
I
V
l
t
n
e
m
y
o
p
m
E
t
s
r
i
F
s
n
o
i
t
a
r
e
p
O
-
t
n
e
d
i
s
e
r
P
e
c
i
V
s
n
o
i
t
u
o
S
l
l
l
a
b
o
G
e
t
a
g
I
r
e
g
a
n
a
M
l
a
r
e
n
e
G
T
I
I
N
O
R
H
-
d
a
e
H
i
e
d
w
d
l
r
o
W
R
H
t
i
m
m
u
S
i
a
d
n
I
-
d
a
e
H
s
s
e
n
i
s
u
B
&
t
n
e
d
i
s
e
r
P
e
c
i
V
S
F
-
S
T
B
&
S
F
û
A
&
P
F
-
E
C
N
A
N
F
I
s
n
o
i
t
a
r
e
p
O
-
t
n
e
d
i
s
e
r
P
e
c
i
V
t
f
o
s
o
r
c
i
M
-
r
e
g
a
n
a
M
l
a
r
e
n
e
G
r
e
g
a
n
a
M
l
a
r
e
n
e
G
t
n
e
d
i
s
e
r
P
-
e
c
i
V
l
i
a
m
c
a
r
T
m
a
e
r
t
S
d
e
t
i
i
m
L
s
i
g
e
A
l
t
n
e
m
y
o
p
m
e
t
s
r
i
F
l
t
n
e
m
y
o
p
m
E
t
s
r
i
F
d
t
L
s
y
s
i
n
U
a
t
a
T
l
t
s
a
E
e
d
d
M
d
n
a
i
l
s
n
o
i
t
u
o
S
t
n
e
i
l
C
-
r
e
g
a
n
a
M
l
a
r
e
n
e
G
n
o
i
t
a
m
r
o
f
n
I
T
&
L
)
M
I
/
I
B
(
r
e
g
a
n
a
M
i
r
o
n
e
S
N
S
N
t
n
e
d
i
s
e
r
P
e
c
i
V
t
n
e
d
i
s
e
r
P
e
c
i
V
d
t
L
a
d
n
i
I
e
n
o
f
a
d
o
V
s
y
s
o
f
n
I
d
e
t
i
i
m
L
y
g
o
o
n
h
c
e
T
l
8
1
6
1
5
2
2
2
5
2
3
2
4
2
0
2
7
1
4
2
4
2
2
2
9
1
5
2
3
1
8
1
8
1
7
2
0
4
7
3
0
5
7
4
8
4
0
5
4
4
3
4
1
4
3
4
7
4
5
4
0
4
7
4
0
5
0
4
0
4
7
4
M
D
G
P
,
E
B
D
M
,
C
S
B
A
C
A
,
m
o
C
B
.
A
B
M
.
c
S
M
A
B
a
m
o
p
D
l
i
m
o
C
B
.
,
m
o
C
B
h
c
e
t
M
,
E
B
A
B
M
,
M
B
B
A
B
M
,
E
B
a
m
o
p
D
l
i
,
C
S
B
E
B
h
c
e
t
M
E
B
A
C
A
,
m
o
C
B
.
c
S
B
.
A
B
M
,
c
S
M
.
,
8
1
0
6
8
0
1
,
,
5
6
0
7
5
2
4
,
,
3
2
0
6
9
2
2
,
,
5
1
5
2
9
8
3
,
,
7
4
9
1
3
0
1
,
,
5
7
3
5
0
7
9
,
,
4
2
6
0
7
8
1
,
,
4
6
7
9
1
8
2
,
,
9
9
5
2
9
5
4
,
,
9
6
1
7
1
3
5
,
0
4
7
1
8
8
,
,
2
9
2
7
7
6
2
,
,
2
6
6
3
9
2
2
,
,
5
6
0
6
6
4
7
,
,
0
5
6
7
6
8
6
,
8
6
8
7
5
9
,
,
9
6
9
3
3
7
4
,
"
y
y
y
y
/
m
m
/
d
d
7
0
-
n
a
J
-
2
2
6
0
-
g
u
A
-
8
2
1
9
-
r
a
M
-
8
1
1
0
-
r
a
M
-
1
6
0
-
p
e
S
-
5
2
5
0
-
y
a
M
-
4
2
3
0
-
r
a
M
-
1
3
7
0
-
c
e
D
-
5
6
9
-
g
u
A
-
8
2
1
-
r
a
M
-
1
2
2
0
-
g
u
A
-
6
1
1
9
-
l
u
J
-
6
5
9
-
y
a
M
-
8
1
9
8
-
v
o
N
-
2
3
1
-
y
a
M
-
1
0
0
-
g
u
A
-
8
2
y
l
l
a
p
a
d
a
V
n
a
r
i
K
i
v
a
R
i
p
m
o
h
K
t
i
j
n
a
R
r
a
g
a
n
t
a
h
B
p
e
e
d
n
a
S
h
t
a
p
a
y
y
A
h
s
o
h
t
n
a
S
a
i
t
a
h
B
v
e
e
n
a
S
j
i
n
a
s
a
v
n
i
r
S
h
s
i
t
a
S
i
s
a
v
n
i
r
S
a
d
a
r
a
S
R
n
a
r
a
k
n
a
S
i
v
a
R
i
h
t
a
p
i
r
T
a
h
c
i
R
n
a
p
p
a
j
a
R
t
i
j
i
r
S
a
m
m
u
h
T
l
i
n
u
S
l
a
b
q
I
i
a
k
n
o
S
y
r
a
d
n
a
h
B
i
t
i
r
p
u
S
t
a
h
B
D
n
a
p
a
T
R
m
a
h
t
u
y
a
e
V
l
l
a
a
t
t
i
V
r
a
k
n
a
h
S
a
y
d
V
i
4
1
-
b
e
F
-
8
2
a
t
t
a
h
g
u
l
i
l
A
a
h
m
i
s
a
y
a
j
i
V
5
2
6
8
4
9
,
4
1
-
b
e
F
-
6
y
m
a
w
s
a
m
a
R
n
a
h
t
a
n
a
w
s
i
V
2
3
1
3
3
1
4
3
1
5
3
1
6
3
1
7
3
1
8
3
1
9
3
1
0
4
1
1
4
1
2
4
1
3
4
1
4
4
1
5
4
1
6
4
1
7
4
1
8
4
1
9
4
1
:
s
e
t
o
N
n
o
i
t
a
n
g
i
s
e
D
l
t
n
e
m
y
o
p
m
E
t
s
a
L
e
c
n
e
i
r
e
p
x
E
e
g
A
n
o
i
t
a
c
fi
i
l
a
u
Q
)
s
R
(
n
o
i
t
a
r
e
n
u
m
e
R
i
g
n
n
o
J
i
f
o
e
t
a
D
"
l
e
e
y
o
p
m
E
e
h
t
f
o
e
m
a
N
l
S
50
.
n
o
i
t
a
u
n
n
a
-
r
e
p
u
s
d
n
a
F
P
o
t
n
o
i
t
u
b
i
r
t
n
o
c
s
’
y
n
a
p
m
o
c
d
n
a
e
t
i
s
i
u
q
r
e
p
,
l
a
c
i
d
e
m
e
c
n
a
w
o
,
l
l
a
,
s
t
n
e
m
y
a
p
d
e
s
a
b
e
c
n
a
m
r
o
f
r
e
p
,
n
o
i
s
s
i
m
m
o
c
,
y
r
a
a
s
l
f
o
s
e
s
i
r
p
m
o
c
n
o
i
t
a
r
e
n
u
m
e
R
i
s
e
n
a
p
m
o
C
e
h
t
l
r
e
d
n
u
”
e
v
i
t
a
e
r
“
f
o
n
o
i
t
i
n
fi
e
d
e
h
t
r
e
p
s
a
r
o
t
c
e
r
i
i
D
g
n
g
a
n
a
M
d
n
a
n
a
m
r
i
a
h
C
e
h
t
f
o
e
v
i
t
a
e
r
a
s
i
l
,
y
n
a
p
m
o
C
e
h
t
f
o
t
n
e
m
y
o
p
m
e
e
h
t
n
l
i
s
i
o
h
w
,
i
j
m
e
r
P
d
a
h
s
i
R
.
s
e
s
a
c
e
v
o
b
a
e
h
t
l
l
a
n
i
l
a
u
t
c
a
r
t
n
o
c
s
i
l
t
n
e
m
y
o
p
m
e
f
o
e
r
u
t
a
n
e
h
T
.
6
5
9
1
,
t
c
A
s
r
o
t
c
e
r
i
i
D
g
n
e
b
t
o
n
,
i
a
d
n
I
e
d
i
s
t
u
o
y
r
t
n
u
o
c
a
n
i
i
g
n
k
r
o
w
d
n
a
d
e
t
s
o
p
s
e
e
y
o
p
m
e
l
,
s
r
i
a
ff
A
e
t
a
r
o
p
r
o
C
f
o
y
r
t
s
i
n
M
y
b
d
e
t
a
d
1
1
0
2
i
,
1
3
h
c
r
a
M
d
e
t
a
d
n
o
i
t
a
c
fi
i
t
o
N
e
h
t
f
o
s
m
r
e
t
n
I
.
t
n
e
m
e
t
a
t
s
e
v
o
b
a
e
h
t
n
i
d
e
d
u
l
c
n
i
n
e
e
b
t
o
n
e
v
a
h
s
e
v
i
t
a
e
r
l
r
i
e
h
t
r
o
.
1
.
2
.
3
.
4
y
n
a
p
m
o
C
e
h
t
f
o
l
a
t
i
p
a
c
e
r
a
h
s
y
t
i
u
q
e
p
u
d
a
p
e
h
t
i
f
o
e
r
o
m
r
o
%
2
s
d
o
h
n
a
m
l
r
i
a
h
C
e
h
t
t
p
e
c
x
e
s
e
e
y
o
p
m
e
e
h
t
l
f
o
e
n
o
N
.
5
Annual Report 2013-14
r
o
f
d
n
a
0
1
0
2
l
a
n
o
i
t
i
d
d
a
r
o
f
d
n
a
0
1
0
2
,
5
0
0
2
,
4
0
0
2
r
a
e
y
e
h
t
f
o
s
e
r
a
h
s
y
t
i
u
q
e
r
o
f
d
e
t
s
u
d
A
j
(
r
a
e
y
e
h
t
f
o
,
5
0
0
2
,
4
0
0
2
r
a
e
y
e
h
t
f
o
)
s
e
r
a
h
s
y
t
i
u
q
e
r
o
f
d
e
t
s
u
d
A
j
(
r
a
e
y
e
h
t
f
o
,
5
0
0
2
,
4
0
0
2
r
a
e
y
e
h
t
f
o
,
5
0
0
2
,
4
0
0
2
f
o
e
u
s
s
i
e
h
t
r
o
f
d
n
a
0
1
0
2
f
o
e
u
s
s
i
e
h
t
r
o
f
d
n
a
0
1
0
2
r
o
f
d
n
a
0
1
0
2
,
9
9
9
1
S
E
N
I
L
E
D
U
G
I
)
E
M
E
H
C
S
E
S
A
H
C
R
U
P
K
C
O
T
S
E
E
Y
O
L
P
M
E
(
D
N
A
)
E
M
E
H
C
S
N
O
T
P
O
K
C
O
T
S
I
E
E
Y
O
L
P
M
E
(
I
B
E
S
E
H
T
F
O
2
1
E
S
U
A
L
C
E
H
T
H
T
W
E
C
N
A
I
L
P
M
O
C
N
I
I
E
R
U
S
O
L
C
S
D
I
4
1
0
2
,
1
3
H
C
R
A
M
D
E
D
N
E
R
A
E
Y
E
H
T
R
O
F
D
E
D
N
E
M
A
S
A
B
e
r
u
x
e
n
n
A
d
e
t
c
i
r
t
s
e
r
t
i
n
U
k
c
o
t
S
7
0
0
2
n
a
l
P
t
i
n
U
k
c
o
t
S
4
0
0
2
n
a
l
P
o
r
p
W
i
d
e
t
c
i
r
t
s
e
R
S
D
A
d
e
t
c
i
r
t
s
e
r
t
i
n
U
k
c
o
t
S
5
0
0
2
n
a
l
P
o
r
p
W
i
d
e
t
c
i
r
t
s
e
r
n
o
i
t
p
O
k
c
o
t
S
t
i
n
U
k
c
o
t
S
4
0
0
2
n
a
l
P
n
a
l
P
o
r
p
W
i
0
0
0
2
S
D
A
0
0
0
2
P
O
S
E
W
9
9
9
1
P
O
S
E
W
r
o
f
d
e
t
s
u
d
A
j
(
s
e
r
a
h
s
s
u
n
o
b
f
o
e
u
s
s
i
e
h
t
g
n
i
t
n
e
s
e
r
p
e
r
r
o
f
d
e
t
s
u
d
A
j
(
r
o
f
d
e
t
s
u
d
A
j
(
g
n
i
t
n
e
s
e
r
p
e
r
(
r
o
f
d
e
t
s
u
d
A
j
(
r
o
f
d
e
t
s
u
d
A
j
(
,
2
4
2
4
2
4
2
2
,
f
o
e
u
s
s
i
e
h
t
f
o
e
u
s
s
i
e
h
t
,
2
8
1
8
1
8
6
1
,
f
o
e
u
s
s
i
e
h
t
f
o
e
u
s
s
i
e
h
t
i
g
n
y
l
r
e
d
n
u
s
e
r
a
h
s
s
u
n
o
b
s
e
r
a
h
s
s
u
n
o
b
i
g
n
y
l
r
e
d
n
u
s
e
r
a
h
s
s
u
n
o
b
s
e
r
a
h
s
s
u
n
o
b
,
9
6
8
6
8
6
8
1
,
S
D
A
2
4
2
4
2
4
2
2
,
,
,
2
4
2
4
2
4
2
2
,
,
2
4
2
4
2
4
2
2
,
,
2
8
1
8
1
8
6
1
,
,
0
3
0
3
0
3
0
8
2
,
,
6
0
6
0
6
0
6
5
,
e
h
t
r
e
d
n
u
s
n
o
i
t
p
o
f
o
r
e
b
m
u
N
l
a
t
o
T
1
n
a
P
l
n
o
i
t
p
i
r
c
s
e
D
.
o
N
.
l
S
e
h
t
f
o
s
r
e
b
m
u
n
f
o
s
e
r
a
h
s
s
u
n
o
b
s
n
o
i
t
p
o
k
c
o
t
s
,
4
0
0
2
r
a
e
y
e
h
t
o
t
t
n
a
u
s
r
u
p
d
n
a
0
1
0
2
,
5
0
0
2
f
o
e
m
e
h
c
S
l
a
n
o
i
t
i
d
d
a
r
o
f
)
r
e
g
r
e
m
e
D
e
h
t
f
o
s
r
e
b
m
u
n
s
n
o
i
t
p
o
k
c
o
t
s
o
t
t
n
a
u
s
r
u
p
f
o
e
m
e
h
c
S
)
r
e
g
r
e
m
e
D
f
o
s
r
e
b
m
u
n
l
a
n
o
i
t
i
d
d
a
k
c
o
t
s
e
h
t
s
n
o
i
t
p
o
o
t
t
n
a
u
s
r
u
p
f
o
e
m
e
h
c
S
)
r
e
g
r
e
m
e
D
f
o
s
r
e
b
m
u
n
k
c
o
t
s
e
h
t
s
n
o
i
t
p
o
o
t
t
n
a
u
s
r
u
p
f
o
e
m
e
h
c
S
)
r
e
g
r
e
m
e
D
r
a
e
y
e
h
t
f
o
,
5
0
0
2
,
4
0
0
2
r
o
f
d
n
a
0
1
0
2
f
o
s
r
e
b
m
u
n
l
a
n
o
i
t
i
d
d
a
o
t
t
n
a
u
s
r
u
p
f
o
e
m
e
h
c
S
)
r
e
g
r
e
m
e
D
k
c
o
t
s
e
h
t
s
n
o
i
t
p
o
l
a
n
o
i
t
i
d
d
a
s
e
r
a
h
s
s
u
n
o
b
f
o
s
r
e
b
m
u
n
l
a
n
o
i
t
i
d
d
a
k
c
o
t
s
e
h
t
s
n
o
i
t
p
o
o
t
t
n
a
u
s
r
u
p
f
o
e
m
e
h
c
S
)
r
e
g
r
e
m
e
D
f
o
s
r
e
b
m
u
n
l
a
n
o
i
t
i
d
d
a
k
c
o
t
s
e
h
t
s
n
o
i
t
p
o
o
t
t
n
a
u
s
r
u
p
f
o
e
m
e
h
c
S
)
r
e
g
r
e
m
e
D
l
f
o
e
u
a
v
e
c
a
F
l
f
o
e
u
a
v
e
c
a
F
l
f
o
e
u
a
v
e
c
a
F
l
f
o
e
u
a
v
e
c
a
F
e
c
i
r
p
e
s
i
c
r
e
x
E
e
r
a
h
s
e
r
a
h
s
e
h
t
e
r
a
h
s
e
h
t
e
r
a
h
s
e
h
t
t
o
n
g
n
e
b
i
e
h
t
.
e
.
i
e
u
a
v
l
t
e
k
r
a
m
r
i
a
F
e
h
t
.
e
.
i
e
u
a
v
l
t
e
k
r
a
m
r
i
a
F
r
a
e
y
e
h
t
g
n
i
r
u
d
l
a
u
m
r
o
f
g
n
i
c
i
r
P
0
0
0
5
,
0
0
0
5
2
,
-
-
-
-
d
e
v
o
r
p
p
a
s
t
n
a
r
g
s
U
S
R
/
s
n
o
i
t
p
O
,
0
1
8
0
4
3
,
4
6
7
7
3
4
,
4
6
7
7
3
4
7
6
3
3
4
2
,
8
9
4
2
7
2
,
8
9
4
2
7
2
,
,
4
4
2
8
4
7
,
1
8
2
2
7
6
2
,
,
1
8
2
2
7
6
2
,
,
4
5
5
5
4
3
6
4
5
8
1
2
,
,
6
8
4
9
0
2
%
0
9
n
a
h
t
s
s
e
l
s
a
e
c
i
r
p
t
e
k
r
a
m
s
a
e
c
i
r
p
t
e
k
r
a
m
t
e
r
a
m
e
h
t
f
o
y
b
d
e
n
fi
e
d
y
b
d
e
n
fi
e
d
e
h
t
n
o
e
c
i
r
a
p
s
e
i
t
i
r
u
c
e
S
e
h
t
s
e
i
t
i
r
u
c
e
S
e
h
t
t
n
a
r
g
f
o
e
t
a
d
e
g
n
a
h
c
x
E
d
n
a
e
g
n
a
h
c
x
E
d
n
a
i
a
d
n
I
f
o
d
r
a
o
B
i
a
d
n
I
f
o
d
r
a
o
B
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
r
a
e
y
e
h
t
g
n
i
r
u
d
d
e
s
i
c
r
e
x
e
s
n
o
i
t
p
O
f
o
s
a
(
n
o
i
t
p
o
f
o
e
s
i
c
r
e
x
e
f
o
t
l
u
s
e
r
a
s
a
g
n
i
s
i
r
a
s
e
r
a
h
s
f
o
r
e
b
m
u
n
l
a
t
o
T
r
a
e
y
e
h
t
g
n
i
r
u
d
d
e
t
s
e
V
s
n
o
i
t
p
O
)
4
1
0
2
,
1
3
h
c
r
a
M
e
h
t
g
n
i
r
u
d
d
e
t
i
e
f
r
o
f
/
d
e
s
p
a
l
s
n
o
i
t
p
O
*
r
a
e
y
2
3
4
5
6
7
51
Wipro Limited
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
d
e
t
c
i
r
t
s
e
r
t
i
n
U
k
c
o
t
S
7
0
0
2
n
a
l
P
t
i
n
U
k
c
o
t
S
4
0
0
2
n
a
l
P
o
r
p
W
i
d
e
t
c
i
r
t
s
e
R
S
D
A
d
e
t
c
i
r
t
s
e
r
t
i
n
U
k
c
o
t
S
5
0
0
2
n
a
l
P
o
r
p
W
i
8
2
5
5
7
8
,
6
9
9
4
4
5
,
,
2
6
5
4
4
3
5
,
,
0
0
2
1
8
0
3
,
,
0
6
9
5
4
2
2
,
,
7
6
6
7
1
2
2
,
-
t
i
n
U
k
c
o
t
S
4
0
0
2
n
a
l
P
-
,
7
6
7
5
7
7
1
,
d
e
t
c
i
r
t
s
e
r
n
o
i
t
p
O
k
c
o
t
S
o
r
p
W
i
0
0
0
2
S
D
A
0
0
0
2
P
O
S
E
W
9
9
9
1
P
O
S
E
W
n
o
i
t
p
i
r
c
s
e
D
n
a
l
P
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
o
t
p
u
s
n
o
i
t
p
o
f
o
s
m
r
e
t
f
o
n
o
i
t
a
i
r
a
V
f
o
e
s
i
c
r
e
x
e
y
b
d
e
s
i
l
a
e
r
y
e
n
o
M
)
`
(
r
a
e
y
e
h
t
g
n
i
r
u
d
s
n
o
i
t
p
o
3
1
0
2
/
1
3
/
3
,
d
e
t
n
a
r
g
(
r
a
e
y
e
h
t
f
o
d
n
e
e
h
t
t
a
d
e
t
s
e
v
n
u
/
d
e
s
i
c
r
e
x
e
n
u
d
n
a
d
e
t
s
e
v
e
c
r
o
f
n
i
s
n
o
i
t
p
o
f
o
r
e
b
m
u
n
l
a
t
o
T
0
1
d
e
s
i
c
r
e
x
e
n
u
d
n
a
r
a
e
y
e
h
t
g
n
i
r
u
d
t
n
e
m
e
g
a
n
a
M
i
r
o
n
e
S
.
i
s
n
o
i
t
p
o
f
o
s
l
i
a
t
e
d
e
s
i
w
e
e
y
o
p
m
E
l
1
1
:
o
t
d
e
t
n
a
r
g
%
5
i
g
n
d
o
h
l
t
n
e
m
e
g
a
n
a
M
i
r
o
n
e
S
.
i
i
f
o
r
e
b
m
u
n
l
a
t
o
t
e
h
t
f
o
e
r
o
m
r
o
r
a
e
y
e
h
t
g
n
i
r
u
d
d
e
t
n
a
r
g
s
n
o
i
t
p
o
e
n
o
y
n
a
g
n
i
r
u
d
,
n
o
i
t
p
o
d
e
t
n
a
r
g
%
1
i
g
n
d
e
e
c
x
e
r
o
o
t
l
a
u
q
e
,
r
a
e
y
i
g
n
d
u
l
c
x
e
(
l
a
t
i
p
a
c
d
e
u
s
s
i
e
h
t
f
o
d
n
a
s
t
n
a
r
r
a
w
i
g
n
d
n
a
t
s
t
u
o
t
a
y
n
a
p
m
o
C
e
h
t
f
o
)
s
n
o
i
s
r
e
v
n
o
c
e
r
e
w
o
h
w
s
e
e
y
o
p
m
e
l
d
e
T
i
t
n
e
d
I
.
i
i
i
e
v
o
b
a
s
a
t
n
e
m
e
g
a
n
a
M
i
r
o
n
e
S
)
a
l
)
s
(
e
e
y
o
p
m
e
r
e
h
t
O
)
b
t
n
a
r
g
f
o
e
m
i
t
e
h
t
.
o
N
.
l
S
8
9
52
1
0
0
3
.
1
0
0
3
.
1
0
0
3
.
1
0
0
3
.
1
0
0
3
.
1
0
0
3
.
1
0
0
3
.
t
n
a
u
s
r
u
p
e
r
a
h
S
r
e
p
i
s
g
n
n
r
a
E
d
e
t
u
l
i
D
2
1
f
o
e
s
i
c
r
e
x
e
n
o
s
e
r
a
h
s
f
o
e
u
s
s
i
o
t
h
t
i
w
e
c
n
a
d
r
o
c
c
a
n
i
l
d
e
t
a
u
c
l
a
c
n
o
i
t
p
o
0
2
)
S
A
(
d
r
a
d
n
a
t
S
g
n
i
t
n
u
o
c
c
A
Annual Report 2013-14
d
e
t
c
i
r
t
s
e
r
t
i
n
U
k
c
o
t
S
7
0
0
2
n
a
l
P
e
s
e
h
t
e
c
n
S
i
t
i
n
U
k
c
o
t
S
4
0
0
2
n
a
l
P
d
e
t
c
i
r
t
s
e
r
t
i
n
U
k
c
o
t
S
5
0
0
2
n
a
l
P
o
r
p
W
i
t
i
n
U
k
c
o
t
S
4
0
0
2
n
a
l
P
e
s
e
h
t
e
c
n
S
i
n
a
l
P
t
o
N
d
e
t
c
i
r
t
s
e
r
n
o
i
t
p
O
k
c
o
t
S
o
r
p
W
i
d
e
t
c
i
r
t
s
e
R
S
D
A
o
r
p
W
i
0
0
0
2
S
D
A
0
0
0
2
P
O
S
E
W
9
9
9
1
P
O
S
E
W
e
r
e
w
s
n
o
i
t
p
o
e
r
e
w
s
n
o
i
t
p
o
e
r
e
w
s
n
o
i
t
p
o
e
r
e
w
s
n
o
i
t
p
o
t
a
d
e
t
n
a
r
g
l
i
a
n
m
o
n
a
e
s
i
c
r
e
x
e
t
a
d
e
t
n
a
r
g
l
i
a
n
m
o
n
a
e
s
i
c
r
e
x
e
t
a
d
e
t
n
a
r
g
l
i
a
n
m
o
n
a
e
s
i
c
r
e
x
e
t
a
d
e
t
n
a
r
g
l
i
a
n
m
o
n
a
e
s
i
c
r
e
x
e
c
i
s
n
i
r
t
n
i
,
e
c
i
r
p
c
i
s
n
i
r
t
n
i
,
e
c
i
r
p
c
i
s
n
i
r
t
n
i
,
e
c
i
r
p
c
i
s
n
i
r
t
n
i
,
e
c
i
r
p
e
h
t
n
o
e
u
a
v
l
t
n
a
r
g
f
o
e
t
a
d
s
e
t
a
m
i
x
o
r
p
p
a
l
e
u
a
v
r
i
a
f
e
h
t
s
n
o
i
t
p
o
f
o
e
h
t
n
o
e
u
a
v
l
t
n
a
r
g
f
o
e
t
a
d
e
h
t
n
o
e
u
a
v
l
t
n
a
r
g
f
o
e
t
a
d
e
h
t
n
o
e
u
a
v
l
t
n
a
r
g
f
o
e
t
a
d
s
e
t
a
m
i
x
o
r
p
p
a
s
e
t
a
m
i
x
o
r
p
p
a
s
e
t
a
m
i
x
o
r
p
p
a
l
e
u
a
v
r
i
a
f
e
h
t
l
e
u
a
v
r
i
a
f
e
h
t
l
e
u
a
v
r
i
a
f
e
h
t
s
n
o
i
t
p
o
f
o
s
n
o
i
t
p
o
f
o
s
n
o
i
t
p
o
f
o
e
c
i
r
p
e
s
i
c
r
e
x
E
e
c
i
r
p
e
s
i
c
r
e
x
E
e
c
i
r
p
e
s
i
c
r
e
x
E
e
c
i
r
p
e
s
i
c
r
e
x
E
l
s
a
e
b
a
c
i
l
p
p
a
o
n
e
r
e
w
e
r
e
h
t
g
n
i
r
u
d
s
t
n
a
r
g
l
s
a
e
b
a
c
i
l
p
p
a
o
n
e
r
e
w
e
r
e
h
t
g
n
i
r
u
d
s
t
n
a
r
g
l
s
a
e
b
a
c
i
l
p
p
a
t
s
o
c
n
o
i
t
a
s
n
e
p
m
o
c
s
e
e
y
o
p
m
e
l
e
h
t
o
n
e
r
e
w
e
r
e
h
t
k
c
o
t
s
e
h
t
l
f
o
e
u
a
v
c
i
s
n
i
r
t
s
n
i
e
h
t
g
n
i
s
u
g
n
i
r
u
d
s
t
n
a
r
g
n
e
e
w
t
e
b
e
c
n
e
r
e
^
d
i
e
h
t
,
s
n
o
t
i
p
o
s
i
h
t
r
e
d
n
u
r
a
e
y
e
h
t
n
a
P
l
s
i
h
t
r
e
d
n
u
r
a
e
y
e
h
t
n
a
P
l
s
i
h
t
r
e
d
n
u
e
e
y
o
p
m
e
l
e
h
t
d
n
a
d
e
t
u
p
m
o
c
r
a
e
y
e
h
t
t
s
o
c
n
o
i
t
a
s
n
e
p
m
o
c
e
e
y
o
p
m
e
l
e
h
t
o
s
n
a
P
l
e
v
a
h
l
l
a
h
s
t
a
h
t
t
s
o
c
n
o
i
t
a
s
n
e
p
m
o
c
l
e
b
a
c
i
l
p
p
a
t
o
N
l
e
b
a
c
i
l
p
p
a
t
o
N
l
e
b
a
c
i
l
p
p
a
t
o
N
r
i
a
f
e
h
t
d
e
s
u
d
a
h
t
i
f
i
d
e
s
i
n
g
o
c
e
r
n
e
e
b
s
i
h
t
f
o
t
c
a
p
m
i
e
h
T
.
s
n
o
i
t
p
o
e
h
t
f
o
e
u
a
v
l
e
h
t
f
o
S
P
E
n
o
d
n
a
s
t
T
o
r
p
n
o
e
c
n
e
r
e
^
d
i
y
n
a
p
m
o
C
d
n
a
s
e
c
i
r
p
e
s
i
c
r
e
x
e
e
g
a
r
e
v
a
d
e
t
h
g
e
W
i
4
1
r
i
a
F
.
n
o
i
t
p
o
r
e
p
-
/
2
`
e
u
a
v
l
s
a
-
/
0
2
1
4
5
`
.
,
1
3
h
c
r
a
M
n
o
4
1
0
2
-
r
i
a
F
.
n
o
i
t
p
o
r
e
p
-
/
2
`
.
-
/
5
3
3
1
$
e
u
a
v
l
,
1
3
h
c
r
a
M
n
o
s
a
4
1
0
2
-
r
i
a
F
.
n
o
i
t
p
o
r
e
p
-
/
2
`
e
u
a
v
l
s
a
-
/
0
2
1
4
5
`
.
,
1
3
h
c
r
a
M
n
o
4
1
0
2
-
r
i
a
F
.
n
o
i
t
p
o
r
e
p
-
/
2
`
e
r
e
w
e
r
e
h
t
s
a
e
r
e
w
e
r
e
h
t
s
a
e
r
e
w
e
r
e
h
t
s
a
f
o
s
e
u
a
v
l
r
i
a
f
e
g
a
r
e
v
a
d
e
t
h
g
e
w
i
o
n
o
n
o
n
e
s
o
h
w
s
n
o
i
t
p
o
r
o
f
y
l
e
t
a
r
a
p
e
s
s
n
o
i
t
p
o
e
u
a
v
l
g
n
i
r
u
d
s
t
n
a
r
g
g
n
i
r
u
d
s
t
n
a
r
g
g
n
i
r
u
d
s
t
n
a
r
g
s
d
e
e
c
x
e
r
o
s
l
a
u
q
e
r
e
h
t
i
e
e
c
i
r
p
e
s
i
c
r
e
x
e
s
a
-
/
0
2
1
4
5
`
.
,
1
3
h
c
r
a
M
n
o
4
1
0
2
-
r
e
d
n
u
r
a
e
y
e
h
t
r
e
d
n
u
r
a
e
y
e
h
t
r
e
d
n
u
r
a
e
y
e
h
t
e
h
t
f
o
s
e
c
i
r
p
t
e
k
r
a
m
e
h
t
n
a
h
t
s
s
e
l
s
i
r
o
l
n
a
P
s
i
h
t
l
n
a
P
s
i
h
t
l
n
a
P
s
i
h
t
k
c
o
t
s
-
-
-
d
n
a
d
o
h
t
e
m
f
o
n
o
i
t
p
i
r
c
s
e
d
A
5
1
e
s
e
h
t
e
c
n
S
i
e
s
e
h
t
e
c
n
S
i
t
o
N
t
o
N
l
d
e
t
a
u
c
l
a
c
s
a
h
y
n
a
p
m
o
C
e
h
t
e
r
e
h
W
3
1
n
o
i
t
p
i
r
c
s
e
D
.
o
N
.
l
S
e
r
e
w
s
n
o
i
t
p
o
e
r
e
w
s
n
o
i
t
p
o
e
r
e
w
s
n
o
i
t
p
o
e
r
e
w
s
n
o
i
t
p
o
t
a
d
e
t
n
a
r
g
l
i
a
n
m
o
n
a
e
s
i
c
r
e
x
e
t
a
d
e
t
n
a
r
g
l
i
a
n
m
o
n
a
e
s
i
c
r
e
x
e
t
a
d
e
t
n
a
r
g
l
i
a
n
m
o
n
a
e
s
i
c
r
e
x
e
t
a
d
e
t
n
a
r
g
l
i
a
n
m
o
n
a
e
s
i
c
r
e
x
e
c
i
s
n
i
r
t
n
i
,
e
c
i
r
p
c
i
s
n
i
r
t
n
i
,
e
c
i
r
p
c
i
s
n
i
r
t
n
i
,
e
c
i
r
p
c
i
s
n
i
r
t
n
i
,
e
c
i
r
p
e
h
t
n
o
e
u
a
v
l
t
n
a
r
g
f
o
e
t
a
d
s
l
e
t
a
m
i
x
o
r
p
p
a
l
e
u
a
v
r
i
a
f
e
h
t
s
n
o
i
t
p
o
f
o
e
h
t
n
o
e
u
a
v
l
t
n
a
r
g
f
o
e
t
a
d
e
h
t
n
o
e
u
a
v
l
t
n
a
r
g
f
o
e
t
a
d
e
h
t
n
o
e
u
a
v
l
t
n
a
r
g
f
o
e
t
a
d
s
l
e
t
a
m
i
x
o
r
p
p
a
s
l
e
t
a
m
i
x
o
r
p
p
a
s
l
e
t
a
m
i
x
o
r
p
p
a
l
e
u
a
v
r
i
a
f
e
h
t
l
e
u
a
v
r
i
a
f
e
h
t
l
e
u
a
v
r
i
a
f
e
h
t
s
n
o
i
t
p
o
f
o
s
n
o
i
t
p
o
f
o
s
n
o
i
t
p
o
f
o
e
s
e
h
t
e
c
n
S
i
e
s
e
h
t
e
c
n
S
i
e
s
e
h
t
e
c
n
S
i
e
s
e
h
t
e
c
n
S
i
t
o
N
t
o
N
t
o
N
l
s
a
e
b
a
c
i
l
p
p
a
o
n
e
r
e
w
e
r
e
h
t
g
n
i
r
u
d
s
t
n
a
r
g
l
s
a
e
b
a
c
i
l
p
p
a
o
n
e
r
e
w
e
r
e
h
t
g
n
i
r
u
d
s
t
n
a
r
g
l
s
a
e
b
a
c
i
l
p
p
a
o
n
e
r
e
w
e
r
e
h
t
g
n
i
r
u
d
s
t
n
a
r
g
s
i
h
t
r
e
d
n
u
r
a
e
y
e
h
t
n
a
P
l
s
i
h
t
r
e
d
n
u
r
a
e
y
e
h
t
n
a
P
l
n
a
P
l
s
i
h
t
r
e
d
n
u
t
n
a
r
g
n
o
i
t
p
o
f
o
e
m
i
t
e
h
t
t
a
t
e
k
r
a
m
n
i
r
a
e
y
e
h
t
i
e
r
a
h
s
g
n
y
l
r
e
d
n
u
e
h
t
o
f
e
c
i
r
p
e
h
t
)
e
(
g
n
r
u
d
d
e
s
u
s
n
o
i
t
p
m
u
s
s
a
t
n
a
c
fi
n
g
i
s
i
s
e
u
a
v
l
r
i
a
f
e
h
t
e
t
a
m
i
t
s
e
o
t
r
a
e
y
e
h
t
i
g
n
w
o
l
l
o
f
e
h
t
i
g
n
d
u
l
c
n
i
,
s
n
o
i
t
p
o
f
o
:
n
o
i
t
a
m
r
o
f
n
i
e
g
a
r
e
v
a
d
e
t
h
g
e
w
i
e
t
a
r
t
s
e
r
e
t
n
i
e
e
r
f
k
s
i
r
)
a
(
l
y
t
i
l
i
t
a
o
v
d
e
t
c
e
p
x
e
)
c
(
e
f
i
l
d
e
t
c
e
p
x
e
)
b
(
i
i
d
n
a
s
d
n
e
d
v
d
d
e
t
c
e
p
x
e
)
d
(
h
c
u
s
,
l
l
u
f
n
i
d
e
s
i
c
r
e
x
e
n
e
e
b
g
n
v
a
h
t
u
o
h
t
i
i
l
w
e
b
a
s
i
c
r
e
x
e
n
u
s
e
m
o
c
e
b
r
o
s
e
r
i
p
x
e
,
U
S
R
/
n
o
i
t
p
O
n
a
f
I
.
l
n
a
P
e
h
t
i
f
o
n
o
i
t
a
n
m
r
e
t
n
o
y
l
n
o
e
s
p
a
l
s
U
S
R
/
s
n
o
i
t
p
O
,
l
n
a
P
e
h
t
r
e
p
s
A
*
.
l
n
a
P
e
h
t
r
e
d
n
u
t
n
a
r
g
e
r
u
t
u
f
r
o
f
e
b
a
l
l
i
a
v
a
e
m
o
c
e
b
l
l
a
h
s
s
n
o
i
t
p
o
53
Wipro Limited
CORPORATE
GOVERNANCE
REPORT
We believe in adopting the well accepted Corporate Governance
practices and benchmark the same and strive to improve
them continuously. Our guiding principles and practices are
summarised in this Corporate Governance Report. These are
articulated through the company’s Code of Business Conduct,
Corporate Governance Guidelines, Charters of various sub-
committees of the Board and Company’s Disclosure Policies.
These Policies seek to focus on enhancement of long term
shareholder value without compromising on Ethical Standards
and Corporate Social Responsibilities. These practices are
embeded in our principle of Corporate Governance, which
provides for accountability, independence, transperancy and
fair disclosure.
The Spirit of Wipro represents the core values of Wipro framed
around these Corporate Governance principles and practices.
The three values encapsulated in the Spirit of Wipro are:
Intensity to Win
l Make customers successful
l
Team, innovate and excel
Act with Sensitivity
l
l
Respect for the individual
Thoughtful and responsible
Unyielding Integrity
l
l
Delivering on commitments
Honesty and fairness in action
Corporate Governance philosophy is put into practice at Wipro
through the following four layers, namely,
l
l
l
l
Governance by Shareholders,
Governance by Board of Directors,
Governance by Sub-committee of Board of Directors, and
Governance of the management process
FIRST LAYER: GOVERNANCE BY SHAREHOLDERS
Annual General Meeting
Annual General meeting for the year 2013-14 is scheduled on
54
July 23, 2014 at 4.00 p.m. The meeting will be conducted at
Wipro Campus, Cafeteria Hall EC-3, Ground Floor, Opp. Tower 8,
No. 72, Keonics Electronic City, Hosur Road, Bangalore – 561229.
For those of you, who are unable to make it to the meeting,
the facility to appoint a proxy to represent you at the meeting
is also available. For this you need to fill a proxy form and send
it to us. The last date for receipt of proxy forms by us is July 21,
2014 before 4.00 P.M. You can also cast your vote electronically
(e-voting). Please follow the instructions for such e-voting sent
separately.
Annual General Meetings and other General Body meeting of
the last three years and Special Resolutions, if any.
For the year 2010-11 we had our Annual General Meeting on July
19th 2011, at 4.30 pm. The meeting was held at Wipro Campus,
Cafeteria Hall EC-3, Ground Floor, Opp. Tower 8, No. 72, Keonics,
Electronic City, Hosur Road, Bangalore – 561229.
The following resolutions were passed other than the Ordinary
Business (last one being special resolution).
l
l
l
l
Appointment of Mr. M.K.Sharma as a Director.
Appointment of Mr. T.K.Kurien as a Director.
Re-appointment of Mr. Azim H Premji as Chairman and
Managing Director.
To pay remuneration by way of commission for a further
period of five years commencing from April 1, 2012 to any
one or more or all of the existing Non-Executive Directors
or Non –Executive Directors to be appointed in future
For the year 2011-12 we had our Annual General Meeting on
July 23, 2012, at 4.00.PM. The meeting was held at Wipro Campus,
Cafeteria Hall EC-3, Ground Floor, Opp. Tower 8, No. 72, Keonics,
Electronic City, Hosur Road, Bangalore – 561229. The following
resolutions were passed other than the Ordinary Business (last
one being special resolution).
l
l
l
Re-appointment of Dr. Jagdish N Sheth as a Director.
Re-appointment of Dr. Henning Kegermann as a Director.
Re-appointment of Mr. Shyam Saran as a Director.
Annual Report 2013-14 l
l
Amendment to Articles of Association of the Company
recognizing participation by members/Directors, through
Video Conferencing or Teleconferencing or through any
other electronic or other media and for e-voting and
to permit Chairman holding position of both the Chairman
as well as Managing Director/ CEO/ equivalent position
thereof
For the year 2012-13 we had our Annual General Meeting on
July 25, 2013, at 4.00.PM. The meeting was held at Wipro Campus,
Cafeteria Hall EC-3, Ground Floor, Opp. Tower 8, No. 72, Keonics,
Electronic City, Hosur Road, Bangalore – 561229. The following
resolutions were passed other than the Ordinary Business (last
one being special resolution).
l
l
l
Re-appointment of Mr. Azim H Premji as Chairman and
Managing Director.
Appointment of Mr. Vyomesh Joshi as a Director.
Re-appointment of Mr. Suresh C Senapaty as the Chief
Financial Officer and Executive Director
Financial Calendar
Our tentative calendar for declaration of results for the financial
year 2014-15 is as given below:
Table 01: Calendar for Reporting
Quarter ending
For the quarter ending June
30, 2014
For the quarter and half year
ending September 30, 2014
For the quarter and nine
month ending December 31,
2014
For the year ending March
31, 2015
Release of results
Fourth week of July 2014
Fourth week of October 2014
Third week of January 2015
Third week of April 2015
In addition, the Board may meet on other dates if there are
special requirements.
Interim Dividend
Your Board of Directors declared an Interim Dividend of ` 3/- per
share on equity shares of face value of ` 2/- each on January
17, 2014.
Record Date for Interim Dividend
The record date for the purpose of payment of Interim Dividend
was fixed as January 23, 2014, and the Interim Dividend was paid
to our shareholders who were on the Register of Members as at
the closing hours of January 23, 2014.
Final Dividend
Your Board of Directors has recommended a Final Dividend of
` 5/- per share on equity shares of face value of ` 2/- each.
Date of Book closure
Our Register of members and share transfer books will remain
closed on July 23, 2014.
Final Dividend Payment Date
Dividend on equity shares as recommended by the Directors for
the year ended March 31, 2014, when declared at the meeting,
will be paid on July 31, 2014.
(i)
(ii)
to those members whose names appear on the Company’s
register of members, after giving effect to all valid
share transfers in physical form, lodged with M/s Karvy
Computershare Private Limited, Registrar and Share
Transfer Agent of the Company on or before July 22, 2014.
In respect of shares held in electronic form, to those
“deemed members” whose names appear in the statements
of beneficial ownership furnished by National Securities
Depository Limited (NSDL) and Central Depository Services
(India) Limited (CDSL) as at the opening hours on July 24,
2014.
National ECS facility
Receipt of Dividends through Electronic mode :
Securities and Exchange Board of India (SEBI) has vide Circular
No. CIR/MRD/DP/10/2013 dated March 21, 2013 directed
that Listed Companies shall mandatorily make all payments
to Investors, including Dividend to shareholders, by using
any Reserve Bank of India (RBI) approved electronic mode of
payment Viz. ECS, LECS (Local ECS), RECS (Regional ECS), NECS
(National ECS), NEFT etc.
1.
2.
The Company will use the bank details available with
Depository Participant for electronic credit of such
Dividend.
In order to receive the dividend without loss of time, all
the eligible shareholders holding shares in demat mode
are requested to update with their respective Depository
Participants before 23rd July, 2014 their correct Bank
Account Number, including 9 Digit MICR Code and 11 digit
IFSC Code, E- Mail ID and Mobile No(s). This will facilitate the
remittance of the dividend amount as directed by RBI in the
Bank Account electronically. Updation of E - Mail IDs and
Mobile No(s) will enable sending e-mail communication
relating to credit of dividend, unencashed dividend etc.
Shareholders holding shares in physical form may communicate
details relating to their Bank Account, 9 Digit MICR Code, 11
digit IFSC Code, E- Mail ID and Mobile No(s) to the Registrar and
Share Transfer Agents Viz. Karvy Computershare Private Limited,
having address at Plot No. 17-14, Vittal Rao Nagar Madhapur,
Hyderabad-500 081, before 23rd July, 2014 by quoting the
reference folio number and attaching a photocopy of the Cheque
leaf of their Active Bank account and a self attested copy of their
PAN card.
55
Wipro Limited Various modes for making payment of Dividends under
Electronic mode :
In case the shareholder has updated the complete and correct
Bank account details (including 9 digit MICR Code and 11 digit
IFSC code) before the Book Closure fixed for the purpose of
payment of dividend, then the Bank shall make the payment of
dividend to such shareholder under any one of the following
modes :
1. National Electronic Clearing Service (NECS)
2.
Electronic Clearing Service (ECS)
3. National Electronic Fund Transfer (NEFT)
4.
Direct credit in case the bank account is of shareholder is
same as that of Dividend banker.
In case dividend payment by electronic mode is returned or
rejected by the corresponding bank due to certain reasons, then
the Bank will issue a dividend warrant and print the Bank account
details available on its records on the said dividend warrant to
avoid fraudulent encashment of the warrants.
Special Resolution passed through the Postal Ballot Procedure
A resolution was passed through postal ballot for approval of
Wipro Equity Reward Trust Employee Stock Purchase Plan 2013.
Awards and Rating
Mr Azim H Premji, Chairman was conferred with the degree
of Doctor of Science from the Indian Institute of Technology,
Bombay in honour of his far reaching vision and his extraordinary
commitment to Trade & Industry, contribution to philanthropy
and in furthering the value of business ethics.
The Company was awarded the highest rating of Stakeholder
Value and Corporate Rating 1 (called SVG 1) by ICRA Limited, a
rating agency in India being an associate of Moody’s. This rating
implies that the Company belongs to the Highest Category on
the composite parameters of stakeholder value creation and
management as also Corporate Governance practices.
The Company was awarded the National award for excellence
in Corporate Governance from Institute of Company Secretaries
of India during the year 2004.
The Company was awarded the award for excellence in Financial
Reporting from Institute of Chartered Accountants of India
during the year 2012.
The Company has been assigned LAAA rating to Wipro’s long
term credit. This is the highest credit quality rating assigned by
ICRA Limited to long term instruments.
The Company’s Long Term Corporate Credit Rating has been
upgraded by Standard and Poor (S&P) a Credit Rating Agency
from BBB+ (Outlook Negative).
The Company was ranked among the Top 5 in Greenpeace
International Ranking Guide and regained its top position among
Indian IT Brands.
56
The Company is ranked #1 in the 18th edition of the Greenpeace
“Guide to Greener Electronics” rankings and # 2 globally and 1st
among IT companies in the Newsweek 2012 Worlds Greenest
companies. The Company also featured in the Greenpeace Cool
IT Leaderboard rankings in 2013.
The Company has been awarded as one of the World’s Most
Ethical Companies by Ethisphere Institute, for the third
consecutive year.
The Company has been selected on Dow Jones Sustainability
Index – World Member and as DJSI Emerging Markets Index
Member.
The Company is rated “Prime” B+ by Oekom, leading European
Sustainability rater and ranked global No1 for the IT Services
Sector.
The Company was presented an award for Inclusion and Diversity
at the NDTV Profit Business Leadership Awards 2012.
The Company has received the ‘NASSCOM Corporate Award for
Excellence in Diversity and Inclusion, 2012’, in the category ‘Most
Effective Implementation of Practices & Technology for Persons
with Disabilities’.
Corporate Social Responsibility and Sustainability Reporting
Wipro’s sustainability reporting articulates our perspective onthe
emerging forces in the global sustainability landscape andWipro’s
response on multiple dimensions. For each of the three
dimensions of economic, ecological and social sustainability,we
articulatethe keyissuesas well as opportunities that emerge and
an update of our engagements .Our sixth “Sustainability Report”
for 2012-13 is a comprehensive articulation of Wipro’s approach
that helps to determine the priorities of Company’s sustainability
programand the corresponding disclosures. Our report has been
rated Level A forthe sixthsuccessive instance based on a rigorous
external audit. The rating represents the highest standardsof
transparency and completeness in reporting.
The theme of our sustainability report for 2012-13 is
“The Butterfly Journey”. The butterfly is a metaphor for
transformation andtenacity, hope and resilience...it is perhaps
not coincidentalthat these are also key attributes of the journey
of sustainability.Just as biological diversity is crucial for the well-
being of anecosystem, we see diversity at the workplace as an
importantsource of creativity and robustness in thinking. The
proportion ofwomen in our workforce continues to grow steadily
and standsat 31%. We are deeply committed to enhancing the
globalnature of workforce; today, around 40% of our employees
at our overseas locations is comprised of local nationals –
something that will keepincreasing in the years to come. Finally,
we take particular pridein the fact that close to 450 persons with
disabilities arepart ofour workforce.
Our sustainability report is available at our website www.wipro.
com/about-wipro/sustainability/sustainability-disclosures.aspx
Your Company’s Business Responsibility Report for 2013-14,
which forms part of this Annual Report 2013-14 includes the
Annual Report 2013-14 disclosures recommended under National Voluntary Guidelines
for the Social, Environmental and Economic Responsibilities
of Business, 2011 issued by the Ministry of Corporate Affairs,
Government of India, and the requirements under Clause 55A
of the Listing Agreement as prescribed by SEBI. We are also in
the process of framing a CSR Policy and one of the Committees
of the Board has been given additional responsibility to frame
such policy and review CSR activities of the Company.
Shareholders’ Satisfaction Survey
The Company conducted a Shareholders’ Satisfaction survey in
July 2013 seeking views on various matters relating to investor
services.
About 1694 shareholders participated and responded to the
survey. The analysis of the responses reflects an average rating
of about 4.12 on Scale of 1 to 5 Around 88 % of the shareholders
indicated that the services rendered by the Company were good/
excellent and were satisfied.
We are constantly in the process of enhancing our service
levels to further improve the satisfaction levels based on the
feedback received from our shareholders. We would welcome
any suggestions from your end to improve our services.
Means of Communication with Shareholders / Analysis
We have established procedures to disseminate, in a planned
manner, relevant information to our shareholders, analysts,
employees and the society at large.
Our Audit Committee reviews the earnings press releases, SEC
filings and annual and quarterly reports of the Company, before
they are presented to the Board of Directors for their approval
for release.
News Releases, Presentations, etc.: All our news releases and
presentations made at investor conferences and to analysts are
posted on the Company’s website at www.wipro.com/ corporate/
investors.
Quarterly results: Our quarterly results are published in widely
circulated national newspapers such as The Business Standard,
the local daily Kannada Prabha. We have also commenced
intimating quarterly results to shareholders by email regularly.
Website: The Company’s website contains a separate dedicated
section “Investors” where information sought by shareholders
is available. The Annual report of the Company, earnings, press
releases, SEC filings and quarterly reports of the Company
apart from the details about the Company, Board of directors
and Management, are also available on the website in a user-
friendly and downloadable form at www.wipro.com/corporate/
investors-index.htm
Annual Report: Annual Report containing audited standalone
accounts, consolidated financial statements together with
Directors’ report, Auditors report and other important
information are circulated to members and others entitled
thereto.
Other Disclosures/filings : Further, our Form 20-F filed
with Securities Exchange Commission also contains detailed
disclosures and alongwith other disclosures including Press
Releases etc are available in our website link http://www.wipro.
com/investors/
Table 02: Communication of Results
Means of communications
Earnings Calls
Publication of results
Number of times during
2013-14
4
4
Listing on Stock Exchanges, Stock Codes, International
Securities Identification Number (ISIN) and Cusip Number
for ADRs
Your Company’s shares are listed in the following exchanges as
of March 31, 2014 and the stock codes are:
Table 03: Stock codes
Equity shares
Bombay Stock Exchange
Limited (BSE)
National Stock Exchange of
India Limited (NSE)
American Depository Receipts
New York Stock Exchange
(NYSE)
Stock Codes
507685
WIPRO
WIT
Notes:
1.
2.
3.
Listing fees for the year 2013-14 has been paid to the Indian
Stock Exchanges as on date of this report.
Listing fees to NYSE for the calendar year 2014 has been
paid as on date of this report.
The stock code on Reuters is WPRO@IN and on Bloomberg
is WIPR.BO
International Securities Identification Number (ISIN)
ISIN is an identification number for traded shares. This number
needs to be quoted in each transaction relating to the
dematerialized equity shares of the Company. Our ISIN number
for our equity shares is INE075A01022.
CUSIP Number for American Depository Shares
The Committee on Uniform Security Identification Procedures
(CUSIP) of the American Bankers Association has developed a
unique numbering system for American Depository Shares. This
number identifies a security and its issuer and is recognized
globally by organizations adhering to standards issued by the
International Securities Organization. Cusip number for our
American Depository Scrip is 97651M109.
Corporate Identity Number (CIN)
Our Corporate Identity Number (CIN), allotted by Ministry of
Company Affairs, Government of India is L32102KA1945PLC020800,
and our Company Registration Number is 20800.
57
Wipro Limited Registrar and Transfer Agents
The Power of share transfer and related operations has been
delegated to Registrar and Share Transfer Agents M/s Karvy
Computershare Private Limited, Hyderabad.
Share Transfer System
The turnaround time for completion of transfer of shares in
physical form is generally less than 7(Seven) days from the date
of receipt, if the documents are clear in all respects.
We have also internally fixed turnaround times for closing the
queries/complaints received from the shareholders within 7
(Seven) days if the documents are clear in all respects.
Address for correspondence
The address of our Registrar and Share Transfer Agents is given
below.
M/s Karvy Computershare Private Ltd.
Unit: Wipro Limited,
Plot no: 17-24, Vittal Rao Nagar, Madhapur,
Hyderabad: 500 081.
Tel: 040 23420815
Fax: 040 23420814
Email id: jayaramanvk@karvy.com Contact person: Mr. V K
Jayaraman
Email id: krishnans@karvy.com Contact person: Mr. Krishnan S
Shareholders Grievance can also be sent through email to the
following designated E-mail id: einward.ris@karvy.com
Overseas depository for ADSs J.P. Morgan Chase Bank N.A.
60, Wall Street New York, NY 10260
Tel: 001 212 648 3208
Fax: 001 212 648 5576
Indian custodian for ADSs
India sub custody
J.P. Morgan Chase Bank N.A. J.P. Morgan Towers,
1st Floor, off C.S.T. Road, Kalina, Santacruz (East),
Mumbai 400 098
Tel: 91-22-615738484
Fax: 91-22-61573910
annual reports and shareholder grievance.The contact details
are provided below:
Ph: 91 80 28440011 (Extn 226185)
Fax: 91 080 28440051
Email: ramachandran.venkatesan@
wipro.com
Ph: 91 80 28440011 (Extn 226183)
Fax: 91 080 28440051
Email:
kothandaraman.gopal@wipro.com
Mr.V Ramachandran,
Company Secretary
Wipro Limited
Doddakannelli
Sarjapur Road
Bangalore 560 035
Mr. G
Kothandaraman,
Head – Secretarial &
Compliance
Wipro Limited
Doddakannelli
Sarjapur Road
Bangalore 560 035
Analysts can reach our Investor Relations Team for any queries
and clarification Financial/Investor Relations related matters:
Ph : 91 80 28440011 (226143)
Fax: 91 80 28440051
Email: aravind.viswanathan@wipro.com
Ph : 91 80 28440011 (226143)
Fax: 91 80 28440051
Email: pavan.rao@wipro.com
Ph : +1 617 849 2398
Fax: +1 8005724852
Email: vaibhav.saha@wipro.com
Mr. Aravind
Viswanathan,
General Manager,
Investor Relations
and Corporate
Treasurer,
Wipro Limited,
Doddkannelli,
Sarjapur Road,
Bangalore 560 035
Mr. Pavan N Rao
Senior Manager,
Investor Relations
and Corporate
Treasurer,
Wipro Limited,
Doddkannelli,
Sarjapur Road,
Bangalore 560 035
Mr. Vaibhav Saha
Manager,
2 Tower Center
Boulevard, 22nd
Floor, East Brunswick,
NJ – 08816, USA
Web-based Query Redressal System
Description of voting rights
Members may utilize this new facility extended by the Registrar
& Transfer Agents for redressal of their queries.
Please visit http://karisma.karvy.com and click on “investors”
option for query registration through free identity registration
to log on. Investor can submit the query in the “QUERIES” option
provided on the web-site, which would give the grievance
registration number. For accessing the status/response to your
query, please use the same number at the option “VIEW REPLY”
after 24 hours. The investors can continue to put additional
queries relating to the case till they are satisfied.
Shareholders can also send their correspondence to the
Company with respect to their shares, dividend, request for
All our shares carry voting rights on a pari-passu basis.
Unclaimed Shares
Pursuant to Clause 5A of the Listing Agreement, Shareholders
holding physical shares and not having claimed share certificates
have been sent reminder letters to claim the certificates from
the Company. Based on their response, such shares will be
transferred to “unclaimed suspense account” as per the Listing
Agreement. The disclosure as required under Clause 5A of the
Listing Agreement is given below:
l
Aggregate number of shareholders and the outstanding
shares lying in the Unclaimed Suspense Account at the
beginning of the year : Nil
58
Annual Report 2013-14 l
l
l
Number of shareholders who approached the issuer for transfer of shares from the Unclaimed Suspense Account during the
year: Nil
Number of shareholders to whom shares were transferred from the Unclaimed Suspense Account during the year : Nil
Aggregate number of shareholders and the outstanding shares lying in the Unclaimed Suspense Account at the end of the
year : Nil
In line with the terms of Wipro Demerger Share Exchange Trust, shares which have not been claimed by the shareholders pursuant
to demerger, have been transferred to a designated suspense account.
Table 04 Distribution of Shareholding and categories of Shareholders as per Clause 35 of the Listing Agreement as on
March 31, 2014
Category
(Amount)
1-5000
5001- 10000
10001- 20000
20001- 30000
30001- 40000
40001- 50000
50001- 100000
100001 & Above
Total
No. of
share-
holders
205,785
1,642
1,114
419
235
162
346
768
210,471
No. of shares
31/03/2014
% of
share-
holders
22,760,137
97.77
5,863,715
0.78
7,914,500
0.53
5,155,976
0.20
4,067,749
0.12
3,648,380
0.08
0.16
12,447,883
0.36 2,404,458,933
100.00 2,466,317,273
% of
total
equity
0.92
0.24
0.32
0.21
0.16
0.15
0.50
97.50
100.00
No. of
share-
holders
209,139
1,673
1,071
416
214
139
320
631
213,603
31/03/2013
% of share-
holders
No. of shares
22,761,636
97.90
6,152,661
0.78
7,713,949
0.50
5,125,461
0.19
3,741,074
0.10
3,120,474
0.07
0.15
11,334,381
0.31 2,402,985,094
100.00 2,462,934,730
% of
total
equity
0.92
0.25
0.31
0.21
0.15
0.13
0.46
97.57
100.00
We have 7,484 shareholders holding one share each of the Company.
Table : 05 Major City wise report as on March 31, 2014.
S. No. City
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
Ahmedabad
Bangalore
Chandigarh
Chennai
Cochin
Coimbatore
Guwahati
Hyderabad
Indore
Jaipur
Jamshedpur
Kanpur
Kolkatta
Lucknow
Madurai
Mangalore
Mumbai
Nagpur
New Delhi
Panaji
Pune
Rajkot
Surat
Vadodara
Others
Total
No. of Holders No. of Shares Held
1,236,967
1,848,828,837
188,160
3,272,039
216,135
153,640
58,778
2,090,589
408,976
328,355
82,146
467,669
1,344,790
170,681
101,053
241,021
564,439,537
231,626
3,034,079
173,436
1,900,215
208,107
15,614,391
4,243,395
17,282,651
2,466,317,273
7,659
18,937
740
11,913
864
1,251
586
6,799
2,065
3,225
509
3,384
10,371
1,251
626
1,466
48,229
1,302
9,198
1,007
6,905
1,017
2,636
4,783
63,748
210,471
Note: Includes ADR’s held by DR holders against the underlying shares issued to the Overseas Depository.
59
Wipro Limited
(1)(a) Statement Showing Shareholding Pattern in Clause 35 of the Listing Agreement
Name of the Company : Wipro Limited
SCRIP CODE:
Class of Security:
Partly paid-up shares
507685
Equity
No. of partly paid-up shares
Held by promoter/promoter group
Held by Public
Total:
Outstanding convertible securities: No. of outstanding securities
0
0
0
Held by promoter/promoter group
Held by Public
Total:
Warrants:
0
0
0
No. of warrants
Held by promoter/promoter group
Held by Public
Total:
Total paid-up shares of the Company,
assuming full conversion of warrants
and convertible securities
0
0
0
2,466,317,273
Category
Code
Particulars
No of
Shareholders
Total Number
of Shares
(I)
(II)
(III)
Name of the Scrip:
Wipro Limited
As a % of total no. of partly
paid-up shares
0
0
0
As a % of total no. of
outstanding convertible
securities.
0
0
0
As a % of total no. of
warrants
0
0
0
0
As a % of total no. of shares
of the Company.
0
0
0
As a % of total no. of shares
of the Company assuming
full conversion of the
convertible securities
0
0
0
As a % of total no. of shares
of the Company, assuming
full conversion of warrants
0
0
0
100.00
-
-
4
0
4
0
3
No. of Shares
Held in
Dematerialized
Form
Total Shareholding as a
% of Total No. of Shares
As a
Percentage
of (A+B)
As a
Percentage
of (A+B+C)
(VII)
(V)
(VI)
(IV)
-
-
-
95,419,432
0
-
95,419,432
0
30,847,912
30,847,912
-
-
3.95
0.00
1.28
-
-
3.87
0.00
1.25
0
0
0.00
0.00
1,256,041,000
1,256,041,000
51.93
50.93
1
429,714,120
429,714,120
12 1,812,022,464 1,812,022,464
-
-
0
0
-
0
0
0
0
0
0
0
17.77
74.92
-
0.00
0.00
0.00
17.42
73.47
-
0.00
0.00
0.00
Shares Pledge or
Otherwise Encumbered
Number of
Shares
As a
Percentage
(VIII)
-
-
0
0
0
0
0
0
-
0
0
0
(IX)=(VIII)/
(IV)*100
-
-
0.00
0.00
0.00
0.00
0.00
0.00
-
0.00
0.00
0.00
Promoter and Promoter
Group
Indian
Individual /HUF
Central Government/
State Government(s)
Bodies Corporate
(Promoter in his capacity
as Director of Private
Limited/Section 25
Companies)
Financial Institutions /
Banks
Any Other -- Partnership
firms (Promoter in his
capacity as partner of
Partnership firms)*
Trust **
Sub-Total A(1) :
Foreign
Individuals (NRIs/Foreign
Individuals)
Bodies Corporate
Institutions
(A)
(1)
(a)
(b)
(c)
(d)
(e)
(f )
(2)
(a)
(b)
(c)
60
Annual Report 2013-14 Category
Code
Particulars
No of
Shareholders
Total Number
of Shares
No. of Shares
Held in
Dematerialized
Form
Total Shareholding as a
% of Total No. of Shares
As a
Percentage
of (A+B)
As a
Percentage
of (A+B+C)
0.00
(d)
(e)
(B)
(1)
(a)
(b)
(c)
(d)
(e)
(f )
(g)
(h)
(i)
(2)
(a)
(b)
(c)
(d)
Qualified Foreign
Investor
Others
Sub-Total A(2) :
Total A=A(1)+A(2)
Public Shareholding
Institutions
Mutual Funds/UTI
Financial Institutions /
Banks
Central Government /
State Government(s)
Venture Capital Funds
Insurance Companies
Foreign Institutional
Investors (Exclusive of
ADR )
Foreign Venture Capital
Investors
Qualified Foreign
Investor
Others
Sub-Total B(1) :
Non-Institutions
Bodies Corporate
Individuals
(i) Individuals holding
nominal share capital
upto `1 lakh
(ii) Individuals holding
nominal share capital in
excess of `1 lakh
Qualified Foreign
Investor
Others
Non Resident Indians
Trusts
(a) Wipro Inc Benefit
Trust (Held by Trustees
Ananthasivan Murali and
Dipak Kumar Bohra)
(b) Wipro Equity Reward
Trust (Held by Trustees or
the Trust)
(c) Other Trust
Non Executive Directors
and Executive Directors &
Relatives***
Trusts
Clearing Members
Foreign National
Sub-Total B(2) :
0
0
0
0.00
0
0
0
0
0
0
12 1,812,022,464 1,812,022,464
-
-
-
-
40,271,914
40,271,914
6,259,362
6,259,362
-
-
270
47
0.00
0.00
74.92
-
-
1.67
0.26
0.00
0.00
73.47
-
-
1.63
0.25
0
0
0.00
0.00
0
39,569,559
249,751,355
0
39,569,559
249,751,355
0
0
0
0
0
845
0
335,852,190
0
335,852,190
1724
-
202,368
97,221,891
-
49,843,664
97,174,056
-
48,584,086
0.00
1.64
10.33
0.00
0.00
0.00
13.89
4.02
-
2.06
0.00
1.60
10.13
0.00
0.00
0.00
13.62
3.94
-
2.02
244
77,783,491
49,882,740
3.22
3.15
107
107
-
25,734,958
-
1,810,388
-
7,113,780
-
1,810,388
0.00
-
1.06
0.00
0.07
0.00
-
1.04
-
0.07
14,829,824
14,829,824
0.61
0.60
0
0
4
524
0
0
1
-
4925
-
1
1
6
248,185
248,185
35
301
7
209,613
1812148
1,351,891
26,141
270,662,688
1,812,148
1,351,891
26,141
222,833,346
0.00
0.01
0.07
0.06
0.00
11.19
0.01
0.07
0.05
0.00
10.97
Shares Pledge or
Otherwise Encumbered
Number of
Shares
As a
Percentage
0
0
0
0
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
0.00
0.00
0.00
0.00
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
61
Wipro Limited Category
Code
Particulars
No of
Shareholders
Total Number
of Shares
No. of Shares
Held in
Dematerialized
Form
Shares Pledge or
Otherwise Encumbered
Number of
Shares
As a
Percentage
Total Shareholding as a
% of Total No. of Shares
As a
Percentage
of (A+B)
As a
Percentage
of (A+B+C)
24.59
98.06
210,458
558,685,536
210,470 2,418,537,342 2,370,708,000
606,514,878
25.08
100.00
(C)
(1)
(2)
Total B=B(1)+B(2) :
Total (A+B) :
Shares held by
custodians, against
which
Depository Receipts
have been issued
Promoter and Promoter
Group
Public
GRAND TOTAL (A+B+C)
:
1
47,779,931
210,471 2,466,317,273 2,418,487,931
47,779,931
1.94
100.00
0
0.00
(I)(b) Statement showing holding of securities (including shares, warrants, convertible securities) of persons belonging to
the category “Promoter and Promoter Group”
Name of the Shareholder
Details of Shares held
Encumbered shares (*)
Details of Warrants
Sr.
No.
Details of convertible
securities
Total Shares
(including
underlying
shares
assuming full
conversion of
warrants and
convertible
securities) as
a % of diluted
share capital
No. of
Shares held
As a %
of grand
total
(A)+(B)+(C)
Pledge
Shares
As a
percentage
(I)
(II)
(III)
(IV)
(V)
(VI)=(V)/
(III)*100
AS a %
of grand
total (A) +
(B) + (C) of
sub-clause
(I)(a)
(VII)
Number
of
warrants
held
As a % total
number of
warrants of
the same
class
Number of
convertible
securities
held
(VIII)
(IX)
(X)
As a % total
number of
convertible
securities
of the same
class
(XI)
(XII)
1
2
3
4
5
6
7
8
AZIM HASHAM PREMJI
YASMEEN A PREMJI
RISHAD AZIM PREMJI
TARIQ AZIM PREMJI
NAPEAN TRADING AND
INVESTMENT COMPANY
PVT LTD
VIDYA INVESTMENT AND
TRADING COMPANY PVT LTD
REGAL INVESTMENTS AND
TRADING COMPANY PVT LTD
AZIM PREMJI FOUNDATION
(I) PVT LTD.
93,405,100
1,062,666
686,666
265,000
187,666
187,666
187,666
10,843,333
3.79
0.04
0.03
0.01
0.01
0.01
0.01
0.44
9 MR AZIM HASHAM PREMJI
452,906,791
18.36
PARTNER REPRESENTING
PRAZIM TRADERS
10 MR AZIM HASHAM PREMJI
451,619,790
18.31
PARTNER REPRESENTING
ZASH TRADERS
11 MR AZIM HASHAM PREMJI
370,956,000
15.04
PARTNER REPRESENTING
HASHAM TRADERS
12 AZIM PREMJI TRUST (held
429,714,120
17.42
by trustees of the trust)
TOTAL
1,812,022,464
73.47
0
0
0
0
0
0
0
0
0
0
0
0
0
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0
0
0
0
0
0
0
0
0
0
0
0
0
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0
0
0
0
0
0
0
0
0
0
0
0
0
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
3.79
0.04
0.03
0.01
0.01
0.01
0.01
0.44
18.36
0.00
18.31
0.00
15.04
0.00
0.00
17.42
73.47
62
Annual Report 2013-14 (I)(c)(i) Statement showing holding of securities (including shares, warrants,convertible securities) of persons belonging
to the category “Public” and holding more than 1% of the total number of shares
Sr.
No.
Name of the shareholder Number of
shares held
Shares as a
percentage of total
number of shares
{i.e., Grant total
(A)+(B)+(C) indicated
in Statement at para
(I)(a) above}
Details of warrants
Details of convertible
securities
Number of
warrants
held
As a % total
number of
warrants of
the same
class
Number of
convertible
securities
held
1
Life Insurance Corporation
of India
39,157,283
TOTAL
39,157,283
1.59
1.59
0
0
0.00
0.00
0
0
% w.r.t total
number of
convertible
securities
of the same
class
0.00
0.00
Total shares
(including underlying
shares assuming
full conversion
of warrants and
convertible securities)
as a % of diluted
share capital)
1.59
1.59
(I)(c)(ii) Statement showing holding of securities (including shares, warrants,convertible securities) of persons (together
with PAC) belonging to the category “Public” and holding more than 5% of the total number of shares of the company
Sr.
No.
Name(s) of the
shareholder(s) and
the Persons Acting
in Concert (PAC)
with them
Number
of shares
held
Shares as a percentage
of total number of
shares {i.e., Grant total
(A)+(B)+(C) indicated in
Statement at para (I)(a)
above}
Details of warrants
Details of convertible
securities
Total shares (including
underlying shares
assuming full conversion
of warrants and
convertible securities)
as a % of diluted share
capital)
Number of
warrants
held
As a % total
number of
warrants of
the same
class
Number of
convertible
securities
held
% w.r.t total
number of
convertible
securities
of the same
class
NIL
TOTAL
NIL
0
NIL
0
NIL
0
NIL
0
NIL
0
NIL
0
NIL
0
(I)(d) Statement Showing details of Locked-in Shares”
Sr.
No.
Name of the shareholder
Number of
locked-in shares
Locked-in shares as a (%) percentage of
total number of shares {i.e, Grand Total
(A)+(B)+(C) Indicated in Statement at
para (I)(a) above}
Promoter/Promoter
Group/Public
Not Applicable
TOTAL
Not Applicable
Not Applicable
Not Applicable
0
0
(II)(a) Statement Showing details of Depository Receipts (DRs)
Sr.
No.
Type of outstanding DR
(ADRs,GDRs,SDRs,etc.)
Number of
outstanding DRs
Number
of shares
underlying
outstanding DRs
Shares underlying outstanding
DRs as a percentage of total
number of shares {i.e., Grand
Total (A)+(B)+(C) indicated in
Statement at Para(I)(a) above}
1
JP Morgan Chase Bank, NA - ADRs’
47,779,931
47,779,931
TOTAL
47,779,931
47,779,931
1.94
1.94
63
Wipro Limited (II)(b) Statement showing Holding of Depository Receipts (DRs), where underlying shares held by “Promoter/Promoter
group” are in excess of 1% of the total number shares.
Name of the DR Holder
Type of
outstanding DR
(ADRs,GDRs,SDRs,etc.)
Number of shares
underlying
outstanding DRs
Not Available
TOTAL
Not Available
Not Available
0
Shares underlying outstanding DRs as
a percentage of total number of shares
{i.e., Grand Total (A)+(B)+(C) indicated in
Statement at para(I)(a) above}
Not Available
0
Sr.
No.
Note
*
Out of 11,406,331 Equity Shares Mr Azim H Premji disclaims beneficial ownership of 10,843,333 shares held by M/s Azim Premji
Foundation (I) Pvt. Ltd.
**
Mr Azim H Premji also disclaims the beneficial ownership 429,714,120 shares held by M/s Azim Premji Trust
*** 14,829,824 Equity Shares are held by Wipro Equity Reward Trust under “TRUSTS”
**** Shareholding comprises of 6,867 share held by Two Non-Executive Directors and Relatives and 241,318 shares held by Two
Executive Directors.
These Directors not being promoter Director and do not exercise and significant control over the Company, they are classified
under “Any Other” Category.
“Promoter shareholding” and “Promoter Group” and “Public shareholding” as per Clause 40A of the Listing Agreement.
The details of outstanding employee stock options as on March 31, 2014 are provided in Annexure B to the Director’s Report, as
per SEBI (ESOP & ESPP) Guidelines, 1999 as amended from time to time.
Dematerialization of shares and liquidity
98.06% of outstanding equity shares have been dematerialized up to March 31, 2014.
Table-06: List of Top Ten Shareholders of the Company as
on March 31, 2014
SECOND LAYER: GOVERNANCE BY THE BOARD OF DIRECTORS
Board Structure
Sl.
No.
1
2
3
4
5
6
7
8
9
Name of the shareholder
No. of shares
%
Mr Azim H Premji partner
representing Prazim Traders
Mr Azim H Premji partner
representing Zash Traders
Mr Azim H Premji partner
representing Hasham Traders
452,906,791
18.36
451,619,790
18.31
370,956,000
15.04
Azim Premji Trust
429,714,120
17.42
Azim H Premji
JP Morgan Chase Bank (ADR
Depository)
Life Insurance Corporation of
India
L&T Infrastructure Finance
Company Limited
Custodian of Enemy Property
(shares held on behalf of a
non-resident shareholder as
per law)
95,419,432
47,779,931
3.87
1.94
39,157,283
1.58
20,102,000
0.81
17,221,818
0.69
10 Alco Company Private Limited
16,787,000
0.68
All our directors inform the Board every year about the Board
membership and Board Committee members they occupy in
other companies including Chairmanship in Board/Committees
of such companies. They notify us of any change that take place
in these disclosures at the board meetings.
As of March 31, 2014, we had ten non-executive directors and
three executive directors, of which one executive director is
Chairman of our Board. All of the ten non-executive directors
are independent directors or independent of management and
free from any business or other relationship that could materially
influence their judgment. All the independent directors satisfy
the criteria of independence as defined under, the Companies
Act, 2013, the listing agreement with the Indian Stock Exchanges
and the New York Stock Exchange Corporate Governance
standards. The profiles of our Directors are given in Pages 18 to
21 of this report.
Information flow to the Board Members
Information is provided to the Board members on a continuous
basis for their information, review, inputs and approval from
time to time. More specifically, we present our annual Strategic
Plan and Operating Plans of our businesses to the Board for
their review, inputs and approval. Likewise, our quarterly
64
Annual Report 2013-14 financial statements and annual financial statements are first
presented to the Audit Committee and subsequently to the
Board of Directors for their approval. In addition specific cases of
acquisitions, important managerial decisions, material positive/
negative developments and statutory matters are presented to
the Committees of the Board and later with the recommendation
of committee to Board for their approval.
As a system, in most cases, information to directors is submitted
along with the agenda papers well in advance of the Board
meeting. Inputs and feedback of Board members are taken in
preparation of agenda and documents for the Board meeting.
We schedule meetings of our business heads and functional
heads with the Directors prior to the Board meeting dates.
These meetings facilitate Directors to provide their inputs and
suggestions on various strategic and operational matters directly
to the business and functional heads.
Board Meetings
We decide about the board meeting dates in consultation with
Board Governance, Nomination and Compensation Committee
and all our directors, based on the practices of earlier years.
Once approved by the Board Governance, Nomination and
Compensation Committee, the schedule of the Board meeting
and Board Committee meetings are communicated in advance
to the Directors to enable them to schedule their meetings.
Our Board met four times in the financial year 2013-14, on April
17-19, 2013, July 26, 2013, October 21-22, 2013 and January
16-17, 2014.
Our Board meetings are normally scheduled for two days. The
gap between two meetings did not exceed four months.The
necessary quorum was present for all the meetings.
In addition, every quarter, Independent Directors meet amongst
themselves exclusively.
Post-meeting follow-up system
After the board meeting, we have a formal system of follow up,
review and reporting on actions taken by the management on
the decisions of the Board and sub-committees of the Board.
as specified in Accounting Standard 18 of the Companies
(Accounting Standards) Rules, 2006, have been reported in
the Notes to the Accounts and they are not in conflict with the
interest of the Company at large.
Register under Section 301 of the Companies Act, 1956 is
maintained and particulars of transactions are entered in the
Register, wherever applicable.
Such transactions are provided to the Board, and the interested
Directors neither participate in the discussion, nor do they vote
on such matters, wherever approval of the Board is sought.
Details of non- compliance by the Company, penalties, and
strictures imposed on the company by Stock Exchange or
SEBI or any statutory authority, on any matter related to
capital markets, during the last three years.
The Company has complied with the requirements of the Stock
Exchange or SEBI on matters related to Capital Markets, as
applicable.
Whistle Blower policy and affirmation that no personnel
have been denied access to the Audit, Risk & Compliance
Committee
The Company has adopted an Ombuds process which is a
channel for receiving and redressing of employees’ complaints.
The details are provided later in this report in the section titled
‘Compliance report on non-mandatory requirements under
Clause 49’. No personnel of the Company were denied access
to the Audit/Risk & Compliance Committee.
Details of compliance with mandatory requirements and
adoption of the non-mandatory requirements of this clause.
Your Company has complied with all the mandatory requirements
of the Clause 49 of the Listing Agreement. The details of
these compliances have been given in the relevant sections
of this Report. This Annual report includes the disclosures
recommended under National Voluntary Guidelines for the
Social Environmental and Economic Responsibilities of Business,
2011 issued by the Ministry of Corporate Affairs, Government
of India and Clause 55 of the Listing Agreement. Please refer to
Pages 84 to 106 of this Annual report for further details.
Disclosure of materially significant related party transactions
Lead Independent Director
During the year 2013-14, no transactions of material nature had been
entered into by the Company with the Management or their relatives
that may have a potential conflict with interest of the Company.
None of the Non-Executive Directors have any pecuniary material
relationship or transactions with the Company for the year ended
March 31, 2014, and have given undertakings to that effect as per
clause 49 of the Listing Agreement.
Details of transactions with any of the related parties (including
transactions where Directors may have a pecuniary interest)
The Board of Directors of the Company has designated Mr. N
Vaghul as the Lead Independent Director. The role of the Lead
Independent Director is described in the Corporate Governance
guidelines of your Company.
Particulars of directors proposed for appointment/
re-appointment:
The provisions of the Companies Act, 2013 with respect to
appointment and tenure of the Independent Directors have
65
Wipro Limited come into effect from April 1, 2014. As per the said provisions,
the Independent Directors shall be appointed for not more than
two terms of maximum of five years each and shall not be liable
to retire by rotation at every AGM.
The Board of Directors of the Company has decided to adopt
the provisions with respect to appointment and tenure of
Independent Directors which is consistent with the Companies
Act, 2013 and the amended Listing Agreement.
Brief resume of the Directors proposed for re-appointment/
appointment at the ensuing Annual general Meeting is provided
in Annexure A to the Notice convening the Annual General
Meeting.
Remuneration Policy and criteria of making payments to
Directors
Board Governance, Nomination and Compensation Committee
recommends the remuneration, including the commission
based on the net profits of the Company for the Chairman and
Managing Director, other Executive Directors and for Senior
Management personnel. This recommendation is then approved
by the Board and Shareholders for payment of remuneration to
Executive Directors. Prior approval of shareholders is obtained
in case of remuneration to non- executive directors.
The remuneration paid to Chairman and Managing Director
and Executive Directors is determined keeping in view the
industry benchmark, the relative performance of the Company
to the industry performance, and macro-economic review
on remuneration packages of CEOs of other organizations.
Perquisites and retirement benefits are paid according to the
Company’s policy as applicable to all employees.
Independent Non-Executive Directors are appointed for their
professional expertise in their individual capacity as independent
professionals / Business Executives. Independent Non-Executive
Directors receive sitting fees for attending the meeting of the
Board and Board Committees and commission as approved by
the Board and shareholders. This remuneration approved by
the Board subject to the condition that cumulatively it shall
not exceed 1% of the net profits of the Company for all Non-
Executive Directors in aggregate for one financial year subject
to an individual limit for each of the Non-Executive Directors.
The remuneration by way of commission paid to the Independent
Non-Executive directors is determined periodically & reviewed
based on the industry benchmarks on such remuneration.
Details of Remuneration to all Directors
Table 07 provides the remuneration paid to the Directors for the
services rendered during the financial year 2013-14. No stock
options were granted to any of the Independent Non-Executive
Directors during the year 2013-14.
Table 07: Directors remuneration paid and grant of stock options during the financial year 2013-14
i
j
m
e
r
P
H
m
i
z
A
r
a
k
a
h
b
a
r
p
C
B
l
u
h
g
a
v
N
h
t
e
h
S
N
h
s
i
d
g
a
J
.
r
D
y
l
u
g
n
a
G
k
o
h
s
A
.
r
D
s
n
e
w
O
r
u
h
t
r
A
m
a
i
l
l
i
W
y
t
a
p
a
n
e
S
C
h
s
e
r
u
S
n
n
a
m
r
e
g
a
K
g
n
n
n
e
H
i
n
e
i
r
u
K
K
T
n
a
r
a
S
m
a
y
h
S
a
m
r
a
h
S
K
M
i
h
s
o
J
h
s
e
m
o
y
V
@
l
a
t
t
i
V
a
n
e
e
r
I
#
a
h
n
i
S
M
P.
None
None
None
None
None
None
None
None
None
None
None
None
None
None
3,000,000
1,310,184
–
–
–
–
–
–
–
–
–
–
5,983,920 13,499,880
8,177,081 13,199,413
–
–
–
–
–
–
–
–
–
–
–
–
70,255,795 3,500,000 2,300,000 9,000,000* 3,000,000
9,900,000* 11,798,811 23,722,216 2,000,000 9,000,000* 2,200,000 9,000,000* 1,100,000 600,000
16,090,592
Deferred Benefits
11,774,648
Sitting fees
Grant of stock
options
Notice period
–
–
Upto 6
months
–
–
–
–
–
–
–
–
–
–
1,80,000 2,40,000
1,40,000*
1,60,000
2,20,000*
–
–
–
–
–
–
–
–
–
–
3,584,092 11,327,394
1,765,256 3,982,465
–
–
–
–
Upto 6
months
Upto 6
months
–
–
–
–
–
–
–
–
–
–
–
–
60,000
1,40,000* 1,40,000
1,40,000* 1,20,000
20,000
–
–
–
–
–
–
–
–
–
–
–
–
Relatioship with
directors
Salary
Allowances
Commission/
Incentives
Other annual
compensation
* Figure mentioned are rupee equivalent - as amount paid in USD
@ Appointed as additional director with effect from October 1, 2013
# Mr. P. M Sinha retired from the board with effect from July 25, 2013
66
Annual Report 2013-14
Ireena Vittal#
Vyomesh Joshi
M K Sharma
Henning Kagermann
Shyam Sran
T K Kurien
Suresh C Senapaty
William Arthur Owens
Dr. Ashok S Ganguly
Dr. Jagdish N Sheth
B C Prabhakar
N Vaghul***
Azim H Premji
t
n
e
d
n
e
p
e
d
n
I
t
n
e
d
n
e
p
e
d
n
I
t
n
e
d
n
e
p
e
d
n
I
t
n
e
d
n
e
p
e
d
n
I
t
n
e
d
n
e
p
e
d
n
I
n
o
N
e
v
i
t
u
c
e
x
E
r
o
t
c
e
r
i
D
n
o
N
e
v
i
t
u
c
e
x
E
r
o
t
c
e
r
i
D
n
o
N
e
v
i
t
u
c
e
x
E
r
o
t
c
e
r
i
D
n
o
N
e
v
i
t
u
c
e
x
E
r
o
t
c
e
r
i
D
n
o
N
e
v
i
t
u
c
e
x
E
r
o
t
c
e
r
i
D
e
v
i
t
u
c
e
x
E
r
o
t
c
e
r
i
D
e
v
i
t
u
c
e
x
E
r
o
t
c
e
r
i
D
t
n
e
d
n
e
p
e
d
n
I
t
n
e
d
n
e
p
e
d
n
I
t
n
e
d
n
e
p
e
d
n
I
t
n
e
d
n
e
p
e
d
n
I
t
n
e
d
n
e
p
e
d
n
I
n
o
N
e
v
i
t
u
c
e
x
E
r
o
t
c
e
r
i
D
n
o
N
e
v
i
t
u
c
e
x
E
r
o
t
c
e
r
i
D
n
o
N
e
v
i
t
u
c
e
x
E
r
o
t
c
e
r
i
D
n
o
N
e
v
i
t
u
c
e
x
E
r
o
t
c
e
r
i
D
n
o
N
e
v
i
t
u
c
e
x
E
r
o
t
c
e
r
i
D
r
e
t
o
m
o
r
P
r
o
t
c
e
r
i
D
.
3 5 2
1
0
2
0
1
1
0
.
7
2
t
o
N
l
e 0
b
a
c
i
l
p
p
a
0
4
.
2 0 0
1
0
2
0
1
1
0
.
0 1
1
7
4
.
1
1
0
2
7
0
1
0
.
0
4
0
4
0
4
1
4
0
4
1
4
0
4
4
4
3
3
.
9 0 0
0
0
2
0
1
7
2
.
.
0 2 0
1
0
2
7
0
1
0
.
.
1 0 0
1
0
2
2
0
1
0
.
.
8 2 1
0
0
2
4
0
8
1
.
.
6 0 0
0
0
2
7
0
1
0
.
.
9 3 1
9
9
1
1
0
1
0
.
.
9 1 0
9
9
1
1
0
1
0
.
.
7 3 0
9
9
1
2
0
0
2
.
.
7 9 5
9
9
1
6
0
9
0
.
4 1
1
0
4
.
8
6
9
1
9
0
1
0
.
s
e
Y
s
e
Y
s
e
Y
s
e
Y
s
e
Y
s
e
Y
s
e
Y
s
e
Y
s
e
Y
s
e
Y
s
e
Y
s
e
Y
0
0
0
0
2
3
9
4
3
1
,
6
8
3
6
0
1
,
0
7
6
8
1
,
0
0
0
0
5
,
0
,
2
3
4
9
1
4
5
9
,
6
5
6
5
9
1
5
0
4
8
4
4
0
4
6
0
4
8
6
7
2
3
0
0
8
2
1
9
4
4
2
0
7
8
2
6
1
1
3
0
8
6
3
9
0
0
3
0
1
1
7
8
1
0
0
6
7
9
2
2
4
0
0
2
1
8
0
1
0
0
7
1
7
2
3
3
0
0
2
5
0
0
4
0
0
0
4
1
0
2
0
0
0
0
0
8
2
4
3
2
0
0
i
*
s
e
n
a
p
m
o
c
r
e
h
t
o
n
i
i
p
h
s
r
o
t
c
e
r
i
D
n
i
i
p
h
s
n
a
m
r
i
a
h
C
f
o
s
e
e
t
t
i
m
m
o
C
r
e
h
t
o
f
o
d
r
a
o
B
i
*
*
s
e
n
a
p
m
o
c
i
p
h
s
r
e
b
m
e
m
y
l
n
O
f
o
e
e
t
t
i
m
m
o
c
n
i
r
e
h
t
o
f
o
d
r
a
o
B
i
*
*
s
e
n
a
p
m
o
c
d
e
d
n
e
t
t
a
s
g
n
i
t
e
e
M
d
r
a
o
B
f
o
.
o
N
e
h
t
t
a
e
c
n
a
d
n
e
t
t
A
l
n
o
d
e
h
M
G
A
t
s
a
l
3
1
0
2
,
5
2
y
l
u
J
l
d
e
h
s
e
r
a
h
s
f
o
.
o
N
,
1
3
h
c
r
a
M
n
o
s
a
@
4
1
0
2
t
n
e
m
t
n
o
p
p
a
i
f
o
e
t
a
D
n
o
i
t
a
c
fi
i
t
n
e
d
I
r
e
b
m
u
N
r
o
t
c
e
r
i
D
y
r
o
g
e
t
a
C
i
.
s
e
n
a
p
m
o
c
e
t
a
v
i
r
p
n
i
s
n
o
i
t
i
s
o
p
e
d
u
l
c
n
i
t
u
b
,
i
t
c
A
s
e
n
a
p
m
o
c
e
h
t
f
o
5
2
n
o
i
t
c
e
S
r
e
d
n
u
s
e
n
a
p
m
o
c
n
i
i
n
o
i
t
i
s
o
p
d
n
a
r
e
b
m
e
m
d
r
a
o
b
y
r
o
s
i
v
d
a
n
a
s
a
n
o
i
t
i
s
o
p
i
,
s
e
n
a
p
m
o
c
n
g
e
r
o
f
n
i
i
n
o
i
t
i
s
o
p
e
d
u
l
c
n
i
t
o
n
s
e
o
d
s
i
h
T
*
–
4
1
0
2
,
1
3
h
c
r
a
M
n
o
s
a
s
r
o
t
c
e
r
i
d
o
t
g
n
n
i
a
t
r
e
p
n
o
i
t
a
m
r
o
f
n
i
I
y
e
K
:
8
0
e
l
b
a
T
i
p
h
s
r
e
b
m
e
m
e
e
t
t
i
m
m
o
C
e
h
T
.
s
r
o
t
c
e
r
i
D
e
r
e
w
y
e
h
t
h
c
i
h
w
n
i
i
s
e
n
a
p
m
o
c
l
l
a
s
s
o
r
c
a
s
e
e
t
t
i
m
m
o
c
e
v
fi
n
a
h
t
e
r
o
m
f
o
n
a
m
r
i
a
h
c
s
a
d
e
t
c
a
t
o
n
s
e
e
t
t
i
m
m
o
c
0
1
n
a
h
t
e
r
o
m
n
i
s
r
e
b
m
e
m
e
r
e
w
y
n
a
p
m
o
C
r
u
o
f
o
s
r
o
t
c
e
r
i
D
f
o
e
n
o
N
*
*
.
e
e
t
t
i
m
m
o
C
e
c
n
a
v
e
i
r
G
r
o
t
s
e
v
n
I
l
d
n
a
s
r
e
d
o
h
e
r
a
h
S
d
n
a
e
e
t
t
i
i
m
m
o
C
n
o
i
t
a
n
m
o
N
/
e
c
n
a
n
r
e
v
o
G
d
r
a
o
B
,
e
e
t
t
i
m
m
o
C
n
o
i
t
a
s
n
e
p
m
o
C
,
e
e
t
t
i
m
m
o
C
t
i
d
u
A
s
e
d
u
l
c
n
i
e
v
o
b
a
n
w
o
h
s
p
h
s
n
a
m
i
r
i
a
h
C
e
e
t
t
i
m
m
o
c
d
n
a
l
d
e
t
c
e
e
-
e
r
e
b
o
t
t
o
n
e
r
i
s
e
d
s
i
h
d
e
s
s
e
r
p
x
e
d
n
a
3
1
0
2
,
5
2
y
l
u
J
n
o
d
e
h
g
n
i
t
e
e
M
l
l
a
r
e
n
e
G
l
a
u
n
n
A
e
h
t
t
a
n
o
i
t
a
t
o
r
y
b
d
e
r
i
t
e
r
a
h
n
S
i
.
M
P.
.
r
M
.
3
1
0
2
,
1
r
e
b
o
t
c
O
n
o
r
o
t
c
e
r
i
d
l
a
n
o
i
t
i
d
d
a
n
a
s
a
d
e
t
n
o
p
p
a
s
a
w
i
l
a
t
t
i
V
a
n
e
e
r
I
.
s
M
.
s
r
e
b
m
e
m
y
l
i
m
a
f
e
t
a
d
e
m
m
i
i
h
t
i
w
y
l
t
n
o
i
j
l
d
e
h
s
e
r
a
h
s
s
e
d
u
l
c
n
I
@
#
67
l
e
c
n
e
r
e
f
n
o
C
e
e
T
h
g
u
o
r
h
t
g
n
i
t
e
e
m
e
n
o
n
i
d
e
t
a
p
i
c
i
t
r
a
P
*
*
*
Wipro Limited
THIRD LAYER : GOVERNANCE BY THE SUB-COMMITTEE OF
THE BOARD OF DIRECTORS
Our Board has constituted sub-committees to focus on specific
areas and make informed decisions within the authority
delegated to each of the Committees. Each Committee of
the Board is guided by its Charter, which defines the scope,
powers and composition of the Committee. All decisions and
recommendations of the Committees are placed before the
Board either for information or approval.
We have four sub-committees of the Board as at March 31, 2014.
l
l
l
l
Audit/Risk and Compliance Committee
Board Governance, Nomination and Compensation
Committee
Strategy Committee
Administrative/Shareholders’ Grievance Committee
Audit/Risk and Compliance Committee
The Audit/Risk and Compliance Committee of the Board of
Directors, which was formed in 1987, review, acts on and reports
to our Board of Directors with respect to various auditing
and accounting matters. The primarily responsibilities of the
Committee, inter-alia, are
Auditing and accounting matters, including recommending
the appointment of our independent auditors to the
shareholders
Our CFO & Executive Director and other Corporate Officers
make periodic presentations to the Audit/Risk and Compliance
Committee on various issues.
The Audit/Risk and Compliance Committee is comprised of the
following four non-executive directors:
Mr. N. Vaghul – Chairman
Ms. Ireena Vittal, Mr. B. C. Prabhakar and Mr. M. K. Sharma –
Members
Our Audit/Risk and Compliance Committee met six times during
the financial year on – April 17, 2013, June 12, 2013, July 25,
2013, October 21, 2013, January 16, 2014 and February 25, 2014.
The composition of the Audit/Risk and Compliance Committee
and their attendance are given in Table 09.
Table 09
Name
Position
Number of meetings
Attended
4
1
5
4
3
Chairman
Member
Member
Member
Member
Mr. N. Vaghul**
Mr. P. M. Sinha*@
Mr. B. C. Prabhakar*
Mr. M. K. Sharma**
Ms. Ireena Vittal
* Attended one meeting over Tele conference
** Attended two meetings over Tele conference
@ Mr. Sinha ceased to be a Director during the year.
To review Compliance with legal and statutory requirements
Board Governance, Nomination and Compensation Committee
Integrity of the Company’s financial statements, discussing
with the independent auditors the scope of the annual
audits, and fees to be paid to the independent auditors
Board Governance, Nomination and Compensation Committee
comprises of the following Independent Non-Executive
Directors:
Performance of the Company’s Internal Audit function,
Independent Auditors and accounting practices.
Review of related party transactions, functioning of Whistle
Blower mechanism, and
Implementation of the applicable provisions of the
Sarbanes Oxley Act 2002 including review on the progress
of internal control mechanism to prepare for certification
under Section 404 of the Sarbanes Oxley Act 2002.
The Chairman of the Audit/Risk and Compliance Committee is
present at the Annual General Meeting. The detailed charter of
the Committee is posted at our website and available at www.
wipro.com/investors/corporate-governance
All members of our Audit/Risk and Compliance Committee are
independent non-executive directors and financially literate.
The Chairman of our Audit/Risk and Compliance Committee has
the accounting and financial management related expertise.
Statutory Auditors as well as Internal Auditors always have
independent meetings with the Audit/Risk and Compliance
Committee and also participated in the Audit/Risk and
Compliance Committee meetings.
68
Dr. Ashok Ganguly - Chairman
Mr. N. Vaghul and Mr. William Arthur Owens - Members
The primary responsibilities of the Board Governance,
Nomination Committee and Compensation Committee are:
l
l
l
l
l
l
Develop and recommend to the Board Corporate
Governance Guidelines applicable to the Company.
Evaluation of the Board on a continuing basis including an
assessment of the effectiveness of the full board, operations
of the Board Committees and Contributions of Individual
directors.
Lay down policies and procedures to assess the requirements
for inclusion of new members on the Board.
Implement policies and processes relating to corporate
governance principles.
Ensure that appropriate procedures are in place to access
Board membership needs and Board effectiveness.
Review the company’s policies that relate to matters of
corporate social responsibility, including public issues of
significance to the company and its stakeholders.
l
l
l
l
l
l
Annual Report 2013-14 l
Formulate the disclosure Policy, its review and approval of
disclosure.
During the Fiscal Year 2014, the Board Governance, Nomination
and Compensation Committee of the Board met four times on –
April 17, 2013, July 25, 2013, October 21, 2013, January 16, 2014.
Table 10 Provides the composition and attendance of the
Board Governance and Nomination Committee.
Name
Position
Chairman
Dr. Ashok S. Ganguly
Mr. N. Vaghul*
Member
Mr. William Arthur Owens Member
Member
Mr. P. M. Sinha@
* Attended one meeting over Tele conference
@ Mr. Sinha ceased to be a Director during the year.
Number of
meetings attended
4
3
4
-
The detailed charter of this Committee is posted on our website
and available at www.wipro.com/investors/corporate.governance.
Strategy Committee:
-
-
Delegation of power to the Chairman of the Company to
approve acquisitions upto specified limits.
Examine specific proposals such as acquisition or
divestment of companies or similar such proposals
requiring the approval of the Board and make
appropriaterecommendations to the Board.
Table 11 provides the composition and attendance of the
Strategy Committee.
Name
Position
Mr. William Arthur Owens Chairman
Mr. Azim H Premji
Member
Dr. Henning Kagermann Member
Member
Dr. Jagdish Seth
Member
Mr. Vyomesh Joshi
Member
Mr. T. K. Kurien
Number of
meetings attended
2
2
2
2
2
2
Administrative/Shareholders & Investors Grievance
Committee:
The members of the Committee as on March 31, 2014 are as
under:
The Strategy Committee is comprised of the following members:
Mr. B. C. Prabhakar – Chairman
Mr. William Arthur Owens - Chairman
Dr. Henning Kagermann, Dr. Jagdish Sheth, Mr. Vyomesh Joshi,
Mr. Azim H Premji and Mr. T. K. Kurien- Members
The Strategy Committee of Board of Directors which was framed in
2013 reviews, acts and reports to our Board of Directors with respect
to the Mission, Vision and Strategic Direction of the Company.
Primary responsibilities of this committee inter alia are :
-
-
-
-
-
-
Making recommendations to the full board related to the
organization’s mission, vision, strategic initiatives, major
programs and services and periodic review of the same.
Helping management identify critical strategic issues facing
the organization, assisting in analysis of alternative strategic
options.
Ensuring management has established an effective strategic
planning process, including development of a three to five
year strategic plan with measurable goals and time targets
Annually reviewing the strategic plan and recommending
updates as needed based on changes in the market,
community needs and other factors
Debate and discuss the outside-in-perspective (from a macro
economic and technology trends) and see how this could
possibly influence our choices as well as potential risks we
may have to overcome.
Discuss thoughts on Mergers and Acquisitions and leverage
Strategy Committee to suggest ideas and potentially open
up sole sourced transactions.
Mr. Suresh C Senapaty – Member and Mr. T. K. Kurien – Member
The Administrative/Shareholders & Investors Grievance Committee
is responsible for resolving investor’s complaints pertaining to
share transfers, non-receipt of annual reports, Dividend payments,
issue of duplicate share certificates, transmission of shares and
other shareholder related queries, complaints etc.
In addition to above, this Committee is also empowered
to oversee administrative matters like opening / closure of
Company’s Bank accounts, grant and revocation of general,
specific and banking powers of attorney, consider and approve
allotment of equity shares pursuant to exercise of stock options,
setting up branch offices and other administrative matters as
delegated by Board from time to time.
The Chairman of the Committee is an independent non-
executive director.
The Administrative and Shareholders Grievance Committee
met four times in the financial year on – April 17, 2013, July 25,
2013, October 21, 2013 and January 16, 2014. In addition, the
Shareholders Grievance Committee, reviews once in 15 days
the investor complaints and redressal of shareholders queries.
Table 12 provides the composition and attendance of the
Shareholders / Investors Grievance Committee.
Name
Position Number of meetings
Mr. B. C. Prabhakar
Mr. Suresh C Senapaty
Mr. T. K. Kurien
Chairman
Member
Member
Attended
4
4
4
69
Wipro Limited The status on the shareholder queries and complaints we
received, response to the complaints and the current status of
pending queries if any, as on March 31, 2014
Table 13 Shareholder Queries and Complaints
Description
Non-receipt of
Securities
Non-receipt of
annual reports
Correction/
Revalidation
of Dividend
Warrants
SEBI/Stock
Exchange
complaints
Non-receipt
of Dividend
Warrants
Others
Total
Nature
Complaint
Received Replied Pending
147
147
0
Complaint
130
Request
425
130
425
Complaint
35
35
Complaint
342
342
Request
0
1079
0
1079
0
0
0
0
0
0
Table 14 Details of Unclaimed Dividend
Apart from these queries/complaints, there are certain pending
cases relating to dispute over title to shares in which in certain
cases the Company has been made a party. However, these cases
are not material in nature.
Mr. V. Ramachandran, Company Secretary is our Compliance
Officer for the Listing Agreement with Stock Exchanges.
Unclaimed Dividends
Pursuant to the provisions of Section 205A(5) and 205C of the
Companies Act, 1956, the Company has transferred the unpaid or
unclaimed interim dividend for the financial year 2006-07 on due
date to the Investor Education and Protection Fund established
by the Central Government.
Pursuant to the provisions of Investor Education and Protection
Fund (Uploading of information regarding unpaid and unclaimed
amounts lying with companies) Rules, 2012, the Company has
uploaded the details of unpaid and unclaimed amounts lying
with the Company as on July 25,2013 (date of last Annual General
Meeting) on the website of the company (www.wipro.com/
investors), as also on the website of the Ministry of Corporate Affairs.
We give below a table providing the dates of declaration of Dividend
since 2006-07 and the corresponding dates when unclamied
dividends are due to be transferred to the Central Government.
Financial Year
Date of Declaration
of Dividend
Last Year for
Claiming unpaid
Dividend
2006-2007 (Final Dividend)
2007-2008 (Interim Dividend)
2007-2008 (Final Dividend)
2008-2009 (Final Dividend)
2009-2010 (Final Dividend)
2010-11 (Interim Dividend)
2010-11 (Final Dividend)
2011-12 (Interim Dividend)
2011-12 (Final Dividend)
2012-13 (Interim Dividend)
2012-13 (Final Dividend)
2013-14 (Interim Dividend)
July 18, 2007
October 19, 2007
July 17, 2008
July 21, 2009
July 22, 2010
January 21, 2011
July 21, 2011
January 24, 2012
July 23, 2012
January 18, 2013
July 25, 2013
January 17, 2014
July 17, 2014
October 18, 2014
July 16, 2015
July 20, 2016
July 21, 2017
January 20, 2018
July 20, 2018
January 23, 2019
July 22, 2019
January 17, 2020
July 24, 2020
January 16, 2021
Unclaimed
amount as on
April 30, 2014
990,198.00
2,412,476.00
2,523,596.00
2,027,064.00
1,816,890.00
1,137,108.00
2,561,488.00
1,156,665.00
3,013,328.00
1,673,002.00
3,220,660.00
2,130,147.00
Due date for transfer to
Investor Education and
protection fund
August 16, 2014
November 17, 2014
August 15, 2015
August 19, 2016
August 20, 2017
February 19, 2018
August 19, 2018
February 22, 2019
August 21, 2019
February 16, 2020
August 23, 2020
February 15, 2021
After completion of seven years as per the above table, no claims
shall lie against the said Fund or against the Company for the
amounts of Dividend so transferred nor shall any payment be
made in respect of such claims under the Companies Act, 1956.
With effect from April 1, 2014, the Companies Act, 2013 provides
for claiming such Dividends from the Central Government.
total issued and listed capital. The audit confirms that the total
issued/paid up capital is in agreement with the aggregate total
number of shares in physical form, shares allotted & advised for
demat credit but pending execution and the total number of
dematerialized shares held with NSDL and CDSL.
Secretarial Audit
Compliance with Clause 49 of the Listing Agreement.
A qualified Practicing Company Secretary has carried out
secretarial audit every quarter to reconcile the total admitted
capital with National Securities Depository Limited (NSDL)
and Central Depository Services (India) Limited (CDSL) and the
The certificate dated June 25, 2014 obtained from V. Sreedharan
& Associates, Company Secretaries is given at page no. 82 of
the annual report for compliance with Clause 49 of the Listing
Agreement.
70
Annual Report 2013-14 Subsidiary Monitoring Framework
All the subsidiary companies of the Company are managed
with their Boards having the rights and obligations to manage
these companies in the best interest of their stakeholders.
The Company nominates its representatives on the Board
of subsidiary companies and monitors performance of such
companies, inter alia, by reviewing;
l
Financial statements, in particular the investment made by
the unlisted subsidiary companies, statement containing
all significant transactions and arrangements entered into
by the unlisted subsidiary companies forming part of the
financials being reviewed by the Audit Committee of your
Company on a quarterly basis
l Minutes of the meetings of the unlisted subsidiary
companies, if any, are placed before the Company’s Board
regularly.
l
Providing necessary guarantees, Letters of Comfort and
other support for their day-to-day operations from time-
to-time.
FOURTH LAYER: GOVERNANCE OF THE MANAGEMENT
PROCESS
Code of Business Conduct
In 1983, we articulated ‘Wipro Beliefs’ consisting of six statements.
At the core of beliefs was integrity articulated as
l
Our individual and Company relationship should be
governed by the highest standard of conduct and integrity.
Over years, this articulation has evolved in form but remained
constant in substance. Today we articulate it as Code of Business
Conduct.
In our company, the Board of Directors and all employees have
a responsibility to understand and follow the Code of Business
Conduct. All employees are expected to perform their work
with honesty and integrity. Wipro’s Code of Business Conduct
reflects general principles to guide employees in making ethical
decisions. This code is also applicable to our representatives.
The Code outlines fundamental ethical considerations as well
as specific considerations that need to be maintained for
professional conduct. This Code has been displayed on the
Company’s website. www.wipro.com/corporate/investors/
corporate-governance.
The Chairman has affirmed to the Board of Directors that this
Code of Business Conduct has been complied by the Board
members and Senior Management.
Ombudsmen process
We have adopted an Ombudsmen process which is the channel
for receiving and redressing employees’ complaints. Under this
policy, we encourage our employees to report any reporting of
fraudulent financial or other information to the stakeholders,
any conduct that results in violation of the Company’s Code of
Business Conduct and Ethics, to management (on an anonymous
basis, if employees so desire).
Likewise, under this policy, we have prohibited discrimination,
retaliation or harassment of any kind against any employees
who, based on the employee’s reasonable belief that such
conduct or practice have occurred or are occurring, reports
that information or participates in the said investigation. No
individual in the Company has been denied access to the Audit/
Risk and Compliance Committee or its Chairman.
Mechanism followed under Ombudsmen process is appropriately
communicated within the Company across all levels and has
been displayed on Wipro’s intranet and on Wipro’s website at
www.wipro.com
The Audit/Risk and Compliance Committee periodically reviews
the functioning of this mechanism.
Compliance Committee
We have a Compliance Committee which considers matters
relating to Wipro’s Code of Business Conduct, Ombuds process,
Code for Prevention of Insider Trading and other applicable
statutory matters. The Compliance Committee consists of
Chairman, CFO & Executive Director, CEO & Executive Director,
Senior Vice President-Human Resources, Senior Vice President-
Legal and General Counsel, Chief Risk Officer and Senior Vice
President-Internal Audit. During the financial year 2013-14, the
Compliance Committee met four times and submitted its report
to the Audit Committee for its review and consideration.
Compliance with adoption of mandatory requirements
Your Company has complied with all the mandatory requirements
of Clause 49 of the Listing Agreement.
Non Compliance on matters related to capital markets
Your Company has complied with the requirements of the
Stock Exchange or SEBI on matters related to Capital Markets,
as applicable.
Compliance report on Non-mandatory requirements under
Clause 49
1. The Board – Chairman’s Office & Tenure of Directors
The Chairman of Wipro is an Executive Director and
this provision is not applicable to Wipro. Some of
our independent directors have completed a tenure
exceedinga period of nine years on the Board of Directors
of the Company. In the transition to the Companies Act,
2013, which is effective April 1, 2014, those Independent
Directors who have already served for ten or more years
will serve further terms as per the tenure recommended
by the Board Governance, Nomination and Compensation
Committee and approved by the Board of Directors of the
71
Wipro Limited
Company and other Independent Directors shall continue
to serve as per their original tenure of appointment. In
effect, the transition will be managed by re-appointing
such Independent Directors at the forthcoming Annual
General Meeting for varying periods not exceeding a
maximum of five years.
2. Remuneration Committee
The Board of Directors constituted a Board Governance,
Nomination and Compensation Committee, which
is entirely composed of independent directors. The
Committee also discharges the duties and responsibilities
as described under non-mandatory requirements of Clause
49. The details of the Board Governance, Nomination and
Compensation Committee and its powers have been
discussed in this section of the Annual Report.
3. Shareholders rights
We display our quarterly and half yearly results on our web
site, www.wipro.com and also publish our results in widely
circulated newspapers. We have sent quarterly results by
email to those shareholders who have provided their email
ids. We have also communicated the payment of dividend
by e-mail to shareholders in addition to dispatch of letters
to all shareholders. We will publish the voting results of the
Shareholder meetings and make it available in Company’s
website www.wipro.com and report the same to Stock
Exchanges in terms of Clause 35 of the Listing Agreement.
4. Audit Qualifications
The Auditors have not qualified the financial statements
of the Company.
5. Training of Board Members
The board of directors is responsible for supervision of
the Company. To achieve this, board undertakes periodic
review of various matters including business wise
performance, risk management, borrowings, internal audit/
external audit reports etc. In order to enable the directors
to fulfill the governance role, comprehensive presentations
are made on the various businesses, business models,
risk minimization procedures and new initiatives of the
Company. Changes in domestic/overseas corporate and
industry scenario including their effect on the company,
statutory matters are also presented to the directors on a
periodic basis
6. Mechanism for evaluation: Independent Board members
In line with our corporate governance guidelines,
evaluation of all Board members is done on an annual
basis. This evaluation is lead by the Chairman of the Board
Governance and Nomination Committee with specific focus
on the performance and effective functioning of the Board,
Committees of the Board report the recommendation to
the Board. The evaluation process also considers the time
spent by each of the Board members, core competencies,
personal characteristics, accomplishment of specific
responsibilities and expertise.
7. Whistle Blower Policy
The details of the Ombudsmen process and its functions
have been discussed earlier in this section.
8. Disclosures by the Management
During the year 2013-14, there have been no transactions
of material nature entered into by the Company with
the Management or their relatives that may have a
potential conflict with interest of the Company. None of
the Non-Executive Directors have any pecuniary material
relationship or material transaction with the Company for
the year ended March 31, 2014 and has given undertakings
to that effect.
9. Code for prevention of Insider Trading
We have comprehensive guidelines on preventing insider
trading. Our guidelines are in compliance with the SEBI
guidelines on prevention of Insider Trading.
10. NYSE Corporate Governance Listing Standards
The Company has made this disclosure of compliance with
the NYSE Listing Standards in its website www.wipro.com/
investors/corp-governance and has filed the same with the
New York Stock Exchange (NYSE).
Declaration as required under Clause 49 (I)(D)(ii) of the Stock
Exchange Listing Agreement
All Directors and senior management personnel of the Company
have affirmed compliance with Wipro’s Code of Business Conduct
for the financial year ended March 31, 2014.
Date: June 25, 2014
Sd/-
Azim H Premji
Chairman
72
Annual Report 2013-14
Share Data
The performance of our stock in the financial year is tabulated in Table 15
Table 15 : Monthly high and low price points and volume in National Stock Exchange and New York Stock Exchange for
FY 2013-14 is provided below (Figures from May 2013 reflect share price post demerger of non-IT Business during the year) :
Month
April
May
June
July
August
September
October November December
January
February
March
52796060
Volume traded
NSE
Price in NSE during the month (in ` per share)
35143357 29284600
42427275
57130179
58536556 67042327
36517319
34901988 40263223 27214333 36397458
High
Date
Volume traded
NSE
Low
Date
Volume traded
NSE
454.6
357.35
349
438
483.6
484.45
514.8
492.2
559.2
578.5
603.05
590.5
5-Apr-13
6-May-13 28-Jun-13
31-July-13
30-Aug-13
2-Sep-13 22-Oct-13
18-Nov-13
31-Dec-13 23-Jan-14 26-Feb-14
5-Mar-14
1807534
1148196
1905374
3612568
10846547
2565707
4203415
2331013
704304
2039827
2739680
1679861
330.2
327.65
324.95
343.35
436.4
451.7
470.85
469.8
481.25
540.9
555.2
540.45
26-Apr-13 31-May-13
3-Jun-13
3-Jul-13
1-Aug-13
16-Sep-13 24-Oct-13
27-Nov-13
2-Dec-13
9-Jan-14 13-feb-14 18-Mar-14
1474955
2724191
1473931
972952
1966728
2277103
4739985
1563462
2206937
1637153
1089476
1820785
S&P CNX Nifty Index during each month
High
Low
5930.2
5495.1
6187.3
5944
5939.3
5588.7
6077.8
5742
5742.3
5285
6115.55
6299.15
6317.35
5341.45
5780.05
5989.6
6363.9
6139.1
6345.65
6276.95
6221.45
6073.7
6000.9
6704.2
Wipro Price Movement vis-as-vis Previous Month High/Low (%)
High %
Low %
1.168
-21.28
-21.40
-0.78
-2.32
-0.82
S&P CNX Nifty Index Movement vis a vis
High %
Low %
-0.260
-2.462
4.33
8.16
-4.008
-5.97
25.50
5.66
2.33
2.74
10.41
27.10
-5.52
-7.95
0.175
3.505
6.50
1.068
6.26
4.23
3.002
8.21
-4.39
-0.223
0.288
3.625
13.61
2.437
0.736
2.49
3.45
12.39
-0.28
-1.06
4.243
2.643
-1.082
-1.198
-2.081
-2.656
-0.884
11.71
Graph : 01 Wipro share price movements in NSE compared with S&P CNX Nifty
Relative performance of Wipro Share Vs. S & P CNX Nifty
30
25
20
15
10
5
0
-5
-10
-15
-20
-25
April
May
June
July
Aug
Sept
October
November
December
January
February
March
Wipro Share
S & P CNS Nifty
Month & Year 2013-14
73
Wipro Limited Table 16 : ADS Share Price during the Financial year 2013-14 (Figures from May 2013 reflect share price post demerger of
non-IT Business during the year)
April
7.99
May
7.63
June
7.28
July
8.62
August September October November December
January February March
9.02
10.26
11.1
11.67
12.59
12.94
13.8
13.4
6585.06
6489.12
6408.01
6611.39
6434.26
6713.71
6950.13
7052.24
7250.83
6898.52
7156.51 7233.04
-20.89
-4.506
-4.587
18.407
4.640
13.747
8.187
5.135
7.883
2.780
6.646
-2.899
1.472
-1.457
-1.250
3.174
-2.679
4.343
3.521
1.469
2.816
-4.859
3.740
1.069
Wipro ADS price in
NYSE during each
month closing ($)
NYSE TMT index
during each month
closing
Wipro ADS Price
Movement (%)
Vis a vis Previous
month Closing $
NYSE TMT Index
movement (%)
vis a vis Previous
month closing $
Graph 02: Wipro ADS price movements in NYSE compared with TMT index
Relative performance of Wipro ADS Vs. NYSE TMT Index
April
May
June
July
Aug
Sept
October
November
December
January
February
March
Wipro ADS Price
NYSE TMT
Month & Year 2013-14
20
15
10
5
0
-5
-10
-15
-20
-25
74
Annual Report 2013-14 e
c
i
r
P
e
r
a
h
S
y
t
i
u
q
E
r
e
v
o
e
g
a
t
n
e
c
r
e
P
s
a
t
n
e
m
e
v
o
M
m
u
m
e
r
P
S
D
A
i
4
1
-
3
1
0
2
r
a
e
y
e
h
t
g
n
i
r
u
d
a
i
d
n
I
n
i
1-Mar-14
1-Feb-14
1-Jan-14
1-Dec-13
1-Nov-13
1-Oct-13
1-Sep-13
1-Aug-13
1-Jul-13
1-Jun-13
1-May-13
1-Apr-13
i
m
u
m
e
r
P
S
D
A
o
r
p
W
i
0
6
0
5
0
4
0
3
0
2
0
1
75
Wipro Limited
Other Information
a. Table 17 Share Capital History
History of IPO/Private Placement/Bonus issues/Stock Split/Allotment of Shares pursuant to Exercise of Stock Options, Mergers, etc.
Type of Issue
Year of Issue
Bonus
shares/
Stock split
ratio
Face
Value of
Shares (`)
Shares Allotted
No. of
Shares
Total
Total Paid
Up Capital
(`)
1:3
1:1
1:1
1:1
10:1
1:1
1:1
1:1
2:1
5:1
1:1
2:1
Number
17,000
5,667
22,667
1,500
45,334
92,168
1,843,360
3,686,720
265,105
100/-
100/-
100/-
100/-
100/-
100/-
10/-
10/-
10/-
10/-
Nominal Value
1,700,000
566,700
2,266,700
1,50,000
17,000
22,667
45,334
46,834
1,700,000
2,266,700
4,533,400
4,683,400
4,533,400
9,216,800
18,433,600
36,867,200
2,651,050
92,168
184,336
1,843,360
3,686,720
7,373,440
7,638,545
9,216,800
18,433,600
18,433,600
36,867,200
73,734,400
76,385,450
10/-
10/-
2/-
$41.375
2/-
7,638,545
30,554,180
76,385,450
305,541,800
3,162,500
496,780
6,325,000
993,560
15,277,090
45,831,270
229,156,350
232,318,850
232,815,630
152,770,900
458,312,700
458,312,700
464,637,700
465,631,260
2/- 465,631,260
5,123,632
2/-
931,262,520
10,247,264
698,446,890 1396,893,780
703,570,522 1407,141,044
2/-
2,323,052`
4,646,104
705,893,574 1,411,787,148
1:1
2/- 705,893,574
13,967,119
2/-
1,411,787,148 1,411,787,148 2,823,574,296
27,934,238 1,425,754,267 2,851,508,534
1946
1971
1980
1985
1985
1987
1990
1990
1992
1995
1995
1997
1999
2000
On various dates
(Upto the record
date for issue of
bonus shares in the
year 2004)
2004
On various dates
(Upto March 31,
2005)
On various dates
(Upto the record
date for issue of
bonus shares in the
year 2005)
2005
On various dates
(Upto March 31,
2006)
IPO
Bonus issue
Bonus issue
Issue of shares
to Wipro Equity
Reward Trust
Bonus issue
Bonus issue
Stock split
Bonus issue
Bonus issue
Issue of shares
pursuant to
merger of
Wipro Infotech
Limited and
Wipro Systems
Limited with the
Company
Bonus issue
Bonus issue
Stock split
ADR
Allotment of
equity shares
pursuant to
exercise of stock
options
Bonus
Allotment of
equity shares
pursuant to
exercise of stock
options
Allotment of
equity shares
pursuant to
exercise of stock
options
Bonus
Allotment of
equity shares
pursuant to
exercise of stock
options
76
Annual Report 2013-14 Type of Issue
Year of Issue
On various dates
upto March 31,
2007
On various dates
upto March 31,
2008
Bonus
shares/
Stock
split ratio
Face
Value of
Shares
(`)
Shares Allotted
No. of
Shares
Total
Total Paid
Up Capital
(`)
Number
Nominal Value
2/-
33,245,383
66,490,766 1,458,999,650 2,917,999,300
2/-
2,453,670
4,907,340 1,461,453,320 2,922,906,640
March 26, 2009
2/-
968,803
1,937,606 1,462,422,123 2,924,844,246
On various dates
upto March 31,
2009
On various dates
upto March 31,
2010
2/-
2,558,623
5,117,426 1,464,980,746 2,929,961,492
2/-
3,230,443
6,460,886 1,468,211,189 2,936,422,378
Allotment of
Equity Shares
pursuant to
exercise of Stock
Options
Allotment of
Equity Shares
pursuant to
exercise of Stock
Options
Allotment of
equity shares
to shareholders
of subsidiary
companies
arising from
merger
Allotment of
Equity Shares
pursuant to
exercise of Stock
Options
Allotment of
Equity Shares
pursuant to
exercise of Stock
Options
Bonus issue
2010
2:3
2/- 979,765,124
1,959,530,248 2,447,976,313 4,895,952,626
Allotment of
Equity Shares
pursuant to
exercise of Stock
Options
Allotment of Equity
Shares pursuant to
Exercise of Stock
Options
Allotment of Equity
Shares pursuant to
Exercise of Stock
Options
Allotment of Equity
Shares pursuant to
Exercise of Stock
Options
On various dates
upto March 31,
2011
On various dates
upto March 31
2012
On various dates
upto March 31
2013
On various dates
upto March 31
2014
2/-
6,432,832
12,865,664 2,454,409,145 4,908,818,290
2/-
4,347,083
8,694,166 2,458,756,228 4,917,512,456
2/-
4,178,502
8,357,004 2,462,934,730 4,925,869,460
2/-
3,382,543
6,765,086 24,66,317,273 49,32,634,546
77
Wipro Limited History of Bonus Issue and Stock Split
Year
1971
1980
1985
1987
1990
1990
1992
1995
1997
1999
2004
2005
2010
Ratio
1:3 (Bonus)
1:1 (Bonus)
1:1 (Bonus)
1:1 (Bonus)
10:1 (stock split)
1:1 (Bonus)
1:1 (Bonus)
1:1 (Bonus)
2:1 (Bonus)
5:1 (stock split)
2:1 (Bonus)
1:1 (Bonus)
2:3 (Bonus)
History of Dividend declared for the last sixteen years
Financial Year
1998-99
1999-00
2000-01
2001-02
2002-03
2003-04
2004-05
2005-06
2006-07 (Interim Dividend)
2006-07 (Final Dividend)
2007-08 (Interim Dividend)
2007-08 (Final Dividend)
2008-09
2009-10
2010-11(Interim Dividend)
2010-11 (Final Dividend)
2011-12(Interim Dividend)
2011-12(Final Dividend)
2012-13(Interim Dividend)
2012-13 (Final Dividend)
2013-14 (Interim Dividend)
Dividend amount per share and rate (%)
` 1.50 Per Share (Face value ` 10)
` 0.30 Per Share (Face value ` 2)
` 0.50 Per Share (Face value ` 2)
` 1.00 Per Share (Face value ` 2)
` 1.00 Per Share (Face value ` 2)
` 29.00 Per Share (Face value ` 2)
` 5.00 Per Share (Face value ` 2)
` 5.00 Per Share (Face value ` 2)
` 5.00 Per Share (Face value ` 2)
` 1.00 Per Share (Face value ` 2)
` 2.00 Per Share (Face value ` 2)
` 4.00 Per Share (Face value ` 2)
` 4.00 Per Share (Face value ` 2)
` 6 Per Share (Face value ` 2)
` 2 per Share (Face Value ` 2)
` 4.00 Per Share (Face value ` 2)
` 2.00 Per Share (Face value ` 2)
` 4.00 Per Share (Face value ` 2)
` 2.00 Per Share (Face value ` 2)
` 5.00 Per Share (Face value ` 2)
` 3.00 Per Share (Face value ` 2)
Percentage
15%
15%
25%
50%
50%
1450%
250%
250%
250%
50%
100%
200%
200%
300%
100%
200%
100%
200%
100%
250%
150%
Table 18: Mergers and Demergers
Since the mid - 1990s, Company’s growth has been both organic and through mergers and demergers. The table below gives the
relevant data on such mergers/demergers from the year 1994 onwards.
Merging Company
Wipro Infotech Limited
Wipro Systems Limited
Wipro Computers Limited
78
Merger/Demerger
Merger
Merger
Merger
Appointed Date
1-Apr-94
1-Apr-94
1-Apr-99
Annual Report 2013-14 Merging Company
Wipro Net Limited
Wipro BPO Solutions Limited
Spectramind Limited, Bermuda
Spectramind Limited, Mauritius
Wipro Infrastructure Engineering Limited
Wipro HealthCare IT Limited
Quantech Global Services Limited
MPACT Technology Services Private Limited
mPower Software Services (India) Private Limited
CMango India Private Limited
Indian Branches of Wipro Networks Pte Limited and WMNETSERV Limited
Wipro Yardley Consumer Care Private Limited
Non IT Business of Wipro Limited to Wipro Enterprises Limited
Wipro Energy IT Services India Private Ltd. and Wipro Technology Services
Limited
Merger/Demerger
Merger
Merger
Merger
Merger
Merger
Merger
Merger
Merger
Merger
Merger
Merger
Merger
Demerger
Merger
Table No. 19: Locations or facilities (other than Corporate and Administrative Office)
Appointed Date
1-Apr-01
1-Apr-05
1-Apr-05
1-Apr-05
1-Apr-07
1-Apr-07
1-Apr-07
1-Apr-07
1-Apr-07
1-Apr-07
1-Apr-09
1-Apr-10
1-Apr-12
1-Apr-13
Sl.
No.
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
25
26
27
28
29
30
31
32
Address
6th Floor, S B Towers, 88, M. G. Road
26, Sri Chamundi Complex, (M-2), Bommanahalli, Hosur Main Road
No. 319/1, (Adea Building) Bomanahalli, Hosur Main Road,
Electronics City Phase 1,2,3,4, Keonics Electronic City, Hosur Road
Wipro SEZ, Doddathogur Village, Begur Hobli/ Electronic City,
3rd Floor, Ahmed Plaza, No.38/1&2, Bertenna Agrahara, Hosur Main Road
Pritech Park SEZ, ECO Space, Outer Ring Road, Belandur Village
Wirpo, SEZ, Doddakannelli Village, Varthur Hobli, Sarjapur Road,
146/147, Mettagalli Industrial Area, Mettagalli
111, (CDC-1) Mount Road, Guindy
105, (Sterling Building) Mount Road, Guindy
475A, Shollinganallur, Old Mahabalipuram Road (CDC-2)
475A, Shollinganallur, Old Mahabalipuram Road (WBPO)
ELCOT SEZ, Sy. No. 602/3, Sholinganallur Village,
Mahindra World City SEZ, Kanchepuram District
Ascendas IT Park, Taramani Road,
Infopark SEZ, Kusumagiri Po, Kakanad
1-8-448, Lakshmi Buildings, S. P. Road, Begumpet
Survey Nos. 64, Serilingampali Mandal, Madhapur,
Wipro SEZ, S. No. 203/1, Manikonda Jagir Village, Rajendranagar Mandal, RR District
S. No .203/1, Manikonda Jagir Village, Rajendranagar Mandal, RR District
Wipro SEZ, IT Park, Gopanapally, RR District
Plot No. 2, MIDC, Rajeev Gandhi Infotech Park-1, Hinjewadi
Wipro SEZ, Plot No.31, MIDC, Rajeev Gandhi Infotech Park-2, Hingewadi
2nd , 3rd, 4th Floor, Spectra Building, Hiranandani Garderns, Powai
3rd Floor CIDCO Building, Belapur Railwaystation Complex
Hiranandani SEZ, Hiranandani Garderns, Powai
Serene Properties Pvt, Ltd, SEZ, Mindspace, Airoli
SEZ, Plot No. 1, 7, 8 & 9, Block-DM, Sector-V, Saltlake,
Block-CN 1- V, Sector-V, Saltlake,
Plot No. 2 (P), IDCO Info City, Industrial Estate Chandaka,
City/Country
Bangalore 560 001, India
Bangalore 560 068, India
Bangalore 560 068, India
Bangalore 560 100, India
Bangalore 560 100, India
Bangalore 560 100, India
Bangalore 560 034, India
Bangalore 560 035, India
Mysore 570 016, India
Chennai 600 032, India
Chennai 600 032, India
Chennai 600 019, India
Chennai 600 019, India
Chennai 600 119, India
Chennai 603 002, India
Chennai 600 113, India
Kochi 682 030, India
Hyderabad 500 003, India
Hyderabad 500 033, India
Hyderabad 500 019, India
Hyderabad 500 020, India
Hyderabad 500 032, India
Pune 411 027, India
Pune 411 027, India
Mumbai 400 076, India
Navi Mumbai 400 614, India
Mumbai 400 076, India
Mumbai 400 708, India
Kolkata 700 091, India
Kolkata 700 091, India
Bhubaneswar 751 022, India
79
Wipro Limited Address
City/Country
New Delhi 100 020, India
New Delhi 100 020, India
Greater Noida, India
Haryana-122 015, India
Philippines
Japan
Mexico
Mexico
Mexico
Mexico
Chile
Philippines
Philippines
China
China
China
237, 238 and 239 Okhla Industrial Estate, Phase-III (WBPO)
Omaxe Squire, Plot 13, Jasola
Wipro SEZ, Plot No. 2, 3 & 4 Knowledge Park, Greater Noida, UP
No. 480-481, Udyog Vihar, Phase-III, Gurgoan
Lot-7, Block-2, Corner Arch Bishop Reyes Street and Mindanao St.CEBU Business Park, CEBU
IT Tower
18th Floor Philamlife Tower, 8767 Paseo de Roxas, Makati City, Metro Manila 1226
18th Floor Philamlife Tower, 8767 Paseo de Roxas, Makati City, Metro Manila 1226 Philippines
D2 Tainfu Software Park, Tainfu Avenue, 765, Hi-Tech Zone, Chengdu
F3, bldg 9, Zhangjiang Micro-electronice Port, Shanghai
Unit 50, Level 7, TaiKoo Hui, Tower 1, 385 Tianhe Road, Tianhe District, Guangzhou 510620,
China
Yokohama Landmark Tower 9F and 6F # 911A, Minato-Mirai, Nishi-ku, Yokohama, Kanagawa
427 E. Garza Sada Avenue Local 38-27. Col. Altavista Monterrey, NL, México | C.P. 64840
Regus Puetra de Hlerro Av. Real Acuedcto # 360-A 1st floor, Col.Real Acueducto CP 45116,
Zapopan, Jalisco, Mexico
Av. Santa Fe 495 piso 4 Col. Cruz Manca CP 05349
Ejercito Nacional No. 505 Piso 11 |Col. Granada, C.P. 11520. D.F.
Regus Isidora Avda. Isidora Goyenechea 3000 Piso 24 Las Condes Santiago, Chile
Regus Columbia, Ltda Avenida Chile Carrera 7 No 71 - 21 Torre B, Piso 13 Bogota, Columbia Columbia
35 New Broad street , London, ECM2
Level 2, 3 Sheldon Square, London W2 6PS
G6, S2/S3 Columbia House, Columbia Drive, Worthing BN13 3HD
S10, S11, S12B, Columbia House, Columbia Drive, Worthing BN13 3HD
Unit 12, Charter Point, Ashby Business Park, Ashby-de-la-Zouch Leicestershire LE65 1JF
Kingswood House, 80 Richardshaw Lane, Pudsey , Leeds LS28 6BN
Hemel One, First Floor, Building 1, Boundary Way, Hemel Hempstead, U.K. (England)
Campus 1, Bridge of Don, Balgownie Road, Aberdeen, U.K. (Scotland)
5 Redwood Place, Peel Park Business Centre, Ground Floor West Wing, East Kilbride, U.K.
(Scotland)
Regus, CBX 11, West Wing, 382-390 Midsummer Boulevard, Milton Keynes MK9 2RG
Regus, 1200 Century Way, Thorpe Business Park, Leeds LS15 8ZA
The Business Centre, The Deep, Sammy's Point, Hull, U.K. (England)
Riem Arkadin, Willy-Brandt-Allee 4, 81829 München
Hopfenster, 1D, 24114, Kiel
“BüroHaus auf dem hagen_campus, Richmodstr. 6“BüroHaus auf dem hagen_campus,
Gottfried-Hagen-Str. 44, 51105 Köln, Germany
Germany
Thurn-und-Taxis Str 12, 90411 Nurnberg
Germany
PartnerPort, Altrottstrasse 31, Walldorf, Germany
Germany
4 GmbH, Konrad-Zuse-Platz 1, 71034 Böblingen
Portugal
Rua Engº Frederico Ulrich, 2650, Edifício WIPRO, 4470-605 Moreira, Maia, Portugal
16th Floor, (Millennium Plaza), Al. Jerozolimskie 123a Warsaw 02-017
Poland
Regus, Toulouse Blagna Airpor, 7 Avenue Didier Daurat BP 30044 31702 BLGNAC Cedex, France France
France
2, Rue Marie Berhaut Immeuble Cap Nord A 35000 RENNES
France
Part Dieu 5, Place Charles Beraudier, 69428 Lyon Cedex 03
France
Tour Prisma 4-6, Avenue d'Alsace D+21 Courbevoie
Italy
Pick Centre S.R.L, Via Attilio, Regolo 19, Rome, Italy
Netherlands
Polarisavenue 57 2132 JH Hoofddorp
Netherlands
Wassenaarsweg 22, 2596 CH Den Haag, The Netherlands
Netherlands
High Tech Campus 1 5656 AE Eindhoven - The Netherlands
Austria
Millennium Park 6, A-6890 Lustenau, Austria
UK
UK
UK
Germany
Germany
Germany
UK
UK
UK
UK
UK
UK
UK
UK
UK
Sl.
No.
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
53
54
55
56
57
58
59
60
61
62
63
64
65
66
67
68
69
70
71
72
73
74
75
76
77
78
80
Annual Report 2013-14 Address
Sl.
No.
79
80
81
82
83
84
85
86
87
88
Regus, Twin Towers, Wienerbergstrasse 11, Vienna 1100
Wipro Limited Infopark – Building D. 5.6. 1117 Budapest Gábor Dénes utca 2
Frykdalsbacken 12-14, Stockholm, Sweden
Regus, Helsinki Mannerheimintie 12B, Helsinki FIN-00100
c/o Nokia Siemens Networks Linnoitustie 6, B-building, 4th floor, 02600 Espoo. Finland
c/o Nokia Siemens Networks, Partner Campus Area, Ground Floor, Building B, Kaapelitie 4
(Rusko I) 90620 Oulu
1st Floor, Building B Hatanpään Valtatie 30 33100 Tampere
Veritas, 4060, Kiinteisto Oy Turun Antintalo, Eerikinkatu 15, 20100, Turku
Regus, 26, Boulevard Royal, 2449 Luxembourg
Regus, Ayazaga Mahallesi, Maydan Sokak No 1, Beybi Giz Plaza, Kat 26 & 27 Maslak,
Istanbul 34396
Martin Linges Vei 25, No. 1364, Snaroya, Norway
89
7, Azattyk Ave., Atyrau city, Kazakhstan
90
7, Azattyk Ave., Atyrau city, Kazakhstan (2 Cabins 212 & 213)
91
plug and work AG, Hotelstrasse, Postfach 311, CH-8058 Zürich Airport
92
201 Millers St., North Sydney NSW
93
Level 1, 493 St Kilda Raod, Melbourne Vic 3004
94
Level 4, 80 George Street, Parramatta, NSW
95
Level 4, 80 Dorcas Street, Melbourne, Vic
96
19 Genfell Street, Adelaide SA
97
Unit 1 & 2, 7 Sky Close, Taylors Beach NSW 2316
98
Level 1, The Realm 18 National Circuit, Barton Canberra, ACT 2600
99
Regus -22/69 Ann St, Brisbane QLD 4000
100
101
Level 29, 221 George Terrace, WA - 6000
102 GB Building, 143 Cecil Street, Singapore 069542
103
104
105
106
107
#02-08/09/10, 1 Changi Buiness Park, Crescent, Singapore 486025
#02-02, #02-03,1 Changi Buiness Park, Crescent, Singapore 486025
51 Changi Business Park Central 2, #09-03, The Signature, Singapore 486066
3 Tampines Central 1 , #02-01/02/05, #03-01/04/05, Abacus Plaza, Singapore 529540
Suite G08-09, 2300 Century Square, Jalan Usahawan, Cyber 6, 63000 Cyberjaya, Selangor
Darul Ehsan
16th Floor, Jalan Steson Sentral 5 KL Sentral Kuala Lampur 50470
Level 27, 1 South Sathorn Rd, Tungmahamek, Sathorn, Bangkok 10120
Regus Jakarta Menara Standard Chart€red 30/F Menara Standard Chartered Jl. Prof.
Dr. Satrio Kav 164 Jakarta. 12930. Indonesia
Regus Seoul World Trade Centre; 30th Floor, Trade Tower, 159-1 Samsung-dong, Gangnam-
gu, Seoul 135-729 Korea.
Level 16, Far Eastern Plaza, No. 207, Section 2, Dun Hua South Road, Taipei 106, Taiwan
108
109
110
111
112
113 My Yangon Office No. 42A, Pantra Street, Dagon Township,Yangon, Myanmar
114
115
116
117
118
119
120
121
122
123
124
3300 East Birch Street Brea, CA 92821-6254
11800 Ridge Parkway, Suite 200 Broomfield, CO 80021
905 Weathered Rock Road Jefferson City, MO 65101-1806
728 Heisinger Jefferson City, MO 65109
728 Heisinger, Suite G Jefferson City, MO 65101
2 Christie Heights Street Leonia, NJ 07605
6620 Bay Circle Drive Norcross, GA 30071-1210
11707 Miracle Hills Drive Omaha, NE 68154
2411 West Rose Garden Lane Suite 300 Phoenix, AZ 85027
2005 E. Technology Circle Tempe, AZ 85284
6320 Canoga Ave., Suite 600 Woodland Hills, CA 93167
City/Country
Austria
Hungary
Sweden
Finland
Finland
Finland
Finland
Finland
Luxembourg
Turkey
Norway
Kazakhstan
Kazakhstan
Zürich
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Singapore
Singapore
Singapore
Singapore
Singapore
Malaysia
Malaysia
Thailand
Indonesia
South Korea
Taiwan
Myanmar
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
81
Wipro Limited Address
100 Tri State International, Ste 300A, Lincolnshire Il 60069
500 West Cypress Creek, Ste 570, Fort Lauderdale FL 33309
815 Western Avenue, Ste 300, Seattle WA 98104
5200 Belfort Road, Ste 250, Jacksonville FL 32256
140 Riverside Court Kings Mountain, NC 28086
2700 Gambell Street, Suite 310, Anchorage, AK 99503
3535 Piedmont Road NE, Building 4 and 14, Suites 1400/1550, Atlanta, GA 30305
3575 Piedmont Road NE, Building 15, Suite 600, Atlanta, GA 30305
3565 Piedmont Road NE, Building 4 Suite 500, WT, Atlanta, GA 30305
3565 Piedmont Road NE, Building 4 Suite 400, WBPO, Atlanta, GA 30305
711 SE J Street, Suite 11, Bentonville, AR 72712
75 Federal Street, 14th Floor, Boston, MA 02110
15455 Dallas Parkway, Suite 1450, Addison, TX 75001
129 East Crawford St., Findlay, OH 45840
1080 Eldridge Parkway, Suite 1400, Houston, TX 77077
18001 Old Cutler Road, Suite 651, Palmetto Bay, FL 33157
5201 Blue Lagoon Drive, Pent House Suite 973, Miami FL 33126
South Point Tower, 1650 West 82nd Street, Suite 725, Bloomington, MN 55431
425 National Avenue, Suite 200, Mountain View, CA 94043
810 Crescent Centre Drive, Suite 400, Franklin, TN 37067
Launch Pad - 643 Magazine St, Ste 102 New Orleans, LA, 70130
2 Tower Center Boulevard, Suite 2200, East Brunswick, NJ 08816
1114 Avenue of the Americas, Suite 3030, New York, NY 10110
5020 148th Ave NE Ste 100 Redmond, WA 98052
Sl.
No.
125
126 N56W24879 N Corporate Circle, Sussex WI 53089
127
128
129
130
131
132
133
134
135
136
137
138 One Lincoln Center, 18W 140 Butterfield Road, Suite 395, Oakbrook Terrace, IL 60181-4835
139
140
141
142
143
144
145
146
147
148
149
150
151 Governor Executive Center II, 6256 Greenwich Drive, Suite 425, San Diego, CA 92122
152
153
154
155
156
157 Wipro Limited, Office # 6D, TRV Plaza, 58 Muthithi Road, Westlands, Nairobi, Kenya
158
159
160 Office # 215-220, Building 11, Dubai Internet City, PO Box 500119, UAE
161 Office # 422, Building 4WA, Dubai Airport Freezone Authority, PO Box 54609, Dubai, UAE
162 Office # 3008, 30th floor, Concord Towers Dubai, UAE
163 Office # 06-11, Sharjah Airport International Freezone, PO Box 120462, Sharjah, UAE
164 Office # 16-19, Sharjah Airport International Freezone, PO Box 120462, Sharjah, UAE
165 Warehouse P6-75, Sharjah Airport International Freezone, PO Box 120462, Sharjah, UAE
166 Office No. 214, Buiness vaenue towers, Salam Street, Abudhabi
167 Office #2806, 28th floor, Palm Tower-B, West bay, Doha-Qatar, P. O. Box 32145.
168 Office # 28, KOM 4 Ground Floor, Knowledge Oasis Muscat, Sultanate of Oman
169
170
171 Dar AlRiyadh bilding (Grnd + 2nd Floor)
172
173
174 Orchid business center - Alseef
411, 108th Avenue, NE, 19th Floor Bellevue, WA 98004
100-120 Madison Street, 12th Floor, Syracuse, NY 13202
888 W. Big Beaver Road, Suite 1290 , Troy, MI 48084
601 13th Street 11th Floor South Washington, DC 20004
10th Floor, The Forum, 2 Maude Street, Sandton, Johannesburg
7th Floor, Course View Towers, Plot 21, Yusuf Lule Road, Nakasero, Kampala, Uganda
7th Floor, Mulliner Towers, 39 Alfred Rewane Road, (Kingsway Road), Ikoyi Lagos
Riyadh - AlOlayia
Foad Plaza Bldg, Palestine Street, Al
Jarir Office - 209
Al Tmimme building
City/Country
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
South Africa
Kenya
Uganda
Nigeria
UAE
UAE
UAE
UAE
UAE
UAE
UAE
Qatar
Oman
Saudi Arabia
Saudi Arabia
Saudi Arabia
Saudi Arabia
Saudi Arabia
Bahrain
82
Annual Report 2013-14 City/Country
Address
Sl.
No.
175
176
177
178
179
180
181 Dusseldorferstr 71B, 40667 Meerbusch, Germany
182
Brantford , 1 Market Square, Suite 207, N3T 6C8 Brantford, ON, Canada
TRUST CENTER Splaiul Independentei, nr 319C, sector 6, Bucharest, Romania. Tel +40 21 311 8110 Romania
Romania
City Business Centre Building C, 10 Corolian Brediceanu, Timisoara, Romania, EU
Poland
Arkonska Business Park, ul. Arkońska 6/A2, 2 Floor, 80-387 Gdansk, Poland
Ireland
3rd Floor, Dromore House, East Park, Shannon Free zone, Shannon
Mexico
Lot 4 of Av. Ciencia No. 15, Fraccionamiento Industrial, Cuautitlán Izcalli, Mexico
Germany
UK
Canada
3rd Floor, 2nd Floor, Lower Ground Floor, Ground Floor, Kings Court, First Floor 185 Kings
Road, Reading, Berks RG1 4EX
5090 Explorer Drive, Suite 800, Mississagua, ON L4W 4T9
Sun Life Plaza West Tower 144-4 Avenue SW, Sutie 1600 Calgary, T2P 3N4
Carlos Pellegrini, 581 (Piso 7) 1009 Capital Federal, Buenos Aires – Argentina
João Marchesini street, No. 139 - 5th and 6th floor Post Code: 80215-432 Curitiba/Parana - Brazil Brazil
Brazil
Av. Maria Coelho Aguiar, 215 – Bloco B – 6º. Andar – Jd. São Luis – São Paulo – SP Zip code.:
05804-900
183
184
185
186
187
Canada
Canada
Argentina
CORPORATE GOVERNANCE
COMPLIANCE CERTIFICATE
Corporate Identity No.L32102KA1945PLC020800
Nominal Capital : ` 610 Crores
To the Members of Wipro Limited
We have examined all the relevant records of Wipro Limited for the purpose of certifying compliance of the conditions of the
Corporate Governance under Clause 49 of the Listing Agreement with the Stock Exchanges for the financial year ended March 31,
2014. We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for
the purposes of certification.
The compliance of conditions of corporate governance is the responsibility of the Management. Our examination was limited to the
procedure and implementation process adopted by the Company for ensuring the compliance of the conditions of the corporate
governance.
This certificate is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness with which the
management has conducted the affairs of the Company.
In our opinion and to the best of our information and according to the explanations given to us, we certify that the Company has
complied with;
a)
b)
Clause 2 relating to Remuneration Committee
all the mandatory conditions of Corporate Governance as stipulated in the said Listing Agreement.
The following non-mandatory requirements as per Annexure 1D of Corporate Governance requirement-
(i)
(ii) Clause 3 relating to Shareholders Rights
(iii) Clause 4 eelating to Audit Qualifications
(iv) Clause 5 relating to Training of Board Members
(v) Clause 6 relating to Mechanism for evaluation: Independent Board Members
(vi) Clause 7 relating to Whistle Blower Policy
Bangalore, June 25, 2014
For V. Sreedharan & Associates
Company Secretaries
Sd/-
V. Sreedharan
Partner
F.C.S.2347; C.P. No. 833
83
Wipro Limited
BUSINESS
RESPONSIBILITY
REPORT
Introductory Context
This section provides an overview of Wipro’s sustainability
program for the year 2013-14. This is the third year that we
are including a Business Responsibility Report (BRR) as part of
our Annual Financial Report. The report is a summary of our
sustainability program and must be read in conjunction with
our more detailed sustainability report which is published
separately every year.
Our Sustainability reporting is based on the GRI 3.1 framework
and have been prepared to meet application level “A” based on
a rigorous external assessment for the last six years. In preparing
this overview, while drawing from our GRI reporting experience,
we have largely aligned it with the ‘National Voluntary
Guidelines (NVGs) on the Social, Environmental and Economic
responsibilities of Business” released by the Ministry of Corporate
Affairs in 2011. As per SEBI requirements, as on March 31 2012,
the top 100 listed companies based on market capitalization at
BSE and NSE need to include Business Responsibility reports
as part of their Annual Reports. Sections A to D of the SEBI
suggested reporting framework will be available online at
http://www.wipro.com/investors/annual-reports.aspx. This
section broadly covers section E of the framework.
i. For details of the NVGs, please refer http://www.iica.in/
images/MCA_NVG_BOOKLET.pdf
ii. Our Sustainability Reports can be viewed and downloaded at
www.wipro.com/about-wipro/sustainability/sustainability-
disclosures.aspx
Materiality and Scope:
The scope of this report covers all of Wipro Ltd’s business - unless
mentioned otherwise - and is for the financial year 2013-14 .
The content for this section is driven by the twin pillars of
Stakeholder Inclusiveness and Materiality Determination i.e.
‘Who are our stakeholders’ and ‘What issues are material to them’
The stakeholders, identification of nineteen material aspects
and their relative position in terms of relevance to Wipro and
stakeholders is available at http://wiprosustainabilityreport.
com/materiality-determination.
84
The principal sustainability topics covered in this report
are structured as shown in the table below ; for clarity of
understanding, the corresponding NVG principle against each
topic is mentioned.
Sustainability Dimension
Sustainability Dimension
NVG Principle(s)
Stakeholder Engagement
Corporate Governance
Human Capital – People
Engagement at Wipro
Ecological Sustainability
Value Chain Sustainability
Education and Community
Advocacy and Outreach
4
1
3, 5 and 4
6
2 and 9
8
7
Stakeholder Engagement
Management Approach: Our eight sustainability stakeholders
are: Customers, Investors, Employees, Suppliers, Government,
Education Partners, Community Partners and Future
Generations. What follows is a brief contextual explanation
for each stakeholder.
At Wipro, we have always viewed our Customers, Employees
and Investors as strategic partners and stakeholders. Over
the last decade, our programs in education and community
care have brought us in close engagement with two new
stakeholders – Partners in the Education Ecosystem and
Proximate Communities. While the IT services industry model
does not necessitate a deep supply chain, the rapid expansion
of this sector in the last two decades has resulted in a variety
of ancillary services e.g. bus transport, housekeeping, canteen,
security. Services Suppliers and Contractors have thus become
critical stakeholders for our operations.
Annual Report 2013-14 Wipro engages closely with Government on policy advocacy,
both through industry networks as well as directly. The
principal areas of engagement relate to energy, water, e-waste,
education policy and the recent CSR rules under the Companies
Act 2013.
We think that the future must inform our thinking and actions
on sustainability more than anything else, as otherwise our
vision will stop short of being truly sustainable; therefore, our
eight stakeholder is Future Generations. While this stakeholder
group may not have a tangible and real face to it, we try to
use them as an anchoring guide for our thinking and actions.
The summary representation of our eight stakeholders, the
modes and frequency of our engagement with them and
the major issues of engagement that have emerged over a
period of time are available at http://wiprosustainabilityreport.
com/summary-stakeholder-engagement of the 2012-13
Sustainability Report for IT business.
Corporate Governance
An organization’s economic and social license to operate depends
on the soundness of its governance and management practices.
The visual below showing the organizational architecture of
Wipro illustrates this point – most of the boxes reflect a long-
term orientation that a company needs to assiduously build and
ingrain into its DNA.
Governance and Management Architecture at Wipro
Strategic
planning
Operational
Planning
Regular reviews by
Board and CEC
PEOPLE
Continuous
learning
Empowered
workplace
Leadership
development
Diversity &
Inclusivity
POLICIES
People
Environment
Health,
Safety
Information
Security
Procurement
PROCESSES
Talent
Supply
Chain
Global
Delivery
Model
Wividus
Backoffice
Continuous
Internal
Audit
Governance
• Enterprise
Risk Management
• COBC
• Ombuds-process
• Board governance
• Internal Audits
Practices
• Innovation
• Quality
• Customer Advocacy
• Global Transformation
• Knowledge
Management
• Business Process
Management
Sustainability
• Resource And
Cost Efficiency
• Ecological footprint
reduction
• Education and
Community
• Transparent disclo-
sures
Sustainability Governance
The centrality of Sustainability to Wipro’s vision and outlook
is reflected in the commitment and engagement with
sustainability issues by Wipro’s leadership team, starting with
our Chairman. The Chief Sustainability Officer (CSO) who carries
overarching responsibility for our sustainability charter reports
to the Chairman and is part of the Corporate Executive Council,
the senior most executive body in the organization. The strength
of our sustainability governance is also derived from the fact
that multiple functions see themselves as key stakeholders
in its success; among these, the Global Operations team, the
People Function, the Investor Relations team and the Legal team
play a major role in several of the programs. The sustainability
program is reviewed on a quarterly basis by the Chairman and
the Corporate Executive Council.
For other details on Corporate Governance – including the
governance structure, mechanisms, composition of board, board
sub-committees, etc - please refer to the Corporate Governance
section of this Annual Report
Code of Business Conduct
Wipro has a corporation wide Code of Business Conduct (COBC)
that provides the broad direction as well as specific guidelines
for all business transactions. The emphasis is on human rights,
prevention of fraudulent and corrupt practices, freedom of
association, elimination of child and forced labor, advertisement
and media policy, avoidance of conflict of interest, prevention of
sexual harassment and unyielding integrity at all times. The COBC
is applicable to all business practices and employees, contractor
employees and consultants. An updated COBC was launched
in 13-14, with emphasis on readability and key tenets being
made accessible through a Q&A format. The updated code can
be accessed at http://www.wipro.com/Documents/investors/
pdf-files/code-of-business-conduct.pdf. The COBC is socialized
at multiple points of an employee’s lifecycle - it is first covered
as part of the induction program of new hires and subsequently,
every employee has to take an online test annually to assert his
familiarity with the tenets of the COBCE. We have a zero tolerance
policy for non compliance with the non-negotiable aspects of
COBC e.g. child labor, anti-corruption etc.
The Ombuds-process
Having a robust whistleblower policy that employees and other
stakeholders can use without fear or apprehension is a sine non
qua for a transparent and ethical company. Wipro’s Ombuds-
process is designed to be this and more. It allows and encourages
any affected stakeholder to report breaches of the COBC and any
other matter of integrity to the concerned Ombuds-person. In
conjunction with the Prevention of Sexual Harassment policy,
the Ombudsprocess provides a strong framework of assurance
and protection to women employees.
In Wipro, our General Counsel is also the Chief Ombuds-person
who works with designated Ombuds-persons in each
85
Wipro Limited Business Unit. The process ensures confidential and anonymous
submissions regarding (i) questionable accounting or auditing
matters, the conduct of which results in a violation of law by
Wipro (ii) substantial mismanagement of company resources
(iii) Any instance of sexual harassment or any other form of
discrimination (iv) Any violation of human rights as articulated
in the COBC and as per the principles of the U.N.Global Compact.
In 2011-12, the Ombuds portal was upgraded with a 24/7 multi-
lingual hotline facility for ease of access in logging concerns as
well as access via web at www.wipro.com. In 2013-14, a total
of 787complaints were received via the Ombudsprocess and
the action taken cases as of March 2014 was 95%. Based on self
disclosure data, 68% of these were from employees and the
balance were mainly anonymous and from other stakeholders
like vendors and customers.
Human Capital –
People Engagement at Wipro
Management Approach: In the past year, our people function
effort has been shaped by a context of change, organizational
design adjustments and a greater need for agile talent
management. Our talent management effort has focused
on building deeper skill in specific capability areas as well as
more robust, integrated processes for greater effectiveness. We
have concentrated efforts on specific, high-impact areas that
are more critical to strategy and results, such as managerial
effectiveness.
Our efforts have helped us enrich the talent life-cycle. One key
reason for this is our values-based culture; the Spirit of Wipro
values weave the thread that ties all Wiproites together and
also shapes leadership behavior. We seek employee feedback
on the Spirit of Wipro values in our Employee Perception Survey
as well as in our Wipro Leaders’ Qualities 360-degree leadership
competency feedback process.
Over a period of time, we have realized the need to articulate
specific behaviors aligned with our values that will unite us
as Wiproites, and help us stand differentiated in the market
place. During 2013-14, we introduced a set of Tenets that
are easy to incorporate in day to day decision making and
operations. Tenets bring out the behavioral essence of how a
Wiproite committed to win in the market place in the right way,
can approach customers, peers, team members. Tenets stem
from our aspiration to focus on a global mind set and apply
innovation at work through speed, simplicity and excellence.
The Tenets were introduced by the CEO and his leadership
team via the companywide blogs that are run and read by
all Wiproites. The tenets have also been incorporated in our
Wipro Leaders’ Qualities feedback process that covers nearly
86
20,000 leaders in across middle to top management levels.
Advocacy around the tenets takes place by the CEO during
the quarterly Wipro Meets engagement platform, as well as
through well-structured workshops that have been rolled out.
The intent is for all employees to participate in these workshops
over the next year or two.
Across countries and business units, it is our endeavor to align
our policies and actions around talent management, wellbeing
and Diversity and Inclusion with globally accepted standards
and country specific law. Our people practices are shaped by
the Spirit of Wipro values, Code of Business Conduct and Ethics,
as well as principles of the U.N. Global Compact, U.N. Universal
Declaration of Human Rights and International Labour
Organization. In addition, our India policies are aligned with
the National Voluntary Guidelines. All employees are entrusted
and empowered to highlight concerns and grievances via
the Ombuds process and Prevention of Sexual Harassment
Committee. Custodians and representatives of these processes
also create awareness and insight through mailers, posters and
other modes of communication.
Wiproites around the world
Wipro’s employee strength, as on March 31, 2014 was 133,425
which comprises 31% women employees. Our global workforce
across 59 countries comprises employees from 101 nationalities.
At overseas locations (outside India), 40% of the workforce is
comprised of local nationals.
Our workforce strength including permanent and non-core
workforce was over 159,000. Permanent employee attrition for
2013-14 closed at 15.4%
Permanent Employee Strength - Wipro Ltd.
Distribution by entity
Male
Female
Total
Wipro Technologies
Wipro Infotech
Wipro BPO
Wipro Eco Energy
60047
28103
13275
2686
18861
10113
271
69
88150
15961
28974
340
Total
92454
40971
133425
Employee Engagement and Empowerment
Effective engagement fosters a culture that is participative;
this helps bring employees and leaders closer together on an
open platform and also reinforces a culture of transparency
and ownership. During 2013-14, our engagement programs
were more strongly positioned in alignment with our overall
people strategic drivers. Apart from company and business
level engagement platforms such as ‘Wipro Meets’ and All
Hands Meets, HR practitioners and business leaders also drove
customized team and individual engagement initiatives targeted
at specific stakeholder groups, to create higher impact.
Annual Report 2013-14
Engagement targets are important performance criteria for our
HR practitioners and achievement on these is monitored and
reviewed regularly.
Awareness and education on relevant and critical aspects of
human rights is a key component of our engagement effort.
This includes training and certification on our Code of Business
Conduct (COBC), Diversity and Inclusion, and Prevention of
Sexual Harassment. These training courses are global in design
and reach, and available to all employees via an online e-learning
platform. They cover all critical aspects of ethical conduct,
sensitivity and workplace behavior. Certification on COBC and
Diversity and Inclusion is mandatory for all employees, and
completion levels are at 96% and close to 54,000 employees,
respectively.
Employee Advocacy Group (EAG)
The Employee Advocacy Group (EAG) is a 120+ member
representative group managed by Wiproites to voice employee
suggestions. EAG Members are selected amongst employees with
the objective to hear out employee ideas and recommendations
to improve company policies and processes. The EAG was
formed in Sep 2011 with the twin objectives of - channelizing
feedback on existing policies and practices, and also reviewing
new policies before launch, wherever feasible. Since inception,
the EAG has received about 5095 suggestions. During 2013-
14, 1963 suggestions were received from employees. Themes
relating to HR and people processes, recruitment and training
account for approximately 50% of the total suggestions
received. Suggestions are screened by the EAG team and
then by functional SPOCs. The EAG then discusses shortlisted
suggestions with Function Heads, and implements them in
collaboration with functions. The team has also led specific
improvement projects such as a revamp of the performance
management system and leave policy.
W H A T
I S
E A G ?
• 120+ member representative group
• Voice your ideas regarding improvements in processes
and company policies
• Suggest and change for the better
• Suggestions and solutions by fellow Wiproites
Connect with EAG on
myWipro > My Forum > Employee Advocacy Group
*Information Systems, Infrastructure Management Group,
Information Risk Management and Policy Compliance
**Business Operations, Workforce Management Group and
Overseas Operations Cell
Employee Advocacy Group – Status of Suggestions
Suggestion Status
No of
Suggestions
%
Distribution
Under consideration by EAG
Closed via Clarification
Work-In-Progress
Implemented
Total
341
1447
130
45
1963
17.37%
73.71%
6.62%
2.29%
100.00%
During 2013-14, the EAG selection process invited employees
to volunteer to join the EAG team, which was well-received. This
spirit of volunteerism is also evident in employee participation
in various Wipro Cares initiatives.
Employee Perception Survey (EPS)
Employee Perception Survey is a key source through which we
judge the engagement and satisfaction levels of our employees.
Conducted once in every 2 years, its findings have always been
tracked with a keen eye and the identified room for improvement
is taken up for action in earnest.
Overall participation for IT business was at 65%, an increase
of 5% over EPS 2011. While the overall engagement score
registered a dip over the 2012 EPS Pulse (mini-survey), almost
all individual levers of satisfaction showed an improvement.
Diversity, Team, Wipro Values and Customer Focus continue
to be the top strength areas, while Work Life Balance, Training
& Development, Role/Job and Senior Executive have emerged
as top areas of improvement. Parameters that were identified
as improvement areas in EPS Pulse 2012, such as manager
capability and internal business process, showed the most
improvement. As next steps the action planning at organization
and business unit level is currently underway with the leadership
and functional teams.
Employee Advocacy Group – Suggestions – Function wise
Wipro BPO Engagement Index
Functions
EAG Distribution
HR, Recruitment, Training,
Wividus
Facilities & Security
Information Systems &
related functions*
Business Operations & related
functions**
Finance, Marketing, Quality
Total
50.43%
23.89%
10.49%
11.41%
3.77%
100.00%
Wipro BPO launched the Engagement Index (EI) in 2010, to
enhance engagement effectiveness for first level and mid-level
people managers from business across operations. Managers
own engagement targets for engagement and retention of
talent, reward and recognition and fun-at-work; performance
data is tracked and translated into an EI score for each
manager. Over the years, EI has been internalized as an integral
responsibility of people managers and is linked to their variable
pay as well. Engagement Index achievement levels for 2013-14
closed at over 90%, consistent with 2012-13 levels.
87
Wipro Limited
Launch of WBPO’s Integrated Employee Support Centre
(IESC)
In order to reinforce our strong commitment for quicker query
resolution and enhanced employee care, WBPO introduced the
Integrated Employee Support Centre (IESC) in 2013. The IESC is
a 24x7 helpline which is a one stop solution for employee queries
and clarifications on HR, Payroll and Transport services. Since
inception, 68% of queries have been resolved during the first
call to the center. IESC manages approximately 6000+ transport
queries and 300+ HR and Payroll queries on a daily basis.
Reward and Recognition
The ‘Winners Circle’ is a rewards program for recognizing and
encouraging excellent performance. The program enables
managers to easily announce incentives and prizes, in the form
of ‘reward points’. Winning employees have a wide array of prizes
to choose from.
The ‘Best People Manager Award’ is one of the most coveted
awards in the organization. These awards recognize managers
who have engage, motivate and retain their teams via best
practices. Every year, winners of this award are felicitated by the
Chairman, IT businesses CEO, Business and Functional heads.
personal lives. This sense of inclusion has fostered greater
flexibility and innovation and given us a competitive edge.
This is reflected in our Employee Perception Survey scores, in
which Diversity features as one of the top 5 levers that impacts
engagement. Diversity awareness is now a mandatory e-learning
module and also a key component of new employee assimilation.
Our Diversity and Inclusion program is multi-dimensional
and comprises four pillars – Gender, Persons with Disabilities,
Nationalities and Socio-Economic background.
‘Women of Wipro’ (WoW) - Wipro’s Gender Equity program
‘Women of Wipro’ has spearheaded several programs to enhance
capability building, capacity building and retention of talented
women employees at Wipro.
Women of Wipro Themes and Actions: WoW follows a
customized approach aligned with the different life-stages
of women professionals. The program is geared to enhance
balance, growth and support. The themes of Exposure,
Flexibility and Empowerment address the specific needs and
complexities of each life stage, and improve effectiveness around
Career Development, Talent pipelines, Engagement, Innovation
and Manager Effectiveness.
Freedom of Association
Key Highlights of 2013-14:
At Wipro, we respect employees’ right to form or participate
in trade unions. A small percentage of the global workforce is
part of registered trade unions and work councils. A section
of employees in Germany, Finland, Sweden, France, Austria,
Romania, and Australia are part of these bodies. The HR function
meets these groups every month to consult on any changes
that can impact work environment and terms and conditions.
Responsible People Supply Chain - Contract Employee
Engagement
At Wipro our people supply chain is a key enabler for running
critical business and functional processes. Skilled contract
employees form an integral part of our projects across the IT
business. Additionally, we have non skilled contract workforce
in functions such as Security, Housekeeping and other support
functions. Supplier contracts carry clear expectations related
to human rights aspects, aligned with our Supplier Code of
Conduct.
The Partner Employee Engagement in our Global Infrastructure
Service business completed its fourth year, with continued focus
on building an engaged and motivated contract workforce.
Diversity and Inclusion – The Paradigm Shift
At Wipro, we are committed to being an equal opportunity
employer. Our Diversity & Inclusion program was formally
established over five years ago and is today seen as a key
cultural driver. It seeks to create a supportive and understanding
environment that enables our employees to deliver their best
at work and strike a balance between their professional and
• The percentage of women employees crossed the 30%
mark. At the inception of the program, women comprised
23% of the workforce. This now stands at 31%.
• Women of Wipro Speaker Sessions crossed the 20-sessions
threshold. Speaker sessions are powerful interactive events
that connect Wipro employees with women holding top
management positions in global organizations, in a highly
interactive format.
• The third batch of the Women in Leadership Mentoring
program was initiated. The mentoring program brings
together high-potential women employees with mentors
from senior and top management. Around 200 high-potential
women have participated in the first two batches. The
program has received excellent feedback and various industry
accolades.
• An in-house research survey was commissioned to identify
current Gender Equity perspectives and focus areas, to give
renewed shape to our gender equity effort. Over 1500 women
employees participated in the survey. The research findings
were supplemented by ‘vital signs’ analysis on gender ratios
across key performance metrics, to identify key actions for the
current year.
International Women’s Day Celebrations 2014: Theme of
•
Celebrating Learning through Partnerships.
Persons with Disabilities (PwD) Program
The Persons with Disabilities completed 5 years in 2013-14. Our
Persons with Disability framework focuses on 6 key themes of
88
Annual Report 2013-14 Policy, Accessible Infrastructure, Accessible Information Systems,
Recruitment, Training and Awareness.
launched at our Mysore facility. The team is currently working
towards a Wipro wide launch of the same.
The year 2013-14 saw significant focus on recruitment with 40
people hired across various Wipro entities and Wipro Limited
Business Unit. As of March 31st, 2014 the PwD count was 455.
In addition, 15 campus offers were extended as part of the FY
14-15 hiring process.
Over 87 of our intranet applications and Wipro.com website
are now accessible, complying with WCAG2.0 guidelines. This
effort is supported by a specially trained team of engineers
and Subject Matter Experts. Accessible infrastructure at our
campuses includes hand rails, ramps, lifts, designated parking
spaces and customized workstations. Technology assistance
is available in the form of modified laptops, voice activated
programs and other assistive applications. For those working in
shifts outside of regular working hours, cab services with escort
are made available. Persons with disability voluntarily declare
their disability through a Self-Identification Form ensuring
complete transparency.
Key Highlights of 2013-14:
• Sign language interpretation was introduced for all key
employee communication and Wipro Webcasts.
• Wipro Kinesics, a sign language learning portal was
• Launching D&I classroom training for campus hires: 47
campus hires attended training sensitivity building on D&I
and on creating accessible software.
• Wipro conducted the digital accessibility web chat for the
IT-BPM industry under the aegis of NASSCOM.
• Our initiatives in the space of persons with disabilities
charter was featured on CNN-IBN.
• Wipro sponsored two sportspersons for the Para Table
Tennis Thailand Open 2013 that was held in Bangkok.
During 2013-14, we also participated in industry research and
advocacy on key D&I themes. We continued our engagement
with external stakeholders where we hold advisory board / core
committee positions, namely Catalyst, NASSCOM and CII.
Employee Health and Safety
Wipro has made efforts to ensure that all aspects of an
employee’s life are positively influenced whether it is physical,
mental or emotional well-being. We view employees as complete
individuals and this is reflected in our approach towards
workforce security, health and safety measures, comprehensive
medical policies, fitness and family inclusive initiatives.
Employee Health and Well-being – 2013-14 highlights:
Mitr completes 10 years. Our Employee Assistance program (EAP) for emotional counseling as well as specialist legal and financial
advice in India has grown over the years and touched many lives. Mitr enables employees to reach out to trained counselors to
discuss and share their thoughts on any issues in their personal or professional life which could be affecting them in any way.
During 2013-14, 568 employees availed the Mitr offering through face-to-face sessions, mails and telephonic conversations
Observation of National and International events: A host of activities held at various locations to observe and celebrate World
Environment Week, World Earth Day, World Water Day, National Safety Day and International Day for the Preservation of the
Ozone Layer.
Health and Wellness program:
• Our Fit for Life wellness initiative for employees was sustained via wellness sessions, a customized newsletter and
communication via mailers.
• The “Parent to be” program launched in 2012-13 was well received, with over 1500 enrolments till date.
• The pre-employment medical check-up was changed to a joining benefit for new employees, as part of a more inclusive
and proactive approach to employee health awareness and management.
• Medi-Assist Healthcare services carried out assessments of our Occupational Health Centers at all major locations. Available
at 22 locations across India, these Occupational Health Centers provide amenities ranging from basic First Aid to emergency
care units.
Integrated Risk Assessments were carried out to identify and mitigate workplace accidents and other incidents. Employees,
•
service providers and other stakeholders participate in these.
• Employees participated in events such as Food Safety programs, Ergonomic sessions and medical consultations with
specialist doctors.
• As part of a comprehensive training and preparedness approach, functional teams were trained on Health & Safety, Safe
Transportation, Hospitality, Security and Technical and Soft skills.
89
Wipro Limited Wipro Benefits Fest:
• A comprehensive advocacy and awareness program held across locations, to assist employees in selecting and availing
Wipro’s wellness and benefits offerings.
• Complete coverage of Medical and Insurance benefits, Health check-ups and Immunization camps, Parent to-be program,
Benefits walk-through, Retirement Planning and other Health Care services.
•
Includes on-ground events such as Vaccinations, Eye check-ups and Diet consultations, as well as online events. Nearly
8500 employees participated in on-ground events across locations during 2013-14. Close to 4500 employees availed medical
check-ups and nearly 4000 participated in floor-walk events.
Employee Safety:
• Scheduled programs held across locations on emergency response, mock evacuation drills, violent action drills, life saving
techniques and gender sensitization.
• Cab pickup and drop facility for women employees travelling late in the night or early morning.
• Women of Wipro committees were formed to discuss concerns and suggestions on women’s safety.
• Women Employee Security Awareness and Self Defense sessions conducted across locations.
• Fire Safety Week was observed, with chats with senior fire department and National Disaster Response Force officials and
demonstrations by their teams.
• Vehicle based Quick Reaction Teams deployed in Sarjapur, Pune, CDC and GNDC to ensure safe commute and extend help
during emergencies.
• Help extended to employees outside the campus for police support and in case of medical emergencies
• Women contract employees on service provider rolls at our Greater Noida facility were provided safe commute in Wipro
cabs.
• On-going advocacy via event such as the Security Awareness month, online quiz and ready access to Emergency Response
team member details on the intranet.
Kids@wipro: Wipro’s family inclusivity program continued to spread it wings with many innovative workshops. New kids@wipro
chapters were started in Hyderabad and Chennai. The initiative is now becoming thematic and focuses on life skills and programs
that build empathy towards all living beings and a respect for the environment and society. Some interesting themes covered
were dog bite prevention, using tablets constructively and recycling.
Learning and Development at Wipro
In the last year, we also strengthened our focus on developing
specialist frameworks and initiatives for deep-technology
experts and domain specialists. This would be a primary focus
area for us during 2014-15.
At Wipro we aim to provide learning avenues to our employees
which help them develop professionally. Career Development,
Leadership Development program, industry centered cutting
edge technology and domain programs prepare an individual to
perform better and manage transitions into new roles. In 2013-
14, over 23,000 technical, behavioural and leadership programs
were delivered across the organization. In addition, employees
availed learning opportunities via e-learning, knowledge
management workshops and customized trainings on project
management, domain expertise and other specialist areas.
90
Annual Report 2013-14 New Initiatives in 2013-14
Sustained Focus – continued from previous years
UPSCALE –Uplift your Skills and Competencies through
Accelerated Learning
UPSCALE aims at multi-skilling our workforce on a cluster of
technologies. It is a proactive strategy to up-skill the workforce
in the areas where we foresee a demand. About 7500 employees
have already completed this program and another 10,000 have
enrolled to the program.
Learning Networks: Learning Networks is a mentoring platform,
launched in 2013. It is a social learning tool which provides a
focused learning opportunity to employees to learn and share
on specific areas. It aids employees to network which is essential
to build a culture of collaboration, and also create a sense of
belongingness. This unique learning concept has two features:
one-to-one and many-to-many mentoring. We have over 1000
mentors, 2000 mentees registered with Learning Networks, and
over 150 mentoring connections.
Career Hub: An integrated online career development platform
that provides information on all career paths and roles, and
empowers employees to prepare themselves to reach their
career goals. Over 5200 employees have selected their aspired
roles through the tool and are working towards reaching their
goals.
The Micro MOOC (Massive Open Online Course) initiative
introduces short, self-driven and self-paced learning modules.
This supports regular classroom learning with pre-program,
In-between program modules, and post-Program learning
opportunities, and makes learning more accessible anytime,
anywhere. This past year, we introduced 4 modules that helped
employees make an informed choice of selecting and attending
the longer classroom capsules
Advanced Video Suite (AVS) launched by WBPO. AVS is a video
library of 50 short videos (7-10 minutes each), covering key
aspects of customer centricity and communication, such as
articulation, dead-air-management and coping with night shifts.
Manager Excellence Framework
Manager capability building was identified as a specific
area of focus, after the 2011 EPS. The Manager Excellence
Framework was launched in Oct ’12. Today the framework is
an institutionalized initiative leveraged to provide necessary
tools to managers for their development, aimed at enabling
self-development as a way of improving people manager
effectiveness. The framework includes tools designed to
address learning needs of the manager through feedback
(manager insight survey), training (process workshops), self-
study (manager resources) and mentoring (Learning Networks).
The framework is a non-mandatory offering and adoption
statistics of the last 1.5 years indicate that it has gained wide
popularity:
• Manager Insight Survey – 3393 surveys
• Process Workshops – 4984 managers covered
• Manager One on One Discussion – 1400+ discussions
• Manager Excellence Resource Centre (initiated in August
2013) – 1500+ users
Wipro’s flagship WASE (Wipro Academy of Software Excellence)
continued, with 1347 new enrolments. Our WiSTA (Wipro
Software Technology Academy) program received 692 new
enrolments. In both programs, students receive technical
and academic inputs as well as the opportunity to apply their
learning in live projects.
Our Project Readiness Program (PRP) for campus hires, WASE
and WiSTA students was enhanced with the ‘Online Project
Campus’ initiative. This initiative enabled our engagement with
over 10,000 new campus hires prior to their joining Wipro. The
initiative provides online self-learning of key concepts. The
PRP curriculum of over 70 technology streams was also better
aligned with our technical Unified Competency Framework to
accelerate the learning of entry level talent.
Learning in the Wings: is an experiential-learning based
initiative that brings learning to the workplace, in the form of 3-4
hour modules that entire project teams can attend all-together.
These modules help accelerate learning key skills on the job,
such as collaboration, innovation and emotional resilience.
The initiative was introduced in 2012 and covered over 1200
employees across India locations in 2013-14.
Wipro BPO’s SEED academic program: SEED continued to
provide access to a range of courses in Management and
Information Technology, via classroom, e-learning and self-study
modes, as well as 24x7 online access via a SEED portal. Since
2004, SEED has enabled over 6000 WBPO employees shape
and transform their careers, with 600 enrolments in 2013-14.
91
Wipro Limited Ecological Sustainability
Management Approach:
Ecological sustainability is a cornerstone of our charter and a
major driver of our key programs. Our approach is built on the
pillars of Energy efficiency, GHG mitigation, Water efficiency
and Responsible Water management, Waste management,
Biodiversity and Product Stewardship.
The increasing centrality of issues like climate change and
water stress in the last few years has led organizations to
look beyond their boundaries. While internal business drivers
like resource efficiency, waste management and pollution
mitigation have been the primary levers of any corporate
environmental program for many now, organizations have
come to realize that in order to make a real impact at a larger,
systemic level, one can no longer ignore the externalized
costs of ecological damage. The responsible water program
and community programs on waste are two examples of
such programs.
What follows is a brief articulation of our programs on Energy
and GHG mitigation, Water, Waste and Biodiversity
Scope of Reporting:
India: All 68 locations, the majority of operations is from 29
owned locations representing 88% of our workforce.
Overseas: 83 locations, which includes 8 customer data centers.
Nearly all of the office locations overseas are leased.
Management system:
We have been following the guidelines of the ISO 14001
framework for more than a decade now as one of the
cornerstones of our Environmental Management System (EMS).
19 of our campus sites in India and 2 in Australia are certified to
the standards of ISO 14001:2004.
Energy:
Goal(s)
To Reduce the Scope 1 and Scope 2 GHG intensity of Wipro’s
operations by 45% over a 4 year period : from 2.42 MT per
employee in 2010-11 to 1.3 MT per employee by 2014-15,
translating into a net reduction of nearly 60,600 tons for Wipro
IT business. This target applies to all of our campus facilities
and offices
Absolute Emissions
The below dashboard provides a summary of our Global
carbon emissions intensity for Office spaces - from Scope 1
(emission from direct energy consumption, like fuel) and Scope
2 (emissions from purchased electricity). The figures are the
net emissions for all years, after considering zero emissions for
renewable energy procured.
92
.
q
e
2
O
C
s
n
o
T
The total energy consumption, electricity and back-up diesel
generated, for office spaces across all global operations in IT
is 325 Mn Units. Data centers, India and overseas (USA and
Germany) contribute to another 77 Mn units.
Note: Actual GHG intensity for 2013-14 would be lower, at 1.69, if one considers
the same grid emission factors used for 2012-13 (CEA Ver 8 report, Report released
in Jan 2013).
Office Space Energy Metrics
Energy efficiency measures contributed to a 5.2 % decrease
in office space energy intensity from 2952 to 2799 units
per employee per annum. This is primarily from (a) energy
optimization measures ,retrofit of older equipment with more
energy efficient equipment and consolidation of operations
Annual Report 2013-14
accompanied by a transition from leased to owned facilities
with the resulting increase in overall utilization of office space
and better quality of maintenance operations (b) Increase in
share of renewable energy from 19% to 22% of the total office
energy consumption.
However the emissions intensity has decreased by only 2%,
compared to intensity reduction rates of 7 to 9% in earlier years.
This is largely due to significant change in the emission factors
of the Indian Grid ; for example the emission factor for the south
grid, where the majority of our operations are located in India,
has increased by nearly 12% compared to last year – from 0.76
Kg/KwH to 0.85 Kg/KwH. According to the latest report from
the Central Electricity Authority of India (Ver 9, Jan 2014), this
is primarily for two reasons: the higher share of coal based
generation relative to natural gas and lower share of hydro
power related to lower water availability in the southern grid
region. The emission intensity reduction would have been 8%
if we had considered the earlier emission factors report (CEA
Ver 8, Jan 2013).
Since 2007, we have been working on a server rationalization and
virtualization program, through which we have decommissioned
old physical servers and replaced the processing capacity with
virtualization technology on fewer numbers of servers. As of
March 2014, we have 1990 virtual servers running on 117 physical
servers – contributing to an energy savings of approximately 8.7
Million units annually, an increase of 10% over the previous year.
RE procurement:
For the reporting period of 2013-14, we procured 71 Mn units of
Renewable energy through PPAs (Power Purchase agreements)
with private producers, which contributed to approximately 22%
of our total office space energy consumption in the IT business.
The study that we commissioned along with an external
consultant to map our consumption and expected growth
pattern for each of our location in India, and identify suitable
medium to long term energy sourcing has been completed. The
recommendations for longer term strategic power procurement
are being implemented across various states.
GHG Mitigation Strategy
Captive RE:
Our five year GHG mitigation strategy consists of three key
elements – Energy Efficiency, Renewable Energy (RE) Purchase
and Captive RE ; of this, RE procurement will contribute the
maximum, 80% share to GHG emission mitigation strategy.
The pilot rooftop Solar PV installations at 3 of our campuses
followed by extensive use of solar water heaters in our guest
blocks and cafeterias have resulted in equivalent savings of 1.6
Mn units of grid electricity.
GHG Mitigation Approach
A summary of our Scope 3 emissions (other indirect sources ) is
provided below. Out of the 15 categories of scope 3 reporting
as per the new GHG corporate value chain standard, we are
presently reporting on 9 of the 12 applicable categories..
Energy Efficiency:
Over the preceding five year period, we have implemented
a variety of energy efficiency measures . We were one of the
early adopters of Green Building Design with 19 of our current
buildings certified to the international LEED standard ( Silver,
Gold, Platinum) .
93
Wipro Limited The table below shows the extent of coverage across our operations for the major Scope 3 categories
Scope 3 Emissions Category
Applicability
Current Reporting, Coverage within IT business
Upstream scope 3 emissions
Purchased goods and services
Capital goods
Fuel- and energy-related activities (not
included in scope 1 or scope 2)
Yes
Yes
Yes
Yes, 85% (India) Included in the “Value Chain Sustainability”
part of this Section
Included as part of “Purchased Goods and Services”
Not yet reported
Upstream transportation and distribution
Yes
Yes, Approximately 80% coverage by Weight-Distance - IT
equipment imports for Services
Waste generated in operations
Business travel
Employee commuting
Yes
Yes
Yes
Yes, 85% (India)
Yes, 100%
Yes, 85% (India)
Upstream leased assets (Leased office space) Y es
Yes, 100% this is reported under Scope 1 & 2
Downstream scope 3 emissions
Downstream transportation and distribution Yes
Processing of sold products
Use of sold products
End-of-life treatment of sold products
Downstream leased assets
Franchises
Investments
No
Yes
Yes
No
No
Yes
Not reported this year and will not be applicable from 2014-15
year. For transportation & distribution of computer products
Yes, 100%
Yes, to the extent of product end of life channelized to Wipro.
Not Yet Reported
The overall emissions across all scopes is 447466 tons. Within this,
the three big contributors to our GHG emissions are: Electricity
– Purchased and Generated ( 55%), Business Travel ( 23%) and
Employee Commute ( 19%).
Business Travel
The IT services outsourcing model require frequent travel to
customer locations, mainly overseas, across the delivery life
cycle and contributes to around 1/4thof our overall emissions
footprint. This includes air, bus, train, local conveyance and hotel
stays. Policies on usage of different modes of travel based on
distance and time taken, need based travel approval and shift
towards processes which enable travel planning by employees
themselves are some of the cost and process optimization
measures implemented over past few years. One of the key
initiatives piloted in 13-14 was the cab pooling facility at all our
campus guest houses for travel to airport and train stations.
The hospitality team tries to allocate pooled cabs based on
nearest departure times and informs guests of this service. In
the reporting year, this initiative saved 1033 individual trips and
fuel savings of 3171 liters.
Remote collaboration and mobile productivity enablers
Over the years, we have launched various remote collaboration
and workstation productivity solutions, like internet enabled
voice and video conferencing technologies, accessibility of
intranet based work applications over internet and mobile
devices.
Employee Commute:
Employees have various choices for commuting informed
primarily by distance, flexibility, work timings, costs, city
infrastructure and connectivity in the case of group or public
transport. In addition to company arranged transport ( 50%),
employees utilize public transport(30-35%), with owned cars
and two wheelers accounting for the balance. Over the past few
years, we have taken steps to facilitate a shift towards improved
access to public transport for employees (buses, commuter
trains) apart from encouraging cycling to work through an active
cycling community in the organization. For the preceding three
year period (2010-2013) we conducted an annual transport
survey which provided insights into modes of transport, distance
traversed and qualitative feedback on commute facilitation
across our locations. Around 6000 people have participated in
these surveys annually. We have used the three year average
of the distance traversed by employees to calculate emissions
from personal modes of employee commute this year – there
is no significant deviation expected in the reporting year based
on this evidence and observed trends. IT led soft infrastructure
enablers like anytime direct connectivity access to office intranet
applications, secure personal device connectivity through the
BYOD initiative (Bring Your Own Devices) are steps in enabling
more flexible work place options.
94
Annual Report 2013-14 Emissions during product use and end of life treatment of
sold products:
increasing water governance by building user awareness and
involvement of water plumbers.
We assume a 15 to 18% energy efficiency of our Energy Star 5
(ES-5) compliant computing products (desktop and laptop) over
conventional models. Considering a life time of 5 years for our
products and based on the sales of ES-5 in the reporting year,
we estimate a savings of 2413 tons of CO2 equivalent due to
product use.
The total in use emissions from our hardware products over a
five year period, for the ES 5 and conventional models sold in
the reporting year (2013-14), is estimated at 116856 tons of CO2
equivalent. Through our e-waste take back program we have
processed 140 tons of electronic end of life in 2013-14, which
also includes some non-Wipro sold products. The emission from
the e-waste disposal is estimated at 1.40 tons of CO2 equivalent
(as per US EPA’s WARM tool emission factor). However, all e-waste
is collected and recycled by authorised recyclers.
Water: Intensity and Recycling Ratio
At Wipro, we view water from the three inter-related lens of
Conservation, Responsibility and Security; our articulated goals
are therefore predicated on these three dimensions.
Sourcing of Water: Water is withdrawn from four sources -
ground water, municipal water supplies, private purchase and
harvested rain water – with the first two sources accounting for
nearly 60% of the sourced water. The majority of the balance 38%
is from private sources near our operational facilities. The water
supplied by the municipal bodies and the industrial association
are in turn sourced primarily from river or lake systems. Water
that is purchased from private sources can be traced to have
been extracted from ground water.
Freshwater recycling and efficiency: The per employee water
consumption for the reporting year is 1.46 m3 per month as
compared to 1.57 in 2012-13, an improvement of around 7%.
We recycle 888828 m3 of water in 24 of our major locations,
(839388.605 in 2012-13) using Sewage Treatment Plants
(STPs), which represents 32% (30% in 2012-13) of the total
water consumed. The percentage of this recycled water as
a percentage of freshwater extracted is around 47%. The
reduction in freshwater consumption has been primarily through
demand side optimization, reduction in pipeline leakages and
We launched a program in 2013 with the aim to minimize
freshwater consumption by 20% over the following two years
through an integrated approach:
Implement Standard metering infrastructure and
1)
procedures across campuses
2) Demand side optimization (improving efficiency through
flow restrictors across campuses and arresting leakages),
Improving recycling levels through ultra filtration using it
3)
for other non-contact purposes
Integrating rain water harvesting into the consumption
4)
side water cycle of the campus.
The Responsible Water program:
A significant proportion, estimated at 2/3rd of our total
water footprint, can be traced to ground water. With the
current rates of withdrawal, over half of the ground water
blocks are expected to be in a critical condition by end of
this decade. Considering the increasing role and importance
of groundwater management both in the urban and rural
context we started the Responsible water program in 2012.
The Phase 1 of the program has helped develop a useful
framework which informs and evaluates various internal
and “beyond the fence” aspects around water management.
These cover knowledge and governance around design,
institutional, ecological and social factors in water sourcing
and demand management. Developed in consultation with
a group of water experts, social scientists and academia, the
framework provides an integrated perspective on multiple
dimensions of sourcing, demand profile, rainfall endowment
and entitlement as inputs for informing our responses to our
water footprint.
95
Wipro Limited The Phase 1 study has also corroborated our belief that the
multiplier effect in responsible water management can come
about by better understanding of various factors impacting
watershed and aquifer flows; including behavioral drivers and
management practices among all community stakeholders.
Also, community stakeholders are likely to have better
ownership and connect with the issues and its impact if they
are an integral part of the knowledge creation and decision
making processes.
The core objectives of Phase 2, started in Jan 2014, are to
enable better watershed management in the Sarjapur area of
Bangalore where we have a large operational facility. Covering
an area of nearly 35 Sq KM, the program’s scope includes
• Creating a watershed mapping/management framework
that includes ground water aquifers and other sources of
water
• Building knowledge systems and platforms for sharing
information, eliciting participation from citizens and the
sharing of best practices on water management at the
community level. These knowledge systems/platforms
will need to be designed to meet the requirements of the
community.
• Involving community stakeholders, especially schools and
residents, in understanding and managing water resources.
For this, the program will closely work with partners who
work with schools and local communities.
• Building advocacy around management of watersheds
with Urban Local Bodies and community stakeholders.
This is envisaged as a three year program and the starting
scope is the Wipro Sarjapur Campus and its immediate
environs. The extent of the watershed is estimated to be
around 35 sq km. Primary data collection and work on
methodology development and platform is in progress.
Our first campus biodiversity project was initiated in 2011 at
our Electronics city facility in Bangalore and started with an
assessment of the existing plant, birds, butterflies, insects, small
mammals and other taxa in the campus. The initial study made
recommendations to increase the diversity of locally adapted
species . The project area is divided into four themed parts:
Biodiversity:
As an organization with large campuses in urban settings,
we are acutely conscious of our responsibility towards urban
diversity and have set for ourselves the following goals.
• To convert five of our existing campuses to biodiversity
zones by 2015.
• All new campuses will incorporate biodiversity principles
into their design
In our approach towards campus biodiversity, our program
takes an integrated approach towards the contribution in
reducing energy and carbon intensity and improving water
retention and harvesting.
The first stage of the project - the butterfly park – was completed
in March 2013. The park is witness to hundreds of migratory
butterflies who stop over in the park for nearly a month in their
400 Km pre monsoon annual migration from western to the
eastern ghats in India. The second phase of the project, a ~3 acre
Wetland park, is conceptualized as a series of five interconnected
water bodies. We also started biodiversity programs at two of our
campuses in Pune, with the baseline assessment of biodiversity
in the campus. Redesigning and planting work has started based
on the recommendations provided.
In all these programs we work closely with expert partners
in biodiversity, conser vation, ecological design and
communications. Building employee connect through expert
talks, workshops and field visits to community research centers
in forests, is a critical aspect of the program.
96
Annual Report 2013-14
Pollution and Waste:
Goal(s):
100% of organic waste to be handled in-house at owned
•
locations by end of 14-15
100% of paper, cardboard, hazardous and e-waste, mixed
•
metals/scrap and plastics to be recycled/ handled as per
approved methods by end of 14-15.
Reduce Mixed solid waste intensity to half by 2017 (3
•
year target) as compared to 13-14
Reduce landfill intensity to half by 2017 (3 year target)
•
as compared to 13-14
The above goals have been set on the basis of an extensive
independent audit done during 2012-13. While our earlier
goal centered around only the aggregate level of recycling,
the recalibrated goals seek to be more granular and are set
at a category level
Pollution of air and water poses one of the most serious threats
to community health and welfare. Our waste management
strategies are centered around either (i) recycling the waste for
further use or (ii) arranging for safe disposal. To operationalize our
strategy, we follow robust processes of segregating waste into
organic, inorganic, e-waste, hazardous, packaging, biomedical
and other categories, which is then either recycled inhouse or
through outsourced vendor arrangements.
90% of the total waste of 3544 tons generated from our IT
India operations is reused or recycled –through both, in-
house recycling units and through authorized vendor tie-
ups. The balance, which is largely soiled tissue and mixed
solid waste(MSW) is landfilled.. Our plan is to reduce MSW
generation at source and further drive segregation into
recyclable organic-inorganics to increase diversion from landfills.
Thecomprehensive external waste assessment we conducted
across our locations for electronic waste and solid waste streams
pointed to areas of improvement in governance and traceability
of waste streams across the recycler ecosystem . We would work
with our partners and vendors in driving better practices and
behaviours keeping in mind both human and ecological impacts
of any changes.
Fig: Waste Disposal methods split for 2013-14
We continually assess operational risks to the environment
and apply the precautionary principle in our approach to
get insights and plan – for example, the responsible water
program and waste life cycle audits. In the reporting period,
there were no instances of environmental fines imposed or
negative consequences due to our operations. The emissions
and waste generated by the organization are based on updated
and approved consents as on date from respective SPCB/CPCB
and we also have not received any show cause/legal notices
relating to the same.
In the reporting period, across our business units, there were
no instances of environmental fines imposed or negative
consequences due to our operations. The emissions and waste
generated by the organization are based on updated and approved
consents as on date from respective SPCB/CPCB and we also have
not received any show cause/legal notices relating to the same.
Value Chain Sustainability
Management Approach:
In this section we focus on the two core aspects of our value
chain: customer stewardship and ethical supply chain.
The scale and complexity of supply chain ecosystem in
organisations is determined by various factors. Some of
these are informed by key questions on business strategy
and operations design – Is it core or central to business,
Do we have the expertise or capabilities, Does it provide
us operational flexibility, Is it economical and so on. On the
other hand, a complex and deep supply presents a unique
set of regulatory and sustainability challenges - for example
across most business sectors the environmental impacts of
the supply chain to an organization is nearly five times that of
its own operations. Compliance on the social dimensions of
human rights, labour practices and ethical principles is seen
as a sine qua non today and even minor breaches can increase
the risk of reputational and legal damage greatly.
The organizations procurement policies and its degree of
influence and control are influenced by and operate within a
macro socio-economic conditions. Our benchmark for supply
chain engagement while being cognizant of these factors is
informed by widely accepted global social and environmental
standards. The ethical and social maturity of any supply chain
in any given context is influenced by:
•
Societal indicators - like economic imbalances, human
development indices, lack of opportunity, information divide
• Economics - Pricing of products and services in
97
Wipro Limited
the market, Presence/absence of informal economy,
externalized costs of products and services
Interpretation of social values - which is often impacted
•
by culture and societal norms
It is important for us to persist in these efforts and expect
incremental improvements. These can be effected through
awareness building, regular communication, assessments
and incorporating criteria (incentivizing) into procurement
practices.
In the core IT services organization, our supply ecosystem
comprise of a fairly large proportion of contract workforce who
have specialized skills in software development. The People
engagement function bears primary responsibility for engaging
with this group; details are covered in the earlier section on
“Human Capital”
Ethical Supply Chain Program: Apart from the core human
resources sourcing for IT projects, the key supplier groups are
facility management, Telecom, IT infrastructure, civil and other
business support serviceproviders. In 2012-13, the supplier
code of conduct (SCOC) was launched which communicates
key requirements in business practices, environmental and
social aspects.
A preliminary environmental and social risk profiling of our
supplier base was conducted in 2012 in association with two
UK based organizations, Trucost and Fronesys for Central
Procurement office (CPO) tracked spend. The environmental
footprint for 2013-14 is extrapolated based on the spend trends
for the reporting year.
Environmental footprint of our IT services Value chain
Local Procurement: Recognizing the socio-economic benefits
of local procurement, we encourage sourcing from the local
economy. At an aggregate level, nearly 81% of our suppliers are
based in India; by value 73% of the procurement for the year
was from India based suppliers. Local sourcing reduces costs,
provides local employment benefits and reduced environmental
footprint in sourcing.
Supplier Diversity: Wipro encourages Supplier Diversity by
identifying and engaging qualified suppliers in the following
categories: Supplier firms owned by person with disability,
Women owned Enterprises and Minority Owned Enterprise.
Wipro is an Equal Opportunity employer and strongly advocates
the same through it’s supply chain. Diversity supplier spend
contributes to 11.4% of total central procurement tracked spend
98
for India operations. Diversity classification is based on supplier
self disclosure and is not verified.
A dedicated vendor helpdesk handles supplier queries on
payment issues, policy clarifications and provides the initial
contact for grievance redressal. Our organization wide multi-
lingual Ombuds process is available 24x7 (phone and internet
enabled) for our Suppliers and Contractors. While a good
proportion of ombuds process cases are anonymous, based on
self disclosure, we know that there were 16 complaints reported
by suppliers during the year. There were two instances of serious
supplier breaches of our code of conduct, both of who have
been black listed.
There have been no instances related to anti-trust in the
reporting period across our business divisions.
Customer Stewardship: Wipro is one of the pioneering IT Services
Vendor in providing dedicated System Integrator (SI) services
to the oil and gas, utilities, mining and recently engineering
& construction industries globally. The practice helps clients,
primarily in the oil and gas sectors, address complexity through
solutions which can effectively collect data from oil wells to retail
outlets, integrate different parts of the value chain to increase
transparency and provide tools and solutions to effectively
analyze data. A team of domain experts including geophysicists
and seismic modelers support our technologists to leverage
technology to meet our client’s business goals. It also offers core
industry and long term solutions and services to the metals and
mining industries. Through IT and BPO services, it helps improve
effectiveness through differentiated engineering solutions in the
areas of industrial automation, operations control, enterprise
integration and fleet management and logistics and address
long term sustainability through environment, health and safety
and integrated real time mining solutions..
Wipro EcoEnergy (WEE) was launched in 2008 and is now
exclusively focused on Managed Energy Services to reduce
energy cost for large-distributed consumers of energy. WEE
manages one of the world’s largest energy management systems
by providing information from thousands of data points which
help in designing and implementing energy efficiency initiatives.
WEE works with global customers in the areas of Retail, Buildings,
Quick Service Restaurants, Schools and Water Utilities space.
Currently WEE is aiming to spread out into Banks, Hospitals,
Hospitality and Transportation & Logistics segments. We provide
system integration and productivity enabling solutions across
sectors. For the Logistics/Transportation and manufacturing
sectors, we have solutions related to route optimization and
dematerialization of operations.
Customer advocacy is integrated as part of the core quality and
delivery functions and drives customer satisfaction improvement
initiatives across the organisation. Regular Customer satisfaction
measurement through multi-modal, regular surveys across key
stakeholders in the customer organization is a centralpart of
understanding the “voice of customer”. This group acts as an
early warning system of potential customer issues and enables
the system to address these issues before they become serious.
The team is also responsible for driving effective closures of
customer escalations and action plans. We see a continuing
improvement in our Net Promoter Score of the IT business, up
15.8% for 2013-14 as compared to the previous year.
Annual Report 2013-14 Education and Community
Management Approach:
Our social transformation initiatives are now more than a decade old. Over the years, our approach has been to engage in critical
social issues with sensitivity, rigor and responsibility.
Education and Community Care are the two areas that we decided focus on when we started twelve years back. The reasons for
this deliberate set of choices have the same compelling validity today as they had then
• Education is probably the most important catalyst of social development which can bring about change that is truly
sustainable and durable over the long term; and
It is a fundamental responsibility and tenet of corporate citizenship that every business should engage deeply with its
•
proximate communities and to try to address some of their biggest challenges
Digital Inclusion is a more recent addition to our community program through its focus on low cost technology interventions in
health care and citizen services for rural areas.
The following visual is a summary view of our three social transformation programs addressing the two focus areas:
School Education
Wipro Applying Thought in Schools (WATIS) has been engaged in building capacities for school education reform in India for close
to 12 years. As education reform in India is a large canvas, our strategy is to work towards excellence in few selected areas that are
important to good quality education, but are often neglected in schools.
99
Wipro Limited WATIS has worked with around 2000 schools and 10,500
educators across 17 states reaching around 800,000 students.
Key Highlights of 2013-14
• We commenced 4 new partnerships in 2013-14, including
in newer regions in Maharashtra and Karnataka. One new
WATIS Fellowship was started to study Social Inclusion in
Schools
• Successfully organized the WATIS Partners’ Forum in Feb,
2014, on the theme of “Textbooks and Education”. The 3-day
forum was attended by over 70 participants from civil society
orgs as well as various state governments such as Bihar, AP
and Karnataka.
• Launched the GoodBooks portal last year, to encourage
the development and use of good children’s literature in the
country. The portal has gained substantial traction in a short
period of time among its target audience.
• WATIS content is now also being disseminated through
new social media channels such as YouTube
• Textbooks was taken up as an area of advocacy this year;
and an exhibition on ‘Textbooks in Colonial India’ was held at
the WATIS Partners’ forum, as a beginning.
• Our projects received regular coverage in both English and
the vernacular media; such as SeasonWatch (in Malyalam) and
GoodBooks (in English).
Wipro Science Education Fellowship Program in the U.S.A.
This program was launched in March 2013. It is focused on
contributing to improving Science and Math education in
schools primarily serving disadvantaged communities in US
cities. The program is currently launched in Chicago, in the
New Jersey area and in Boston. We are partnering University of
Massachusetts, Boston, Michigan State University and Montclair
State University, NJ for this program.
The program works in close collaboration with over 10 school
districts to choose over 200 teachers, who go through a 2-3 year
fellowship, with intense support to develop their capacities to be
better teachers and change leaders. The district administrators
are a part of the program.
Elementary and secondary teachers are chosen through a
rigorous selection process with defined criterion. Each fellow
will then work with and train other teacher colleagues in
their school districts to develop their abilities in the STEM
disciplines. Teachers will be chosen from all disciplines of Science,
Technology, Engineering and Math across all grade levels
(primary, middle and high schools). The chosen teachers will go
through 1 year of capacity development (+2 years of continuing
engagement in the field). Participants will take three graduate
level College of Education courses, focused on STEM education
and leadership. The courses will require approximately 145-160
hours of work closely mentored by the partnering institutes
College of Education team, consisting of structured learning
assignments, interaction with peers / instructors and project
planning / implementation in their classrooms. Each group of
25 teachers will also undergo a 6-week blended (combination of
face-to-face and online) intensive summer experience. The goal
of the capacity development is to improve teaching capacity and
promote STEM education in their respective schools. There will
be specific mechanisms and activities for each of the teachers
to institute change in the school and involve other teachers at
their schools.
While the Fellowship will be for a year, there will be another
year of follow-up sessions with the selected teachers, i.e. they
will be in the program for 2 years. Each teacher completing the
program will earn nine credits and a Graduate Certificate in STEM
Teaching and Leadership recognizing their commitment and
expertise in STEM fields in urban education. The nine credits
can also be applied to further studies in Master’s programs in
the area of education.
The program is expected to expand to other cities over the next
2 years, starting with New York City and Connecticut.
100
Annual Report 2013-14 earthian
The Sustainability Program for Schools and Colleges
earthian is a sustainability education program for schools
and colleges. Launched in 2011, the program has had active
participation from over 2500 colleges over the past three
years. In the 2013 edition, for schools we launched an activity
based program on the theme of water. The program was in
two parts – acitvities on Water sources, demand and quality
in their campus environs and in the second part linking the
activities to the issues of water in the schools context and with
other interconnected issues in environmental sustainability. In
association with CEE (Center for Environment Education), we
also launched the program in Hindi with on targeted reach out
for north India states of UP, Bihar, MP and Rajasthan. College
teams were asked to write critical essays on various themes
– by looking at issues through the lens of different socio
economic contexts and exploring interrelatedness of issues.
Over 650 colleges and schools participated in the program.
Engineering Education
Mission10X
Mission10X is a not-for-profit initiative of Wipro Technologies.
It started on 5th Sept 2007 towards building the employability
skills through engineering college teachers training. Mission10X
has offered faculty empowerment training programs to more
than 26,000 teachers across 26 states in the country.
In 2012, Mission10X redefined the way forward on addressing
the important issues of the engineering education. The new
model is designed on the “SMALLER and DEEPER Engagement”
philosophy and operationalized in terms of graduate engineer
attributes (GEA).
The following three essential attributes of a ‘good engineer’ are
covered in all Mission10X interventions:
1. Communication : Ability to communicate with others for
shared understanding in technical, behavioral, logistical and
practical concern
2. Collaboration (Team work) : Ability to work collaboratively
to explore possibilities to address the stated problem
by drawing knowledge from diverse professionals and
backgrounds
3. Deeper Learning : Ability to learn deeply to articulate a
problem statement and analyze given data
The needs of important stakeholders of engineering education
ecosystem such as principals, heads of the departments,
faculty members and students are met through a program that
enhances overall learning incorporating structured engagement
and effective delivery systems.
A good number of Academic Leaders such as Principals and
Heads of the Departments (HoDs) are trained on Academic
Leadership Programs. We have covered 230+ Principals and
50+ HODs so far. These Academic Leaders come to Wipro and
undergo the training for 3 days on - Building a shared vision,
Essentials of leadership, Appreciative inquiry, Delegation for
better results and Decision making. Academic Leaders will have
a Leadership Dialogue where they can share their challenges
and seek inputs from other leaders. The workshop leaves with
each leader an action learning component which they have
to undertake after returning to their Institutes and submit the
progress of the Action Learning with the Mission10X.
Progress so far:
• 26,300+ Engineering college faculty have been trained
• 317 Principals / HoDs covered in Academic Leadership (238
Principals + 79 HoDs)
• More than 1,300 colleges across the 26 states are covered
in Mission10X interventions
• Launched “Aarambh” an e-learning program for fresher
faculty to teach how to teach.
• 560+ faculty have undergone this program.
101
Wipro Limited • Set up 50 Mission10X Technology Learning Centers (MTLCs)
across 9 states to integrate UTLP (Unified Technology Learning
Platform), a multi-disciplinary technology kit and curriculum in
the colleges; Institutes invest in MTLC set up, faculty training
and students projects. Some projects have been recognized
by NASSCOM and TI
• 194 Faculty are trained in UTLP (Unified Technology
Learning platform)
• 4600+ students from MTLCs addressed: 2900 on
Employability Skills and 1710 on Emerging Technologies
• About 10,000 unique integrated innovations created by
Mission10Xians
• Mission10X also piloted a faculty empowerment program
for science college teachers and trained about 300 teachers
from 60 colleagues in TN, Karnataka and Kerala
• Mission10X reached out to North-Eastern States and
offered a 3 day program at NIT Nagaland and 32 out 40 faculty
attended the program.
• VTU Belgaum did an independent research on how
impactful Mission10X interventions have been on faculty and
academia. Reveals great impact on teachers.
• Mission10X has been recognized Globally by CorpU
(Corporate University exchange, USA) in innovation.
• Affiliation with IITM Chennai, IIT Mumbai, Anna University,
VTU, JNTU, KIIT University, VIT University etc
Community Care - Wipro Cares
Our primary work with communities is in Primary health care,
Education for the underprivileged and Long term disaster
rehabilitation.
2013-14 also saw an increase in coverage of villages, to bring
health services closer to villages with no facilities, through
our five primary health care projects at Aurangabad, Tumkur,
Hindupur, Mysore and Amalner. The projects have reached
out to a population of around 36000 people at 39 villages. In
Aurangabad five more villages were added under our primary
health care project and the Amalner project added two more
villages.
In Education, Wipro Cares added a project that reaches out to 500
children in Sarjapur area in Bangalore to improve their health and
educational status in collaboration with Magic Bus, India. Further,
we have continued supporting the education of more than
47000 children in five cities through five projects in Bangalore,
Kolkata, Gurgaon, Hyderabad and Pune. 2013-14 is the last year
of our engagement with RockFund, Bangalore; around 60+ girl
children continuously benefitted from this program for 6 years.
Our social forestry project, in its third phase now, saw the
planting of 25,000 young saplings by about 25 farmers in
Villupuram district of Tamil Nadu. Over the last three years, the
livelihood of more than 60 farmers have been improved through
this project and an increase in more than 75000 trees, planted
in rural Tamil Nadu through this project.
We have seen a number of natural calamities that occurred in
2013-2014 in India, in the states of Uttarakhand and Odisha and
also in other countries like the Philippines, claiming hundreds
of lives and resources. As a part of the Wipro Cares charter of
supporting communities affected by disasters, we initiated
programs that focused on the long term rehabilitation of the
affected communities.
In the state of Uttarakhand, Wipro Cares finalized a project that
would work with 1000 families on exploring alternative modes of
livelihood to reduce their economic dependence on tourism and
also to equip the local communities with preparedness strategies
to tackle natural disasters in the future. In the state of Odisha,
the chosen project will work towards restoring the livelihood of
250 families of the fishermen community from 15 villages of five
Gram Panchayats in Polasara Block of Ganjam District.
In the Philippines, through the Wipro BPO team we mobilized
funds by employees to contribute to the rehabilitation of people
affected by the Typhoon Haiyan. The money was donated to
an organization called GMA Kapuso Foundation, a leading
organization in Philippines working on challenges faced by the
marginalized communities.
The Wipro Cares employee chapters across India and few
chapters overseas continue to be actively involved through
their engagement with social initiatives. Employees choose
these initiatives based on their interests and use the Wipro Cares
platform to rope in people with similar interests and passion.
This year we saw our Maia office in Portugal join the list of
international chapters.
In nine locations across India, Wipro Cares organized a blood
donation drive for thallasaemics where 3696 units of blood
were collected. We also continued celebrating ‘Joy of Giving @
Wipro, 2013’ across WT, WI, WBPO, WIN, WCCLG in 11 locations
in India and UAE.
Digital Inclusion – Wipro Assure HealthTM
Wipro Assure HealthTM solution is an innovative health
monitoring platform that delivers inpatient (step-down care)
and remote health monitoring solutions for chronic disease
management at low costs. While the platform itself forms the
backbone of affordable remote monitoring, various individual
solutions like remote maternity care, remote cardiac care and
remote diabetic care are developed on top of the platform to
address specific requirements.
The platform consists of the following key components
1. A medical grade wearable, unobtrusive, wireless multi-
parameter devices which transmit the readings to a
smartphone, bedside monitor or tablet aggregator device.
Solutions have been developed for remote maternity and
cardiac care.
102
Annual Report 2013-14 2. A device agnostic gateway aggregates and transmits
health data from multiple patient sensors (like Blood Pressure,
Electrocardiogram, Blood Glucose) to a remote server or cloud
hosted in the backend
3. The Central Monitoring Station to enable back end teams,
nurses and healthcare professionals to monitor multiple
patients at the same time. This tool supports live monitoring
as well as historical data triaging. The specialist doctor can
access the patient data remotely through a smartphone,
tablet device or via internet. Event based trigger systems have
also been enabled to provide alerts to the nurse station. This
improves the productivity of the nurse. The UI design for the
tool is unique & intuitive.
4. A cloud based Wipro Personal Health Record : Multi
correlation and detailed analytics provide accurate & timely
diagnosis enabling high throughput from the healthcare
providers
While the solution is being successfully used in large enterprise
hospitals in the top 4 metro cities, there is a huge scope
for extending the solution to smaller towns and rural India.
Successful pilots done at Primary Health Centers in Rural
Karnataka will transform Maternity Care in rural India which has
a shortage of qualified and experience Physicians.
As a validation of our product design and innovation capabilities,
Wipro Assure healthTM has been awarded the prestigious Golden
Peacock Award 2014, in the category of ‘Innovative Product
/ Service’. The awards are selected from among 1,000 entries
received annually from more than 25 countries worldwide.
Wipro Assure healthTM has also been selected in the category
“mHealth Project of the year” by The Associate Chambers of
Commerce and Industry of India.
Our position on CSR spending:
We reiterate our fundamental position that the quality of
outcomes of social issues is not necessarily related to the
quantum of spending. Those familiar with social programs in
sectors like education, healthcare or livelihoods are only too
familiar with the reality that it is possible to spend a whole lot of
money and achieve little ; and by the same token, it is possible
to achieve high-leverage impacts with relatively low spending.
Our spend on core CSR initiatives during 2013-14 was of the order
of Rs 160 Mn ; however this does not include several important
heads of spending on our internal sustainability programs as
well as product development initiatives in the same space.
Examples include: Expenditure on Energy and Water efficiency,
Pollution Mitigation, Gender diversity and Persons with Disability
initiatives, our investments in business units like EcoEnergy, the
Smart Grids practice as well as digital inclusion solutions under
the Innovation program. These constitute core dimensions of the
triple bottomline framework of sustainability and reinforce our
conviction that if business and social purposes have to achieve
some measure of consonance., CSR and business sustainability
must be seen as part of the same charter.
Advocacy and Outreach
Wipro’s Management Approach: Given the fundamental axiom that sustainability is about maximizing social and environmental
‘good’, it requires an engagement template that emphasizes informed advocacy of the underlying issues amongst all stakeholders.
Each stakeholder – Business, Government, Academia, Civil Society – brings a dynamic and energy to the table that is unique and
complementary. We think that industry’s role must go beyond its own boundaries and should be one that seeks to vigorously
promote advocacy of sustainability challenges. In doing so, the conscious emphasis must be on the difficult and the long term
in preference to the easy and the short term.
Our areas of focus on policy and advocacy have centered around Clean Energy and Climate Change, Water, e-Waste, Education
and Diversity. We work through industry platforms like CII, FICCI, Nasscom as well as with research partners who carry expertise
in these domains.
This section provides an overview of the work that we have been doing on policy and advocacy in the above mentioned domains
with an emphasis on the highlights for 2013-14.
Stakeholders and the primary issues: Our primary identified stakeholders for public policy and advocacy are
• Relevant government ministries and departments, both at the center and the states where we operate in ; Our interactions
have been largely with the Ministry of Environment and Forests, Ministry of New and Renewable Energy, the Planning
Commission and Ministry of Corporate Affairs
•
Industry networks and associations play a crucial role as catalysts for awareness, advocacy and action on the multiple
dimensions of sustainability ; by providing a common platform for industry representatives to share and exchange ideas and
practices, industry association can help foster a virtuous cycle of feedback led improvement. Industry networks also lend
strength and credibility in the dialogue process with government on important matters of policy and directives. The industry
networks that we have been an integral part of are:
103
Wipro Limited •
•
•
•
•
The CII-Godrej Green Business Center
The CII-ITC Center for Sustainable Development
The CII Climate Change Council
The Nasscom working groups on Gender Diversity
The FICCI Sustainability Forum
• Research and Advocacy NGOs: Issues like Energy, Climate Change, Water, Biodiversity, Community Education, Health etc
require strong civil society involvement as the third pillar after government policies and business engagement . NGOs and
academic institutions, by combining the right blend of field work and academic rigor can generate valuable insights that can
inform the work of practitioners, policy makers and industry professionals. Illustrative examples of such organizations that
we work with are : Biome and Acwadam in the area of Water, ATREE in the area of Biodiversity and our network of nearly 30
education partners across the country
The table below provides a summary of our major stakeholder engagements in advocacy and outreach
Domain
Brief highlights
Energy , Climate
Change, Water, e-Waste
Corporate Social
Responsibility (CSR)
• Through the CII Climate Change Council, enhance awareness among industry on the role of
business in mitigating climate change ; Advance advocacy and partnership with the Government of
India on matters of common interest. Climate Change was also a central area of dialog and advocacy
of the CII Environment Committee and the FICCI Environment Forum
• Water was a major area of collaborative focus for us in 2013-14. The three major advocacy platforms
that we have been deeply involved in are
(i) Convening the Karnataka State Water Network (KSWN) along with the CII Karnataka chapter.
The KSWN brings together stakeholders from government, academia, civil society and business
to address the most pressing issues in water in Bangalore and surrounding areas
(ii) As part of the Electronic City Industry Township Association (ELCITA), we have set a goal
of creating a Sustainable Water Zone in E-city. A comprehensive commissioned study was
completed in March 2014, basis which the action phase will start in 14-15
(iii) We initiated the next phase of the Responsible Water program that seeks to address the
pressing issue of ground water in the larger Sarjapur area in Bangalore through a combination
of scientific hydrogeology and committed citizen action
• We have been part of the CII Environment Committee that convened multiple task groups during
2013-14 to focus on different issues of relevance. Two of these task groups focused on e-Waste
and Solid Waste ; we played a central role in the progress of the e-Waste task group’s study and
recommendations
• We continued to engage in-depth with the Indian government - in particular, the Ministry of
Corporate Affairs - on the CSR provisions in the Companies Act 2013 and amendments thereto. Our
CFO had contributed inputs to the committee set up by the Institute of Chartered Accountants of
India (ICAI) to make detailed recommendations to the government on specific issues of the CSR
rules
• Our primary position on the CSR provisions of Bill continues to be that CSR as a mandate may
not be the most effective means of getting industry to engage on larger social issues. Second, we
believe that business sustainability plays a critical role in moving the needle forward and must be
included as part of CSR where appropriate. Third, as a global corporate citizen, we think that CSR
must include community programs of all the countries that a company operates in and should not
be restricted to India
• The topic of ‘Textbooks’ was taken up as an area of advocacy in 2013-14 and an exhibition on
‘Textbooks in Colonial India’ was held as a beginning. We plan to follow this up in 2014-15 with an
online archive on textbooks and public events
School Education
• Our 14th Partners’ Forum deliberated on the issue of ‘Textbooks and Education’ and was
attended by over 70 members from civil society organizations, academic institutions and education
department of various state governments
• Our projects received regular coverage in English and vernacular media; such as SeasonWatch
(Malayalam) and GoodBooks (English)
104
Annual Report 2013-14 Domain
Brief highlights
Sustainability Literacy
and Education
• Through earthian, Wipro’s flagship program in sustainability education for schools and colleges,
our goal is to act as catalysts for wider sustainability advocacy among the young in India’s schools
and colleges
• Partnership with CEE (Center for Environment Education) to offer the program in Hindi in four
Hindi speaking states.
• Provided internships for college students with partner organisations on sustainability.
• During 2013-14, we also participated in industry research and advocacy on key Diverity and
Inclusion themes. We continued our engagement with external stakeholders where we hold advisory
board / core committee positions, namely with Catalyst, NASSCOM and CII.
Diversity
• Wipro is part of the core CII committee for employment of people with disabilities and also part
of the NASSCOM working group on gender inclusion
• Catalyst is a leading nonprofit organization which works on expanding opportunities for women
and business. Wipro CEO is chair of Catalyst India Advisory Board.
Plans and direction forward: Our sustainability advocacy and outreach will continue to be based on the three important pillars of
(i) Promoting decentralized, community-centric governance and management models that involve a wide range of stakeholders
(ii) Providing carefully crafted inputs policies on government policy and
(iii) Increasing awareness and fostering exchange through participation as speakers in a variety of forums, events and workshops
the right direction. Our approach will be to continue to work with our network of academic and civil society partners as well as
with industry networks. We will strengthen and expand our partner network as appropriate . The areas of focus for 2014-15 will be
•
Energy and Climate Change
• Water
•
•
•
•
Biodiversity
E-Waste
School Education, Sustainability Education and Education for Children with Disability
Gender Diversity
105
Wipro Limited ASSURANCE STATEMENT
SGS INDIA PRIVATE LIMITED’S INDEPENDENT ASSURANCE STATEMENT ON THE WIPRO
LIMITED’S BUSINESS RESPONSIBILITY REPORT FOR YEAR 2013 - 14
NATURE AND SCOPE OF THE ASSURANCE/VERIFICATION
SGS India Private Limited was commissioned by Wipro Limited to conduct an independent assurance of their Business Responsibility Report (BRR) for the year 2013 – 14
and to issue Assurance Statement to be included in the Annual Report 2013 -14. This assurance has been conducted to assure BRR prepared as per clause 55 of the Equity
Listing Agreement issued by the Securities and Exchange Board of India (SEBI), covering the Nine Principles of National Voluntary Guidelines on Social, Environmental
and Economic Responsibilities of Business (‘NVG’) framed by the Ministry of Corporate Affairs (MCA), Government of India. Intended users of this assurance statement
are Company Management, Stakeholders and other readers.
The information in the Business Responsibility Report 2013 - 14 of Wipro Limited and its presentation including the processes of collecting , analysing the information
is the responsibility of the directors, governing body and the management of Wipro Limited. The assurance statement is based on the assumption that the data and
information provided to us is complete & true. SGS India Private Limited has not been involved in the preparation of any of the material included in the Wipro Sustainability
Report 2013 - 14. Our responsibility is to express an opinion on the text, data, graphs and statements within the scope of verification with the intention to inform all
Wipro Limited’s stakeholders.
This report has been assured at a moderate level of scrutiny using SGS protocols of Verification of Sustainability reporting.
Methodology
The assurance performed comprised the review, evaluation of and providing comments on the reporting processes as well as evaluating the accuracy of the report
content and indicators. This included the following activities:
•
•
Verifying company’s management approach to NVG Principles & BRR requirements.
Site visits and preparation of bespoke checklists for evaluation of data collection processes and accuracy of reported data;
Visits at Wipro Limited Corporate Office and at the various sites, including - Wipro Sarjapur Head Office (Bangalore), EC 4 and EC 5 (Bangalore), GNDC ( Noida),
•
Manikonda SEZ ( Hyderabad);
•
The sample based evaluation of data collection processes and accuracy of the reported information and data, including:
•
Interviews with relevant personnel,
• Document and record inspection on a sampling basis,
• Confirmation of information sources
STATEMENT OF INDEPENDENCE AND COMPETENCE
The SGS Group of companies is the world leader in inspection, testing and verification, operating in more than 140 countries and providing services including management
systems and service certification; quality, environmental, social and ethical auditing and training; environmental, social and sustainability report assurance. SGS India
Private Limited affirms our independence from Wipro Limited, being free from bias and conflicts of interest with the organization, its subsidiaries and stakeholders.
The assurance team was assembled based on their knowledge, experience and qualifications for this assignment, and comprised auditors registered with Quality
Management System (QMS), Environment Management System (EMS), Occupational Health & Safety (OHSAS), Social Accountability (SA) and having rich experience
and relevant qualification in the areas of Sustainability Reporting Assurance Verification and Validation Services.
VERIFICATION/ ASSURANCE OPINION
On the basis of the methodology described and the verification work performed, we are satisfied that the information and data contained within Wipro’s BRR 2013
- 14 verified is accurate, reliable. The report is aligned to Nine Principles of NVG with use of fair degree of BRR reporting framework. It provides a fair and balanced
representation of Wipro Limited initiatives in the areas of Social, Environmental, Governance and Surrounding Community in the Year 2013 -14. Overall, the information
presented within the report is fair and accurate.
The following are few of the opportunities for improvement identified for the purpose of encouraging continual improvement:
• Considering the broad scope of reporting and locations covered under the scope of reporting, reconciliation and cross verification of the corporate data with site
data to be undertaken more frequently.
• More structured and defined program can be undertaken towards ethical supply chain.
For and on behalf of SGS India Private Limited
Nilesh JadhavSGS Systems & Services Certification
Head - Certification Services
Mumbai, India
16th June 2014
106
Annual Report 2013-14
INDEPENDENT AUDITORS’ REPORT
To the Members of Wipro Limited
Report on the Financial Statements
We have audited the accompanying financial statements of Wipro
Limited (“the Company”) which comprise the balance sheet as at
March 31, 2014, the statement of profit and loss and the cash flow
statement for the year then ended and a summary of significant
accounting policies and other explanatory information.
Management’s Responsibility for the Financial Statements
Management is responsible for the preparation of these financial
statements that give a true and fair view of the financial position,
financial performance and cash flows of the Company in
accordance with the Accounting Standards referred to in sub-
section (3C) of section 211 of the Companies Act, 1956 (“the Act”)
read with General Circular 15/2013 dated 13th September 2013
of the Ministry of Corporate Affairs in respect of Section 133 of
the Companies Act, 2013. This responsibility includes the design,
implementation and maintenance of internal control relevant to
the preparation and presentation of the financial statements that
give a true and fair view and are free from material misstatement,
whether due to fraud or error.
Auditors’ Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in
accordance with the Standards on Auditing issued by the
Institute of Chartered Accountants of India. Those standards
require that we comply with ethical requirements and plan and
perform the audit to obtain reasonable assurance about whether
the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence
about the amounts and disclosures in the financial statements.
The procedures selected depend on the auditor’s judgment,
including the assessment of the risks of material misstatement of
the financial statements, whether due to fraud or error. In making
those risk assessments, the auditor considers internal control
relevant to the Company’s preparation and fair presentation of
the financial statements in order to design audit procedures that
are appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the entity’s internal
control. An audit also includes evaluating the appropriateness
of accounting policies used and the reasonableness of the
accounting estimates made by management, as well as
evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient
and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion and to the best of our information and according
to the explanations given to us, the financial statements give
the information required by the Act in the manner so required
and give a true and fair view in conformity with the accounting
principles generally accepted in India:
(a)
(b)
(c)
in the case of the balance sheet, of the state of affairs of
the Company as at March 31, 2014;
in the case of the statement of profit and loss, of the profit
for the year ended on that date; and
in the case of the cash flow statement, of the cash flows for
the year ended on that date.
Report on other Legal and Regulatory Requirements
1. As required by the Companies (Auditors’ Report) Order,
2003 (“the Order”), as amended, issued by the Central
Government of India in terms of sub-section (4A) of section
227 of the Act, we give in the Annexure a statement on the
matters specified in paragraphs 4 and 5 of the Order.
2. As required by section 227(3) of the Act, we report that:
(a) we have obtained all the information and explanations
which to the best of our knowledge and belief were
necessary for the purpose of our audit;
(b)
(c)
(d)
in our opinion proper books of account as required by
law have been kept by the Company so far as appears
from our examination of those books;
the balance sheet, statement of profit and loss and
cash flow statement dealt with by this report are in
agreement with the books of account;
in our opinion, the balance sheet, statement of profit
and loss and cash flow statement comply with the
Accounting Standards referred to in sub-section (3C)
of section 211 of the Companies Act,1956 read with
the General Circular 15/2013 dated 13 September
2013 of the Ministry of Corporate Affairs in respect
of Section 133 of the Companies Act, 2013; and
(e) on the basis of written representations received from
the directors as on March 31, 2014, and taken on
record by the Board of Directors, none of the directors
is disqualified as on March 31, 2014, from being
appointed as a director in terms of clause (g) of sub-
section (1) of section 274 of the Companies Act, 1956.
for BSR & Co. LLP
Chartered Accountants
Firm’s Registration No.: 101248W
Supreet Sachdev
Partner
Membership No.: 205385
Bangalore
May 29, 2014
107
Standalone Financial StatementsWipro Limited
ANNEXURE TO THE INDEPENDENT AUDITORS’ REPORT
Annexure referred to in paragraph 1 of our report to the
members of Wipro Limited (“the Company”) for the year ended
March 31, 2014. We report that:
(i)
(a) The Company has maintained proper records showing
full particulars, including quantitative details and
situation of fixed assets.
(iv)
(b) The Company has a regular programme of physical
verification of its fixed assets by which all fixed
assets are verified in a phased manner over a period
of three years. In our opinion, this periodicity of
physical verification is reasonable having regard
to the size of the Company and the nature of its
assets. In accordance with this program, certain fixed
assets were verified during the year and no material
discrepancies were noticed on such verification.
(c) Fixed assets disposed off during the year were not
substantial, and therefore, do not affect the going
concern assumption.
(a) The inventory, except goods-in-transit, and stocks
lying with third parties, has been physically verified
by the management during the year. In our opinion,
the frequency of such verification is reasonable. For
stocks lying with third parties at the year end, written
confirmations have been obtained for significant
account balances.
(b) The procedures for the physical verification of
inventories followed by the management are
reasonable and adequate in relation to the size of the
Company and the nature of its business.
(c) The Company is maintaining proper records of
inventory. The discrepancies noticed on verification
between the physical stocks and the book records
were not material.
(b)
(a) The Company has granted loans to two parties
covered in the register maintained under section 301
of the Companies Act, 1956 (“the Act”). The maximum
outstanding during the year was ` 2,824 million
and the year-end balance of such loans was ` 1,770
million (of which loans amounting to ` 1,770 million
are interest free).
In our opinion, the rate of interest, where applicable
and other terms and conditions on which such loans
have granted to companies, firms or other parties
covered in the register maintained under section
301 of the Act are not, prima facie, prejudicial to the
interest of the Company.
In the case of loans granted to the parties listed in the
register maintained under section 301 of the Act, the
principal amounts and interest, where applicable, are
being repaid regularly in accordance with the agreed
contractual terms.
(c)
(d) There is no overdue amount of more than Rupees one
lakh in respect of loans granted to any of the parties
listed in the register maintained under section 301 of
the Act.
(ii)
(iii)
108
(e) The Company has not taken any loans, secured or
unsecured, from companies, firms or other parties
covered in the register maintained under Section 301
of the Act. Accordingly, paragraphs 4 (iii) (e) to (g) of
the Order are not applicable to the Company.
In our opinion and according to the information and
explanations given to us, there is an adequate internal
control system commensurate with the size of the
Company and the nature of its business with regard to
purchase of inventories and fixed assets and with regard
to the sale of goods and services. We have not observed
any major weakness in the internal control system during
the course of the audit.
(a)
(v)
(b)
In our opinion, and according to the information and
explanations given to us, the particulars of contracts
or arrangements referred to in section 301 of the
Act have been entered in the register required to be
maintained under that section.
In our opinion, and according to the information and
explanations given to us, the transactions made in
pursuance of contracts and arrangements referred to
in (a) above and exceeding the value of rupees five
lakh in respect of any party during the year have been
made at prices which are reasonable having regard
to the prevailing market prices at the relevant time.
(vi) The Company has not accepted any deposits from the public.
(vii) In our opinion, the Company has an internal audit system
commensurate with the size and nature of its business.
(viii) We have broadly reviewed the books of account relating
to material, labour and other items of cost maintained by
the Company pursuant to the Companies (cost accounting
records) Rules, 2011 prescribed by the Central Government
for the maintenance of cost records under section 209(1)
(d) of the Act and are of the opinion that prima facie,
the prescribed accounts and records have been made
and maintained. However, we have not made a detailed
examination of the records.
(a) According to the information and explanations given
to us and on the basis of our examination of the records
of the Company, amounts deducted/accrued in the
books of account in respect of undisputed statutory
dues including Provident Fund, Employees’ State
Insurance, Income-tax, Sales-tax, Service tax, Wealth
tax, Customs duty, Excise duty, Investor Education and
Protection Fund and other material statutory dues
have generally been regularly deposited during the
year by the Company with the appropriate authorities.
According to the information and explanations given
to us, no undisputed amounts payable in respect of
Provident Fund, Employees’ State Insurance, Income-
tax, Sales- tax, Service tax, Wealth tax, Customs duty,
Excise duty, Investor Education and Protection Fund
and other material statutory dues were in arrears as at
March 31, 2014 for a period of more than six months
from the date they became payable.
(ix)
Standalone Financial StatementsAnnual Report 2013-14
(b) According to the information and explanation given
to us, there are no disputed amounts payable in
respect of Wealth tax and Cess. The following dues of
Income tax, Excise duty, Customs duty, Sales-tax and
Service tax have not been deposited by the Company
on account of disputes:
Name of the Statute
Nature of the dues
The Income Tax Act, 1961
The Income Tax Act, 1961
Income Tax and interest demanded
Income Tax and interest demanded
Amount
unpaid *
(` in
millions)
Period to which the
amount relates
(Assessment year)
31,968 2001-02 to 2007-08
1,538 2007-08 to 2009-10
and 2011-12
Forum where dispute is
pending
High Court **
Income Tax Appellate Tribunal****
9,058 2010-11
Dispute Resolution Pannel ***
The Income Tax Act, 1961
Income Tax and interest demanded
(based on draft assessment order)
Income Tax and interest demanded
Sales tax, interest and penalty demanded
Sales tax demanded
366 1998-99 to 2009-10
Sales tax and penalty demanded
CIT (A), Mumbai****
Appellate Authorities
1,182 2007-08 to 2012-13
710 1986-87 to 2008-09
The Income Tax Act, 1961
State Sales Tax/VAT and CST
(pertaining to various states)
State Sales Tax/VAT and CST
(pertaining to various states)
State Sales Tax/VAT and CST
(pertaining to Kerala, and
Andhra Pradesh)
52 1995-96 to 2012-13
The Central Excise Act, 1944
22 2004-05 to 2010-11
The Central Excise Act, 1944
301 1995-96 to 2009-10
The Customs Act, 1962
4 1991-92 to 2011-12
The Customs Act, 1962
40 1990-91 to 1998-99
The Customs Act, 1962
109 2004-05 to 2010-11
The Finance Act, 1994 - Service tax Service tax demanded
The Finance Act, 1994 - Service tax Service tax demanded
407 2001-02 to 2009-10
* The amounts paid under protest have been reduced from the amounts demanded in arriving at the aforesaid disclosure.
** No subsequent demand has been raised as the matter is pending with High Court based on appeals filed by the department.
*** Pending directions from Dispute Resolution Panel, the Company has not received any demand for payment.
**** Includes disputed dues pertaining to Wipro Technology Services Limited (‘WTS’) and Wipro Energy IT Services Private Limited (‘WEITSL’) which were amalgamated
Excise duty demanded
Excise duty demanded
Customs duty, interest and penalty demanded
Customs duty and penalty demanded
Customs duty demanded
Appellate Authorities
CESTAT
Appellate Authorities
CESTAT
High court / Supreme court
Appellate Authorities
CESTAT
High court / Supreme court
31 1999-00 to 2007-08
Appellate Tribunal
during the year with the Company.
(x) The Company does not have any accumulated losses at the
end of the financial year and has not incurred cash losses
in the financial year and in the immediately preceding
financial year.
(xi)
In our opinion and according to the information and
explanations given to us, the Company has not defaulted
in repayment of dues to its banks. The Company did not
have any outstanding dues to any financial institutions or
debentures holders during the year.
(xii) The Company has not granted any loans and advances on
the basis of security by way of pledge of shares, debentures
and other securities.
(xiii) In our opinion and according to the information and
explanations given to us, the Company is not a chit fund
or a nidhi/ mutual benefit fund/ society.
(xiv) According to the information and explanations given to us,
the Company is not dealing or trading in shares, securities,
debentures and other investments.
(xv) In our opinion and according to the information and
explanations given to us, the terms and conditions on
which the Company has given guarantees for loans taken
by others from banks or financial institutions are not
prejudicial to the interest of the Company.
Company have been applied for the purposes for which
they were raised.
(xvii) According to the information and explanations given to us
and on an overall examination of the balance sheet of the
Company, we are of the opinion that funds raised on short-
term basis have not been used for long-term investment.
(xviii) The Company has not made any preferential allotment of
shares to companies/firms/parties covered in the register
maintained under section 301 of the Act.
(xix) The Company did not have any outstanding debentures
during the year.
(xx) The Company has not raised any money by public issues
during the year.
(xxi) According to the information and explanations given to
us, no fraud on or by the Company has been noticed or
reported during the course of our audit.
for BSR & Co. LLP
Chartered Accountants
Firm’s Registration No.: 101248W
Supreet Sachdev
Partner
Membership No.: 205385
(xvi) In our opinion and according to the information and
explanations given to us, the term loans taken by the
Bangalore
May 29, 2014
109
Standalone Financial StatementsWipro Limited
BALANCE SHEET
(` in millions, except share and per share data, unless otherwise stated)
EQUITY AND LIABILITIES
Shareholders’ funds
Share capital
Reserves and surplus
Share application money pending allotment(1)
Non-current liabilities
Long term borrowings
Deferred tax liabilities
Other long term liabilities
Long term provisions
Current liabilities
Short term borrowings
Trade payables
Other current liabilities
Short term provisions
TOTAL EQUITY AND LIABILTIES
ASSETS
Non-current assets
Fixed assets
Tangible assets
Intangible assets and goodwill
Capital work-in-progress
Non-current investments
Deferred tax assets
Long term loans and advances
Other non-current assets
Current assets
Current investments
Inventories
Trade receivables
Cash and bank balances
Short term loans and advances
Other current assets
TOTAL ASSETS
Significant accounting policies
(1) value is less than one million rupees.
The notes referred to above form an integral part of the Balance Sheet
Notes
3
4
5
6
47(ii)
7
8
9
10
11
12
13
14
15
47(ii)
16
17
18
19
20
21
22
23
2
As at March 31,
2014
2013
4,932
288,627
293,559
–
10,061
1,379
629
2,585
14,654
35,042
53,905
24,013
36,196
149,156
457,369
36,215
3,535
2,751
51,968
1,487
29,981
5,390
131,327
58,392
2,283
85,509
105,549
29,293
45,016
326,042
457,369
4,926
237,369
242,295
–
590
528
118
2,289
3,525
39,870
49,228
38,054
34,094
161,246
407,066
35,560
3,534
3,789
48,547
1,151
25,168
5,469
123,218
60,495
3,205
84,994
78,004
21,244
35,906
283,848
407,066
As per our report of even date attached
For and on behalf of the Board of Directors
for BSR & Co. LLP
Chartered Accountants
Firm’s Registration No.: 101248W
Supreet Sachdev
Partner
Membership No.: 205385
Bangalore
May 29, 2014
110
Azim Premji
Chairman & Managing
Director
N Vaghul
Director
B C Prabhakar
Director
Suresh C Senapaty
Chief Financial Officer
& Executive Director
T K Kurien
Chief Executive Officer
& Executive Director
V Ramachandran
Company Secretary
Standalone Financial StatementsAnnual Report 2013-14
STATEMENT OF PROFIT AND LOSS
(` in millions, except share and per share data, unless otherwise stated)
Notes
Year ended March 31,
2014
2013
REVENUE
Revenue from operations (gross)
Less: Excise duty
Revenue from operations (net)
Other income
Total Revenue
EXPENSES
Cost of raw materials consumed
Purchases of stock-in-trade
Changes in inventories of finished goods, work-in-progress and stock-in-trade
Employee benefits expense
Finance costs
Depreciation and amortisation expense
Other expenses
Total Expenses
Profit before tax
Tax expense
Current tax
Deferred tax
Net Profit
EARNINGS PER EQUITY SHARE
(Equity shares of par value ` 2 each)
Basic
Diluted
Significant accounting policies
24
25
26
27
27
28
29
13,14
30
47(i)
41
2
387,651
332,296
79
387,572
16,112
403,684
2,053
22,858
9
31
332,265
13,253
345,518
3,542
23,472
(182)
183,375
159,042
3,747
7,367
88,193
307,602
96,082
21,684
524
73,874
3,524
7,013
77,056
273,467
72,051
15,449
100
56,502
30.09
30.01
23.03
22.99
The notes referred to above form an integral part of the Statement of Profit and Loss
As per our report of even date attached
For and on behalf of the Board of Directors
for BSR & Co. LLP
Chartered Accountants
Firm’s Registration No.: 101248W
Supreet Sachdev
Partner
Membership No.: 205385
Bangalore
May 29, 2014
Azim Premji
Chairman & Managing
Director
N Vaghul
Director
B C Prabhakar
Director
Suresh C Senapaty
Chief Financial Officer
& Executive Director
T K Kurien
Chief Executive Officer
& Executive Director
V Ramachandran
Company Secretary
111
Standalone Financial StatementsWipro Limited
CASH FLOW STATEMENT
A. Cash flows from operating activities:
B.
Profit before tax
Adjustments:
Depreciation and amortisation
Amortisation of share based compensation
Reversal of provision for diminution in the value of non-current investments
Exchange differences, net
Impact of hedging activities
Interest on borrowings
Dividend / interest income
Profit on sale of investments
Gain on sale of fixed assets
Working capital changes :
Trade receivables and unbilled revenue
Loans and advances and other assets
Inventories
Liabilities and provisions
Net cash generated from operations
Direct taxes paid, net
Net cash generated by operating activities
Cash flows from investing activities:
Acquisition of fixed assets including capital advances
Proceeds from sale of fixed assets
Purchase of investments
Proceeds from sale / maturity of investments
Investment in inter-corporate deposits
Refund of inter-corporate deposits
Loan to subsidiaries
Payment made pursuant to demerger
Investment in subsidiaries
Payment for acquisition
Loan repayment by subsidiaries
Dividend / interest income received
Net cash generated from / (used in) investing activities
Cash flows from financing activities:
Proceeds from exercise of employee stock options
Interest paid on borrowings
Dividends paid including distribution tax
Proceeds from borrowings / loans
Repayment of borrowings / loans
Net cash used in financing activities
Net increase in cash and cash equivalents during the year
Cash and cash equivalents at the beginning of the year
Amount transferred consequent to amalgamation of subsidiaries
Effect of exchange rate changes on cash balance
Cash and cash equivalents at the end of the year [Refer note 21]
The notes referred to above form an integral part of the Cash Flow Statement
C.
Year ended March 31,
(` in Millions)
2014
96,082
7,367
535
(1,875)
3,045
-
732
(12,835)
(1,537)
(18)
(6,067)
(8,849)
922
11,256
88,758
(22,872)
65,886
(6,703)
1,017
(465,756)
473,672
(13,905)
10,865
-
(3,553)
(5,927)
-
928
11,758
2,396
6
(674)
(23,069)
102,078
(119,227)
(40,886)
27,396
78,004
642
(493)
105,549
2013
72,051
7,013
804
–
690
(25)
799
(8,455)
(2,225)
(7)
(11,055)
681
(393)
16,963
76,841
(15,649)
61,192
(6,387)
221
(477,568)
447,460
(12,280)
10,340
(1,908)
(954)
(2,694)
(207)
1,038
7,208
(35,731)
9
(794)
(17,157)
90,419
(82,532)
(10,055)
15,405
62,328
-
271
78,004
As per our report of even date attached
For and on behalf of the Board of Directors
for BSR & Co. LLP
Chartered Accountants
Firm’s Registration No.: 101248W
Supreet Sachdev
Partner
Membership No.: 205385
Bangalore
May 29, 2014
112
Azim Premji
Chairman & Managing
Director
N Vaghul
Director
B C Prabhakar
Director
Suresh C Senapaty
Chief Financial Officer
& Executive Director
T K Kurien
Chief Executive Officer
& Executive Director
V Ramachandran
Company Secretary
Standalone Financial StatementsAnnual Report 2013-14
NOTES TO THE FINANCIAL STATEMENTS
(` in millions, except share and per share data, unless otherwise stated)
1. Company overview
Wipro Limited (Wipro or the Company), is a leading India
based provider of IT Services, including Business Process
Outsourcing (BPO) services, globally and IT Products.
During the previous year ended March 31, 2013, the
Company had initiated and completed the demerger of
other businesses such as consumer care and lighting,
infrastructure engineering business and other non IT
business of the Company (collectively, the “Diversified
Business”, refer note 31 for further details) into Wipro
Enterprises Limited (“Resulting Company”), a company
incorporated under the laws of India. Wipro is headquartered
in Bangalore, India.
2. Significant accounting policies
i.
Basis of preparation of financial statements
The financial statements of the Company are prepared in
accordance with Generally Accepted Accounting Principles
in India (GAAP) under the historical cost convention on
the accrual basis, except for certain financial instruments
which are measured on a fair value basis. GAAP comprises
Accounting Standards specified in the Companies
(Accounting Standards) Rules, 2006 (as amended),
Companies Act, 1956 (to the extent applicable), the
provisions of Companies Act, 2013 (to the extent notified
and applicable), Accounting Standards (‘AS’) issued by the
Institute of Chartered Accountants of India (ICAI) and other
generally accepted accounting principles in India.
ii.
Use of estimates
The preparation of financial statements requires
management to make judgments, estimates and
assumptions that affect the application of accounting
policies and the reported amounts of assets and liabilities
and the disclosure of contingent liabilities as at the date
of financial statements and reported amounts of income
and expenses during the year. Estimates and underlying
assumptions are reviewed on an ongoing basis. Revision
to accounting estimates is recognised in the year in which
the estimates are revised and in any future year affected.
iii. Goodwill
The goodwill arising on acquisition of a group of assets is
not amortized and is tested for impairment if indicators of
impairment exist.
iv.
Tangible assets, intangible assets and Capital work-
in-progress
Fixed assets are stated at historical cost less accumulated
depreciation and impairment loss, if any. Costs include
expenditure directly attributable to the acquisition of
the asset. Borrowing costs directly attributable to the
construction or production of qualifying assets are
capitalized as part of the cost.
Intangible assets are stated at the consideration paid for
acquisition less accumulated amortization and impairment
loss, if any.
Cost of fixed assets not ready for use before the balance
sheet date is disclosed as capital work-in-progress.
Advances paid towards the acquisition of fixed assets
outstanding as of each balance sheet date is disclosed
under long term loans and advances.
v.
Investments
Long term investments are stated at cost less other than
temporary diminution in the value of such investments, if
any. Current investments are valued at lower of cost and
fair value determined by category of investment. The fair
value is determined using quoted market price/market
observable information adjusted for cost of disposal. On
disposal of the investment, the difference between its
carrying amount and net disposal proceeds is charged or
credited to the statement of profit and loss.
vi.
Inventories
Inventories are valued at lower of cost and net realizable
value, including necessary provision for obsolescence. Cost
is determined using the weighted average method. Cost
of work-in-progress and finished goods include material
cost and appropriate share of manufacturing overheads.
Cost of inventories comprises all costs of purchase, costs
of conversion and other costs incurred in bringing the
inventories to their present location and condition.
vii. Provisions and contingent liabilities
Provisions are recognised when the Company has a
present obligation as a result of past events, it is probable
that an outflow of resources will be required to settle the
obligation, and a reliable estimate can be made of the
amount of obligation.
A disclosure for a contingent liability is made when there is
a possible obligation or a present obligation that may, but
probably will not, require an outflow of resources. Where
there is a possible obligation or a present obligation in
respect of which the likelihood of outflow of resources is
remote, no provision or disclosure is made.
Provision for onerous contracts is recognized when the
expected benefits to be derived from the contract are
lower than the unavoidable cost of meeting the future
obligations under the contract.
113
Standalone Financial StatementsWipro Limited
viii. Revenue recognition
Services:
The Company recognizes revenue when the significant
terms of the arrangement are enforceable, services have
been delivered and the collectability is reasonably assured.
The method of recognizing the revenues and costs
depends on the nature of the services rendered:
A. Time and material contracts
Revenues and costs relating to time and material
contracts are recognized as the related services are
rendered.
B.
Fixed-price contracts
Revenues from fixed-price contracts, including
systems development and integration contracts are
recognized using the “percentage-of-completion”
method. Percentage of completion is determined
based on project costs incurred to date as a
percentage of total estimated project costs required
to complete the project. When total cost estimates
exceed revenues in an arrangement, the estimated
losses are recognized in the statement of profit
and loss in the period in which such losses become
probable based on the current contract estimates.
‘Unbilled revenues’ included in other current assets
represent cost and earnings in excess of billings as at
the balance sheet date. ‘Unearned revenues’ included
in other current liabilities represent billing in excess
of revenue recognized.
C. Maintenance Contracts
Revenue from maintenance contracts is recognized
ratably over the period of the contract using the
percentage of completion method. When services are
performed through an indefinite number of repetitive
acts over a specified period of time, revenue is
recognized on a straight-line basis over the specified
period unless some other method better represents
the stage of completion.
In certain projects, a fixed quantum of service or
output units is agreed at a fixed price for a fixed
term. In such contracts, revenue is recognized with
respect to the actual output achieved till date as a
percentage of total contractual output. Any residual
service unutilized by the customer is recognized as
revenue on completion of the term.
Products:
Revenue from sale of products is recognised when the
significant risks and rewards of ownership has been
transferred in accordance with the sales contract. Revenue
from product sales is shown gross of excise duty and net
of sales tax separately charged and applicable discounts.
114
Other income:
Agency commission is accrued when shipment of
consignment is dispatched by the principal.
Interest is recognized using the time-proportion method,
based on rates implicit in the transaction.
Dividend income is recognized when the Company’s right
to receive dividend is established.
ix.
Leases
Leases of assets, where the Company assumes substantially
all the risks and rewards of ownership are classified as
finance leases. Finance leases are capitalized at the lower
of the fair value of the leased assets at inception and the
present value of minimum lease payments. Lease payments
are apportioned between the finance charge and the
outstanding liability. The finance charge is allocated to
periods during the lease term at a constant periodic rate
of interest on the remaining balance of the liability.
Leases where the lessor retains substantially all the risks
and rewards of ownership are classified as operating leases.
Lease rentals in respect of assets taken under operating
leases are charged to statement of profit and loss on a
straight line basis over the lease term.
In certain arrangements, the Company recognizes revenue
from the sale of products given under finance leases. The
Company records gross finance receivables, unearned
income and the estimated residual value of the leased
equipment on consummation of such leases. Unearned
income represents the excess of the gross finance lease
receivable plus the estimated residual value over the sales
price of the equipment. The Company recognizes unearned
income as financing revenue over the lease term using the
effective interest method.
x.
Foreign currency transactions
The Company is exposed to currency fluctuations on foreign
currency transactions. Foreign currency transactions are
accounted in the books of account at the exchange rates
prevailing on the date of transaction.
Transaction:
The difference between the rate at which foreign currency
transactions are accounted and the rate at which they are
realized is recognized in the statement of profit and loss.
Translation:
Monetary foreign currency assets and liabilities, other
than net investments in non-integral foreign operations, at
period-end are restated at the closing rate. The difference
arising from the restatement is recognized in the statement
of profit and loss. Exchange differences arising on the
translation of a monetary item that, in substance, forms
part of non-integral foreign operation are accumulated in a
Standalone Financial StatementsAnnual Report 2013-14
foreign currency translation reserve (FCTR). When a foreign
operation is disposed of, the relevant amount recognized
in FCTR is transferred to the statement of profit and loss as
part of the profit or loss on disposal.
Changes in the fair value relating to the ineffective
portion of the hedges and derivative instruments that do
not qualify for hedge accounting are recognised in the
statement of profit and loss.
In March 2009, Ministry of Corporate affairs issued a
notification amending AS 11, ‘The effects of changes in
foreign exchange rates’. This was further amended by
notification dated December 29, 2011. Before the said
amendment, AS 11 required the exchange gains/losses
on long term foreign currency monetary assets/liabilities
to be recorded in the statement of profit and loss.
The amended AS 11 provides an irrevocable option to the
Company to amortise exchange rate fluctuation on long
term foreign currency monetary asset/liability over the
life of the asset/liability or March 31, 2020, whichever is
earlier. The amendment is applicable retroactively from
the financial year beginning on or after December 7, 2006.
The Company did not elect to exercise this option.
xi.
Financial Instruments
Financial instruments are recognised when the Company
becomes a party to the contractual provisions of the
instrument.
Derivative instruments and Hedge accounting:
The Company is exposed to foreign currency fluctuations
on foreign currency assets, liabilities, net investment in a
non-integral foreign operation and forecasted cash flows
denominated in foreign currency. The Company limits the
effects of foreign exchange rate fluctuations by following
established risk management policies including the use of
derivatives. The Company enters into derivative financial
instruments, where the counterparty is a bank.
Premium or discount on foreign exchange forward
contracts taken to hedge foreign currency risk of an existing
asset / liability is recognised in the statement of profit and
loss over the period of the contract. Exchange differences
on such contracts are recognised in the statement of profit
and loss of the reporting period in which the exchange
rates change.
The Company has adopted the principles of Accounting
Standard 30, Financial Instruments: Recognition and
Measurement (AS 30) issued by ICAI except to the
extent the adoption of AS 30 does not conflict with
existing accounting standards prescribed by Companies
(Accounting Standards) Rules, 2006 and other authoritative
pronouncements.
In accordance with the recognition and measurement
principles set out in AS 30, changes in fair value of derivative
financial instruments designated as cash flow hedges are
recognised directly in shareholders’ funds and reclassified
into the statement of profit and loss upon the occurrence
of the hedged transaction.
The fair value of derivative financial instruments is
determined based on observable market inputs including
currency spot and forward rates, yield curves, currency
volatility etc.
xii. Depreciation and amortization
The Company has provided for depreciation using straight
line method, at the rates specified in Schedule XIV to the
Companies Act, 1956, except in case of the following assets,
which are depreciated based on estimated useful life, which
is higher than the rates specified in Schedule XIV.
Class of Asset
Buildings
Computer equipment and software (included
under plant and machinery)
Furniture and fixtures
Electrical installations (included under plant
and machinery)
Office equipment
Vehicles
Freehold land is not depreciated.
Estimated
useful life
30 - 60 years
2 - 7 years
5 - 6 years
5 years
5 years
4 years
Fixed assets individually costing Rupees five thousand or
less are depreciated at 100% over a period of one year.
Assets under finance lease are amortised over their
estimated useful life or the lease term, whichever is lower.
Intangible assets are amortized over their estimated useful
life on a straight line basis.
Payments for leasehold land are amortised over the period
of lease.
xiii.
Impairment of assets
Financial assets:
The Company assesses at each balance sheet date whether
there is any objective evidence that a financial asset or
group of financial assets is impaired. If any such indication
exists, the Company estimates the amount of impairment
loss. The amount of loss for short-term receivables is
measured as the difference between the assets carrying
amount and undiscounted amount of future cash flows.
Reduction, if any, is recognised in the statement of profit
and loss. If at the balance sheet date there is any indication
that a previously assessed impairment loss no longer
exists, the recognised impairment loss is reversed, subject
to maximum of initial carrying amount of the short-term
receivable.
115
Standalone Financial StatementsWipro Limited
Other than financial assets:
The Company assesses at each balance sheet date whether
there is any indication that a non-financial asset including
goodwill may be impaired. If any such indication exists, the
Company estimates the recoverable amount of the asset.
If such recoverable amount of the asset or the recoverable
amount of the cash generating unit to which the asset
belongs to is less than its carrying amount, the carrying
amount is reduced to its recoverable amount. The reduction
is treated as an impairment loss and is recognised in the
statement of profit and loss. If at the balance sheet date
there is an indication that a previously assessed impairment
loss no longer exists, the recoverable amount is reassessed
and the asset is reflected at the recoverable amount subject
to a maximum of depreciated historical cost. In respect of
goodwill, the impairment loss will be reversed only when
it was caused by specific external events of an exceptional
nature that is not expected to recur and their effects have
been reversed by subsequent external events.
xiv. Employee benefits
Provident fund:
Employees receive benefits from a provident fund. The
employee and employer each make monthly contributions
to the plan. A portion of the contribution is made to the
provident fund trust managed by the Company, while the
remainder of the contribution is made to the Government
administered pension fund. The Company is generally
liable for any shortfall in the fund assets based on the
government specified minimum rate of return.
Compensated absences:
The employees of the Company are entitled to compensated
absence. The employees can carry-forward a portion of
the unutilized accumulating compensated absence and
utilize it in future periods or receive cash compensation at
retirement or termination of employment. The Company
records an obligation for compensated absences in the
period in which the employee renders the services that
increases this entitlement. The Company measures the
expected cost of compensated absence as the additional
amount that the Company expects to pay as a result of
the unused entitlement that has accumulated at the
balance sheet date. The Company recognizes accumulated
compensated absences based on actuarial valuation. Non-
accumulating compensated absences are recognized in
the period in which the absences occur. The Company
recognizes actuarial gains and losses immediately in the
statement of profit and loss.
Gratuity:
In accordance with the Payment of Gratuity Act, 1972, the
Company provides for a lump sum payment to eligible
employees, at retirement or termination of employment
based on the last drawn salary and years of employment
with the Company. The gratuity fund is managed by the Life
Insurance Corporation of India (LIC), HDFC Standard Life,
TATA AIG life and Birla Sun-life. The Company’s obligation
in respect of the gratuity plan, which is a defined benefit
plan, is provided for based on actuarial valuation carried
out by an independent actuary using the projected unit
credit method. The Company recognizes actuarial gains
and losses immediately in the statement of profit and loss.
Superannuation:
Superannuation plan, a defined contribution scheme,
is administered by the LIC and ICICI Prudential Life
Insurance Company Limited. The Company makes annual
contributions based on a specified percentage of each
covered employee’s salary.
xv. Employee stock options
The Company determines the compensation cost based
on the intrinsic value method. The compensation cost is
amortised on a straight line basis over the vesting period.
xvi. Taxes
Income tax:
The current charge for income taxes is calculated in
accordance with the relevant tax regulations. Tax liability
for domestic taxes has been computed under Minimum
Alternate Tax (MAT). MAT credit are being recognized if
there is convincing evidence that the Company will pay
normal tax after the tax holiday period and the resultant
asset can be measured reliably. The excess tax paid under
MAT provisions being over and above regular tax liability
can be carried forward for a period of ten years from the
year of recognition and is available for set off against future
tax liabilities computed under regular tax provisions, to the
extent of MAT liability.
Deferred tax:
Deferred tax assets and liabilities are recognised for the
future tax consequences attributable to timing differences
that result between the profit offered for income taxes and
the profit as per the financial statements of the Company.
Deferred taxes are recognised in respect of timing
differences which originate during the tax holiday period
but reverse after the tax holiday period. For this purpose,
reversal of timing difference is determined using first in
first out method.
Deferred tax assets and liabilities are measured using
the tax rates and tax laws that have been enacted or
substantively enacted by the balance sheet date. The effect
on deferred tax assets and liabilities of a change in tax rates
is recognised in the period that includes the enactment/
substantive enactment date.
Deferred tax assets on timing differences are recognised
only if there is a reasonable certainty that sufficient future
116
Standalone Financial StatementsAnnual Report 2013-14
taxable income will be available against which such
deferred tax assets can be realized. However, deferred
tax assets on the timing differences when unabsorbed
depreciation and losses carried forward exist, are
recognised only to the extent that there is virtual certainty
that sufficient future taxable income will be available
against which such deferred tax assets can be realized.
Deferred tax assets are reassessed for the appropriateness
of their respective carrying amounts at each balance sheet
date.
The Company offsets, on a year on year basis, the current
and non-current tax assets and liabilities, where it has a
legally enforceable right and where it intends to settle such
assets and liabilities on a net basis.
xvii. Earnings per share
Basic:
The number of equity shares used in computing basic
earnings per share is the weighted average number of
shares outstanding during the year excluding equity shares
held by controlled trusts.
Diluted:
The number of equity shares used in computing diluted
earnings per share comprises the weighted average
number of equity shares considered for deriving basic
earnings per share, and also the weighted average number
of equity shares that could have been issued on the
conversion of all dilutive potential equity shares.
Dilutive potential equity shares are deemed converted
as of the beginning of the period, unless issued at a later
date. The number of equity shares and potentially dilutive
equity shares are adjusted for any stock splits and bonus
shares issued.
xviii. Cash flow statement
Cash flows are reported using the indirect method,
whereby net profits before tax is adjusted for the effects
of transactions of a non-cash nature and any deferrals or
accruals of past or future cash receipts or payments. The
cash flows from regular revenue generating, investing and
financing activities of the Company are segregated.
3.
Share Capital
Authorised Capital
2,650,000,000 (2013: 2,650,000,000) equity shares [Par value of ` 2 per share]
25,000,000 (2013: 25,000,000) 10.25% redeemable cumulative preference shares
[Par value of ` 10 per share]
Issued, subscribed and fully paid-up capital
2,466,317,273 (2013: 2,462,934,730) equity shares of ` 2 each [refer note (i) below]
As at March 31,
2014
5,300
250
5,550
4,932
2013
5,300
250
5,550
4,926
Subsequent to March 31, 2014, the authorised equity and preference share capital of the Company has been increased to
2,917,500,000 and 25,150,000, respectively, pursuant to the approval of the scheme of amalgamation for merger of Wipro Technology
Services Limited and Wipro Energy IT Services India Private Limited with the Company (refer note 45).
Terms / Rights attached to equity shares
The Company has only one class of equity shares having a par value of ` 2 per share. Each holder of equity shares is entitled to
one vote per share. The Company declares and pays dividend in Indian Rupees. The dividend proposed by the Board of Directors
is subject to shareholders approval in the ensuing Annual General Meeting.
Following is the summary of per share dividends recognised as distributions to equity share holders:
Interim Dividend
Final Dividend
For the year ended March 31,
2014
` 3
` 5
2013
` 2
` 5
In the event of liquidation of the Company, the equity share holders will be entitled to receive the remaining assets of the Company,
after distribution of all preferential amounts, if any, in proportion to the number of equity shares held by the shareholders.
117
Standalone Financial StatementsWipro Limited
(i) Reconciliation of number of shares
Opening number of equity shares / American Depository
Receipts (ADRs) outstanding
Equity shares / American Depository Receipts (ADRs) issued
pursuance to Employee Stock Option Plan
As at March 31, 2014
As at March 31, 2013
No of Shares
` million
No of shares
` million
2,462,934,730
4,926
2,458,756,228
4,917
Closing number of equity shares / ADRs outstanding
2,466,317,273
4,932
2,462,934,730
(ii) Details of shareholders having more than 5% of the total equity shares of the Company
3,382,543
6
4,178,502
9
4,926
Name of the Shareholder
Sl.
No.
As at March 31, 2014
As at March 31, 2013
No of shares
% held No of shares
% held
1 Mr. Azim Hasham Premji Partner representing Hasham Traders 370,956,000
15.04 370,956,000
2 Mr. Azim Hasham Premji Partner representing Prazim Traders
452,906,791
18.36 480,336,000
3 Mr. Azim Hasham Premji Partner representing Zash Traders
451,619,790
18.31 479,049,000
4
Azim Premji Trust
429,714,120
17.42 490,714,120
15.06
19.50
19.45
19.92
(iii) Other details of Equity Shares for a period of five years immediately preceding March 31, 2014
Aggregate number of share allotted as fully paid up pursuant to contract(s) without payment
being received in cash
(Allotted to the Wipro Inc Trust, the sole beneficiary of which is Wipro LLC, a wholly owned
subsidiary of the Company, in consideration of acquisition of inter-company investments)
As at March 31,
2014
2013
841,585
1,614,671
Aggregate number of shares allotted as fully paid bonus shares
979,119,256
979,119,256
Aggregate number of shares bought back
(iv) Shares reserved for issue under option
-
-
For details of shares reserved for issue under the employee stock option plan of the Company, refer note 39.
118
Standalone Financial StatementsAnnual Report 2013-14
4.
Reserves and Surplus:
Capital Reserve
Balance brought forward from previous year
Additions during the year
Adjustment on account of demerger (refer note 31)
Capital Redemption Reserve
Balance brought forward from previous year
Adjustment on account of amalgamation (refer note 45)
Securities premium account
Balance brought forward from previous year
Add: Exercise of stock options by employees
Adjustment on account of demerger (refer note 31)
Adjustment on account of amalgamation (refer note 45)
Restricted stock units reserve [refer note 39] *
Employee stock options outstanding
Less: Deferred employee compensation expense
General reserve
Balance brought forward from previous year
Adjustment on account of demerger (refer note 31)
Adjustment on account of amalgamation (refer note 45)
Compensation cost related to Employee share based payment transaction
Amount transferred from surplus balance in the statement of profit and loss [refer note
(a) below]
Foreign currency translation reserve [refer note 2(x)]
Balance brought forward from previous year
On account of foreign branch operations
Hedging reserve [refer note 35 & 2 (xi)]
Balance brought forward from previous year
Net loss reclassified into statement of profit and loss
Changes in fair value of effective portion of derivatives
Gain / (loss) on cash flow hedging derivatives, net
Surplus from statement of profit and loss
Balance brought forward from previous year
Adjustment on account of demerger (refer note 31)
Profit for the year
Less: Appropriations
- Interim dividend
- Proposed dividend
- Tax on dividend
- Amount transferred to general reserve
Closing balance
As at March 31,
2014
1,139
-
-
1,139
-
14
14
11,758
904
-
71
12,733
1,947
(1,638)
309
143,773
-
430
(104)
7,387
151,486
501
107
608
1,278
-
(709)
(709)
569
78,371
-
73,874
7,404
12,332
3,353
7,387
121,769
288,627
2013
1,144
-
(5)
1,139
-
-
-
30,455
1,303
(20,000)
-
11,758
3,147
(2,598)
549
156,381
(18,268)
-
-
5,660
143,773
85
416
501
(2,047)
(25)
3,350
3,325
1,278
51,684
(4,026)
56,502
4,932
12,315
2,892
5,650
78,371
237,369
* Restricted stock units reserve includes Deferred Employee Compensation, which represents future charge to the statement of
profit and loss and employee stock options outstanding to be treated as securities premium at the time of allotment of shares.
119
Standalone Financial StatementsWipro Limited
(a) Additions to General Reserve include:
Particulars
Transfer from the statement of profit and loss
Others
5.
Share application money pending allotment
For the year ended March 31,
2014
7,387
-
7,387
2013
5,650
10
5,660
Share application money pending allotment represents monies received against shares to be issued under the employee
stock option plan formulated by the Company as at the year end. Securities premium on account of shares pending allotment
amounts to ` 156 and ` 41 as at March 31, 2014 and 2013, respectively included in the ‘Restricted stock units reserve’. The
Company has sufficient authorized equity share capital to cover the share capital amount arising from allotment of shares
pending allotment as at March 31, 2014 and 2013 and there are no interest accrued and due on amount due for refund as at
March 31, 2014 and 2013.
6.
Long term borrowings
Secured:
Obligation under finance lease (a)
Unsecured:
Term loan:
External commercial borrowing (b)
Others (c)
As at March 31,
2014
1,060
1,060
8,985
16
9,001
10,061
2013
504
504
-
86
86
590
(a) Obligation under finance lease is secured by underlying fixed assets. These obligations are repayable in monthly installments up
to year ending March 31, 2019. The interest rate for these obligations ranges from 1.5% to 17.2% (2013: 9.75% to 17.2%).
(b) The Company entered into an arrangement with a consortium of banks to obtain External Commercial Borrowings (ECB) during
the year ended March 31, 2014. Pursuant to this arrangement, the Company has availed ECB of 150 million dollar repayable in
full in June 2018. The ECB carries an average interest rate of 2.46% p.a (2013: 1.94% p.a.). The ECB is an unsecured borrowing and
the Company is subject to certain customary restrictions on additional borrowings and quantum of payments for acquisitions
in a financial year.
(c) Unsecured loans from others are repayable in monthly installments within the year ending March 31, 2016. The interest rates for
these loans range from 0% to 12% (2013: 0%).
As at March 31, 2014 and 2013, the Company has complied with all the covenants under the loan arrangements.
7. Other long term liabilities
Derivative liabilities
8.
Long term provisions
Employee benefit obligations
Warranty provision [refer note 40]
As at March 31,
2014
629
629
As at March 31,
2014
2,579
6
2,585
2013
118
118
2013
2,283
6
2,289
Employee benefit obligations include provision for gratuity, other retirement benefits and compensated absences.
120
Standalone Financial StatementsAnnual Report 2013-14
9.
Short term borrowings
Unsecured:
Loan repayable on demand from banks
Rate of Interest for PCFC loan ranges from 1% - 2% and other than PCFC loan is 12.2%.
10. Trade payables
Trade payables – Due to micro and small enterprises [refer note 42]
Trade payables – Due to other than micro and small enterprises
Accrued expenses
11. Other current liabilities
Current maturities of long-term borrowings *
Current maturities of obligation under finance lease *
Unearned revenue
Statutory liabilities
Derivative liabilities
Capital creditors
Advances from customers
Unclaimed dividends
Interest accrued but not due on borrowings
Balances due to related parties
* For rate of interest and other terms and conditions, refer note 6.
12. Short term provisions
Employee benefit obligations
Provision for tax
Proposed dividend
Tax on proposed dividend
Warranty provision [refer note 40]
Provisions-others taxes [refer note 40]
Others
Employee benefit obligations include other retirement benefits and compensated absences.
As at March 31,
2014
35,042
35,042
As at March 31,
2014
-
36,013
17,892
53,905
As at March 31,
2014
156
571
11,065
3,170
4,632
494
2,918
27
147
833
24,013
As at March 31,
2014
4,787
15,251
12,332
2,096
276
1,031
423
36,196
2013
39,870
39,870
2013
-
29,936
19,292
49,228
2013
20,342
148
9,303
3,185
2,189
626
2,146
25
90
-
38,054
2013
3,988
14,552
12,315
2,093
277
869
-
34,094
121
Standalone Financial StatementsWipro Limited
13. Tangible assets
Gross carrying value
As at April 1, 2012
Adjustment on account of demerger
Additions(b)
Disposals / adjustments
As at March 31, 2013
As at April 1, 2013
Addition on account of
Amalgamation (refer note 45)
Additions(b)
Disposal / adjustments
As at March 31, 2014
Accumulated depreciation/
Impairment
As at April 1, 2012
Adjustment on account of demerger
Charge for the year
Deductions / other adjustments
As at March 31, 2013
As at April 1, 2013
Adjustment on account of
Amalgamation (refer note 45)
Charge for the year
Deductions / other adjustments(c)
As at March 31, 2014
Net Block
As at March 31, 2013
As at March 31, 2014
Land(a)
Buildings
Plant and
machinery
Furniture
and
fixtures
Office
equipment Vehicles
Total
5,148
(241)
-
(7)
4,900
19,978
(959)
111
(31)
19,099
45,587
(4,570)
3,691
(825)
43,883
7,962
(128)
493
(585)
7,742
2,684
(143)
189
(62)
2,668
1,720
(56)
1
(366)
1,299
83,079
(6,097)
4,485
(1,876)
79,591
4,900
19,099
43,883
7,742
2,668
1,299
79,591
-
517
(661)
4,756
86
1,021
(59)
20,147
462
6,697
(1,115)
49,927
63
(7)
28
-
84
1,671
(159)
509
(8)
2,013
30,924
(2,078)
5,006
(734)
33,118
59
403
(25)
8,179
5,193
(79)
995
(520)
5,589
94
303
(90)
2,975
1,725
(54)
355
(59)
1,967
8
2
(482)
827
709
8,943
(2,432)
86,811
1,542
(45)
108
(345)
1,260
41,118
(2, 422)
7,001
(1,666)
44,031
84
2,013
33,118
5,589
1,967
1,260
44,031
-
117
178
379
84
565
(23)
2,639
443
5,369
(471)
38,459
37
910
(554)
5,982
90
342
(86)
2,313
8
39
(483)
824
662
7,342
(1,439)
50,596
4,816
4,377
17,086
17,508
10,765
11,468
2,153
2,197
701
662
39
3
35,560
36,215
(a) Includes gross block of ` 1,613 (2013: ` 1,133) and accumulated amortisation of ` 379 (2013: ` 84) being leasehold land.
(b) Interest capitalized during the year ended March 31, 2014, aggregated to ` 149 (2013: ` 94).
(c) Includes regrouping / reclassification within the block of assets.
122
Standalone Financial StatementsAnnual Report 2013-14 Goodwill
Technical
Know-how
Patents,
trademarks and
rights
Total
14.
Intangible assets and goodwill
Gross carrying value
As at April 1, 2012
Adjustment on account of demerger
Addition due to acquisition
Additions
As at March 31, 2013
As at April 1, 2013
Additions
As at March 31, 2014
Amortisation
As at April 1, 2012
Adjustment on account of demerger
Charge for the year
As at March 31, 2013
As at April 1, 2013
Charge for the year
As at March 31, 2014
Net Block
As at March 31, 2013
As at March 31, 2014
3,666
(362)
130
-
3,434
3,434
-
3,434
-
-
-
-
-
-
-
3,434
3,434
125
(26)
-
12
111
111
-
111
57
(6)
12
63
63
12
75
48
36
15. Non-current investments
(Valued at cost unless stated otherwise)
Trade
Investments in unquoted equity instruments
- Subsidiaries [refer note 43 (i)]
Investments in unquoted preference shares
- Subsidiary * [refer note 43 (ii)]
Non-trade
Investment in unquoted equity instruments
- Others [refer note 43 (iii)]
Less: Provision for diminution in value of non-current investments
* Value of investment is less than one million rupees.
1,208
(1,208)
52
-
52
52
26
78
405
(405)
-
-
-
13
13
52
65
4,999
(1,596)
182
12
3,597
3,597
26
3,623
462
(411)
12
63
63
25
88
3,534
3,535
As at March 31,
2014
2013
49,256
50,422
-
-
2,712
51,968
-
51,968
-
50,422
1,875
48,547
123
Standalone Financial StatementsWipro Limited
16. Long term loans and advances
(Unsecured, considered good unless otherwise stated)
Loans to subsidiary companies*
Capital advances
Prepaid expenses
Security deposits
Other deposits
Deferred contract costs
Advance income tax, net of provision for tax
MAT credit entitlement
* Refer note 46 for loans given to subsidiaries.
17. Other non-current assets
Secured, considered good:
Finance lease receivables
Unsecured, considered good:
Derivative assets
Finance lease receivables are secured by the underlying assets given on lease.
18. Current investments
(Valued at cost or fair value whichever is less)
Quoted
Investments in Indian money market mutual funds * [refer note 44 (i)]
Investments in debentures [refer note 44 (ii)]
Unquoted
Certificate of deposit/bonds [refer note 44 (iii)]
Investments in equity instruments
Aggregate market value of quoted investments
Aggregate book value of quoted investments (current and non-current)
Aggregate book value of unquoted investments (current and non-current)
As at March 31,
2014
1,770
943
1,019
1,261
369
3,711
19,070
1,838
29,981
As at March 31,
2014
5,104
5,104
286
286
5,390
As at March 31,
2014
17,963
51
18,014
40,378
-
40,378
58,392
18,257
18,014
92,346
2013
2,535
1,885
811
1,040
323
-
16,795
1,779
25,168
2013
5,418
5,418
51
51
5,469
2013
6,984
42
7,026
53,400
69
53,469
60,495
7,068
7,026
102,016
* Includes investments in mutual fund amounting to ` 250 (2013: ` 450) pledged as margin money deposit for entering into currency
future contracts. The remaining maturity of such outstanding future contracts does not exceed 12 months from the reporting date.
124
Standalone Financial StatementsAnnual Report 2013-14
19.
Inventories
(At lower of cost and net realizable value)
Raw materials [including goods in transit - ` 1 (2013 : ` 163)]
Work in progress
Finished goods [including goods in transit - ` 28 (2013 : ` 13)]
Traded goods
Stores and spares
20. Trade Receivables
Unsecured:
Over six months from the date they were due for payment
Considered good
Considered doubtful
Less: Provision for doubtful receivables
Other receivables
Considered good
Considered doubtful
Less: Provision for doubtful receivables
21. Cash and bank balances
Cash and cash equivalents
Balances with banks
- In current accounts
- Unclaimed dividend
- In deposit accounts
Cheques, drafts on hand
Cash on hand
Deposit accounts with more than 3 months but less than 12 months maturity
Deposit accounts with more than 12 months maturity
As at March 31,
2014
36
16
65
1,236
930
2,283
2013
645
43
134
1,149
1,234
3,205
As at March 31,
2014
2013
14,542
3,756
18,298
(3,756)
14,542
70,967
162
71,129
(162)
70,967
85,509
6,110
2,837
8,947
(2,837)
6,110
78,884
134
79,018
(134)
78,884
84,994
As at March 31,
2014
2013
39,134
27
65,441
947
-*
105,549
40,590
-
30,306
25
46,481
1,191
1
78,004
33,560
-
a)
b)
Cash and cash equivalents include restricted cash balance of ` 27 (2013: ` 25) primarily on account of unclaimed dividends.
The deposits with banks comprise time deposits, which can be withdrawn at any time without prior notice and without any
penalty on the principal.
* Value is less than one million rupees.
125
Standalone Financial StatementsWipro Limited
22. Short term loans and advances
(Unsecured, considered good unless otherwise stated)
Employee travel and other advances
Advance to suppliers
Balance with excise, customs and other authorities
Prepaid expenses
Other deposits
Security deposits
Inter corporate deposits
Deferred contract costs
Others*
Others, considered doubtful
Less: Provision for doubtful loans and advances
* including deposits with bank amounting to ` 300 (2013: ` 300) placed as margin money.
23. Other current assets
Secured and considered good:
Finance lease receivables
Unsecured and considered good:
Derivative assets
Interest receivable
Unbilled revenue
Finance lease receivables are secured by the underlying assets given on lease.
24. Revenue from operations (gross)
Sale of products
Sale of services
(A) Details of revenue from sale of products
Mini computers/micro-processor based systems including accessories, MS licenses
Networking, storage equipment, servers, software licenses
Others
Less: Excise duty
126
As at March 31,
2014
2,325
943
938
4,623
289
1,243
12,500
3,852
2,580
826
30,119
826
29,293
As at March 31,
2014
2,986
2,986
5,514
4,345
32,171
42,030
45,016
2013
2,083
392
948
3,616
310
1,170
9,280
2,365
1,080
920
22,164
920
21,244
2013
2,484
2,484
4,102
3,477
25,843
33,422
35,906
Year ended March 31,
2014
32,386
355,265
387,651
2013
33,651
298,645
332,296
For the year ended March 31,
2014
9,111
15,240
8,035
32,386
(79)
32,307
2013
13,507
15,576
4,568
33,651
(31)
33,620
Standalone Financial StatementsAnnual Report 2013-14
(B) Details of revenue from services rendered
Software services
IT enabled services
Others
25. Other income
Income from current investments
- Dividend on mutual fund units
- Profit on sale of investment, net
Interest income from banks and others
Other exchange differences, net
Miscellaneous income
26. Cost of materials consumed
Opening stock
Less: Adjusted on account of demerger
Add: Purchases
Less: Closing stock
(A) Details of materials consumed
Memory, processors and hard disks
Monitors and cabinets
Operating systems
Motherboards and power supplies
Peripherals and add-on
Others
Less : Internal capitalization
For the year ended March 31,
2014
328,610
25,532
1,123
355,265
2013
276,004
22,053
588
298,645
Year ended March 31,
2014
354
1,537
12,481
1,385
355
16,112
2013
471
2,225
7,984
2,418
155
13,253
Year ended March 31,
2014
645
-
1,444
(36)
2,053
2013
3,113
(2,589)
3,663
(645)
3,542
Year ended March 31,
2014
1,026
659
375
373
342
7
(729)
2,053
2013
2,305
1,372
780
756
517
-
(2,188)
3,542
127
Standalone Financial StatementsWipro Limited
27. Changes in inventories of finished goods, work in progress and Stock-in-trade
Opening stock
Work in progress
Traded goods
Finished products
Less: Adjusted on account of demerger
Less: Closing stock
Work in progress
Traded goods
Finished products
(Increase)/Decrease
Details of purchase of traded goods
Networking equipments, storage devices and servers
Operating systems and software licenses
Desktops, laptops, printers and other peripherals
Others
28. Employee benefits expense
Salaries and wages
Contribution to provident and other funds
Share based compensation
Staff welfare expenses
29. Finance costs
Interest
Exchange fluctuations on foreign currency borrowings, net
(to the extent regarded as borrowing cost)
128
Year ended March 31,
2014
2013
43
1,149
134
-
1,326
16
1,236
65
1,317
9
927
1,675
866
(2,324)
1,144
43
1,149
134
1,326
(182)
Year ended March 31,
2014
13,992
7,480
715
671
2013
9,925
8,838
1,818
2,891
22,858
23,472
Year ended March 31,
2014
175,523
3,504
535
3,813
2013
151,776
3,139
804
3,323
183,375
159,042
Year ended March 31,
2014
732
3,015
3,747
2013
799
2,725
3,524
Standalone Financial StatementsAnnual Report 2013-14
30. Other expenses
Sub-contracting / technical fees / third party application
Travel
Reversal of provision for diminution in the value of non-current investments
Repairs to building
Repairs to machinery
Power and fuel
Rent
Communication
Advertisement and sales promotion
Legal and professional
Staff recruitment
Carriage and freight
Consumption of stores and spares
Insurance
Rates and taxes
Auditors’ remuneration
As auditor
For certification including tax audit
Reimbursement of expenses
Miscellaneous expenses
Year ended March 31,
2014
44,197
15,314
(1,875)
279
3,712
2,468
3,040
4,329
1,407
1,868
1,069
113
574
643
552
44
2
2
10,455
88,193
2013
35,524
12,847
-
227
3,318
2,304
2,733
4,161
1,445
1,625
1,296
179
-
651
620
43
2
2
10,079
77,056
31. During the previous year ended March 31, 2013, the
Company had initiated and completed the demerger of
Diversified Business. The “Scheme of Arrangement” (‘the
Scheme’) involved transfer of the Diversified Business to a
“Resulting Company” [Wipro Enterprises Limited (formerly
known as Azim Premji Custodial Services Private Limited)]
whose equity shares are not listed in any stock exchange
in India or abroad.
32.
Capital commitments
The estimated amount of contracts remaining to be
executed on Capital account and not provided for, net of
advances is ` 614 (2013: ` 1,090).
33. Contingent Liabilities, to the extent not provided for
Contingent liabilities in respect of:
The Scheme became effective on March 31, 2013 with an
appointed date of April 01, 2012 when the sanction of
the Honorable High Court of Karnataka and filing of the
certified copy of the same with the Registrar of Companies.
The Scheme of Demerger has been accounted for in terms
of the Court Orders and alterations or modifications as
approved by the Board of Directors of the Company and
the Resulting Company as provided for in the Scheme.
All the assets and liabilities relating to the Diversified
Business of the Company, on the appointed date, have
been transferred to the Resulting Company. The excess of
assets over liabilities relating to the Diversified Business
of ` 42,299 transferred as at April 01, 2012, has been
adjusted in terms of the Scheme against the Reserves of
the Company as under:
a)
b)
c)
d)
Securities premium account
General reserves
Capital reserve
Surplus from the statement of profit
and loss
20,000
18,268
5
4,026
42,299
Disputed demands for excise
duty, customs duty, income
tax, sales tax and other
matters
Performance and financial
guarantees given by the banks
on behalf of the company
Guarantees given by the
Company on behalf of
subsidiaries
As at March 31,
2014
2013
2,338
2,273
19,946
20,618
5,036
2,597
The Company’s Indian operations have been established as
units in Special Economic Zone and Software Technology
Park Unit under plans formulated by the Government of
India. As per the plan, the Company’s India operations have
export obligations to the extent of net positive foreign
exchange (i.e. foreign exchange inflow - foreign exchange
outflow should be positive) over a five year period. The
consequence of not meeting this commitment in the future
would be a retroactive levy of import duties on certain
hardware previously imported duty free. As at March 31,
129
Standalone Financial StatementsWipro Limited
2014, the Company has met all commitments required
under the plan.
Tax Demands:
The Company had received tax demands aggregating
to ` 42,883 (including interest of ` 12,907 ) arising primarily
on account of denial of deduction under section 10A of
the Income Tax Act, 1961 in respect of profit earned by
the Company’s undertaking in Software Technology Park
at Bangalore for the years ended March 31, 2001 to March
31, 2009. The appeals filed against the said demand before
the Appellate authorities have been allowed in favor of
the Company by the second appellate authority for the
years up to March 31, 2007. Further appeals have been
filed by the Income tax authorities before the Honorable
High Court. For the year ended March 31, 2008 and 2009,
the appeal is pending before the Income Tax Appellate
Tribunal.
In March 2014, the Company received the draft assessment
order, on similar grounds as that of earlier years, with a
demand of ` 9,058 (including interest of ` 2,938) for the
financial year ended March 31, 2010. Subsequent to the
year end, the company has filed its objections against the
said demand before the Dispute Resolution Panel.
Considering the facts and nature of disallowance and the
order of the appellate authority upholding the claims of
the Company for earlier years, the Company expects that
the final outcome of the above disputes to be in favor
of the Company and impact on the company’s financial
statements is not expected to be material.
The Company is subject to legal proceedings and claims
which have arisen in the ordinary course of its business. The
resolution of these legal proceedings is not likely to have
a material and adverse effect on the results of operations
or the financial position of the Company.
34. Adoption of AS 30
The Company has applied the principles of AS 30, as per
announcement by ICAI to the extent such principles of AS
30 does not conflict with existing accounting standards
prescribed by Companies (Accounting Standards)
Rules, 2006 (as amended) and other authoritative
pronouncements.
The Company has designated USD 220 million (2013: USD
357 million) and Euro 25 million (2013: Euro 40 million)
of forward contracts as hedges of its net investments in
non-integral foreign operations and has also designated
a dollar-denominated foreign currency borrowing
amounting to USD 150 Million during the current
period (2013: Nil) as a hedging instrument to hedge
net investment in non-integral foreign operations. The
company had also designated a yen-denominated foreign
currency borrowing in combination with Cross-Currency
Interest Rate Swaps (CCIRS) amounting to JPY 24.5 billion,
130
as a hedging instrument to hedge net investment in a
non-integral foreign operation which was repaid during
quarter ended June 30, 2013. As equity investments in
non-integral foreign subsidiaries/operations are stated at
historical cost, in these standalone financial statements,
the changes in fair value of derivative contracts and impact
of restatement of foreign currency borrowing amounting
to loss of (` 2,607) for the year ended March 31, 2014 has
been recorded in the statement of profit and loss as part
of other income [2013: (` 1,107)].
35. Derivatives
As at March 31, 2014 the Company has recognized gain
of ` 569 [2013: ` 1,278] relating to derivative financial
instruments (comprising foreign currency forward contract,
option contracts and interest rate swap) that are designated
as effective cash flow hedges in the shareholders’ fund.
The following table presents the aggregate contracted
principal amounts of the Company’s derivative contracts
outstanding as at:
Particulars
Designated derivative instruments
Sell
Interest rate swap
Non designated derivative
Instruments
Cross currency swaps
Sell
Buy
(In Million)
As at March 31,
2014
2013
$
£
AUD
€
$
516 $
51 £
9 AUD
78 €
150 $
777
61
9
108
30
1,281 $
99 AUD
112 £
88 €
¥
$
AUD
£
€
JPY 490 JPY
SGD
8 SGD
ZAR 223 ZAR
CAD
10 CAD
$
¥
- ¥ 31,511
1,598
60
73
87
-
-
-
-
767
1,525
585 $
– ¥
As of the balance sheet date, the Company has net foreign
currency exposures that are not hedged by a derivative
instrument or otherwise amounting to ` 9,403 (2013: ` 19,749).
36. Finance lease receivables
The Company provides lease financing for the traded and
manufactured products primarily through finance leases.
The finance lease portfolio contains only the normal
collection risk with no important uncertainties with
respect to future costs. These receivables are generally
due in monthly, quarterly or semi-annual installments over
periods ranging from 3 to 10 years.
Standalone Financial StatementsAnnual Report 2013-14
The components of finance lease receivables are as follows:
Gross investment in lease
Not later than one year
Later than one year and not later
than five years
Later than five years
Unguaranteed residual values
Unearned finance income
Net investment in finance
receivables
As at March 31,
2014
2013
3,151
2,557
5,741
-
90
8,982
(892)
6,240
202
172
9,171
(1,269)
8,090
7,902
Present value of minimum lease receivables are as follows:
As at March 31,
2014
8,090
2,948
5,059
-
83
2013
7,902
2,362
5,301
81
159
Present value of minimum lease
payments receivables
Not later than one year
Later than one year and not later
than five years
Later than five years
Unguaranteed residual value
37. Assets taken on lease
Finance leases:
The following is a schedule of present value of future
minimum lease payments under finance leases, together
with the value of the minimum lease payments as at March
31, 2014
Present value of minimum lease
payments
Not later than one year
Later than one year and not
later than five years
Total present value of minimum
lease payments
Add: Amount representing interest
Total value of minimum lease
payments
Operating leases:
As at March 31,
2014
2013
571
1,060
1,631
242
1,873
148
504
652
248
900
The Company leases office, residential facilities and
IT equipment’s under cancelable and non-cancelable
operating lease agreements that are renewable on a
periodic basis at the option of both the lessor and the
lessee. Rental payments under such leases are ` 3,040 and
` 2,733 during the year ended March 31, 2014 and 2013,
respectively.
Details of contractual payments under non-cancelable leases
are given below:
Not later than one year
Later than one year and not later
than five years
Later than five years
Total
38. Employee benefit plans
As at March 31,
2014
1,132
2,823
1,273
5,228
2013
1,189
3,516
1,865
6,570
Gratuity: In accordance with applicable Indian laws, the
Company provides for gratuity, a defined benefit retirement
plan (Gratuity Plan) covering certain categories of employees.
The Gratuity Plan provides a lump sum payment to vested
employees, at retirement or termination of employment,
an amount based on the respective employee’s last drawn
salary and the years of employment with the Company.
The Company provides the gratuity benefit through annual
contributions to a fund managed by the Life Insurance
Corporation of India (LIC), HDFC Standard Life, Tata AIG
and Birla Sun Life (‘Insurer’). Under this plan, the settlement
obligation remains with the Company, although the Insurer
administers the plan and determines the contribution
premium required to be paid by the Company.
Change in the benefit obligation
As at March 31,
Projected benefit obligation (PBO)
at the beginning of the year
Balance transferred on account of
demerger of diversified business
Addition on account of
amalgamation
Service cost
Interest cost
Benefits paid
Actuarial loss / (gain)
PBO at the end of the year
Change in plan assets
Fair value of plan assets at the
beginning of the year
Balance transferred on account of
demerger of diversified business
Addition on account of
amalgamation
Expected return on plan assets
Employer contributions
Benefits paid
Actuarial gain / (loss)
Fair value of plan assets at the end
of the year
Present value of unfunded obligation
Recognized liability
2014
2013
3,070
2,819
-
(174)
37
537
262
(479)
255
3,682
-
452
235
(397)
135
3,070
As at March 31,
2014
2013
3,026
2,815
-
54
246
480
(479)
18
3,345
(337)
(337)
(147)
-
205
506
(397)
44
3,026
(44)
(44)
131
Standalone Financial StatementsWipro Limited
The Company has invested the plan assets in the insurer
managed funds. The expected rate of return on plan asset is
based on expectation of the average long term rate of return
expected on investments of the fund during the estimated term
of the obligation. Expected contribution to the fund during the
year ending March 31, 2015 is ` 621.
Net gratuity cost for the year ended March 31, 2014 and 2013
are as follows:
Service cost
Interest cost
Past service cost
Expected return on plan assets
Actuarial loss / (gain)
Net gratuity cost
For the year ended
March 31,
2014
537
262
-
(246)
237
790
2013
452
235
(11)
(205)
91
562
The weighted average actuarial assumptions used to determine
benefit obligations and net periodic gratuity cost are:
Assumptions
Discount rate
Rate of increase in compensation
levels
Rate of return on plan assets
As at March 31,
2014
8.90%
8%
2013
7.80%
5%
8.50%
8%
Details for the present value of defined obligation, fair value of
assets, surplus/(deficit) of assets and experience adjustments of
current year and preceding four years are as under:
As at March 31,
2012
2011
2013
2010
2014
Experience
adjustments:
On Plan liabilities
On Plan assets
Present value of
benefit obligation
Fair value of plan
assets
Excess of
(obligations over
plan assets)/
plan assets over
obligations
(22)
17
(50)
44
(140)
52
(55)
15
84
18
3,682
3,070
2,819
2,448
2,023
3,345
(337)
3,026
(44)
2,815
(4)
2,339
(109)
1,932
(91)
The Company assesses these assumptions with its projected
long-term plans of growth and prevalent industry standards.
The estimates of future salary increase, considered in actuarial
valuation, take account of inflation, seniority, promotion and
other relevant factors such as supply and demand factors in the
employment market.
132
Superannuation: Apart from being covered under the gratuity
plan, the employees of the Company also participate in a
defined contribution plan maintained by the Company. This
plan is administered by the Life Insurance Corporation of India
and ICICI Prudential Insurance Company Limited. The Company
makes annual contributions based on a specified percentage of
each covered employee’s salary.
For the year ended March 31, 2014, the Company has contributed
(net) ` 332 to superannuation fund [2013: contribution
recognized ` 12], in the statement of profit and loss.
Provident fund (PF): In addition to the above, all employees
receive benefits from a provident fund. The employee and
employer each make monthly contributions to the plan equal
to 12% of the covered employee’s salary. A portion of the
contribution is made to the provident fund trust established by
the Company, while the remainder of the contribution is made
to the Government administered pension fund.
The interest rate payable by the trust to the beneficiaries is
regulated by the statutory authorities. The Company has an
obligation to make good the shortfall, if any, between the returns
from its investments and the administered rate.
The details of fund and plan assets are given below:
Change in the benefit obligation
As at March 31,
Fair value of plan assets
Present value of defined benefit
obligation
Net (shortfall)/excess
2014
24,632
24,632
2013
21,004
21,004
-
-
The principal assumptions used in determining the present
value obligation of interest guarantee under the deterministic
approach are as follows:
Assumptions
Discount rate
Average remaining tenure of
investment portfolio
Guaranteed rate of return
As at March 31,
2014
8.90%
6 years
2013
7.80%
6 years
8.75%
8.50%
For the year ended March 31, 2014, the Company contributed
` 2,367 (2013: ` 2,202) towards provident fund.
39. Employee stock option
(i)
Employees covered under Stock Option Plans and
Restricted Stock Unit (RSU) Option Plans (collectively “stock
option plans”) are granted an option to purchase shares
of the Company at the respective exercise prices, subject
to requirements of vesting conditions. These options
generally vest over a period of five years from the date of
grant. Upon vesting, the employees can acquire one equity
share for every option. The maximum contractual term for
these stock option plans is generally 10 years.
Standalone Financial StatementsAnnual Report 2013-14 (ii)
(iii)
The stock compensation cost is computed under the
intrinsic value method and amortised on a straight line
basis over the total vesting period of five years. The intrinsic
value on the date of grant approximates the fair value. For
the year ended March 31, 2014, the Company has recorded
stock compensation expense of ` 535 (2013: ` 804).
The compensation committee of the board evaluates the
performance and other criteria of employees and approves
the grant of options. These options vest with employees
over a specified period subject to fulfillment of certain
conditions. Upon vesting, employees are eligible to apply
and secure allotment of Company’s shares at a price
determined on the date of grant of options. The particulars
of options granted under various plans are tabulated below
(The number of shares in the table below is adjusted for
any stock splits and bonus shares issues).
Wipro Employee Stock Option Plans and Restricted Stock
Unit Option Plans
The activity in these stock option plans is summarized below:
A summary of the general terms of grants under stock
option plans and restricted stock unit option plans are as
follows:
Name of Plan
Wipro Employee Stock Option
Plan 1999 (1999 Plan)
Wipro Employee Stock Option
Plan 2000 (2000 Plan)
Stock Option Plan (2000 ADS Plan)
Wipro Restricted Stock Unit Plan
(WRSUP 2004 plan)
Wipro ADS Restricted Stock Unit
Plan (WARSUP 2004 plan)
Wipro Employee Restricted Stock
Unit Plan 2005 (WSRUP 2005 plan)
Wipro Employee Restricted Stock
Unit Plan 2007 (WSRUP 2007 plan)
Authorised
Shares
Range of
Exercise
Prices
50,000,000 ` 171 – 490
250,000,000 ` 171 – 490
15,000,000 US$ 3 – 7
20,000,000 `
2
20,000,000 US$
0.04
20,000,000 `
16,666,667 `
2
2
Outstanding at the beginning of the period (1)
Granted
Exercised
Forfeited and lapsed
Effect of demerger (1)
Outstanding at the end of the period
Exercisable at the end of the period
As at March 31,
Range of
Exercise
Prices
` 480 – 489
`
2
US$
0.04
` 480 – 489
`
2
US$
0.04
` 480 – 489
`
2
0.04
US$
` 480 – 489
`
2
US$
0.04
` 480 – 489
`
2
US$
0.04
` 480 – 489
`
2
US$
0.04
` 480 – 489
`
2
0.04
US$
2014
Number
Weighted
Average
Exercise
Price
33,636 `
11,502,173 `
2,727,802 US$
— `
5,000 `
25,000 US$
— `
(2,944,779) `
(437,764) US$
— `
(555,040) `
(218,546) US$
— `
— `
— US$
33,636 `
8,007,354 `
2,096,492 US$
13,455 `
5,518,608 `
342,562 US$
480.20
2
0.04
—
2
0.04
—
2
0.04
—
2
0.04
—
—
—
480.20
2
0.04
480.20
2
0.04
2013
Number
Weighted
Average
Exercise
Price
30,000 `
10,607,038 `
2,173,692 US$
— `
3,573,150 `
1,352,000 US$
— `
(3,265,830) `
(912,672) US$
— `
(655,662) `
(180,116) US$
3,636 `
1,243,478 `
294,897 US$
33,636 `
11,502,173 `
2,727,802 US$
— `
7,111,160 `
541,959 US$
480.20
2
0.04
—
2
—
—
2
0.04
—
2
0.04
—
2
0.04
480.20
2
0.04
—
2
0.04
(1) An adjustment of one employee stock option for every 8.25 employee stock option held has been made, as of the Record Date
of the Demerger, for each eligible employee pursuant to the terms of the Scheme.
133
Standalone Financial StatementsWipro Limited
The following table summarizes information about outstanding stock options:
Range of Exercise price
` 480 – 489
`
2
0.04
US$
Numbers
33,636
8,007,354
2,096,492
2014
Weighted
Average
Remaining
Life
(Months)
24
36
44
Weighted
Average
Exercise
Price
`
`
US$
480.20
2
0.04
2013
Weighted
Average
Remaining
Life
(Months)
36
37
50
Weighted
Average
Exercise
Price
`
`
US$
480.20
2
0.04
Numbers
33,636
11,502,173
2,727,802
The weighted-average grant-date fair value of options granted during the year ended March 31, 2014 was ` 676.73 (2013: ` 406.26)
for each option. The weighted average share price of options exercised during the year ended March 31, 2014 was ` 462.60 (2013:
` 384.52) for each option.
The movement in Restricted Stock Unit reserve is summarized below:
Opening balance
Less: Amount transferred to share premium
Add: Amortisation*
Add: Amortisation in respect of share based compensation to the resulting company
Closing balance
For the year ended March 31,
2014
549
(904)
560
104
309
2013
906
(1,303)
839
107
549
* Includes amortisation expense relating to options granted to employees of the Company’s subsidiaries, amounting to ` 25 (2013:
` 35). This expense has been debited to respective subsidiaries.
40. Provisions
Provision for warranty represent cost associated with providing sales support services which are accrued at the time of
recognition of revenues and are expected to be utilized over a period of 1 to 2 years from the balance sheet date. Other
provisions primarily include provisions for tax related contingencies and litigations. The timing of cash outflows in respect of
such provision cannot be reasonably determined. The activity in the provision balance is summarized below:
Provision at the beginning of the year
Additions during the year, net
Utilized/Reversed during the year
Provision at the end of the year
Non-current portion
Current portion
41. Earnings per share
For the year ended
March 31, 2014
For the year ended
March 31, 2013
Provision for
Warranty
Others – taxes
Provision for
Warranty
Others - taxes
283
284
(285)
282
6
276
869
270
(108)
1,031
-
1,031
290
360
(368)
283
6
277
815
58
(4)
869
-
869
The computation of equity shares used in calculating basic and diluted earnings per share is set out below:
Weighted average equity shares outstanding
Share held by controlled trusts
Weighted average equity shares for computing basic EPS
Dilutive impact of employee stock options
Weighted average equity shares for computing diluted EPS
Net income considered for computing EPS (` in Million)
134
Year ended March 31,
2014
2,471,385,646
(16,640,212)
2,454,745,434
6,503,042
2,461,248,476
73,874
2013
2,468,060,030
(14,841,271)
2,453,218,759
4,674,126
2,457,892,885
56,502
Standalone Financial StatementsAnnual Report 2013-14
42.
There are no Micro and Small Enterprises, to whom the company owes dues, which are outstanding for more than 45 days as
at March 31, 2014 (2013: Nil). This information has been determined to the extent such parties have been identified on the
basis of information available with the Company.
43. Details of Non-current investments
(i)
Investments in unquoted equity instruments (fully paid up) of Subsidiaries [Trade]
Name of the subsidiary
No. of shares
Currency
Face value
As at March 31,
Wipro Trademarks Holding Limited
Wipro Travel Services Limited
Wipro Technology Services Limited*
Wipro Energy IT Services India Private
Limited*
2014
94,000
66,171
2013
94,000
66,171
-
-
39,284,680
879,136
Wipro Holdings (Mauritius) Limited
105,448,318 105,448,318
Wipro Australia Pty Limited
Wipro LLC
Wipro Japan KK
25,000
180,678
650
16
25,000
180,678
650
-
`
`
`
`
USD
AUD
USD
JPY
JPY
Wipro Shanghai Limited
Refer note 1 below
Wipro Cyprus Private Limited
163,611
149,609
3D Networks Pte Limited
28,126,108
28,126,108
Planet PSG Pte Limited
Wipro Chengdu Limited
1,472,279
1,472,279
Refer note 1 below
Wipro Airport IT Services Limited
3,700,000
3,700,000
`
Euro
SGD
SGD
10
10
10
10
1
1
2,500
50,000
97,650,000
1
1
1
10
2014
22
1
-
-
4,747
1
23,135
10
1002
9
18,903
1,271
94
24
37
2013
22
1
6,205
886
4,747
1
19,918
10
-
9
17,197
1,271
94
24
37
49,256
50,422
Note 1 - As per the local laws of People’s Republic of China, there is no concept of issuance of Share Certificate. Hence the
investment by the Company is considered as equity contribution.
* Investment in these entities have been adjusted in the reserves on account of amalgamation (refer note 45).
(ii)
Investments in unquoted preference shares (Fully paid up) of Subsidiary [Trade]
Name of the subsidiary
No. of shares
Currency
Face value
As at March 31,
9% cumulative redeemable preference shares
held in Wipro Trademarks Holding Limited (a)
1,800
1,800
`
10
-
-
2014
2013
2014
2013
(a) value of investment is less than one million rupees.
(iii) Investments in equity instruments – Others (fully paid up)
Particulars
No. of shares
Currency
Face value
As at March 31,
Opera Solutions LLC
Axeda Corporation
Mycity Technology Limited
Wep Peripherals Limited
2014
2013
1,593,365
5,462,287
44,935
306,000
-
-
-
-
USD
USD
`
`
0.001
0.001
10
10
2014
2,360
283
45
24
2,712
2013
-
-
-
-
-
135
Standalone Financial StatementsWipro Limited
44. Details of current investments
(i)
Investments in Indian money market mutual funds
Fund House
Number of Units as at March 31,
Balances as at March 31,
Reliance Mutual Fund
Birla sunlife Mutual Fund
IDFC Mutual Fund
Franklin Templeton Mutual Fund
ICICI Prudential Mutual Fund
L&T Mutual Fund
SBI Mutual Fund
HDFC Mutual Fund
JP Morgan Mutual Fund
Religare Invesco Mutual Fund
Tata Mutual Fund
Kotak Mahindra Mutual Fund
Deutsche Mutual Fund
2014
204,454,734
256,738,978
108,971,467
38,151,444
78,353,120
610,329
624,151
77,319,989
50,317,473
41,853,497
30,000,000
88,853
18,438,357
2013
15,547,130
11,793,818
18,721,738
-
22,303,275
-
20,000,000
40,262,187
-
205,307
-
4,666,952
-
2014
4,846
4,357
1,428
1,297
1,273
1,070
1,025
781
608
578
300
207
193
17,963
2013
1,711
500
2,434
-
1,121
-
200
500
-
311
-
207
-
6,984
(ii)
Investments in debentures – Others (Fully paid up)
Particulars
No. of shares/units
Currency Face value
As at March 31,
Debentures in Citicorp Finance (India) Limited
2014
505
2013
500
`
100,000
2014
51
2013
42
(iii) Investments in certificate of deposits/ commercial papers and bonds
Particulars
As at March 31,
LIC Housing Finance Limited
Sundaram Finance Limited
Power Finance Corporation Limited
Mahindra & Mahindra Financial Services
Kotak Mahindra Prime Limited
IDFC Limited
L&T Finance Limited
Government of India Bonds
ILFS Limited
L&T Infrastructure Finance Limited
Bajaj Finance Limited
Canara Bank
HDFC Bank
GIC Housing Finance Limited
NABARD
Exim Bank
IRFC
Bharath Aluminium Co Limited
E.I.D. Parry
SIDBI
Tata Capital Financial Services Limited
136
2014
7,170
4,151
3,613
3,576
3,004
2,607
1,940
1,821
1,696
1,663
1,495
1,470
1,453
1,435
649
504
500
490
343
301
248
2013
3,034
2,356
961
-
-
2,518
1,213
2,000
-
-
955
6,926
1,695
955
2,757
500
-
-
-
-
-
Standalone Financial StatementsAnnual Report 2013-14
Particulars
Tube Investments
SAIL
Syndicate Bank
Kotak Mahindra Bank
Indian Bank
National Housing Bank
State Bank of Mysore
Corporation Bank
IDBI Bank
State Bank of Patiala
ING Vysya Bank
Bank of Baroda
ICICI Bank
Federal Bank
Punjab & Sind Bank
State Bank of Bikaner & Jaipur
Axis Bank
Punjab National Bank
State Loan Deposit
Total
45. Amalgamation of Companies
As at March 31,
2014
150
99
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
40,378
2013
-
100
5,214
4,546
3,221
3,016
1,705
1,680
1,525
1,436
955
929
567
479
479
479
475
470
255
53,400
The Company has two wholly owned subsidiaries namely, Wipro Technology Services Limited (‘WTS’) and Wipro Energy IT
Services Private Limited (‘WEITSL’) who are engaged in the business of providing information technology services including
software maintenance and support services. During the current year, WTS and WEITSL have been amalgamated with the
Company in terms of the scheme of amalgamation (‘Scheme’) sanctioned by the Honorable High Court of Karnataka pursuant
to its Order dated March 28, 2014. The Scheme became effective on April 9, 2014 with appointed date of April 1, 2013 when the
sanction of the Honorable High Court of Karnataka and filing of the certified copy of the same with the Registrar of Companies.
The Scheme has been accounted for under the ‘pooling of interest method’ as prescribed under AS 14 as per the terms of the
Court Order. Since the subsidiaries amalgamated were wholly owned subsidiaries of the Company, there was no exchange
of shares to effect the amalgamation. The difference between the amounts recorded as investments of the Company and the
amount of share capital of the aforesaid amalgamating subsidiaries have been adjusted in the reserves.
46. Related party relationships and transactions
List of subsidiaries as at March 31, 2014 are provided in the table below.
Subsidiaries
Subsidiaries
Wipro LLC (formerly Wipro Inc)
Wipro Gallagher Solutions Inc
Opus Capital Markets
Consultants LLC
Opus Technology Services LLC
Infocrossing Inc.
Wipro Promax Analytics Solutions
LLC [Formerly Promax Analytics
Solutions Americas LLC]
Wipro Insurance Solution LLC
Country of
Incorporation
USA
USA
USA
USA
USA
USA
137
Standalone Financial StatementsWipro Limited
Subsidiaries
Subsidiaries
Wipro Japan KK
Wipro Shanghai Limited
Wipro Trademarks Holding Limited
Wipro Travel Services Limited
Wipro Holdings (Mauritius)
Limited
Wipro Cyprus Private Limited
Wipro Holdings UK Limited
Wipro Doha LLC#
Wipro Technologies S.A DE C. V
Wipro BPO Philippines LTD. Inc
Wipro Holdings Hungary Korlátolt
Felelősségű Társaság
Wipro Technologies Argentina SA
Wipro Information Technology
Egypt SAE
Wipro Arabia Limited*
Wipro Poland Sp Zoo
Wipro IT Services Poland Sp. z o. o
Wipro Outsourcing Services UK
Limited
Wipro Technologies South Africa
(Proprietary) Limited
Wipro Information Technology
Netherlands BV
Wipro Holding Austria GmbH(A)
3D Networks (UK) Limited
Wipro Europe Limited (A)
Wipro Technologies Nigeria
Limited
Wipro Portugal S.A.(A)
Wipro Technologies Limited,
Russia
Wipro Technology Chile SPA
Wipro Technologies Canada
Limited
Wipro Information Technology
Kazakhstan LLP
Wipro Technologies W.T.
Sociedad Anonima
Wipro Outsourcing Services
(Ireland) Limited
Wipro Technologies Norway AS
Wipro Technologies VZ, C.A.
Wipro Technologies SRL
PT WT Indonesia
138
Country of
Incorporation
Japan
China
India
India
Mauritius
U.K.
Austria
U.K.
U.K.
Cyprus
Qatar
Mexico
Philippines
Hungary
Argentina
Egypt
Saudi Arabia
Poland
Poland
U.K.
South Africa
Nigeria
Netherland
Portugal
Russia
Chile
Canada
Kazakhstan
Costa Rica
Ireland
Norway
Venezuela
Romania
Indonesia
Standalone Financial StatementsAnnual Report 2013-14 Subsidiaries
Subsidiaries
Wipro Australia Pty Limited
Wipro Promax Holdings Pty Ltd
(formerly Promax Holdings Pty
Ltd) (A)
Wipro Technocentre (Singapore)
Pte Limited
Wipro (Thailand) Co Limited
Wipro Bahrain Limited WLL
Wipro Gulf LLC
Wipro Technologies Spain S.L.
Wipro Technologies SDN BHD
Wipro Networks Pte Limited
(formerly 3D Networks Pte
Limited)
Planet PSG Pte Limited
Wipro Chengdu Limited
Wipro Airport IT Services Limited*
Country of
Incorporation
Australia
Australia
Singapore
Thailand
Bahrain
Sultanate of
Oman
Spain
Singapore
Singapore
Malaysia
China
India
In addition to above, the Company controls ‘The Wipro SA Broad Based Ownership Scheme Trust’ and Wipro SA Broad Based
Ownership Scheme SPV (RF) (PTY) LTD incorporated in South Africa.
* All the above direct subsidiaries are 100% held by the Company except that the Company holds 66.67% of the equity securities
of Wipro Arabia Limited and 74% of the equity securities of Wipro Airport IT Services Limited.
# 51% of equity securities of Wipro Doha LLC are held by a local share holder. However, the beneficial interest in these holdings
is with a wholly owned subsidiary of the company.
(A) Step Subsidiary details of Wipro Holding Austria GmbH, Wipro Portugal S.A, Wipro Europe Limited and Wipro Promax Holdings
Pty Ltd are as follows:
Subsidiaries
Wipro Holding Austria GmbH
Wipro Europe Limited
(formerly SAIC Europe Limited)
Wipro Portugal S.A.
Wipro Promax Holdings Pty Ltd
(formerly Promax Holdings Pty Ltd)
Subsidiaries
Country of
Incorporation
Wipro Technologies Austria GmbH
New Logic Technologies SARL
Wipro UK Limited
Wipro Europe SARL
SAS Wipro France
Wipro Retail UK Limited
Wipro do Brasil Technologia Ltda
Wipro Technologies Gmbh
Wipro Promax Analytics Solutions Pty Ltd
(formerly Promax Applications Group Pty Ltd)
Wipro Promax IP Pty Ltd (formerly PAG IP Pty Ltd)
Wipro Promax Analytics Solutions (Europe) Limited [formerly
Promax Analytics Solutions (Europe) Ltd]
Austria
France
U.K.
France
France
U.K.
Brazil
Germany
Australia
Australia
UK
139
Standalone Financial StatementsWipro Limited
Country of
Incorporation
India
India
Name of other related parties
Nature
% of holding
Fully controlled trust
Fully controlled trust
Wipro Equity Reward Trust
Wipro Inc Benefit Trust
Azim Premji Foundation (I) Pvt. Ltd.
Hasham Traders (partnership firm)
Prazim Traders (partnership firm)
Zash Traders (partnership firm)
Regal Investment & Trading Company Private Limited
Vidya Investment & Trading Company private Limited
Napean Trading & Investment Company Private Limited
Azim Premji Trust
Wipro Enterprises Limited (formerly known as Azim
Premji Custodial Services Private Limited)
Wipro Enterprises Cyprus Limited (formerly WMNETSERV
Limited)
Wipro Singapore Pte Limited
Wipro Unza Holdings Limited
Wipro Infrastructure Engineering AB
Key management personnel
Azim Premji
Suresh C Senapaty
T K Kurien
Trust
Trust
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Chairman and Managing
Director
Chief Financial Officer and
Executive Director
Chief Executive Officer and
Executive Director
Relative of key management personnel
Rishad Premji
The Company has the following related party transactions:
Transaction / Balances
Subsidiaries / Trusts
Sales of services
Sale of products
Purchase of services
Purchase of products
Assets purchased / capitalized
Dividend paid
Commission paid
Rent paid
Rent Income
Dividend payable
Remuneration paid
Interest income
Interest expense
Corporate guarantee commission
Loans and advances given
140
2014
14,239
-
9,913
-
-
133
432
48
-
83#
-
18
4
96
-
2013
9,246
-
7,937
-
-
89
474
33
-
74#
-
33
-
91
1,908
Entities controlled by
Directors
2014
126
17
-
3
66
13,733
-
-
39
8,583
-
-
32
-
-
2013
12
9
2
45
196
10,995
-
-
-
9,162
-
-
-
27
-
Key Management
Personnel@
2014
-
-
-
-
-
765
-
3
-
478
211
-
-
-
-
2013
-
-
-
-
-
573
-
8
-
478
129
-
-
-
-
Standalone Financial StatementsAnnual Report 2013-14
Transaction / Balances
Repayment of loans and advances given
Balances as at the year end
Receivables**
Payables**
Subsidiaries / Trusts
2014
928
2013
3,563
Entities controlled by
Directors
2014
-
2013
-
Key Management
Personnel@
2014
-
2013
-
17,551*
10,310
17,942*
3,281
257
9,416
2,032**
15,197**
-
574
-
523
# Represents dividend payable to Wipro Inc Benefit Trust and Wipro Equity Reward Trust.
@ Including relative of key management personnel.
* Includes the following balances being in the nature of loans given to subsidiaries of the Company including interest accrued,
where applicable and inter-corporate deposits with subsidiary.
** Pursuant to the scheme of demerger the receivables/payables by the company to the Resulting Company will be settled on a
net basis.
Loan amounts outstanding from subsidiaries:
Name of the entity
Wipro Cyprus Private Limited
Wipro Australia Pty Limited
Wipro LLC (formerly Wipro Inc.)
Balance as at
March 31,
2014
1,770
-
-
2013
1,607
928
-
Maximum amount due
during the year
2014
1,851
973
-
The following are the significant related party transactions during the year ended March 31, 2014 and 2013:
Year ended March 31,
Sale of services
Wipro LLC (formerly Wipro Inc.)
Wipro Networks Pte Limited
Sale of products
Wipro Enterprises Limited
Purchase of services
Infocrossing Inc
Wipro Technologies SRL
Wipro Retail UK Limited
Wipro Portugal S.A
Wipro LLC (formerly Wipro Inc.)
Purchase of products
Wipro Enterprises Limited
Asset purchased / capitalized
Wipro Enterprises Limited
Dividend paid
Hasham Traders
Prazim Traders
Zash Traders
Azim Premji Trust
Commission paid
Wipro Japan KK
Wipro Technologies Gmbh
2014
5,270
2,923
17
2,860
908
76
823
1,672
3
66
2,968
3,623
3,613
3,438
206
226
2013
1,935
1,914
2,007
2013
4,434
-
-
2,335
1,089
1,301
54
321
45
196
3,263
3,250
3,242
1,171
355
119
141
Standalone Financial StatementsWipro Limited Year ended March 31,
2014
2013
48
39
1,855
2,265
2,258
2,149
102
31
66
-
18
32
4
-
42
-
13
33
-
-
-
928
32
-
1,855
2,402
2,395
2,454
40
27
53
1
32
-
-
27
29
41
11
-
1,908
2,007
475
1,081
The Company has calculated its tax liability after considering
the provisions of law relating to Minimum Alternative Tax
(MAT). As per the Act, any excess of MAT paid over the
normal tax payable can be carried forward and set off
against the future tax liabilities. Accordingly an amount of
` 1,838 is included under ‘Long term loans and advances’
in the balance sheet as at March 31, 2014 (March 31, 2013:
` 1,779).
i)
Tax expenses provision includes reversal of tax
provision in respect of earlier periods no longer
required amounting to ` 1,121 for the year ended
March 31, 2014 (2013: ` 868) and MAT credit of Nil
for the year ended March 31, 2014 (2013: ` 719).
Rent paid
Wipro Holding UK Limited
Rental Income
Wipro Enterprises Limited
Dividend payable
Hasham Traders
Prazim Traders
Zash Traders
Azim Premji Trust
Remuneration paid to key management personnel
Azim Premji
Suresh C Senapaty
T K Kurien
Interest income
Wipro Cyprus Private Limited
Wipro Australia Pty Limited
Interest expense
Wipro Enterprises Limited
Wipro LLC (formerly Wipro Inc.)
Corporate guarantee commission
Wipro Infrastructure Engineering AB
Infocrossing Inc
Wipro Holding UK Limited
Wipro LLC (formerly Wipro Inc.)
Wipro Arabia Limited
Loans and advances given
Wipro Australia Pty Limited
Repayment of loans and advances given
Wipro LLC (formerly Wipro Inc.)
Wipro Cyprus Private Limited
Wipro Australia Pty Limited
47.
Income Tax
The provision for taxation includes tax liability in India
on the Company’s worldwide income. The tax has been
computed on the worldwide income as reduced by the
various deductions and exemptions provided by the
Income tax Act in India (Act) and the tax credit in India for
the tax liabilities payable in foreign countries.
Most of the Company’s operations are through units in
Special Economic Zone and Software Technology Parks
(‘STPs’). Income from STPs is not eligible for deduction
from April 01, 2011. Income from SEZ’s are eligible for 100%
deduction for the first 5 years, 50% deduction for the next
5 years and 50% deduction for another 5 years subject to
fulfilling certain conditions.
142
Standalone Financial StatementsAnnual Report 2013-14
ii)
The components of the deferred tax (net) are as follows:
Deferred tax assets (DTA)
Accrued expenses and liabilities
Allowances for doubtful debts
Others
Deferred tax liabilities (DTL)
Amortisation of goodwill
Deferred revenue
Fixed assets
Others
Net DTA/(DTL)
The Net DTA / (DTL) of ` 108 (2013: ` 623) has the following breakdown:
Deferred tax asset
Deferred tax liabilities
Net DTA/(DTL)
As at March 31,
2014
1,418
1,585
-
3,003
183
1,196
1,513
3
2,895
108
As at March 31,
2014
1,487
(1,379)
108
2013
1,460
1,138
58
2,656
130
398
1,505
-
2,033
623
2013
1,151
(528)
623
48.
The Company publishes standalone financial statements along with the consolidated financial statements in the annual report.
In accordance with Accounting Standard 17, Segment Reporting, the Company has disclosed the segment information in the
consolidated financial statements.
49. Additional information pursuant to Schedule VI
(i) Value of imported and indigenous materials consumed
Raw Materials
Imported
Indigenous
(ii) Value of imports on CIF basis
(Does not include value of imported items locally purchased)
Raw materials, components and peripheral
Stores and spares
Capital goods
For the year ended March 31,
2014
%
69
31
100
`
1,416
637
2,053
2013
%
68
32
100
`
2,426
1,116
3,542
For the year ended March 31,
2014
15,242
147
1
15,390
2013
21,017
189
-
21,206
143
Standalone Financial StatementsWipro Limited
(iii) Activities in foreign currency
a) Expenditures
Traveling and onsite allowance
Interest
Royalty
Professional fees
Subcontracting charges
Foreign taxes
Dividend
Others
b) Earnings
Export of goods on F.O.B basis
Income from sale of services and products
Agency commission
Dividend remitted in foreign currencies:
Final Dividend
Net amount remitted (` in Million)
Number of shares held by non-resident shareholders
Number of foreign shareholders
Financial year to which final dividend relates
Interim Dividend
Net amount remitted (` in Million)
Number of shares held by non-resident shareholders
Number of foreign shareholders
Financial year to which interim dividend relates
For the year ended March 31,
2014
2013
105,395
178
388
10,877
14,874
3,433
0.27
12,752
147,897.27
7,654
336,754
280
344,688
82,744
224
713
7,261
14,352
3,896
0.22
11,495
120,685.22
8,179
272,582
264
281,025
For the year ended March 31,
2014
0.20
40,824
6
2012-13
2013
0.15
38,501
7
2011-12
For the year ended March 31,
2014
0.07
25,656
5
2013-14
2013
0.07
36,831
6
2012-13
As per our report of even date attached
For and on behalf of the Board of Directors
for BSR & Co. LLP
Chartered Accountants
Firm’s Registration No.: 101248W
Supreet Sachdev
Partner
Membership No.: 205385
Bangalore
May 29, 2014
Azim Premji
Chairman & Managing
Director
N Vaghul
Director
B C Prabhakar
Director
Suresh C Senapaty
Chief Financial Officer
& Executive Director
T K Kurien
Chief Executive Officer
& Executive Director
V Ramachandran
Company Secretary
144
Standalone Financial StatementsAnnual Report 2013-14
INDEPENDENT AUDITORS’ REPORT
To the Board of Directors of Wipro Limited
We have audited the accompanying consolidated financial statements of Wipro Limited (‘the Company’) and its subsidiaries (collectively
called ‘the Group’), which comprise the consolidated balance sheet as at March 31, 2014, the consolidated statement of profit and
loss and the consolidated cash flow statement for the year then ended, and a summary of significant accounting policies and other
explanatory information.
Management’s Responsibility for the Consolidated Financial Statements
Management is responsible for the preparation of these consolidated financial statements that give a true and fair view of the
consolidated financial position, consolidated financial performance and consolidated cash flows of the Group in accordance with the
requirements of Accounting Standard 21, Consolidated Financial Statements issued by the Institute of Chartered Accountants of India
(‘ICAI’). This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and
presentation of the consolidated financial statements that give a true and fair view and are free from material misstatement, whether
due to fraud or error.
Auditors’ Responsibility
Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We conducted our audit in
accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that
we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial
statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial
statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement
of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal
control relevant to the Company’s preparation and fair presentation of the consolidated financial statements in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of
the accounting estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the consolidated financial statements
give a true and fair view in conformity with the accounting principles generally accepted in India:
(a)
in the case of the consolidated balance sheet, of the state of affairs of the Group as at March 31, 2014;
(b)
in the case of the consolidated statement of profit and loss, of the profit of the Group for the year ended on that date; and
(c)
in the case of the consolidated cash flow statement, of the cash flows of the Group for the year ended on that date.
Emphasis of matter
Without qualifying our opinion, we draw attention to note 29 to the consolidated financial statements that describes the principles of
Accounting Standard (AS) 30, Financial Instruments: Recognition and Measurements, followed by the Group, which has not currently
been notified by the National Advisory Council for Accounting Standards pursuant to the Companies (Accounting Standards) Rules,
2006 as per Section 211(3C) of the Companies Act, 1956. Had the Company not followed the principles of AS 30, the profit after taxation
for the year ended March 31, 2014 would have been lower by ` 839 million.
for BSR & Co. LLP
Chartered Accountants
Firm registration No.: 101248W
Supreet Sachdev
Partner
Membership No.: 205385
Bangalore
May 29, 2014
145
Consolidated Financial StatementsWipro Limited Consolidated Financial Statements
CONSOLIDATED BALANCE SHEET
(` in millions, except share and per share data, unless otherwise stated)
Notes
As of March 31,
2014
2013
EQUITY AND LIABILITIES
Shareholders’ funds
Share capital
Reserves and surplus
Share application money pending allotment (1)
Minority interest
Non-current liabilities
Long term borrowings
Deferred tax liabilities
Other long term liabilities
Long term provisions
Current Liabilities
Short term borrowings
Trade payables
Other current liabilities
Short term provisions
TOTAL EQUITY AND LIABILTIES
ASSETS
Non-current assets
Goodwill
Fixed assets
Tangible assets
Intangible assets
Capital work-in-progress
Non-current investments
Deferred tax assets
Long term loans and advances
Other non-current assets
Current assets
Current investments
Inventories
Trade receivables
Cash and bank balances
Short term loans and advances
Other current assets
TOTAL ASSETS
Significant accounting policies
3
4
5
6
36(ii)
7
8
9
10
11
12
13
14
15
36(ii)
16
17
18
19
20
21
22
23
2
4,930
316,357
321,287
–
1,387
10,909
1,679
2,300
3,036
17,924
39,433
52,102
27,654
37,095
156,284
496,882
58,416
47,671
404
3,691
2,712
1,553
30,463
5,521
150,431
58,752
2,293
85,467
114,201
33,505
52,233
346,451
496,882
4,924
260,722
265,646
–
1,171
853
528
166
2,821
4,368
42,239
48,358
40,427
34,530
165,554
436,739
54,282
45,382
299
4,066
–
1,022
25,584
5,469
136,104
67,646
3,263
76,698
84,838
26,107
42,083
300,635
436,739
(1) value is less than one million rupees
The notes referred to above forms an integral part of the balance sheet
As per our report of even date attached
For and on behalf of the Board of Directors
for BSR & Co. LLP
Chartered Accountants
Firm’s Registration No.: 101248W
Supreet Sachdev
Partner
Membership No.: 205385
Bangalore
May 29, 2014
146
Azim Premji
Chairman & Managing
Director
N Vaghul
Director
B C Prabhakar
Director
Suresh C Senapaty
Chief Financial Officer
& Executive Director
T K Kurien
Chief Executive Officer
& Executive Director
V Ramachandran
Company Secretary
Consolidated Financial StatementsAnnual Report 2013-14
CONSOLIDATED STATEMENT OF PROFIT AND LOSS
(` in millions, except share and per share data, unless otherwise stated)
Notes
For the year ended March 31,
2014
2013
REVENUE
Revenue from operations (gross)
Less: Excise duty
Revenue from operations (net)
Other income
Total Revenue
EXPENSES
Cost of materials consumed
Purchases of stock-in-trade
Changes in inventories of finished goods, work in progress and stock-in- trade
Employee benefits expense
Finance costs
Depreciation, amortisation and impairment charge
Other expenses
Total Expenses
Profit before tax and minority interest
Tax expense
Current tax
Deferred tax
Total tax expense
Profit after tax
Minority interest
Net Profit
Earnings per equity share
(Equity shares of par value ` 2 each)
Basic
Computed on the basis of total profits
Diluted
Computed on the basis of total profits
Significant accounting policies
434,317
79
434,238
19,219
453,457
2,053
27,689
55
206,815
3,834
10,594
101,273
352,314
101,143
20,708
526
21,234
79,909
(438)
79,471
32.37
32.29
374,331
31
374,300
14,405
388,705
3,542
27,475
(183)
179,940
2,894
9,397
86,952
310,017
78,688
16,726
139
16,865
61,823
(322)
61,501
25.07
25.02
24
25
26
27
36(i)
38
2
The notes referred to above forms an integral part of the statement of profit and loss
As per our report of even date attached
For and on behalf of the Board of Directors
for BSR & Co. LLP
Chartered Accountants
Firm’s Registration No.: 101248W
Supreet Sachdev
Partner
Membership No.: 205385
Bangalore
May 29, 2014
Azim Premji
Chairman & Managing
Director
N Vaghul
Director
B C Prabhakar
Director
Suresh C Senapaty
Chief Financial Officer
& Executive Director
T K Kurien
Chief Executive Officer
& Executive Director
V Ramachandran
Company Secretary
147
Consolidated Financial StatementsWipro Limited
Consolidated Financial Statements
CONSOLIDATED CASH FLOW STATEMENT
Year ended March 31,
(` in millions)
A.
Cash flows from operating activities:
Profit before tax
Adjustments:
Depreciation, amortisation and impairment charge
Amortisation of stock compensation
Exchange difference, net
Impact of cash flow hedges, net
Interest on borrowings
Dividend / interest income
Profit on sale of investments
Gain on sale of fixed assets
Working capital changes:
Trade receivables and unbilled revenue
Loans and advances and other assets
Inventories
Liabilities and provisions
Net cash generated from operations
Direct taxes paid, net
Net cash generated from operating activities
B. Cash flows from investing activities:
Acquisition of fixed assets incuding capital advances
Proceeds from sale of fixed assets
Purchase of investments
Proceeds from sale / maturity of investments
Cash tranferred pursuant to demerger
Impact of net investment hedging activities, net
Investment in inter-corporate deposits
Refund of inter-corporate deposits
Payment for acquisitions of business, net of cash acquired
Dividend / interest received
Net cash used in investing activities
C. Cash flows from financing activities:
Proceeds from exercise of employee stock options
Interest paid on borrowings
Dividends paid including distribution tax
Repayment of loans and borrowings
Proceeds from loans and borrowings
Net cash used in financing activities
Net increase in cash and cash equivalents during the year
Cash and cash equivalents at the beginning of the year
Effect of exchange rate changes on cash and cash equivalent
Cash and cash equivalents at the end of the year (refer note 21)
The notes referred to above forms an integral part of the cash flow statement
As per our report of even date attached
For and on behalf of the Board of Directors
2014
101,143
10,594
560
1,077
-
819
(12,826)
(1,545)
(55)
(15,662)
(8,910)
970
13,468
89,633
(21,733)
67,900
(8,891)
1,091
(465,801)
473,531
(3,093)
(5,315)
(13,905)
10,865
(2,984)
11,729
(2,773)
6
(936)
(23,289)
(118,258)
106,782
(35,695)
29,432
84,838
(69)
114,201
2013
78,688
9,397
839
1,308
(25)
858
(9,055)
(2,247)
(6)
(6,474)
(1,248)
(399)
8,881
80,517
(16,576)
63,941
(8,748)
235
(492,158)
456,011
(3,206)
(2,667)
(12,460)
11,410
(2,370)
7,972
(45,981)
9
(853)
(17,066)
(101,799)
108,305
(11,404)
6,556
77,666
616
84,838
for BSR & Co. LLP
Chartered Accountants
Firm’s Registration No.: 101248W
Supreet Sachdev
Partner
Membership No.: 205385
Bangalore
May 29, 2014
148
Azim Premji
Chairman & Managing
Director
N Vaghul
Director
B C Prabhakar
Director
Suresh C Senapaty
Chief Financial Officer
& Executive Director
T K Kurien
Chief Executive Officer
& Executive Director
V Ramachandran
Company Secretary
Consolidated Financial StatementsAnnual Report 2013-14
NOTES TO THE FINANCIAL STATEMENTS
(` in millions, except share and per share data, unless otherwise stated)
1. Company overview
Wipro Limited (“Wipro” or the “Parent”), together with its
subsidiaries (collectively, “the Company” or “the Group”)
is a leading India based provider of IT Services, including
Business Process Outsourcing (BPO) services and IT
products, globally.
During the previous year ended March 31, 2013, the
Company had initiated and completed the demerger of
other businesses such as consumer care and lighting,
infrastructure engineering business and other non IT
business of the Company (collectively, the “Diversified
Business”, refer note 28 for further details) into Wipro
Enterprises Limited (“Resulting Company”), a company
incorporated under the laws of India. Wipro is headquartered
in Bangalore, India.
2.
Significant accounting policies
i.
Basis of preparation of financial statements
The financial statements are prepared in accordance with
Indian Generally Accepted Accounting Principles (GAAP)
under the historical cost convention on the accrual basis,
except for certain financial instruments which are measured
on a fair value basis. GAAP comprises Accounting Standards
(AS), issued by the Institute of Chartered Accountants
of India (ICAI) and other generally accepted accounting
principles in India.
ii.
Principles of consolidation
The consolidated financial statements have been prepared
on the following basis:
–
–
The consolidated financial statements include the
financial statements of Wipro and all its subsidiaries,
which are more than 50% owned or controlled. The
financial statements of the parent company and its
majority owned / controlled subsidiaries have been
combined on a line by line basis by adding together
the book values of all items of assets, liabilities,
incomes and expenses after eliminating all inter-
company balances / transactions and resulting
unrealized gain / loss.
The excess of the cost to the parent of its investments
in a subsidiary over the parent’s portion of equity at
the date on which investment in the subsidiary is
made, is recognised as ‘Goodwill’. When the cost to
the parent of its investment in a subsidiary is less
than the parent’s portion of equity of the subsidiary
at the date on which investment in the subsidiary is
made, the difference is treated as ‘Capital Reserve’ in
the consolidated financial statements.
–
Minority interest in the net assets of consolidated
subsidiaries consists of:
a)
b)
the amount of equity attributable to the
minorities at the dates on which investment in
a subsidiary is made; and
the minorities share of movements in equity
since the date of parent-subsidiary relationship
came into existence.
Minority interest in share of net result for the year is
identified and adjusted against the profit after tax.
Excess of loss, if any, attributable to the minority over
and above the minority interest in the equity of the
subsidiaries is absorbed by the Company.
–
The consolidated financial statements are prepared
using uniform accounting policies for similar
transactions and other events in similar circumstances.
iii. Use of estimates
The preparation of financial statements requires
management to make judgments, estimates and
assumptions that affect the application of accounting
policies and the reported amounts of assets and liabilities
and the disclosure of contingent liabilities as at the date
of financial statements and reported amounts of income
and expenses during the year. Estimates and underlying
assumptions are reviewed on an ongoing basis. Revision
to accounting estimates is recognised in the year in which
the estimates are revised and in any future year affected.
iv.
Tangible assets, intangible assets and capital work-
in-progress
Fixed assets are stated at historical cost less accumulated
depreciation and impairment loss, if any. Costs include
expenditure directly attributable to the acquisition of
the asset. Borrowing costs directly attributable to the
construction or production of qualifying assets are
capitalized as part of the cost.
Intangible assets are stated at the consideration paid for
acquisition less accumulated amortization and impairment
loss, if any.
Cost of fixed assets not ready for use before the balance
sheet date is disclosed as capital work-in-progress.
Advances paid towards the acquisition of fixed assets
outstanding as of each balance sheet date is disclosed
under long term loans and advances.
v.
Investments
Non-current investments are stated at cost less other than
temporary diminution in the value of such investments, if
149
Consolidated Financial StatementsWipro Limited
any. Current investments are valued at lower of cost and
fair value determined by category of investment. The fair
value is determined using quoted market price/market
observable information adjusted for cost of disposal. On
disposal of the investment, the difference between its
carrying amount and net disposal proceeds is charged or
credited to the statement of profit and loss.
vi.
Inventories
Inventories are valued at lower of cost and net realizable
value, including necessary provision for obsolescence. Cost
is determined using the weighted average method. Cost
of work-in-progress and finished goods include material
cost and appropriate share of manufacturing overheads.
Cost of inventories comprises all costs of purchase, costs
of conversion and other costs incurred in bringing the
inventories to their present location and condition.
vii. Provisions and contingent liabilities
Provisions are recognised when the Company has a
present obligation as a result of past events, it is probable
that an outflow of resources will be required to settle the
obligation, and a reliable estimate can be made of the
amount of obligation.
A disclosure for a contingent liability is made when there is
a possible obligation or a present obligation that may, but
probably will not, require an outflow of resources. Where
there is a possible obligation or a present obligation in
respect of which the likelihood of outflow of resources is
remote, no provision or disclosure is made.
Provision for onerous contracts is recognized when the
expected benefits to be derived from the contract are
lower than the unavoidable cost of meeting the future
obligations under the contract.
viii. Revenue recognition
Services:
The Company recognizes revenue when the significant
terms of the arrangement are enforceable, services have
been delivered and the collectability is reasonably assured.
The method for recognizing revenues and costs depends
on the nature of the services rendered:
A.
Time and material contracts
Revenues and costs relating to time and material contracts
are recognized as the related services are rendered.
B.
Fixed-price contracts
Revenues from fixed-price contracts, including systems
development and integration contracts are recognized
using the “percentage-of-completion” method. Percentage
of completion is determined based on project costs
incurred to date as a percentage of total estimated
project costs required to complete the project. When
150
total cost estimates exceed revenues in an arrangement,
the estimated losses are recognized in the statement of
profit and loss in the period in which such losses become
probable based on the current contract estimates.
‘Unbilled revenues’ included in other current assets
represent cost and earnings in excess of billings as at the
balance sheet date. ‘Unearned revenues’ included in other
current liabilities represent billing in excess of revenue
recognized.
C. Maintenance contracts
Revenue from maintenance contracts is recognized ratably
over the period of the contract using the percentage of
completion method. When services are performed through
an indefinite number of repetitive acts over a specified
period of time, revenue is recognized on a straight-line
basis over the specified period unless some other method
better represents the stage of completion.
In certain projects, a fixed quantum of service or output
units is agreed at a fixed price for a fixed term. In such
contracts, revenue is recognized with respect to the
actual output achieved till date as a percentage of total
contractual output. Any residual service unutilized by the
customer is recognized as revenue on completion of the
term.
Products:
Revenue from sale of products is recognised when the
significant risks and rewards of ownership has been
transferred in accordance with the sales contract. Revenues
from product sales are shown gross of excise duty and net
of sales tax separately charged and applicable discounts.
Other income:
Agency commission is accrued when shipment of
consignment is dispatched by the principal.
Interest is recognized using the time-proportion method,
based on rates implicit in the transaction.
Dividend income is recognized when the Company’s right
to receive dividend is established.
ix.
Leases
Leases of assets, where the Company assumes substantially
all the risks and rewards of ownership are classified as
finance leases. Finance leases are capitalized at the lower
of the fair value of the leased assets at inception and the
present value of minimum lease payments. Lease payments
are apportioned between the finance charge and the
outstanding liability. The finance charge is allocated to
periods during the lease term at a constant periodic rate
of interest on the remaining balance of the liability.
Leases where the lessor retains substantially all the risks
and rewards of ownership are classified as operating leases.
Consolidated Financial StatementsAnnual Report 2013-14
Lease rentals in respect of assets taken under operating
leases are charged to profit and loss account on a straight
line basis over the lease term.
statement of profit and loss are translated at the average
exchange rate during the period. The differences arising
out of the translation are transferred to translation reserve.
In certain arrangements, the Company recognizes revenue
from the sale of products given under finance leases. The
Company records gross finance receivables, unearned
income and the estimated residual value of the leased
equipment on consummation of such leases. Unearned
income represents the excess of the gross finance lease
receivable plus the estimated residual value over the sales
price of the equipment. The Company recognizes unearned
income as financing revenue over the lease term using the
effective interest method.
x.
Foreign currency transactions
Transaction:
The Company is exposed to currency fluctuations on foreign
currency transactions. Foreign currency transactions are
accounted in the books of account at the exchange rates
prevailing on the date of transaction.
Translation:
Monetary foreign currency assets and liabilities at period-
end are translated at the closing rate. The difference arising
from the translation is recognised in the statement of
profit and loss, except for the exchange difference arising
on monetary items that qualify as hedging instruments in
a cash flow hedge or hedge of a net investment in a non-
integral foreign operation. In such cases the exchange
difference is initially recognised in hedging reserve or
Foreign Currency Translation Reserve (FCTR), respectively.
Such exchange differences are subsequently recognised
in the statement of profit and loss on occurrence of
the underlying hedged transaction or on disposal of
the investment, respectively. Further, foreign currency
differences arising from translation of intercompany
receivables or payables relating to foreign operations,
the settlement of which is neither planned nor likely in
the foreseeable future, are considered to form part of net
investment in foreign operation and are recognized in
FCTR. When a foreign operation is disposed of, the relevant
amount recognized in FCTR is transferred to the statement
of profit and loss as part of the profit or loss on disposal.
Integral operations:
Monetary assets and liabilities are translated at the
exchange rate prevailing at the date of the balance sheet.
Non-monetary items are translated at the historical rate.
The items in the statement of profit and loss are translated
at the average exchange rate during the period. The
differences arising out of the translation are recognised in
the statement of profit and loss.
Non-integral operations:
Assets and liabilities are translated at the exchange rate
prevailing at the date of the balance sheet. The items in the
In March, 2009, Ministry of Corporate affairs issued a
notification amending AS 11, ‘The effects of changes in
foreign exchange rates’. This was further amended by
notification dated December 29, 2011. Before the said
amendment, AS 11 required the exchange gains/losses
on long term foreign currency monetary assets/liabilities
to be recorded in the statement of profit and loss.
The amended AS 11 provides an irrevocable option to the
Company to amortise exchange rate fluctuation on long
term foreign currency monetary asset/liability over the
life of the asset/liability or March 31, 2020, whichever is
earlier. The amendment is applicable retroactively from
the financial year beginning on or after December 7, 2006.
The company did not elect to exercise the option.
xi.
Financial Instruments
Financial instruments are recognised when the Company
becomes a party to the contractual provisions of the
instrument.
Derivative instruments and Hedge accounting:
The Company is exposed to foreign currency fluctuations
on foreign currency assets, liabilities, net investment in
non-integral foreign operations and forecasted cash flows
denominated in foreign currency. The Company limits the
effects of foreign exchange rate fluctuations by following
established risk management policies including the use of
derivatives. The Company enters into derivative financial
instruments, where the counterparty is a bank.
Premium or discount on foreign exchange forward
contracts taken to hedge foreign currency risk of an existing
asset / liability is recognised in the statement of profit and
loss over the period of the contract. Exchange differences
on such contracts are recognised in the statement of profit
and loss of the reporting period in which the exchange
rates change.
The Company has adopted the principles of Accounting
Standard 30, Financial Instruments: Recognition and
Measurement (AS 30) issued by ICAI except to the
extent the adoption of AS 30 does not conflict with
existing accounting standards prescribed by Companies
(Accounting Standards) Rules, 2006 and other authoritative
pronouncements.
In accordance with the recognition and measurement
principles set out in AS 30, changes in fair value of derivative
financial instruments designated as cash flow hedges are
recognised directly in shareholders’ funds and reclassified
into the statement of profit and loss upon the occurrence
of the hedged transaction.
151
Consolidated Financial StatementsWipro Limited
The Company designates derivative financial instruments
as hedges of net investments in foreign operations. The
Company has also designated a combination of foreign
currency denominated borrowings and related cross-
currency swaps as a hedge of net investment in foreign
operations. Changes in the fair value of the derivative
hedging instruments and gains/losses on translation or
settlement of foreign currency denominated borrowings
designated as a hedge of net investment in foreign
operations are recognized in shareholders’ funds to the
extent that the hedge is effective. To the extent that the
hedge is ineffective, changes in fair value are recognized
in the statement of profit and loss.
Changes in fair value relating to the ineffective portion of
the hedges and derivatives that do not qualify for hedge
accounting are recognised in the statement of profit and
loss.
The fair value of derivative financial instruments is
determined based on observable market inputs including
currency spot and forward rates, yield curves, currency
volatility etc.
xii. Depreciation and amortisation
The Company has provided for depreciation using straight
line method, at the rates specified in Schedule XIV to the
Companies Act, 1956, except in case of the following assets,
which are depreciated based on estimated useful life, which
is higher than the rates specified in Schedule XIV.
Nature of asset
Building
Plant and machinery
Office equipment
Vehicles
Furniture and fixtures
Electrical installations (included
under plant and machinery)
Computer equipment and
software (included under plant
and machinery)
Freehold land is not depreciated.
Life of asset
30 – 60 years
2 – 21 years
3 - 10 years
4 years
3 - 10 years
5 years
2 – 6 years
Fixed assets individually costing Rupees five thousand or
less are depreciated at 100% over a period of one year.
Assets under finance lease are amortised over their
estimated useful life or the lease term, whichever is lower.
Intangible assets are amortised over their estimated useful
life on a straight line basis.
Payments for leasehold land are amortised over the period
of lease.
xiii.
Impairment of assets
Financial assets:
The Company assesses at each balance sheet date whether
there is any objective evidence that a financial asset or group
of financial assets is impaired. If any such indication exists,
the Company estimates the amount of impairment loss.
The amount of loss for short-term receivables is measured
as the difference between the assets carrying amount and
undiscounted amount of future cash flows. Reduction, if
any, is recognised in the statement of profit and loss. If at the
balance sheet date there is any indication that a previously
assessed impairment loss no longer exists, the recognised
impairment loss is reversed, subject to maximum of initial
carrying amount of the short-term receivable.
Other than financial assets:
The Company assesses at each balance sheet date whether
there is any indication that a non-financial asset including
goodwill may be impaired. If any such indication exists, the
Company estimates the recoverable amount of the asset.
If such recoverable amount of the asset or the recoverable
amount of the cash generating unit to which the asset
belongs to is less than its carrying amount, the carrying
amount is reduced to its recoverable amount. The reduction
is treated as an impairment loss and is recognised in the
statement of profit and loss. If at the balance sheet date
there is an indication that a previously assessed impairment
loss no longer exists, the recoverable amount is reassessed
and the asset is reflected at the recoverable amount subject
to a maximum of depreciated historical cost. In respect of
goodwill, the impairment loss will be reversed only when
it was caused by specific external events of an exceptional
nature that is not expected to recur and their effects have
been reversed by subsequent external events.
xiv. Employee benefits
Provident fund:
Employees receive benefits from a provident fund. The
employee and employer each make monthly contributions
to the plan. A portion of the contribution is made to the
provident fund trust managed by the Company, while the
remainder of the contribution is made to the government
administered pension fund. The Company is generally
liable for any shortfall in the fund assets based on the
government specified minimum rate of return.
Compensated absences:
The employees of the Company are entitled to compensated
absence. The employees can carry-forward a portion of
the unutilized accumulating compensated absences and
utilize it in future periods or receive cash compensation at
retirement or termination of employment. The Company
records an obligation for compensated absences in the
period in which the employee renders the services that
increases this entitlement. The Company measures the
expected cost of compensated absence as the additional
152
Consolidated Financial StatementsAnnual Report 2013-14
amount that the Company expects to pay as a result of
the unused entitlement that has accumulated at the
balance sheet date. The Company recognizes accumulated
compensated absences based on actuarial valuation. Non-
accumulating compensated absences are recognized in
the period in which the absences occur. The Company
recognizes actuarial gains and losses immediately in the
statement of profit and loss.
Gratuity:
In accordance with the Payment of Gratuity Act, 1972, the
Company provides for a lump sum payment to eligible
employees, at retirement or termination of employment
based on the last drawn salary and years of employment
with the Company. The gratuity fund is managed by the Life
Insurance Corporation of India (LIC), HDFC Standard Life,
TATA AIG life and Birla Sun-life. The Company’s obligation
in respect of the gratuity plan, which is a defined benefit
plan, is provided for based on actuarial valuation carried
out by an independent actuary using the projected unit
credit method. The Company recognizes actuarial gains
and losses immediately in the statement of profit and loss.
Superannuation:
Superannuation plan, a defined contribution scheme,
is administered by the LIC and ICICI Prudential Life
Insurance Company Limited. The Company makes annual
contributions based on a specified percentage of each
eligible employee’s salary.
xv. Employee stock options
The Company determines the compensation cost based
on the intrinsic value method. The compensation cost is
amortised on a straight line basis over the vesting period.
xvi. Taxes
Income tax:
The current charge for income taxes is calculated in
accordance with the relevant tax regulations. Tax liability
for domestic taxes has been computed under Minimum
Alternate Tax (MAT). MAT credit are being recognized if
there is convincing evidence that the Company will pay
normal tax after the tax holiday period and the resultant
asset can be measured reliably. The excess tax paid under
MAT provisions being over and above regular tax liability
can be carried forward for a period of ten years from the
year of recognition and is available for set off against future
tax liabilities computed under regular tax provisions, to the
extent of MAT liability.
Deferred tax:
Deferred tax assets and liabilities are recognised for the
future tax consequences attributable to timing differences
that result between the profit offered for income taxes and
the profit as per the financial statements of each entity in
the Group.
Deferred taxes are recognised in respect of timing
differences which originate during the tax holiday period
but reverse after the tax holiday period. For this purpose,
reversal of timing difference is determined using first in
first out method.
Deferred tax assets and liabilities are measured using
the tax rates and tax laws that have been enacted or
substantively enacted by the balance sheet date. The effect
on deferred tax assets and liabilities of a change in tax rates
is recognised in the period that includes the enactment/
substantive enactment date.
Deferred tax assets on timing differences are recognised
only if there is a reasonable certainty that sufficient future
taxable income will be available against which such
deferred tax assets can be realized. However, deferred
tax assets on the timing differences when unabsorbed
depreciation and losses carried forward exist, are
recognised only to the extent that there is virtual certainty
that sufficient future taxable income will be available
against which such deferred tax assets can be realized.
Deferred tax assets are reassessed for the appropriateness
of their respective carrying amounts at each balance sheet
date.
The Company offsets, on a year on year basis, it’s current
and non-current tax assets and liabilities, where it has a
legally enforceable right and where it intends to settle such
assets and liabilities on a net basis.
xvii. Earnings per share
Basic:
The number of equity shares used in computing basic
earnings per share is the weighted average number of
shares outstanding during the year excluding equity shares
held by controlled trust.
Diluted:
The number of equity shares used in computing diluted
earnings per share comprises the weighted average
number of equity shares considered for deriving basic
earnings per share, and also the weighted average number
of equity shares that could have been issued on the
conversion of all dilutive potential equity shares.
Dilutive potential equity shares are deemed converted
as of the beginning of the period, unless issued at a later
date. The number of equity shares and potentially dilutive
equity shares are adjusted for any stock splits and bonus
shares issued.
xviii. Cash flow statement
Cash flows are reported using the indirect method,
whereby net profits before tax is adjusted for the effects
of transactions of a non-cash nature and any deferrals or
accruals of past or future cash receipts or payments. The
cash flows from regular revenue generating, investing and
financing activities of the Company are segregated.
153
Consolidated Financial StatementsWipro Limited
3.
Share capital
Authorised Capital
2,650,000,000 (2013: 2,650,000,000) equity shares [Par value of ` 2 per share]
25,000,000 (2013: 25,000,000) 10.25 % redeemable cumulative preference shares
[Par value of ` 10 per share]
Issued, subscribed and fully paid-up capital [Refer note (i) below]
2,466,317,273 (2013: 2,462,934,730) equity shares of ` 2 each
Less: 1,810,388 (2013: 1,614,671) equity shares issued to controlled trust
2,464,506,885 (2013: 2,461,320,059) equity shares of ` 2 each
As at March 31,
2014
5,300
250
5,550
4,932
(2)
4,930
2013
5,300
250
5,550
4,926
(2)
4,924
Subsequent to March 31, 2014, the authorised equity and preference share capital of the Company has been increased to
2,917,500,000 and 25,150,000, respectively, pursuant to the approval of the scheme of amalgamation for merger of Wipro Technology
Services Limited and Wipro Energy IT Services India Private Limited with the Company (refer note 43).
Terms / Rights attached to equity shares
The Company has only one class of equity shares having a par value of ` 2 per share. Each share holder of equity shares is entitled
to one vote per share. The Company declares and pays dividend in Indian Rupees. The dividend proposed by the Board of Directors
is subject to shareholders approval in the ensuing Annual General Meeting.
Following is the summary of per share dividends recognised as distributions to equity share holders:
Interim dividend
Final dividend
For the year ended March 31,
2014
` 3
` 5
2013
` 2
` 5
In the event of liquidation of the Company, the equity share holders will be entitled to receive the remaining assets of the Company,
after distribution of all preferential amounts, if any, in proportion to the number of equity shares held by the shareholders.
(i) Reconciliation of number of shares
Opening number of equity shares / American Depository Receipts
(ADRs) outstanding
Equity shares issued pursuance to Employee Stock Option Plan
Number of equity shares / ADRs outstanding
Less: Equity shares issued to controlled trust
Closing number of equity shares / ADRs outstanding
As at March 31, 2014
As at March 31, 2013
No. of Shares
` million
No. of shares
` million
2,462,934,730
3,382,543
2,466,317,273
(1,810,388)
2,464,506,885
4,926
6
4,932
(2)
4,930
2,458,756,228
4,178,502
2,462,934,730
(1,614,671)
2,461,320,059
4,917
9
4,926
(2)
4,924
(ii) Details of shareholders having more than 5% of the total equity shares of the Company
Sl.
No.
Name of the Shareholder
As at March 31, 2014
As at March 31, 2013
No of shares
% held
No of shares
% held
1 Mr. Azim Hasham Premji Partner representing Hasham
Traders
2 Mr. Azim Hasham Premji Partner representing Prazim Traders
3 Mr. Azim Hasham Premji Partner representing Zash Traders
4 Azim Premji Trust
370,956,000
452,906,791
451,619,790
429,714,120
15.04
18.36
18.31
17.42
370,956,000
480,336,000
479,049,000
490,714,120
15.06
19.50
19.45
19.92
154
Consolidated Financial StatementsAnnual Report 2013-14 (iii) Other details of Equity Shares for a period of five years immediately preceding March 31, 2014
Aggregate number of share allotted as fully paid up pursuant to contract(s) without
payment being received in cash
(Allotted to the Wipro Inc Trust, the sole beneficiary of which is Wipro Inc., a wholly owned
subsidiary of the Company, in consideration of acquisition of inter-company investments)
Aggregate number of shares allotted as fully paid bonus shares
Aggregate number of shares bought back
(iv) Shares reserved for issue under option
As at March 31,
2014
2013
841,585
1,614,671
979,119,256
-
979,119,256
-
For details of shares reserved for issue under the employee stock option plan of the Company, refer note 35.
4.
Reserves and surplus
As at March 31,
Capital Reserve
Balance brought forward from previous year
Adjustment on account of demerger (refer note 28)
Additions during the year
Securities premium account
Balance brought forward from previous year
Add: Exercise of stock options by employees
Adjustment on account of demerger (refer note 28)
Adjustment on account of amalgamation (refer note 43)
Less: Shares issued to controlled trust [refer note 3(iii)]
Foreign currency translation reserve [refer note 2(x)]
Balance brought forward from previous year
Adjustment on account of demerger (refer note 28)
Movement during the year
Capital redemption reserve
Balance brought forward from previous year
Adjustment on account of amalgamation (refer note 43)
Restricted stock units reserve [refer note 35] *
Employee stock options outstanding
Less: Deferred employee compensation expense
General reserve
Balance brought forward from previous year
Adjustment on account of demerger (refer note 28)
Adjustment on account of amalgamation (refer note 43)
Adjustment for post-acquisition profits (net) (refer note 43)
Amortisation in respect of share based compensation to the Resulting Company
Amount transferred from surplus balance in the statement of profit and loss
[Refer note (a) below]
2014
1,139
-
-
1,139
11,758
904
-
71
(540)
12,193
4,669
-
4,128
8,797
-
14
14
1,947
(1,638)
309
144,427
636
430
(5,623)
(104)
7,385
147,151
2013
1,144
(5)
-
1,139
30,455
1,303
(20,000)
-
(540)
11,218
7,395
(5,020)
2,294
4,669
-
-
-
3,147
(2,598)
549
162,138
(23,444)
-
-
-
5,733
144,427
155
Consolidated Financial StatementsWipro Limited
Hedging reserve [refer note 29 and 2(xi)]
Balance brought forward from previous year
Net loss reclassified into statement of profit and loss
Changes in fair value of effective portion of derivatives
Gain/(loss) on cash flow hedging derivatives, net
Surplus from statement of profit and loss
Balance brought forward from previous year
Adjustment on account of demerger (refer note 28)
Add: Profit for the year
Less: Appropriations
- Interim dividend
- Proposed dividend
- Tax on dividend
- Amount transferred to general reserve
Closing balance
As at March 31,
2014
2013
1,669
-
(1,102)
(1,102)
567
97,051
-
79,471
7,347
12,248
3,353
7,387
146,187
316,357
(1,605)
(25)
3,299
3,274
1,669
65,365
(4,026)
61,501
4,932
12,315
2,892
5,650
97,051
260,722
* Restricted stock units reserve includes Deferred Employee Compensation, which represents future charge to the statement of
profit and loss and employee stock options outstanding to be treated as securities premium at the time of allotment of shares.
(a) Additions to General Reserve include:
Transfer from statement of profit and loss
Dividend paid to Wipro Equity Reward Trust and Wipro Inc Trust
Others
5.
Share application money pending allotment
For the year ended March 31,
2014
7,387
50
(52)
7,385
2013
5,650
75
8
5,733
Share application money pending allotment represents monies received against shares to be issued under the employee
stock option plan formulated by the Company as at the year end. Securities premium on account of shares pending allotment
amounts to ` 156 and ` 41 as at March 31, 2014 and 2013, respectively included in the ‘Restricted stock units reserve’. The
Company has sufficient authorized equity share capital to cover the share capital amount arising from allotment of shares
pending allotment as at March 31, 2014 and 2013 and there are no interest accrued and due on amount due for refund As at
March 31, 2014 and 2013.
6.
Long term borrowings
Secured:
Obligation under finance lease (a)
Unsecured:
Term loan:
External commercial borrowing (b)
Others (c)
156
As at March 31,
2014
1,908
1,908
8,985
16
9,001
10,909
2013
768
768
-
85
85
853
Consolidated Financial StatementsAnnual Report 2013-14
(a) Obligation under finance lease is secured by underlying fixed assets. These obligations are repayable in monthly installments up
to year ending March 31, 2019. The interest rate for these obligations ranges from 0.72% to 17.2% (2013: 2.7% to 17.2%).
(b) The Company entered into an arrangement with a consortium of banks to obtain External Commercial Borrowings (ECB) during
the year ended March 31, 2014. Pursuant to this arrangement, the Company has availed ECB of 150 million dollar repayable in
full in June 2018. The ECB carries an average interest rate of 2.46% p.a (2013: 1.94% p.a.). The ECB is an unsecured borrowing and
the Company is subject to certain customary restrictions on additional borrowings and quantum of payments for acquisitions
in a financial year.
(c) Unsecured loans from others are repayable in monthly installments within the year ending March 31, 2016. The interest rates for
these loans range from 0% to 12% (2013: 0%).
As of March 31, 2014 and 2013, the Company has complied with all the covenants under the loan arrangements.
7. Other long term liabilities
Derivative liabilities
Deposits and other advances received
Others
8.
Long term provisions
Employee benefit obligations
Warranty provision [refer note 37]
As at March 31,
2014
629
1,661
10
2,300
As at March 31,
2014
3,030
6
3,036
Employee benefit obligations includes provision for gratuity, other retirement benefits and compensated absences.
9.
Short term borrowings
Secured:
Cash credit(a)
Unsecured:
Loan repayable on demand from banks (b)
As at March 31,
2014
3,465
35,968
39,433
2013
118
48
-
166
2013
2,812
9
2,821
2013
1,981
40,258
42,239
(a) Cash credit is secured by hypothecation of stock-in-trade, book debts, and immovable/movable properties and other assets of
two subsidiaries. The interest rate for this loan ranges from 1.11% - 2.62% (2013: 1.16%).
(b) Rate of interest for PCFC loan ranges from 1% - 2% and other than PCFC loan is 12.2%.
10. Trade payables
Trade payables
Accrued expenses
As at March 31,
2014
29,501
22,601
52,102
2013
24,139
24,219
48,358
157
Consolidated Financial StatementsWipro Limited
11. Other current liabilities
Current maturities of long term borrowings (a)
Current maturities of obligation under finance lease (a)
Unearned revenue
Statutory liabilities
Derivative liabilities
Capital creditors
Advances from customers
Unclaimed dividends
Interest accrued but not due on borrowings
Payable to related party
(a) For rate of interest and other terms and conditions, refer to note 6.
12. Short term provisions
Employee benefit obligations
Provision for tax
Proposed dividend
Tax on proposed dividend
Warranty provision [refer note 37]
Provisions – Others taxes [refer note 37]
Others
As at March 31,
2014
158
1,092
12,767
3,911
4,632
593
3,278
27
196
1,000
27,654
As at March 31,
2014
5,027
15,930
12,248
2,096
340
1,031
423
37,095
2013
20,344
377
10,347
4,039
2,189
626
2,405
25
75
-
40,427
2013
4,012
15,016
12,235
2,093
305
869
-
34,530
Employee benefit obligations include other retirement benefits and compensated absences.
13. Tangible assets
Cost:
As at April 01, 2012
Adjustment on account of demerger
Translation adjustment (b)
Additions (c)
Additions due to acquisitions
Disposal/adjustments
As at March 31, 2013
As at April 01, 2013
Translation adjustment (b)
Additions (c)
Additions due to acquisitions
Disposal/adjustments
As at March 31, 2014
Land (a)
Buildings
Plant and
machinery
Furniture
& fixtures
Office
equipment Vehicles
Total
5,779
(391)
47
3
-
(3)
5,435
5,435
22
576
12
(361)
5,684
25,181
(2,733)
160
127
2
(95)
22,642
22,642
338
1,037
-
(100)
23,917
65,901
(8,838)
1,001
5,216
77
(1,360)
61,997
61,997
1,936
9,850
49
(1,324)
72,508
8,542
(389)
40
541
23
(622)
8,135
8,135
135
459
-
(427)
8,302
3,974
(579)
21
228
9
(73)
3,580
3,580
46
515
105
(109)
4,137
2,094
(292)
-
19
-
(378)
1,443
1,443
-
30
3
(495)
981
111,471
(13,222)
1,269
6,134
111
(2,531)
103,232
103,232
2,477
12,467
169
(2,816)
115,529
158
Consolidated Financial StatementsAnnual Report 2013-14
Accumulated depreciation/
impairment
As at April 01, 2012
Adjustment on account of demerger
Translation adjustment (b)
Charge for the year
Disposal / adjustments
As at March 31, 2013
As at April 01, 2013
Translation adjustment (b)
Charge for the year
Disposal / adjustments(d)
As at March 31, 2014
Net Block
As at March 31, 2013
As at March 31, 2014
Land (a)
Buildings
Plant and
machinery
Furniture
& fixtures
Office
equipment Vehicles
Total
186
(7)
15
80
-
274
274
(3)
240
189
700
3,269
(851)
44
653
(70)
3,045
3,045
121
714
(61)
3,819
43,209
(5,062)
591
6,970
(1,188)
44,520
44,520
1,242
7,687
(676)
52,773
5,606
(233)
20
1,154
(555)
5,992
5,992
92
1,109
(651)
6,542
2,675
(431)
14
395
(45)
2,608
2,608
36
431
(13)
3,062
1,899
(244)
1
110
(355)
1,411
1,411
1
39
(489)
962
56,844
(6,828)
685
9,362
(2,213)
57,850
57,850
1,489
10,220
(1,701)
67,858
5,161
4,984
19,597
20,098
17,477
19,735
2,143
1,760
972
1,075
32
19
45,382
47,671
(a) Includes Gross block of ` 2,042 (2013 : ` 1,491) and Accumulated amortisation of ` 698 (2013 : ` 272) being leasehold land.
(b) Represents translation of tangible assets of non-integral operations into Indian Rupee.
(c) Interest capitalized during the year ended March 31, 2014, aggregated to ` 149 (2013: ` 94).
(d) Includes regrouping / reclassification within the block of assets.
14.
Intangible assets
Cost:
As at April 01, 2012
Adjustment on account of demerger
Translation adjustment (a)
Additions
Disposal/adjustments
As at March 31, 2013
As at April 01, 2013
Translation adjustment (a)
Additions
Additions due to acquisitions
Disposal/adjustments
As at March 31, 2014
Accumulated amortisation
As at April 01, 2012
Adjustment on account of demerger
Translation adjustment (a)
Charge for the year
Disposal/adjustments
As at March 31, 2013
Technical
Know-how
Patents,
trademarks
and rights
582
-
12
68
-
662
662
91
-
-
(23)
730
487
5
11
35
5
543
2,759
(2,759)
-
156
24
180
180
9
26
213
(57)
371
1,087
(1,087)
-
-
-
-
Total
3,341
(2,759)
12
224
24
842
842
100
26
213
(80)
1,101
1,574
(1,082)
11
35
5
543
159
Consolidated Financial StatementsWipro Limited As at April 01, 2013
Translation adjustment (a)
Charge for the year
Disposal/adjustments
As at March 31, 2014
Net Block
As at March 31, 2013
As at March 31, 2014
Technical
Know-how
543
87
27
(9)
648
Patents,
trademarks
and rights
-
-
49
-
49
119
82
180
322
(a) Represents translation of intangible assets of non-integral operations into Indian Rupee.
15. Non-current investments
(Valued at cost, unless stated otherwise)
Investment in equity instruments [Refer note 45].
16. Long term loans and advances
(Unsecured, considered good unless otherwise stated)
Capital advances
Prepaid expenses
Security deposits
Other deposits
Deferred contract costs
Advance income tax, net of provision for tax
MAT credit entitlement
17. Other non-current assets
Secured, considered good:
Finance lease receivables
Unsecured, considered good:
Derivative assets
Finance lease receivables are secured by the underlying assets given on lease.
As at March 31,
2014
2,712
2,712
As at March 31,
2014
985
1,946
1,355
657
3,711
19,967
1,842
30,463
As at March 31,
2014
5,235
286
5,521
Total
543
87
76
(9)
697
299
404
2013
-
-
2013
1,926
1,920
1,157
1,023
-
17,716
1,842
25,584
2013
5,418
51
5,469
160
Consolidated Financial StatementsAnnual Report 2013-14
18. Current investments
(Valued at cost or fair value, whichever is lower)
Quoted
Investments in Indian money market mutual funds * [Refer note 46(i)]
Investment in debentures [Refer note 46(ii)]
Unquoted
Certificate of deposits/bonds [Refer note 46(iii)]
Investment in equity instruments
Others
Aggregate market value of quoted investments
As at March 31,
2014
18,295
51
18,346
40,378
-
28
40,406
58,752
18,589
2013
13,970
42
14,012
53,537
69
28
53,634
67,646
14,167
* include mutual funds amounting to ` 250 (2013: ` 450) pledged as margin money deposit for entering into currency future
contracts The remaining maturity of such outstanding future contracts does not exceed 12 months from the reporting date.
19.
Inventories
(At lower of cost and net realizable value)
Raw materials [including goods in transit - ` 1 (2013 : ` 163)]
Work in progress
Finished goods [including goods in transit - ` 28 (2013 : ` 13)]
Traded goods
Stores and spares
20. Trade Receivables
Unsecured
Over six months from the date they were due for payment
Considered good
Considered doubtful
Less: Provision for doubtful receivables
Other receivables
Considered good
Considered doubtful
Less: Provision for doubtful receivables
As at March 31,
2014
37
16
65
1,245
930
2,293
2013
648
43
134
1,204
1,234
3,263
As at March 31,
2014
2013
18,575
4,389
22,964
(4,389)
18,575
66,892
197
67,089
(197)
66,892
85,467
8,377
3,474
11,851
(3,474)
8,377
68,321
151
68,472
(151)
68,321
76,698
161
Consolidated Financial StatementsWipro Limited
21. Cash and bank balances
Cash and cash equivalents
Balances with banks [refer note 47]
- In current accounts
- Unclaimed dividend
- In deposit accounts
Cheques, drafts on hand
Cash in hand
Deposit accounts with more than 3 months but less than 12 months maturity
Deposit accounts with more than 12 months maturity
As at March 31,
2014
2013
44,683
27
68,536
953
2
114,201
40,590
-
34,376
25
49,155
1,279
3
84,838
34,118
-
a)
b)
Cash and cash equivalents include restricted cash balance of ` 27 (2013: ` 25), primarily on account of unclaimed dividends.
The deposits with banks comprise time deposits, which can be withdrawn at any time without prior notice and without any
penalty on the principal.
22. Short term loans and advances
(Unsecured, considered good unless otherwise stated)
Employee travel and other advances
Advance to suppliers
Balance with excise and customs
Prepaid expenses
Other deposits
Security deposits
Inter corporate deposits
Deferred contract costs
Others*
Considered doubtful
Less: Provision for doubtful loans and advances
* including deposits with bank amounting to ` 300 (2013: ` 300) placed as margin money.
23. Other current assets
Secured, considered good:
Finance lease receivables
Unsecured, considered good:
Derivative assets
Interest receivable
Unbilled revenue
Finance lease receivables are secured by the underlying assets given on lease.
162
As at March 31,
2014
2,447
979
1,267
6,193
289
1,679
12,500
3,852
4,299
826
34,331
(826)
33,505
As at March 31,
2014
3,018
3,018
5,514
4,367
39,334
49,215
52,233
2013
2,177
443
1,415
5,118
310
1,637
9,460
2,422
3,125
920
27,027
(920)
26,107
2013
2,484
2,484
4,102
3,509
31,988
39,599
42,083
Consolidated Financial StatementsAnnual Report 2013-14
24. Other income
Income from current investments
- Dividend on mutual fund units
- Profit/(loss) on sale of investment, net
Interest on bank and other deposits
Exchange fluctuations on foreign currency borrowings, net
Other exchange differences, net
Miscellaneous income
25. Employee benefits expense
Salaries and wages
Contribution to provident and other funds
Share based compensation
Staff welfare expenses
26. Finance costs
Interest
Exchange fluctuations on foreign currency borrowings, net
(to the extent regarded as borrowing cost)
27. Other expenses
Sub-contracting / technical fees / third party application
Travel
Advertisement and sales promotion
Repairs and maintenance
Communication
Power and fuel
Legal and professional charges
Staff recruitment
Rent
Consumption of stores and spares
Insurance
Rates and taxes
Auditors’ remuneration
Miscellaneous expenses
Year ended March 31,
2014
354
1,545
12,472
970
3,382
496
19,219
2013
639
2,259
8,431
-
2,709
367
14,405
Year ended March 31,
2014
197,627
4,468
560
4,160
206,815
2013
171,506
3,945
839
3,650
179,940
Year ended March 31,
2014
819
3,015
3,834
2013
858
2,036
2,894
Year ended March 31,
2014
43,521
17,074
1,449
5,880
5,775
2,935
2,655
1,173
4,582
857
1,493
728
48
13,103
101,273
2013
36,243
14,518
1,488
4,315
5,401
2,730
2,064
1,399
4,177
366
1,705
771
47
11,728
86,952
163
Consolidated Financial StatementsWipro Limited
28. Demerger and discontinued operations
During the previous year ended March 31, 2013, the
Company initiated and completed the demerger of
Diversified Business. The “Scheme of Arrangement” (‘the
scheme’) involved transfer of the Diversified business to a
“Resulting company” [Wipro Enterprises Limited (formerly
known as Azim Premji Custodial Services Private Limited)]
whose equity shares are not listed in any stock exchange
in India or abroad.
The Scheme became effective on March 31, 2013 with
an appointed date of April 01, 2012 when the sanction
of the Honorable High Court of Karnataka and filing
of the certified copy of the same with the Registrar of
Companies. The Scheme of Demerger has been accounted
for in terms of the Court Orders and alterations or
modifications as approved by the Board of Directors of
the Company and the Resulting Company as provided for
in the Scheme.
All the assets and liabilities relating to the Diversified
Business of the Company, on the appointed date, have
been transferred to the Resulting Company. The excess of
assets over liabilities relating to the Diversified Business
of ` 52,495 transferred as at April 01, 2012, has been
adjusted in terms of the Scheme against the Reserves of
the Company as under:
a) Securities premium account
b) General reserves
c) Capital reserve
d) Foreign exchange translation reserves
e) Surplus from the statement of profit and loss
20,000
23,444
5
5,020
4,026
52,495
29. Adoption of AS 30
The Company has applied the principles of AS 30, as per
announcement by ICAI, to the extent such principles of AS
30 does not conflict with existing accounting standards
prescribed by Companies (Accounting Standards) Rules,
2006.
i)
ii)
As permitted by AS 30, the Company has designated
a USD-denominated foreign currency borrowing
amounting to USD 150 million as a hedging
instrument to hedge its net investment in a non-
integral foreign operation.
Accordingly, the translation gain/ (loss) on the foreign
currency borrowings and portion of the changes in
fair value of CCIRS/IRS which are determined to be
effective hedge of net investment in non-integral
operation and cash flow hedge of foreign currency
borrowings aggregating to ` (705) for the year ended
March 31, 2014 [2013: ` (896)] was recognised in
translation reserve / hedging reserve in shareholders’
164
funds. The amount of gain/ (loss) of ` (839) for the
year ended March 31, 2014 [2013: ` (868)] recognised
in translation reserve would be transferred to profit
and loss account upon sale or disposal of the non-
integral foreign operation and the amount of gain /
(loss) of ` 134 for year ended March 31, 2014 [2013:
` (28)] recognised in the hedging reserve would be
transferred to the statement of profit and loss on the
occurrence of the hedged transaction. The gain of
` 416 has been transferred to statement of profit and
loss on occurrence of the hedged transaction (2013:
Nil).
iii)
In accordance with AS 11, if the Company had
continued to recognize translation (losses)/ gains on
foreign currency borrowing in the statement of profit
and loss:
a.
b.
Foreign currency borrowing of $150Mn would
not have been eligible as a hedge instrument
for hedge accounting and changes in the fair
value of the foreign currency borrowing would
have to be recognized in the statement of profit
and loss. As a result profit after tax would have
been lower by ` 839 for the year ended March
31, 2014 (2013: Nil).
Foreign currency borrowing of JPY 24.5Bn would
not have been eligible to be combined with
CCIRS for hedge accounting. Consequently, the
CCIRS also would not have qualified for hedge
accounting and changes in fair value of CCIRS
would have to be recognized in the statement of
profit and loss. As a result profit after tax would
have been lower by Nil for the year ended March
31, 2014 (2013: ` 896).
30. Derivatives
As of March 31, 2014, the Company has recognised gains
of ` 567 [2013: ` 1,669] relating to derivative financial
instruments (comprising of foreign currency forward
contract, option contracts, interest rate swap and floating
to fixed CCIRS) that are designated as effective cash flow
hedges in the shareholders’ funds.
In addition to the derivative instruments discussed
above in Note 29, the Company has also designated
certain foreign currency forward contracts to hedge
its net investment in non-integral foreign operations.
The Company has recognized loss of ` 1,761 for the
year ended March 31, 2014 (2013: ` 188) relating to the
derivative financial instruments in translation reserve in
the shareholders’ funds.
The following table presents the aggregate contracted
principal amounts of the Company’s derivative contracts
outstanding as at:
Consolidated Financial StatementsAnnual Report 2013-14
Designated cash flow hedging
derivative instruments
Sell
Interest Rate Swap
Net investment hedges in foreign
operations
Cross currency swaps
Others
Non designated derivative
instruments
Sell
Buy
Cross currency swaps
(In Million)
As at March 31,
2014
2013
$
£
516 $
51 £
777
61
AUD
9 AUD
9
€
$
78 €
150 $
108
30
¥
$
€
- ¥ 24,511
357
40
220 $
25 €
1,241
$ 1,061 $
73
112 £
£
47
€
63 €
-
JPY 490 JPY
-
SGD
8 SGD
-
ZAR 223 ZAR
CAD 10 CAD
-
AUD 99 AUD 60
767
585 $
$
1,525
- ¥
¥
7,000
- ¥
¥
As of the balance sheet date, the Company has net foreign
currency exposures that are not hedged by a derivative
instrument or otherwise amounting to ` 18,196 (2013:
` 17,469).
31. Sale of financial assets
From time to time, in the normal course of business,
the Company transfers accounts receivables and net
investment in finance lease receivables (financials assets) to
banks. Under the terms of the arrangements, the Company
surrenders control over the financial assets and transfer is
without recourse. Accordingly, such transfers are recorded
as sale of financial assets. Gains and losses on sale of
financial assets without recourse are recorded at the time
of sale based on the carrying value of the financial assets
and fair value of servicing liability.
In certain cases, transfer of financial assets may be with
recourse. Under arrangements with recourse, the Company
is obligated to repurchase the uncollected financial assets,
subject to limits specified in the agreement with the banks.
collection risk with no important uncertainties with
respect to future costs. These receivables are generally
due in monthly, quarterly or semi-annual installments over
periods ranging from 3 to 10 years.
The components of finance lease receivables are as follows:
Gross investment in lease
Not later than one year
Later than one year and not later
than five years
Later than five years
Unguaranteed residual values
Unearned finance income
Net investment in finance receivables
As at March 31,
2014
2013
3,194
2,557
5,885
-
90
9,169
(916)
8,253
6,240
202
172
9,171
(1,269)
7,902
Present value of minimum lease receivables are as follows:
As at March 31,
2014
2013
8,253
2,980
5,190
-
83
7,902
2,362
5,301
81
158
Present value of minimum lease
payments receivables
Not later than one year
Later than one year and not later
than five years
Later than five years
Unguaranteed residual value
33. Assets taken on lease
Finance leases:
The following is a schedule of present value of minimum
lease payments under finance leases, together with the
value of the future minimum lease payments as of March
31, 2014 and 2013.
Present value of minimum lease
payments
Not later than one year
Later than one year and not later
than five years
Total present value of minimum
lease payments
Add: Amount representing interest
Total value of minimum lease payments
Operating leases:
As at March 31,
2014
2013
1,092
1,908
3,000
296
3,296
377
768
1,145
267
1,412
32. Finance lease receivables
The Company provides lease financing for the traded and
manufactured products primarily through finance leases.
The finance lease portfolio contains only the normal
The Company leases office and residential facilities
under cancelable and non-cancelable operating lease
agreements that are renewable on a periodic basis at the
option of both the lessor and the lessee. Rental payments
165
Consolidated Financial StatementsWipro Limited
under such leases are ` 4,582 and ` 4,177 during the years
ended March 31, 2014 and 2013 respectively.
Change in plan assets
Details of contractual payments under non-cancelable
leases are given below:
Not later than one year
Later than one year and not later
than five years
Later than five years
Total
34. Employee benefit plan
As at March 31,
2014
2,584
5,413
2,881
10,878
2013
2,410
6,147
3,228
11,785
Gratuity: In accordance with applicable Indian laws,
the Company provides for gratuity, a defined benefit
retirement plan (Gratuity Plan) covering certain categories
of employees. The Gratuity Plan provides a lump sum
payment to vested employees, at retirement or termination
of employment, an amount based on the respective
employee’s last drawn salary and the years of employment
with the Company. The Company provides the gratuity
benefit through annual contributions to a fund managed
by the Life Insurance Corporation of India (LIC), HDFC
Standard Life, TATA AIG and Birla Sun life (‘Insurer’). Under
this plan, the settlement obligation remains with the
Company, although the Insurer administers the plan and
determines the contribution premium required to be paid
by the Company.
Change in the benefit obligation
As at March 31,
Projected Benefit Obligation (PBO)
at the beginning of the year
Balance transferred on account of
demerger
Current service cost
Interest cost
Benefits paid
Actuarial losses
PBO at the end of the year
2014
2013
3,115
2,845
-
537
262
(479)
255
3,690
(195)
471
249
(397)
142
3,115
Fair value of plan assets at the
beginning of the year
Balance transferred on account of
demerger
Expected return on plan assets
Employer contribution
Benefits paid
Actuarial gains
Fair value of the plan assets at the
end of the year
Recognised asset / (liability)
As at March 31,
2014
2013
3,096
2,866
-
247
479
(479)
17
3,360
(330)
(146)
216
507
(397)
50
3,096
(19)
The Company has invested the plan assets in the insurer
managed funds. The expected return on plan assets is
based on expectation of the average long term rate of
return expected on investments of the fund during the
estimated term of the obligations. Expected contribution
to the fund during the year ending March 31, 2015 is ` 621.
Net gratuity cost for the year ended March 31, 2014 and
2013 are as follows:
Current service cost
Past service cost
Interest on obligation
Expected return on plan assets
Actuarial losses recognized
Net gratuity cost
For the year ended
March 31,
2014
537
-
262
(247)
238
790
2013
457
(11)
237
(208)
86
561
The weighted average actuarial assumptions used to
determine benefit obligations and net periodic gratuity
cost are:
Assumptions
As of March 31,
Discount rate
Expected rate of salary increase
Expected return on plan assets
2014
8.90%
8.00%
8.50%
2013
7.80%
5.00%
8.00%
Details for the present value of defined obligation, fair value of assets, surplus / (deficit) of assets and experience adjustments of
current year and preceding four years are as under:
Experience Adjustments:
On Plan Liabilities
On Plan Assets
Present value of benefit obligation
Fair value of plan assets
Excess of (obligations over plan assets) / plan assets over obligations
As at March 31,
2014
2013
2012
2011
2010
(22)
17
3,690
3,360
(330)
(58)
44
3,115
3,096
(19)
(147)
52
2,845
2,866
21
(32)
15
2,476
2,387
(89)
84
18
2,060
1,967
(93)
166
Consolidated Financial StatementsAnnual Report 2013-14
The Company assesses these assumptions with its
projected long-term plans of growth and prevalent
industry standards. The estimates of future salary increase,
considered in actuarial valuation, take account of inflation,
seniority, promotion and other relevant factors such as
supply and demand factors in the employment market.
Superannuation: Apart from being covered under
the gratuity plan, the employees of the Company also
participate in a defined contribution plan maintained by
the Company. This plan is administered by the LIC & ICICI.
The Company makes annual contributions based on a
specified percentage of each covered employee’s salary.
For the year ended March 31, 2014, the Company
contributed ` 484 to superannuation fund (2013: ` 361).
Provident Fund (PF): In addition to the above, all
employees receive benefits from a provident fund. The
employee and employer each make monthly contributions
to the plan equal to 12% of the covered employee’s salary.
A portion of the contribution is made to the provident fund
trust established by the Company, while the remainder of
the contribution is made to the government administered
pension fund.
The interest rate payable by the trust to the beneficiaries
is regulated by the statutory authorities. The Company has
an obligation to make good the shortfall, if any, between
the returns from its investments and the administered rate.
The details of fund and plan assets are given below:
Change in the benefit obligation
As at March 31,
Fair value of plan assets
Present value of defined benefit
obligation
Net (shortfall) / excess
2014
24,632
24,632
-
2013
21,004
21,004
-
ii)
iii)
“stock option plans”) are granted an option to
purchase shares of the Company at the respective
exercise prices, subject to requirements of vesting
conditions. These options generally vest in tranches
over a period of five years from the date of grant.
Upon vesting, the employees can acquire one equity
share for every option. The maximum contractual
term for aforementioned stock option plans is
generally 10 years.
The stock compensation cost is computed under the
intrinsic value method and amortised on a straight
line basis over the total vesting period of five years.
The intrinsic value on the date of grant approximates
the fair value. For the year ended March 31, 2013, the
Company has recorded stock compensation expense
of ` 560 (2013: ` 839).
The compensation committee of the board evaluates
the performance and other criteria of employees
and approves the grant of options. These options
vest with employees over a specified period
subject to fulfillment of certain conditions. Upon
vesting, employees are eligible to apply and secure
allotment of Company’s shares at a price determined
on the date of grant of options. The particulars of
options granted under various plans are tabulated
below. (The numbers of shares in the table below
are adjusted for any stock splits and bonus shares
issues).
Wipro Employee Stock Option Plans and Restricted Stock Unit
Option Plans
A summary of the general terms of grants under stock option
plans and restricted stock unit option plans are as follows:
Name of Plan
Authorised
Shares
Range of
Exercise
Prices
50,000,000 ` 171-490
250,000,000 ` 171-490
The principal assumptions used in determining the
present value obligation of interest guarantee under the
deterministic approach are as follows:
Assumptions
As at March 31,
Wipro Employee Stock Option
Plan 1999 (1999 Plan)
Wipro Employee Stock Option
Plan 2000 (2000 Plan)
Discount rate
Average remaining tenure of
investment portfolio
Guaranteed rate of return
2014
8.90%
6 years
8.75%
2013
7.80%
6 years
8.50%
For the year ended March 31, 2014, the Company
contributed ` 3,117 to PF (2013: ` 2,424).
35. Employee stock option
i)
Employees covered under Stock Option Plans and
Restricted Stock Unit (RSU) Option Plans (collectively
Stock Option Plan (2000 ADS Plan)
15,000,000 US$
3-7
Wipro Restricted Stock Unit Plan
(WRSUP 2004 plan)
Wipro ADS Restricted Stock Unit
Plan (WARSUP 2004 plan)
Wipro Employee Restricted Stock
Unit Plan 2005 (WSRUP 2005 plan)
Wipro Employee Restricted Stock
Unit Plan 2007 (WSRUP 2007 plan)
20,000,000 `
2
20,000,000 US$ 0.04
20,000,000 `
16,666,667 `
2
2
167
Consolidated Financial StatementsWipro Limited
The activity in these stock option plans is summarized below:
Year ended March 31,
Outstanding at the beginning of the period(1)
Granted
Exercised
Forfeited and lapsed
Outstanding at the end of the period
Exercisable at the end of the period
Range of
Exercise
Prices
`
`
US$
`
`
US$
`
`
US$
`
`
US$
`
`
US$
`
`
US$
480 – 489
2
0.04
480 – 489
2
0.04
480 – 489
2
0.04
480 – 489
2
0.04
480 – 489
2
0.04
480 – 489
2
0.04
2014
Number
33,636 `
11,502,173 `
2,727,802 US$
— `
5,000 `
25,000 US$
— `
(2,944,779) `
(437,764) US$
— `
(555,040) `
(218,546) US$
33,636 `
8,007,354 `
2,096,492 US$
13,455 `
5,518,608 `
342,562 US$
Weighted
Average
Exercise
Price
480.20
2
0.04
—
2
0.04
—
2
0.04
—
2
0.04
480.20
2
0.04
480.20
2
0.04
2013
Number
Weighted
Average
Exercise
Price
480.20
2
0.04
—
2
—
—
2
0.04
—
2
0.04
480.20
2
0.04
—
2
0.04
30,000 `
10,607,038 `
2,173,692 US$
— `
3,573,150 `
1,352,000 US$
— `
(3,265,830) `
(912,672) US$
— `
(655,662) `
(180,116) US$
33,636 `
11,502,173 `
2,727,802 US$
— `
7,111,160 `
541,959 US$
(1) An adjustment of one employee stock option for every 8.25 employee stock option held has been made, as of the Record Date
of the Demerger, for each eligible employee pursuant to the terms of the Scheme.
The following table summarizes information about outstanding stock options:
Numbers
Range of Exercise price
`
`
US$
480 – 489
2
0.04
33,636
8,007,354
2,096,492
2014
Weighted
Average
Remaining
Life
(Months)
24
36
44
Numbers
Weighted
Average
Exercise
Price
`
`
US$
480.20
2
0.04
33,636
11,502,173
2,727,802
2013
Weighted
Average
Remaining
Life
(Months)
36
37
50
Weighted
Average
Exercise
Price
`
`
US$
480.20
2
0.04
The weighted-average grant-date fair value of options granted during the year ended March 31, 2014 was ` 676.73 (2013: ` 406.26)
for each option. The weighted average share price of options exercised during the year ended March 31, 2014 was ` 462.60 (2013:
` 384.52) for each option.
The movement in Restricted Stock Unit reserve is summarized below:
Opening balance
Less: Amount transferred to share premium
Add: Amortisation
Add: Amortisation in respect of share based compensation to the Resulting Company
Closing balance
For the year ended March 31,
2014
549
(904)
560
104
309
2013
906
(1,303)
839
107
549
168
Consolidated Financial StatementsAnnual Report 2013-14
36.
Income tax
The provision for taxation includes tax liability in India
on the Company’s worldwide income. The tax has been
computed on the worldwide income as reduced by the
various deductions and exemptions provided by the
Income tax act in India (Act) and the tax credit in India for
the tax liabilities payable in foreign countries.
Most of the Company’s operations are through units in
Software Technology Parks (‘STPs’) and Special Economic
Zones (SEZ’s). Income from STPs is not eligible for deduction
from 1st April, 2011. Income from SEZ’s are eligible for 100%
deduction for the first 5 years, 50% deduction for the next
5 years and 50% deduction for another 5 years subject to
fulfilling certain conditions.
The Company has calculated its tax liability after
considering the provisions of law relating to Minimum
Alternate Tax (MAT). As per the Act, any excess of MAT
paid over the normal tax payable can be carried forward
and set off against the future tax liabilities. Accordingly
an amount of ` 1,842 (2013: ` 1,842) is included under
‘Long term loans and advances’ in the balance sheet as
of March 31, 2014.
i)
Tax expenses are net of reversal of provisions recorded
in earlier periods, which are no longer required,
amounting to ` 1,244 for the year ended March 31,
2014 (2013: ` 1,109) and MAT credit of Nil for the year
ended March 31, 2014 (2013: ` 793).
ii)
The components of the deferred tax assets (net) are
as follows:
Deferred tax assets (DTA)
Accrued expenses and liabilities
Allowances for doubtful trade
receivables
Carry – forward business losses
Income received in advance
Others
Deferred tax liabilities (DTL)
Fixed assets
Amortisable goodwill
Unbilled revenue
Others
Net DTA/(DTL)
As at March 31,
2014
2013
1,258
1,477
1,750
2,786
807
-
6,601
(4,964)
(483)
(1,195)
(85)
(6,727)
(126)
1,264
715
1,383
115
4,954
(3,675)
(387)
(398)
-
(4,460)
494
The Net DTA / (DTL) of ` (126) (2013: ` 494) has the following
breakdown:
Deferred tax asset
Deferred tax liabilities
Net DTA/(DTL)
As at March 31,
2014
1,553
(1,679)
(126)
2013
1,022
(528)
494
37. Provisions
Provision for warranty represents cost associated with providing sales support services which are accrued at the time of
recognition of revenues and are expected to be utilized over a period of 1 to 2 years from the date of balance sheet. Other
provisions primarily include provisions for tax related contingencies and litigations. The timing of cash outflows in respect of
such provision cannot be reasonably determined. The activity in provision balance is summarized below:
For the year ended
March 31, 2014
For the year ended
March 31, 2013
Provision for
Warranty
Others – taxes
Provision for
Warranty
Others – taxes
Provision at the beginning of the year
Balance transferred on account of demerger (refer note 28)
Additions during the year, net
Utilized/reversed during the year
Provision at the end of the year
Non-current portion
Current portion
314
-
383
(351)
346
6
340
869
-
270
(108)
1,031
-
1,031
367
(31)
405
(427)
314
9
305
815
-
58
(4)
869
-
869
169
Consolidated Financial StatementsWipro Limited
38. Earnings per share
The computation of equity shares used in calculating basic and diluted earnings per share is set out below:
Weighted average equity shares outstanding
Share held by controlled trusts
Weighted average equity shares for computing basic EPS
Dilutive impact of employee stock options
Weighted average equity shares for computing diluted EPS
Net income considered for computing EPS (` in Million)
Year ended March 31,
2014
2,471,385,646
(16,640,212)
2,454,745,434
6,503,042
2,461,248,476
79,471
2013
2,468,060,030
(14,841,271)
2,453,218,759
4,674,126
2,457,892,885
61,501
Earnings per share and number of shares outstanding for the year ended March 31, 2013 have been adjusted for the grant of one
employee stock option for every 8.25 employee stock option held by each eligible employee in terms of the demerger scheme as
on the Record Date.
39. Related party relationships and transactions
List of subsidiaries as of March 31, 2014 are provided in the table below.
Subsidiaries
Subsidiaries
Wipro LLC (formerly Wipro Inc.)
Wipro Gallagher Solutions Inc
Opus Capital Markets Consultants
LLC
Opus Technology Services LLC
Infocrossing Inc.
Wipro Promax Analytics Solutions
LLC [Formerly Promax Analytics
Solutions Americas LLC]
Wipro Insurance Solution LLC
Wipro Japan KK
Wipro Shanghai Limited
Wipro Trademarks Holding Limited
Wipro Travel Services Limited
Wipro Holdings (Mauritius) Limited
Wipro Holdings UK Limited
Wipro Cyprus Private Limited
Wipro Holding Austria GmbH(A)
3D Networks (UK) Limited
Wipro Europe Limited (A)
Wipro Doha LLC#
Wipro Technologies S.A DE C. V
Wipro BPO Philippines LTD. Inc
Wipro Holdings Hungary Korlátolt
Felelősségű Társaság
Wipro Technologies Argentina SA
Wipro Information Technology
Egypt SAE
Wipro Arabia Limited*
Wipro Poland Sp Zoo
Wipro IT Services Poland Sp. z o. o
170
Country of
Incorporation
USA
USA
USA
USA
USA
USA
Japan
China
India
India
Mauritius
U.K.
Austria
U.K.
U.K.
Cyprus
Qatar
Mexico
Philippines
Hungary
Argentina
Egypt
Saudi Arabia
Poland
Poland
Consolidated Financial StatementsAnnual Report 2013-14
Subsidiaries
Subsidiaries
Wipro Outsourcing Services UK
Limited
Wipro Technologies South Africa
(Proprietary) Limited
Wipro Information Technology
Netherlands BV
Wipro Technologies SRL
PT WT Indonesia
Wipro Australia Pty Limited
Wipro Technocentre (Singapore)
Pte Limited
Wipro (Thailand) Co Limited
Wipro Bahrain Limited WLL
Wipro Gulf LLC
Wipro Technologies Spain S.L.
Wipro Technologies SDN BHD
Wipro Networks Pte Limited
Planet PSG Pte Limited
Wipro Chengdu Limited
Wipro Airport IT Services Limited*
Country of
Incorporation
U.K.
South Africa
Wipro Technologies Nigeria Limited Nigeria
Netherland
Wipro Portugal S.A.(A)
Portugal
Wipro Technologies Limited, Russia Russia
Wipro Technology Chile SPA
Wipro Technologies Canada
Limited
Chile
Canada
Wipro Information Technology
Kazakhstan LLP
Kazakhstan
Wipro Technologies W.T. Sociedad
Anonima
Wipro Outsourcing Services
(Ireland) Limited
Wipro Technologies Norway AS
Wipro Technologies VZ, C.A.
Costa Rica
Ireland
Norway
Venezuela
Romania
Indonesia
Australia
Wipro Promax Holdings Pty Ltd (A)
Australia
Singapore
Thailand
Bahrain
Sultanate of
Oman
Spain
Singapore
Singapore
Malaysia
China
India
In addition to above, the Company controls ‘The Wipro SA Broad Based Ownership Scheme Trust’ and Wipro SA Broad Based
Ownership Scheme SPV (RF) (PTY) LTD incorporated in South Africa and are consolidated for the financial reporting purposes.
* All the above direct subsidiaries are 100% held by the Company except that the Company holds 66.67% of the equity securities
of Wipro Arabia Limited and 74% of the equity securities of Wipro Airport IT Services Limited.
# 51% of equity securities of Wipro Doha LLC are held by a local share holder. However, the beneficial interest in these holdings is
with a wholly owned subsidiary of the company.
171
Consolidated Financial StatementsWipro Limited (A) Step Subsidiary details of Wipro Holding Austria GmbH, Wipro Portugal S.A, Wipro Europe Limited and Wipro Promax Holdings
Pty Ltd are as follows:
Subsidiaries
Subsidiaries
Country of
Incorporation
Wipro Holding Austria GmbH
Wipro Europe Limited
Wipro Portugal S.A.
Wipro Promax Holdings Pty Ltd
The list of controlled trusts is:
Name of entity
Wipro Equity Reward Trust
Wipro Inc Benefit Trust
Wipro Technologies Austria GmbH
New Logic Technologies SARL
Wipro UK Limited
Wipro Europe SARL
SAS Wipro France
Wipro Retail UK Limited
Wipro do Brasil Technologia Ltda
Wipro Technologies Gmbh
Wipro Promax Analytics Solutions Pty Ltd
Wipro Promax IP Pty Ltd (formerly PAG IP Pty Ltd)
Wipro Promax Analytics Solutions (Europe) Limited
Austria
France
U.K.
France
France
U.K.
Brazil
Germany
Australia
Australia
UK
Nature
Trust
Trust
Country of Incorporation
India
India
Name of other related parties
Azim Premji Foundation (I) Pvt. Ltd.
Hasham Traders (partnership firm)
Prazim Traders (partnership firm)
Zash Traders (partnership firm)
Regal Investment & Trading Company Private Limited
Vidya Investment & Trading Company private Limited
Napean Trading & Investment Company Private Limited
Azim Premji Trust
Wipro Enterprises Limited (formerly known as Azim Premji Custodial
Services Private Limited)
Wipro Enterprises Cyprus limited (formerly WMNETSERV Limited)
Wipro Singapore Pte Limited
Wipro Unza Holdings Limited
Wipro Infrastructure Engineering AB
Yardley of London Limited
Key management personnel
Azim Premji
Suresh C Senapaty
T K Kurien
Relative of key management personnel
Rishad Premji
Nature
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Chairman and Managing Director
Chief Financial Officer and Executive Director
Chief Executive Officer and Executive Director
172
Consolidated Financial StatementsAnnual Report 2013-14 The Company has the following related party transactions:
Transaction / Balances
Sales of services
Sale of products
Purchase of services
Purchase of products
Assets purchased / capitalized
Dividend paid
Rent paid
Rent Income
Dividend payable
Remuneration paid
Interest income
Interest expense
Corporate guarantee commission
Receivables
Payables
Entities controlled by
Directors
2014
169
17
-
3
66
13,733
-
39
8,583
-
18
40
-
490
9,583
2013
12
9
2
45
196
10,995
-
-
9,162
-
-
-
27
983
13,710
Key Management
Personnel@
2014
-
-
-
-
-
765
3
-
478
211
-
-
-
-
574
2013
-
-
-
-
-
573
8
-
478
129
-
-
-
-
523
@ Including relative of key management personnel.
The following are the significant related party transactions during the year ended March 31, 2014 and 2013:
Year ended March 31,
Sale of services
Wipro Enterprises Limited
Sale of products
Wipro Enterprises Limited
Azim Premji Foundation
Purchase of services
Wipro Enterprises Limited
Purchase of products
Wipro Enterprises Limited
Asset purchased / capitalized
Wipro Enterprises Limited
Dividend paid
Hasham Traders
Prazim Traders
Zash Traders
Azim Premji Trust
Rent Paid
Azim Premji
Yasmeen Premji
Rental Income
Wipro Enterprises Limited
Dividend payable
Hasham Traders
Prazim Traders
Zash Traders
Azim Premji Trust
2014
167
17
-
-
3
66
2,968
3,623
3,613
3,438
-
3
39
1,855
2,265
2,258
2,149
2013
12
7
2
2
45
196
3,263
3,250
3,242
1,171
3
-
-
1,855
2,402
2,395
2,454
173
Consolidated Financial StatementsWipro Limited Disputed demands for excise duty,
custom duty, income tax, sales tax
and other matters
Performance and financial guarantee
given by the banks on behalf of the
Company
Tax Demands:
2,238
2,273
42. Acquisitions
19,646
22,753
Remuneration paid to key management personnel
Azim Premji
Suresh C Senapaty
T K Kurien
Interest income
Wipro Enterprises Cyprus Limited
(formerly WMNETSERV Limited)
Interest expense
Wipro Singapore Pte Limited
Wipro Enterprises Limited
Corporate guarantee commission
Wipro Infrastructure Engineering AB
40. Capital commitments
The estimated amount of contracts remaining to be
executed on Capital account and not provided for, net of
advances is ` 778 (2013: ` 1,259).
41. Contingent liabilities
As at March 31,
2014
2013
The Company had received tax demands aggregating
to ` 42,883 (including interest of ` 12,907 ) arising primarily
on account of denial of deduction under section 10A of
the Income Tax Act, 1961 in respect of profit earned by
the Company’s undertaking in Software Technology Park
at Bangalore for the years ended March 31, 2001 to March
31, 2009. The appeals filed against the said demand before
the Appellate authorities have been allowed in favor of
the Company by the second appellate authority for the
years up to March 31, 2007. Further appeals have been
filed by the Income tax authorities before the Honorable
High Court. For the year ended March 31, 2008 and 2009,
the appeal is pending before the Income Tax Appellate
Tribunal.
In March 2014, the Company received the draft assessment
order, on similar grounds as that of earlier years, with a
demand of ` 9,058 (including interest of ` 2,938) for the
financial year ended March 31, 2010. Subsequent to the
year end, the company filed its objections against the said
demand before the Dispute Resolution Panel.
174
Year ended March 31,
2014
2013
102
31
66
18
8
32
-
40
27
53
-
-
-
27
Considering the facts and nature of disallowance and the
order of the appellate authority upholding the claims of the
Company for earlier years, the Company expects that the
final outcome of the above disputes to be in favor of the
Company and the impact on the company’s consolidated
financial statements is not expected to be material.
The Company is subject to legal proceedings and claims
which have arisen in the ordinary course of its business. The
resolution of these legal proceedings is not likely to have
a material and adverse effect on the results of operations
or the financial position of the Company.
On January 14, 2014, the Company obtained control of
Opus Capital Markets Consultants LLC (‘Opus’) by acquiring
100% of its share capital. Opus is a leading US-based
provider of mortgage due diligence and risk management
services. The Company believes that acquisition will
strengthen Wipro’s mortgage solutions and complement
its existing offerings in mortgage origination, servicing and
secondary market.
The acquisition was executed through a share purchase
agreement for a consideration of US$ 75 million including
a contingent consideration of US$ 21 million, which is
dependent on achievement of revenues and earnings
over the period of 3 years. The contingent consideration,
recognized on the acquisition date represents the
estimated amount payable to the previous owners on
achievement of certain financial targets.
43. Amalgamation of companies
The Company has two wholly owned subsidiaries namely,
Wipro Technology Services Limited (‘WTS’) and Wipro Energy
IT Services Private Limited (‘WEITSL’) who are engaged in
the business of providing information technology services
including software maintenance and support services.
During the current year, WTS and WEITSL have been
amalgamated with the Company in terms of the scheme
Consolidated Financial StatementsAnnual Report 2013-14
of amalgamation (‘Scheme’) sanctioned by the Honorable
High Court of Karnataka pursuant to its Order dated March
28, 2014. The Scheme became effective on April 9, 2014
with appointed date of April 1, 2013 when the sanction of
the Honorable High Court of Karnataka and filing of the
certified copy of the same with the Registrar of Companies.
The Scheme has been accounted for under the ‘pooling of
interest method’ as prescribed under AS 14 as per the terms
of the Court Order. Since the subsidiaries amalgamated
were wholly owned subsidiaries of the Company, there
was no exchange of shares to effect the amalgamation. The
difference between the amounts recorded as investments
of the Company and the amount of share capital of the
aforesaid amalgamating subsidiaries have been adjusted
in the reserves in the standalone financial statements of
the company.
44. Segment reporting
The Company is organized by business, which primarily
include IT Services (comprising of IT Services and BPO
Services) and IT Products and Others. Consequent to the
demerger of Consumer Care and Lighting, Infrastructure
Engineering and other non-IT businesses (collectively, “the
Diversified Business”), the Company has re-organized the
IT Services business with the object of making industry
practice its focal point for performance evaluation
and internal financial reporting and decision making.
Consequently, the format for reporting IT services business
has been changed to industry segments (Industry practice).
Industry segments primarily consist of Banking, Financial
Services and Insurance (BFSI), Healthcare and Life Sciences
(HLS), Retail, Consumer, Transport and Government (RCTG),
Energy, Natural Resources and Utilities (ENU), Manufacturing
and Hi-tech (MFG), Global Media and Telecom (GMT).
The IT Services reportable segment information for the
comparative period by industry class of customers is not
restated to reflect the above change since the meaningful
segregation of the data is impracticable and cost to develop
it is excessive. However, the Company has presented
segment information for the previous period on old basis
of segment reporting. The secondary segment is identified
based on the geographic location of the customer.
Information on reportable segments on the new basis of segmentation for year ended March 31, 2014 is given below:
BFSI
HLS
RCTG
ENU
MFG
GMT
Total
IT Services
IT
Products*
Others
Entity
total*
Revenue
106,035 41,130 58,893 63,923 74,423 55,105 399,509
38,832
(722) 437,619
Operating income of segment
24,153
7,637 13,012 17,418 17,348 11,569 91,137
313
(762)
90,688
Unallocated
Operating income total
Interest and other income
Profit before tax
Income tax expense
Profit after tax
Minority interest
Net profit
(1,052)
90,085
-
-
(1,052)
313
(762)
89,636
11,507
101,143
(21,234)
79,909
(438)
79,471
* Refer note below for cessation of manufacturing of ‘Wipro branded desktops, laptops and servers’.
Note:
The operating income of IT Products segment and the Company for the year ended March 31, 2014, includes non-recurring expense
` 209, incurred due to cessation of manufacturing of ‘Wipro branded desktops, laptops and servers’. Operating income of the IT
Products segment and the Company excluding the above non-recurring expense is ` 522 and ` 89,845 for the year ended March
31, 2014, respectively and profit after tax of the Company excluding the above non-recurring expense is ` 80,074 for the year ended
March 31, 2014.
175
Consolidated Financial StatementsWipro Limited
Information on reportable segments on the old basis of
segmentation for the year ended March 31, 2013 is given below:
ii.
Revenues
IT Services
IT Products
Eliminations
Total
Profit before interest and tax
IT Services
IT Products
Others
Total
Interest and other income, net
Profit before tax and minority interest
Tax expense
Profit before minority interest
Minority interest
Net profit
Year ended
March 31, 2013
338,179
38,807
23
377,009
69,744
470
39
70,253
8,435
78,688
(16,865)
61,823
(322)
61,501
The Company has four geographic segments: India, USA, Europe
and Rest of the World. Significant portion of the segment assets
are in India. Revenue from geographical segments based on
domicile of the customers is outlined below:
India
United States of America
Europe
Rest of the world
Year ended March 31,
2013
48,489
172,470
99,644
56,323
376,926
2014
46,226
200,343
120,868
70,182
437,619
Management believes that it is currently not practicable to
provide disclosure of geographical assets and liabilities, since the
meaningful segregation of the available information is onerous.
No client individually accounted for more than 10% of the
revenues during the year ended March 31, 2013 and 2014.
a)
The segment report of Wipro Limited and its consolidated
subsidiaries has been prepared in accordance with the AS
17 “Segment Reporting” issued by the Institute of Chartered
Accountants of India (ICAI).
b)
The Company has the following reportable segments :
i.
The Company is currently organized by business
segments, comprising IT Services, IT Products and
Others. Business segments have been determined
based on system of internal financial reporting to the
board of directors and chief executive officer and are
considered to be primary segments. The secondary
segment is identified based on the geographic
location of the customer.
176
IT Services: The IT Services segment provides IT
and IT enabled services to customers. Key service
offering includes software application development,
application maintenance, research and development
services for hardware and software design, data
center outsourcing services and business process
outsourcing services.
IT Products: The IT Products segment sells a range of
Wipro personal desktop computers, Wipro servers and
Wipro notebooks. The Company is also a value added
reseller of desktops, servers, notebooks, storage
products, networking solutions and packaged
software for leading international brands. In certain
total outsourcing contracts of the IT Services
segment, the Company delivers hardware, software
products and other related deliverables. Revenue
relating to these items is reported as revenue from
the sale of IT Products.
The Others’ segment consists of business segments
that do not meet the requirements individually for
a reportable segment as defined in AS 17 “Segment
Reporting” and included corporate and treasury.
Segment Revenue and Segment Results include
the respective amounts identifiable to each of the
segment. Segment revenue resulting from business
with other business segments are on the basis of market
determined prices and common costs are apportioned
on a reasonable basis.
iii.
iv.
v.
c)
Segment wise depreciation and amortisation is as follows:
IT Services
IT Products
Others
Year ended March 31,
2013
9,351
25
21
9,397
2014
10,521
55
18
10,594
d)
e)
Segment PBIT includes ` 496 for the year ended March
31, 2014, (2013: ` 367) of certain operating other income
/ (loss) which is reflected in other income in the statement
of profit and loss.
For the purpose of segment reporting, the Company has
included the impact of ‘Other exchange difference, net’ in
‘Revenues’.
f )
Segment-wise capital expenditure incurred during the year
ended March 31, 2014 and 2013 is given below:
IT Services
IT Products
Others
Year ended March 31,
2013
7,361
1,373
14
8,748
2014
8,825
55
10
8,890
Consolidated Financial StatementsAnnual Report 2013-14
g)
For the purpose of reporting, business segments are considered as primary segment and geographic segments are considered
as secondary segment.
45. Details of non-current investments
(i)
Investments in Equity Instruments
Particulars
Opera Solutions LLC
Axeda Corporation
Mycity Technology Limited
Wep Peripherals Limited
Total
No. of shares
2014
1,593,365
5,462,287
44,935
306,000
2013
-
-
-
-
Currency Face value
As at March 31,
USD
USD
`
`
0.001
0.001
10
10
2014
2,360
283
45
24
2,712
2013
-
-
-
-
-
46. Details of current investments
(i)
Investments in Indian money market mutual funds
Fund House
Reliance Mutual Fund
Birla Sun Life Mutual Fund
ICICI Prudential Mutual Fund
IDFC Mutual Fund
Franklin Templeton Mutual Fund
L&T Mutual Fund
SBI Mutual Fund
HDFC Mutual Fund
JP Morgan Mutual Fund
Religare Invesco Mutual Fund
Tata Mutual Fund
Kotak Mahindra Mutual Fund
Deutsche Mutual Fund
UTI Mutual Fund
DSP Black Rock Mutual Fund
Axis Mutual Fund
(ii)
Investments in debentures
Particulars
Debentures in Citicorp Finance (India) Limited
(iii) Investments in certificate of deposits / commercial papers and bonds
Particulars
LIC Housing Finance Limited
Sundaram Finance Limited
Power Finance Corporation
Mahindra & Mahindra Finance
Kotak Mahindra Prime Limited
Balances as at March 31,
2014
4,846
4,357
1,560
1,428
1,297
1,070
1,070
781
608
578
300
208
192
-
-
-
18,295
As at March 31,
2014
51
51
As at March 31,
2014
7,170
4,151
3,613
3,576
3,004
2013
2,734
2,377
3,027
2,454
-
-
646
705
331
556
300
228
190
257
130
35
13,970
2013
42
42
2013
3,034
2,356
961
-
-
177
Consolidated Financial StatementsWipro Limited
Particulars
As at March 31,
IDFC Limited
L&T Finance Limited
Government of India Bonds
ILFS
L&T Infrastructure Finance Limited
Bajaj Finance Limited
Canara Bank
HDFC Limited
GIC Housing Finance Limited
NABARD
Exim Bank Limited
IRFC
Bharath Aluminum Co Limited
E.I.D.Parry
SIDBI
Tata Capital Financial Services Limited
Tube Investments
SAIL
Syndicate Bank
Kotak Mahindra Bank Limited
Indian Bank
National Housing Bank Limited
State Bank of Mysore
Corporation Bank
IDBI Bank
State Bank of Patiala
ING Vysya Bank Limited
Bank of Baroda
ICICI Bank Limited
Federal Bank
Punjab & Sind Bank
State Bank of Bikaner & Jaipur
Axis Bank Limited
Punjab National Bank
Tamil Nadu Govt. Bonds
Others
2014
2,607
1,940
1,821
1,696
1,663
1,495
1,470
1,453
1,435
649
504
500
490
343
301
248
150
99
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
40,378
2013
2,518
1,213
2,000
-
-
954
6,926
1,695
955
2,757
499
-
-
-
-
-
-
100
5,214
4,546
3,221
3,016
1,705
1,680
1,525
1,436
955
929
567
479
479
479
475
470
255
138
53,537
47. Details of Cash and Bank balances
Details of balances with banks as of March 31, 2014 are as follows:
Bank Name
Wells Fargo Bank
Canara Bank
Axis Bank
State Bank of Travancore
178
In Current
Account
As at March 31, 2014
In Deposit
Account
Total
32,611
-
-
-
-
14,360
9,360
9,000
32,611
14,360
9,360
9,000
Consolidated Financial StatementsAnnual Report 2013-14
Bank Name
Corporation Bank
Bank of Baroda
Citi Bank
HSBC Bank
Yes Bank
Indian Overseas Bank
ICICI Bank
Central Bank of India
Saudi British Bank
Standard Chartered Bank
HDFC Bank
Oriental Bank of Commerce
State Bank of India
SBS Bank
Ratnakar Bank
Bank of America
Standard Bank
Commerz Bank
ING Vysya Bank
Rabobank
Deutsche Bank
Abu Dhabi Commercial Bank
IDBI
Others including cash and cheques on hand
In Current
Account
As at March 31, 2014
In Deposit
Account
Total
-
-
5,513
2,877
-
22
2
-
126
864
512
-
622
311
-
245
107
99
63
53
43
43
38
1,514
45,665
8,955
8,000
2,374
3,322
3,750
3,006
2,580
1,500
1,038
-
259
750
-
-
280
-
-
-
-
-
-
-
-
2
68,536
8,955
8,000
7,887
6,199
3,750
3,028
2,582
1,500
1,164
864
771
750
622
311
280
245
107
99
63
53
43
43
38
1,516
114,201
As per our report of even date attached
For and on behalf of the Board of Directors
for BSR & Co. LLP
Chartered Accountants
Firm’s Registration No.: 101248W
Supreet Sachdev
Partner
Membership No.: 205385
Bangalore
May 29, 2014
Azim Premji
Chairman & Managing
Director
N Vaghul
Director
B C Prabhakar
Director
Suresh C Senapaty
Chief Financial Officer
& Executive Director
T K Kurien
Chief Executive Officer
& Executive Director
V Ramachandran
Company Secretary
179
Consolidated Financial StatementsWipro Limited
d
e
s
o
p
o
r
P
t
fi
o
r
P
d
n
e
d
i
v
i
D
r
e
t
f
a
n
o
i
s
i
v
o
r
P
t
fi
o
r
P
r
o
f
e
r
o
f
e
b
r
e
h
t
O
&
s
e
l
a
S
i
g
n
d
o
H
l
n
i
n
a
h
t
r
e
h
t
o
s
e
i
t
i
l
i
b
a
i
L
s
t
e
s
s
A
l
s
u
p
r
u
S
&
l
a
t
i
p
a
c
s
a
e
t
a
r
y
c
n
e
r
r
u
C
4
1
0
2
,
1
3
h
c
r
a
M
t
a
s
a
s
e
i
r
a
i
d
i
s
b
u
S
o
t
g
n
i
t
a
l
e
r
n
o
i
t
a
m
r
o
f
n
I
f
o
%
-
s
t
n
e
m
t
s
e
v
n
I
l
a
t
o
T
l
a
t
o
T
s
e
v
r
e
s
e
R
e
r
a
h
S
e
g
n
a
h
c
x
E
g
n
i
t
r
o
p
e
R
y
r
a
i
d
i
s
b
u
S
e
h
t
f
o
e
m
a
N
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
)
x
a
t
)
4
1
(
.
l
c
n
i
(
d
n
e
d
i
v
i
d
)
3
1
(
6
3
1
0
1
3
1
,
0
4
2
1
,
1
0
6
1
,
4
0
9
2
7
3
9
7
2
1
8
2
0
6
6
0
8
5
0
2
4
1
3
7
1
4
1
)
9
6
(
0
1
8
4
1
)
6
5
5
(
)
6
5
2
(
)
5
3
1
(
)
5
5
9
(
)
5
2
(
)
4
3
1
(
)
1
9
2
(
9
9
1
0
9
8
3
*
9
3
8
4
-
0
3
)
1
4
(
-
)
2
1
(
)
1
3
(
)
3
6
7
1
(
,
6
1
9
9
0
1
2
4
8
9
3
1
)
3
3
(
9
5
2
4
3
*
3
1
9
-
8
9
8
5
)
3
4
(
-
-
-
-
-
5
7
2
2
1
)
2
1
(
-
-
-
-
-
8
)
1
1
(
5
0
1
0
1
3
1
,
)
3
2
5
(
1
1
8
1
,
0
2
9
1
7
4
8
1
4
5
6
3
8
2
5
6
8
7
4
2
7
1
6
8
0
5
1
)
9
6
(
8
0
1
6
0
2
)
6
5
5
(
)
8
9
2
(
)
5
3
1
(
)
5
5
9
(
)
5
2
(
)
4
3
1
(
)
1
9
2
(
4
1
6
4
6
2
2
0
1
*
9
3
8
4
-
8
3
)
1
4
(
)
0
1
(
5
7
3
5
1
,
0
2
5
2
1
,
4
0
4
8
,
9
4
8
1
,
7
2
9
8
1
9
4
,
8
3
0
2
,
1
5
6
1
,
9
4
2
2
,
3
9
7
2
,
9
1
0
2
,
8
4
4
8
6
7
1
,
5
8
0
1
,
3
9
7
6
7
8
7
5
2
1
,
9
9
8
1
,
0
5
4
1
2
1
4
,
7
9
3
6
2
5
6
6
4
2
3
4
2
0
4
7
1
0
1
,
8
3
5
9
0
3
*
8
8
1
8
2
1
0
2
3
-
4
8
%
0
0
1
%
7
6
6
6
.
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
9
9
9
9
.
%
8
2
7
9
.
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
4
7
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
)
9
(
)
8
(
]
)
5
(
&
)
7
(
4
6
0
9
,
6
0
8
7
,
9
0
0
4
,
9
6
7
8
2
,
4
2
3
7
6
7
4
2
2
,
5
0
3
2
1
0
1
,
0
6
3
8
7
2
2
4
2
0
0
7
2
,
4
4
7
8
4
9
9
3
0
1
,
8
6
9
1
,
2
0
3
1
,
4
0
2
2
3
6
2
,
3
4
8
9
3
3
7
4
8
8
7
9
4
5
6
5
4
9
4
3
9
1
1
8
6
8
6
1
*
8
8
7
3
2
n
o
i
t
a
x
a
t
n
o
i
t
a
x
a
t
n
o
i
t
a
x
a
t
e
m
o
c
n
I
s
e
i
r
a
i
d
i
s
b
u
s
)
4
(
.
l
c
x
e
[
)
6
(
)
5
(
5
8
4
7
1
,
1
2
4
8
,
3
5
1
2
1
,
8
8
9
3
,
*
)
4
(
8
5
3
7
9
8
5
2
,
7
7
8
1
2
,
0
1
7
9
0
6
2
,
6
6
3
4
2
,
6
0
7
1
,
6
7
3
8
3
,
)
0
3
5
3
1
(
,
7
3
1
3
2
,
2
0
0
2
,
6
4
9
4
,
3
7
1
1
,
8
7
7
1
,
4
2
7
1
,
1
8
9
5
4
6
1
,
4
0
0
2
,
3
4
9
7
7
2
1
,
6
9
6
2
,
5
5
7
6
8
4
3
5
4
6
8
5
8
1
1
,
9
0
1
)
9
6
2
1
(
,
3
*
1
5
2
1
7
0
8
1
9
6
1
0
4
5
3
7
5
0
9
9
0
3
1
,
)
4
8
4
1
(
,
5
4
8
1
,
)
8
5
3
(
2
4
8
6
1
9
4
3
,
4
5
3
1
,
8
1
2
3
2
5
3
1
8
2
7
3
,
4
8
2
7
8
1
0
6
2
)
5
1
6
(
)
2
6
1
(
*
1
2
1
8
9
5
7
4
2
9
1
5
1
,
8
7
2
)
5
9
1
(
*
0
7
4
3
,
)
5
5
0
2
(
,
7
3
7
4
,
2
3
6
9
5
5
3
6
3
4
8
1
7
6
2
2
5
2
0
1
1
5
4
1
3
1
6
7
8
4
2
3
3
0
1
0
6
1
)
1
1
(
3
3
2
8
7
1
)
0
6
(
)
9
1
1
(
5
0
6
0
5
2
*
0
5
2
4
5
1
6
2
3
3
7
*
5
7
1
)
3
(
4
1
0
2
8
8
9
5
.
7
9
5
1
.
8
8
9
5
.
0
0
1
.
0
0
1
.
2
6
9
9
.
7
3
2
8
.
2
6
9
9
.
0
5
6
2
.
3
3
1
.
4
4
8
1
.
7
3
2
8
.
7
3
2
8
.
4
6
9
.
7
3
2
8
.
8
5
4
.
8
8
9
5
.
5
6
5
.
0
7
9
1
.
8
8
9
5
.
4
6
9
.
)
f
(
8
4
8
5
.
7
5
5
5
.
8
8
9
5
.
0
0
1
.
7
3
2
8
.
4
8
1
.
7
3
2
8
.
7
5
5
5
.
.
5
8
8
5
1
8
8
9
5
.
8
4
7
.
7
6
1
.
2
6
9
9
.
n
o
1
3
,
h
c
r
a
M
)
2
(
D
S
U
R
A
S
D
S
U
R
N
I
R
N
I
P
B
G
R
U
E
P
B
G
L
R
B
P
H
P
N
O
R
R
U
E
R
U
E
B
M
R
R
U
E
N
X
M
D
S
U
R
A
Z
N
L
P
D
S
U
Y
P
J
B
M
R
D
U
A
D
S
U
R
N
I
R
U
E
B
H
T
R
U
E
D
U
A
D
H
B
D
S
U
S
R
A
P
B
G
B
U
R
l
l
g
a
s
a
s
r
a
T
u
g
e
s
s
o
e
e
F
t
l
o
t
a
l
r
o
K
y
r
a
g
n
u
H
s
g
n
d
o
H
o
r
p
W
l
i
i
i
)
a
(
a
d
t
L
a
g
o
o
n
h
c
e
T
l
l
i
s
a
r
B
o
d
o
r
p
W
i
d
e
t
i
i
m
L
K
U
l
i
a
t
e
R
o
r
p
W
i
.
A
S
.
l
a
g
u
t
r
o
P
o
r
p
W
i
d
e
t
i
i
m
L
K
U
o
r
p
W
i
c
n
I
.
D
T
L
s
e
n
p
p
i
i
l
i
h
P
O
P
B
o
r
p
W
i
d
e
t
i
i
m
L
e
t
a
v
i
r
P
s
u
r
p
y
C
o
r
p
W
i
d
e
t
i
i
i
m
L
a
b
a
r
A
o
r
p
W
i
c
n
I
g
n
i
s
s
o
r
c
o
f
n
I
C
L
L
o
r
p
W
i
V
B
s
d
n
a
l
r
e
h
t
e
N
y
g
o
o
n
h
c
e
T
n
o
i
t
a
m
r
o
f
n
l
I
o
r
p
W
i
i
l
)
a
(
L
R
S
s
e
g
o
o
n
h
c
e
T
o
r
p
W
i
i
H
b
m
G
a
i
r
t
s
u
A
s
e
g
o
o
n
h
c
e
T
o
r
p
W
l
i
d
e
t
i
m
L
i
i
a
h
g
n
a
h
S
o
r
p
W
i
i
l
h
b
m
G
s
e
g
o
o
n
h
c
e
T
o
r
p
W
i
V
.
.
i
C
E
D
A
S
s
e
g
o
o
n
h
c
e
T
o
r
p
W
l
i
c
n
I
l
s
n
o
i
t
u
o
S
r
e
h
g
a
l
l
a
G
o
r
p
W
i
d
e
t
i
i
m
L
)
y
r
a
t
i
e
r
p
o
r
P
(
a
c
i
r
f
A
h
t
u
o
S
s
e
g
o
o
n
h
c
e
T
o
r
p
W
l
i
i
y
l
r
e
m
r
o
f
(
d
e
t
i
i
l
m
L
y
t
P
s
n
o
i
t
u
o
S
s
c
i
t
y
l
a
n
A
x
a
m
o
r
P
o
r
p
W
i
)
d
e
t
i
i
m
L
y
t
P
p
u
o
r
G
s
n
o
i
t
a
c
i
l
p
p
A
x
a
m
o
r
P
d
e
t
i
i
m
L
e
t
P
s
k
r
o
w
t
e
N
o
r
p
W
i
o
o
Z
p
S
d
n
a
o
P
o
r
p
W
l
i
d
e
t
i
i
m
L
u
d
g
n
e
h
C
o
r
p
W
i
K
K
n
a
p
a
J
o
r
p
W
i
x
a
m
o
r
P
y
l
r
e
m
r
o
f
(
d
e
t
i
m
L
i
y
t
P
i
l
s
g
n
d
o
H
x
a
m
o
r
P
o
r
p
W
i
)
d
e
t
i
i
m
L
y
t
P
s
g
n
d
o
H
l
i
d
e
t
i
i
m
L
)
d
n
a
e
r
I
(
l
s
e
c
i
v
r
e
S
g
n
i
c
r
u
o
s
t
u
O
o
r
p
W
i
d
e
t
i
i
m
L
o
C
)
d
n
a
l
i
a
h
T
(
o
r
p
W
i
S
A
S
e
c
n
a
r
F
o
r
p
W
i
d
e
t
i
i
m
L
s
e
c
i
v
r
e
S
T
I
t
r
o
p
r
i
A
o
r
p
W
i
d
e
t
i
i
i
m
L
K
U
s
g
n
d
o
H
o
r
p
W
l
i
C
L
L
s
a
c
i
r
e
m
A
s
n
o
i
t
u
l
o
S
s
c
i
t
y
l
a
n
A
x
a
m
o
r
P
o
r
p
W
i
)
l
C
L
L
s
a
c
i
r
e
m
A
s
n
o
i
t
u
o
S
s
c
i
t
y
l
a
n
A
x
a
m
o
r
P
y
l
r
e
m
r
o
f
(
i
A
S
a
n
i
t
n
e
g
r
A
s
e
g
o
o
n
h
c
e
T
o
r
p
W
l
i
a
i
s
s
u
R
,
d
e
t
i
i
i
l
m
L
s
e
g
o
o
n
h
c
e
T
o
r
p
W
i
d
e
t
i
i
m
L
e
p
o
r
u
E
o
r
p
W
i
L
L
W
d
e
t
i
i
i
m
L
n
a
r
h
a
B
o
r
p
W
i
.
r
S
.
o
N
1
2
3
4
5
6
7
8
9
0
1
1
1
2
1
3
1
4
1
5
1
6
1
7
1
8
1
9
1
0
2
1
2
2
2
3
2
4
2
5
2
6
2
7
2
8
2
9
2
0
3
1
3
2
3
3
3
4
3
d
e
l
i
a
t
e
d
e
h
T
.
4
1
0
2
,
1
3
h
c
r
a
M
t
a
s
a
i
s
e
i
r
a
d
i
s
b
u
s
l
i
a
u
d
v
d
n
i
i
t
u
o
b
a
n
o
i
t
a
m
r
o
f
n
i
l
a
i
c
n
a
n
fi
y
r
a
m
m
u
s
g
n
i
t
n
e
s
e
r
p
s
i
y
n
a
p
m
o
C
e
h
t
,
i
a
d
n
I
f
o
t
n
e
m
n
r
e
v
o
G
,
s
r
i
a
ff
a
y
n
a
p
m
o
C
f
o
y
r
t
s
i
n
M
e
h
t
i
y
b
n
o
i
t
p
m
e
x
e
e
h
t
o
t
t
n
a
u
s
r
u
P
e
g
n
a
r
r
a
l
l
i
w
e
w
l
r
e
d
o
h
e
r
a
h
s
a
m
o
r
f
t
s
e
u
q
e
r
n
e
t
t
i
r
w
n
o
p
U
.
y
n
a
p
m
o
C
e
h
t
f
o
e
c
ffi
o
d
e
r
e
t
s
i
g
e
r
e
h
t
t
a
n
o
i
t
c
e
p
s
n
i
r
o
f
e
b
a
l
l
i
a
v
a
e
r
a
s
e
i
r
a
d
i
s
b
u
s
l
i
i
a
u
d
v
d
n
i
i
e
h
t
f
o
t
r
o
p
e
r
’
s
r
o
t
i
d
u
a
d
n
a
t
r
o
p
e
r
’
s
r
o
t
c
e
r
i
d
,
s
t
n
e
m
e
t
a
t
s
l
a
i
c
n
a
n
fi
180
i
.
s
e
i
r
a
d
i
s
b
u
s
l
i
a
u
d
v
d
n
i
i
e
h
t
r
o
f
t
r
o
p
e
r
’
s
r
o
t
i
d
u
a
d
n
a
t
r
o
p
e
r
’
s
r
o
t
c
e
r
i
d
,
t
n
e
m
e
t
a
t
s
l
a
i
c
n
a
n
fi
e
h
t
i
f
o
s
e
p
o
c
r
e
v
i
l
e
d
o
t
Consolidated Financial StatementsAnnual Report 2013-14
d
e
s
o
p
o
r
P
t
fi
o
r
P
d
n
e
d
i
v
i
D
r
e
t
f
a
n
o
i
s
i
v
o
r
P
t
fi
o
r
P
r
o
f
e
r
o
f
e
b
r
e
h
t
O
&
s
e
l
a
S
i
g
n
d
o
H
l
n
i
n
a
h
t
r
e
h
t
o
s
e
i
t
i
l
i
b
a
i
L
s
t
e
s
s
A
l
s
u
p
r
u
S
&
l
a
t
i
p
a
c
s
a
e
t
a
r
y
c
n
e
r
r
u
C
f
o
%
-
s
t
n
e
m
t
s
e
v
n
I
l
a
t
o
T
l
a
t
o
T
s
e
v
r
e
s
e
R
e
r
a
h
S
e
g
n
a
h
c
x
E
g
n
i
t
r
o
p
e
R
y
r
a
i
d
i
s
b
u
S
e
h
t
f
o
e
m
a
N
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
)
x
a
t
.
l
c
n
i
(
d
n
e
d
i
v
i
d
n
o
i
t
a
x
a
t
n
o
i
t
a
x
a
t
n
o
i
t
a
x
a
t
e
m
o
c
n
I
s
e
i
r
a
i
d
i
s
b
u
s
)
4
(
.
l
c
x
e
[
6
2
4
2
1
3
1
)
4
3
(
)
7
5
(
)
2
4
(
4
)
4
(
8
2
)
7
2
(
9
4
6
)
5
1
(
)
8
9
1
(
*
5
6
)
3
1
(
-
0
1
)
1
1
(
)
6
(
)
3
1
(
)
2
1
(
7
5
3
7
3
)
1
(
)
2
(
)
2
(
-
-
-
6
)
2
(
-
-
-
)
3
(
-
9
-
-
4
*
-
*
8
2
-
-
8
-
-
-
-
-
-
-
-
0
4
4
2
4
8
1
3
1
)
4
3
(
)
7
5
(
)
2
4
(
1
)
4
(
7
3
)
7
2
(
9
4
6
)
0
1
(
)
8
9
1
(
*
2
9
)
3
1
(
-
7
1
)
1
1
(
)
6
(
)
3
1
(
)
2
1
(
7
5
3
1
4
)
1
(
)
2
(
)
2
(
-
-
2
0
1
2
4
3
8
5
6
8
)
3
(
6
3
2
2
1
1
*
-
-
0
1
1
8
0
8
1
,
*
-
*
-
-
2
9
2
*
0
1
*
5
9
1
9
2
3
3
5
6
3
,
-
-
-
-
-
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
0
0
1
%
9
4
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
]
)
5
(
&
4
7
8
7
3
3
3
2
7
7
7
5
1
3
3
4
3
3
5
1
3
8
7
8
6
1
8
)
2
6
(
)
1
4
1
(
1
)
6
9
(
1
*
7
7
1
0
0
1
5
6
9
1
,
6
2
3
2
,
)
3
6
1
(
4
2
5
7
7
5
8
0
5
7
4
8
6
4
2
8
8
1
8
1
1
*
2
0
2
8
5
8
1
6
7
1
8
2
4
2
1
4
1
5
3
1
3
-
-
7
3
4
8
1
1
3
4
7
7
6
4
8
3
,
6
7
1
6
1
1
6
2
1
6
3
4
6
2
5
1
2
5
8
1
6
2
3
1
4
6
8
5
0
7
*
3
3
1
4
-
-
*
)
1
4
(
3
1
)
1
3
(
4
8
)
4
5
6
(
)
5
0
9
(
*
*
2
4
1
1
*
0
1
7
4
7
4
,
)
9
2
8
1
(
,
7
2
9
1
,
9
5
3
7
5
)
9
(
)
6
(
9
4
2
)
1
1
(
)
4
1
(
2
8
1
3
2
)
1
(
)
2
(
)
3
(
-
-
*
1
6
2
2
7
-
-
*
3
5
-
2
6
*
-
3
-
-
.
s
n
o
i
t
a
r
e
p
o
e
c
n
e
m
m
o
c
o
t
t
e
y
d
e
t
i
4
1
0
2
0
5
7
4
.
0
0
1
.
.
3
5
5
5
1
n
o
1
3
,
h
c
r
a
M
9
5
8
.
2
6
9
9
.
7
5
5
5
.
1
1
0
.
9
2
8
1
.
0
5
7
4
.
1
0
0
.
7
3
2
8
.
8
8
9
5
.
7
3
2
8
.
7
3
2
8
.
7
5
5
5
.
0
0
1
.
6
3
0
.
8
8
9
5
.
2
6
9
9
.
4
2
4
5
.
3
3
0
.
0
7
9
1
.
8
9
9
.
8
8
9
5
.
8
8
9
5
.
7
3
2
8
.
0
5
9
.
4
4
6
1
.
-
-
D
G
S
R
M
O
R
N
I
P
B
G
P
G
E
D
U
A
P
L
C
R
Y
M
D
G
S
R
D
I
R
U
E
D
S
U
R
U
E
R
U
E
D
U
A
R
N
I
N
G
N
D
S
U
P
B
G
D
A
C
T
Z
K
N
L
P
K
O
N
D
S
U
D
S
U
R
U
E
F
E
V
R
A
Q
-
-
d
e
t
i
m
L
i
)
e
p
o
r
u
E
(
s
n
o
i
t
u
l
o
S
s
c
i
t
y
l
a
n
A
x
a
m
o
r
P
o
r
p
W
i
)
d
e
t
i
i
m
L
)
e
p
o
r
u
E
(
l
s
n
o
i
t
u
o
S
s
c
i
t
y
l
a
n
A
x
a
m
o
r
P
y
l
r
e
m
r
o
f
(
)
b
(
)
I
C
L
L
f
l
u
G
C
A
S
y
l
r
e
m
r
o
f
(
C
L
L
f
l
u
G
o
r
p
W
i
d
e
t
i
i
m
L
s
e
c
i
v
r
e
S
l
e
v
a
r
T
o
r
p
W
i
l
E
A
S
t
p
y
g
E
y
g
o
o
n
h
c
e
T
n
o
i
t
a
m
r
o
f
n
I
o
r
p
W
i
d
e
t
i
i
m
L
y
t
P
a
i
l
a
r
t
s
u
A
o
r
p
W
i
A
P
S
e
l
i
l
h
C
y
g
o
o
n
h
c
e
T
o
r
p
W
i
i
D
H
B
N
D
S
s
e
g
o
o
n
h
c
e
T
o
r
p
W
l
i
y
t
P
P
I
G
A
P
y
l
r
e
m
r
o
f
(
d
e
t
i
m
L
i
y
t
P
P
I
x
a
m
o
r
P
o
r
p
W
i
)
d
e
t
i
m
L
i
d
e
t
i
i
m
L
)
s
u
i
t
i
r
u
a
M
(
i
l
s
g
n
d
o
H
o
r
p
W
i
)
b
(
L
R
A
S
e
p
o
r
u
E
o
r
p
W
i
i
l
L
R
A
S
s
e
g
o
o
n
h
c
e
T
c
i
g
o
L
w
e
N
d
e
t
i
i
m
L
a
i
s
e
n
o
d
n
I
T
W
T
P
H
b
m
G
a
i
r
t
s
u
A
g
n
d
o
H
o
r
p
W
l
i
i
d
e
t
i
i
m
L
e
t
P
G
S
P
t
e
n
a
P
l
d
e
t
i
i
i
l
m
L
g
n
d
o
H
s
k
r
a
m
e
d
a
r
T
o
r
p
W
i
P
L
L
n
a
t
s
h
k
a
z
a
K
y
g
o
o
n
h
c
e
T
n
o
i
t
a
m
r
o
f
n
l
I
o
r
p
W
i
.
o
o
z
.
l
p
s
d
n
a
o
P
s
e
c
i
v
r
e
S
T
I
o
r
p
W
i
C
L
L
s
t
n
a
t
l
u
s
n
o
C
s
t
e
k
r
a
M
l
a
t
i
p
a
C
s
u
p
O
C
L
L
s
e
c
i
v
r
e
S
y
g
o
o
n
h
c
e
T
s
u
p
O
l
i
S
A
y
a
w
r
o
N
s
e
g
o
o
n
h
c
e
T
o
r
p
W
l
i
)
c
(
d
e
t
i
i
m
L
K
U
s
e
c
i
v
r
e
S
g
n
i
c
r
u
o
s
t
u
O
o
r
p
W
i
C
L
L
a
h
o
D
o
r
p
W
i
A
C
.
,
i
l
Z
V
s
e
g
o
o
n
h
c
e
T
o
r
p
W
i
.
.
i
i
L
S
n
a
p
S
s
e
g
o
o
n
h
c
e
T
o
r
p
W
l
i
d
e
t
i
i
i
m
L
a
d
a
n
a
C
s
e
g
o
o
n
h
c
e
T
o
r
p
W
l
i
l
C
L
L
n
o
i
t
u
o
S
e
c
n
a
r
u
s
n
I
o
r
p
W
i
d
e
t
i
i
m
L
)
K
U
(
s
k
r
o
w
t
e
N
D
3
d
e
t
i
i
i
i
m
L
a
i
r
e
g
N
s
e
g
o
o
n
h
c
e
T
o
r
p
W
l
i
d
e
t
i
i
i
m
L
e
t
P
)
e
r
o
p
a
g
n
S
(
e
r
t
n
e
c
o
n
h
c
e
T
o
r
p
W
i
i
)
c
(
a
m
n
o
n
A
d
a
d
e
i
c
o
S
.
.
T
W
i
l
s
e
g
o
o
n
h
c
e
T
o
r
p
W
i
i
m
L
K
U
s
e
c
i
v
r
e
S
g
n
i
c
r
u
o
s
t
u
O
o
r
p
W
d
n
a
a
m
n
o
n
A
d
a
d
e
i
c
o
S
i
i
.
.
T
W
i
l
s
e
g
o
o
n
h
c
e
T
o
r
p
W
i
.
3
1
0
2
1
3
,
r
e
b
m
e
c
e
D
d
e
d
n
e
r
a
e
y
e
h
t
r
o
f
d
n
a
f
o
s
a
e
r
a
n
o
i
t
a
m
r
o
f
n
i
l
a
i
c
n
a
n
fi
e
h
T
.
4
1
0
2
1
3
,
y
r
a
u
n
a
J
d
e
d
n
e
r
a
e
y
e
h
t
r
o
f
d
n
a
f
o
s
a
e
r
a
n
o
i
t
a
m
r
o
f
n
i
l
a
i
c
n
a
n
fi
e
h
T
.
r
S
.
o
N
5
3
6
3
7
3
8
3
9
3
0
4
1
4
2
4
3
4
4
4
5
4
6
4
7
4
8
4
9
4
0
5
1
5
2
5
3
5
4
5
5
5
6
5
7
5
8
5
9
5
0
6
1
6
2
6
3
6
4
6
)
a
(
)
b
(
)
c
(
)
d
(
)
e
(
e
m
e
h
c
s
e
h
t
f
o
s
m
r
e
t
n
i
y
n
a
p
m
o
C
e
h
t
h
t
i
l
w
d
e
t
a
m
a
g
a
m
a
n
e
e
b
e
v
a
h
,
y
n
a
p
m
o
C
e
h
t
i
f
o
s
e
i
r
a
d
i
s
b
u
s
d
e
n
w
o
y
l
l
o
h
w
,
)
’
L
S
T
E
W
I
‘
(
.
d
t
L
.
t
v
P
a
d
n
i
I
s
e
c
i
v
r
e
S
T
i
I
y
g
r
e
n
E
o
r
p
W
d
n
a
)
’
S
T
W
‘
(
d
e
t
i
i
m
L
s
e
c
i
v
r
e
S
y
g
o
o
n
h
c
e
T
o
r
p
W
l
i
.
t
s
i
l
e
v
o
b
a
e
h
t
n
i
d
e
d
u
l
c
n
i
n
e
e
b
t
o
n
e
v
a
h
s
e
i
r
a
d
i
s
b
u
s
e
s
e
h
t
i
f
o
n
o
i
t
a
m
r
o
f
n
i
l
a
i
c
n
a
n
fi
e
h
t
e
c
n
e
h
,
r
a
e
y
t
n
e
r
r
u
c
e
h
t
g
n
i
r
u
d
d
e
t
a
d
u
q
L
n
e
e
b
e
v
a
h
i
i
.
c
n
i
I
k
n
h
t
n
E
d
n
a
d
e
t
i
i
i
l
m
L
K
U
s
e
g
o
o
n
h
c
e
T
o
r
p
W
i
I
e
v
a
h
L
S
T
E
W
d
n
a
S
T
W
f
o
n
o
i
t
a
m
r
o
f
n
i
l
a
i
c
n
a
n
fi
e
h
t
e
c
n
e
H
.
i
e
t
a
d
d
e
t
n
o
p
p
a
e
h
t
g
n
e
b
3
1
0
2
i
,
1
0
l
i
r
p
A
h
t
i
w
r
e
d
r
O
s
t
i
o
t
t
n
a
u
s
r
u
p
a
k
a
t
a
n
r
a
K
f
o
t
r
u
o
C
h
g
H
e
b
a
r
o
n
o
H
e
h
t
y
b
d
e
n
o
i
t
c
n
a
s
l
i
)
’
e
m
e
h
c
S
‘
(
n
o
i
t
a
m
a
g
a
m
a
f
o
l
.
t
s
i
l
e
v
o
b
a
e
h
t
n
i
d
e
d
u
l
c
n
i
n
e
e
b
t
o
n
s
e
e
p
u
r
n
o
i
l
l
i
m
e
n
o
n
a
h
t
s
s
e
l
s
i
l
e
u
a
V
*
.
n
e
Y
0
0
1
r
e
p
s
i
e
t
a
r
e
g
n
a
h
c
x
E
)
f
(
181
Consolidated Financial StatementsWipro Limited
CONSOLIDATED STATEMENTS AND OTHER FINANCIAL INFORMATION
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
The Board of Directors and Equity holders
Wipro Limited:
We have audited the accompanying consolidated statements of financial position of Wipro Limited and subsidiaries (“the Company”)
as of March 31, 2014 and 2013, and the related consolidated statements of income, comprehensive income, changes in equity, and
cash flows for each of the years in the three-year period ended March 31, 2014. These consolidated financial statements are the
responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements
based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).
Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable
basis for our opinion.
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position
of the Company as of March 31, 2014 and 2013, and the results of their operations and their cash flows for each of the years in the
three-year period ended March 31, 2014, in conformity with International Financial Reporting Standards as issued by International
Accounting Standards Board.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), Wipro
Limited’s internal control over financial reporting as of March 31, 2014, based on criteria established in Internal Control – Integrated
Framework (1992) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO), and our report dated
May 18, 2014 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.
KPMG
Bangalore, India
May 18, 2014
182
Consolidated Financial Statements Under IFRSAnnual Report 2013-14 WIPRO LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
(Rupees in millions, except share and per share data, unless otherwise stated)
Notes
As at March 31,
2014
2013
ASSETS
Goodwill ...............................................................................................
Intangible assets ................................................................................
Property, plant and equipment ....................................................
Derivative assets ................................................................................
Available for sale investments ......................................................
Deferred tax assets............................................................................
Non-current tax assets.....................................................................
Other non-current assets................................................................
Total non-current assets ..............................................................
Inventories ...........................................................................................
Trade receivables ...............................................................................
Other current assets .........................................................................
Unbilled revenues .............................................................................
Available for sale investments ......................................................
Current tax assets ..............................................................................
Derivative assets ................................................................................
Cash and cash equivalents .............................................................
Total current assets ........................................................................
TOTAL ASSETS ............................................................................................
EQUITY
Share capital ........................................................................................
Share premium ...................................................................................
Retained earnings .............................................................................
Share based payment reserve ......................................................
Other components of equity ........................................................
Shares held by controlled trust ....................................................
Equity attributable to the equity holders of the Company
Non-controlling interest .................................................................
Total equity .................................................................................................
LIABILITIES
Loans and borrowings .....................................................................
Derivative liabilities ..........................................................................
Deferred tax liabilities ......................................................................
Non-current tax liabilities ...............................................................
Other non-current liabilities ..........................................................
Provisions .............................................................................................
Total non-current liabilities .......................................................
Loans and borrowings and bank overdraft..............................
Trade payables and accrued expenses ......................................
Unearned revenues ..........................................................................
Current tax liabilities ........................................................................
Derivative liabilities ..........................................................................
Other current liabilities ...................................................................
Provisions .............................................................................................
Total current liabilities ..................................................................
TOTAL LIABILITIES ...................................................................................
TOTAL EQUITY AND LIABILITIES
6
6
5
16
8
19
12
10
9
12
8
16
11
13
16
19
15
15
13
14
16
15
15
54,756
1,714
50,525
51
—
4,235
10,308
10,738
132,327
3,263
76,635
31,069
31,988
69,171
7,408
3,031
84,838
307,403
439,730
4,926
11,760
259,178
1,316
7,174
(542)
283,812
1,171
284,983
854
118
846
4,790
3,390
9
10,007
62,962
48,067
10,347
10,226
975
10,989
1,174
144,740
154,747
439,730
63,422
1,936
51,449
286
2,676
3,362
10,192
14,295
147,618
2,293
85,392
39,474
39,334
60,557
9,774
3,661
114,201
354,686
502,304
4,932
12,664
314,952
1,021
10,472
(542)
343,499
1,387
344,886
10,909
629
1,796
3,448
4,174
6
20,962
40,683
52,256
12,767
12,482
2,504
14,394
1,370
136,456
157,418
502,304
The accompanying notes form an integral part of these consolidated financial statements.
2014
Convenience
Translation
into US$ in
millions
(Unaudited)
Refer note 2(iv)
1,057
32
857
5
45
56
170
238
2,460
38
1,423
658
656
1,009
163
61
1,903
5,911
8,371
82
211
5,249
17
175
(9)
5,725
23
5,748
182
10
30
57
70
—
349
678
871
213
208
42
240
23
2,274
2,623
8,371
183
Consolidated Financial Statements Under IFRSWipro Limited
WIPRO LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Rupees in millions, except share and per share data, unless otherwise stated)
Notes
2012
2013
2014
Year ended March 31,
Continuing operations
Revenues ..................................................................... 22
Cost of revenues ....................................................... 23
Gross profit
Selling and marketing expenses ......................... 23
General and administrative expenses .............. 23
Foreign exchange gains / (losses), net ..............
Results from operating activities
Finance expense ....................................................... 24
Finance and other income .................................... 25
Profit before tax
Income tax expense ................................................ 19
Profit for the year from continuing operations
Discontinued operations
Profit after tax for the year from discontinued
operations ................................................................... 4
Profit for the year
Profit attributable to:
Equity holders of the Company ..........................
Non-controlling interest ........................................
Profit for the year
Profit from continuing operations attributable to:
Equity holders of the Company ..........................
Non-controlling interest ........................................
Earnings per equity share:
26
Basic ..............................................................................
Diluted ..........................................................................
Earnings per share from continuing operations:
Basic ..............................................................................
Diluted ..........................................................................
Weighted-average number of equity shares used in
computing earnings per equity share:
318,747
(225,794)
92,953
(17,953)
(18,416)
3,328
59,912
(3,371)
8,982
65,523
(12,955)
52,568
3,419
55,987
55,730
257
55,987
52,325
243
52,568
22.76
22.69
21.36
21.29
374,256
(260,665)
113,591
(24,213)
(22,032)
2,626
69,972
(2,693)
11,317
78,596
(16,912)
61,684
5,012
66,696
66,359
337
66,696
61,362
322
61,684
27.05
26.98
25.01
24.95
2014
Convenience
Translation
into US$ in
millions
(Unaudited)
Refer note
2(iv)
7,238
(4,925)
2,313
(487)
(392)
56
1,490
(48)
242
1,684
(377)
1,307
434,269
(295,488)
138,781
(29,248)
(23,538)
3,359
89,354
(2,891)
14,542
101,005
(22,600)
78,405
—
78,405
—
1,307
77,967
438
78,405
77,967
438
78,405
31.76
31.66
31.76
31.66
1,300
7
1,307
1,300
7
1,307
0.53
0.53
0.53
0.53
Basic ..............................................................................
Diluted ..........................................................................
2,449,777,457
2,457,511,538
2,453,218,759 2,454,745,434 2,454,745,434
2,459,184,321 2,462,626,739 2,462,626,739
The accompanying notes form an integral part of these consolidated financial statements.
184
Consolidated Financial Statements Under IFRSAnnual Report 2013-14
WIPRO LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Rupees in millions, except share and per share data, unless otherwise stated)
Notes
2012
Year ended March 31,
2014
2013
2014
Convenience
Translation
into US$ in
millions
(Unaudited)
Refer note 2(iv)
1,307
Profit for the year
Items that will not be classified to profit or loss:
Defined benefit plan actuarial gains/(losses) ......................
Items that may be reclassified subsequently to profit or
loss:
Foreign currency translation differences:
Translation difference relating to foreign
operations ..............................................................................
Net change in fair value of hedges of net
investment in foreign operations ..................................
Net change in fair value of cash flow hedges ......................
Net change in fair value of available for sale investments
18
18
16,19
8,19
Total other comprehensive income, net of taxes .........................
Total comprehensive income for the year .......................................
Attributable to:
Equity holders of the Company ................................................
Non-controlling interest..............................................................
55,987
66,696
78,405
—
—
—
—
(190)
(190)
(3)
(3)
9,226
5,038
7,306
(2,780)
(350)
(20)
6,076
6,076
62,063
61,744
319
62,063
(1,055)
2,847
229
7,059
7,059
73,755
73,358
397
73,755
(2,600)
(990)
(112)
3,604
3,414
81,819
81,265
554
81,819
121
(43)
(17)
(2)
60
57
1,364
1,355
9
1,364
The accompanying notes form an integral part of these consolidated financial statements.
185
Consolidated Financial Statements Under IFRSWipro Limited
1
7
3
0
4
2
,
1
9
6
0
8
6
9
3
2
,
)
2
4
5
(
4
6
)
8
0
0
1
(
,
4
2
5
1
,
0
6
3
1
,
0
5
2
3
0
2
,
4
2
1
0
3
,
8
0
9
4
,
,
5
4
1
9
0
4
4
5
4
2
,
,
-
n
o
N
y
t
i
u
q
E
e
l
b
a
t
u
b
i
r
t
t
a
y
t
i
u
q
e
e
h
t
o
t
s
e
r
a
h
S
y
b
d
l
e
h
y
t
i
u
q
e
f
o
s
t
n
e
n
o
p
m
o
c
r
e
h
t
O
h
s
a
C
w
o
fl
n
g
i
e
r
o
F
y
c
n
e
r
r
u
c
e
r
a
h
S
d
e
s
a
b
l
a
t
o
T
y
t
i
u
q
e
g
n
i
l
l
o
r
t
n
o
c
f
o
s
r
e
d
o
h
l
d
e
l
l
o
r
t
n
o
c
r
e
h
t
O
i
g
n
g
d
e
h
n
o
i
t
a
l
s
n
a
r
t
t
n
e
m
y
a
p
d
e
n
i
a
t
e
R
e
r
a
h
S
e
r
a
h
S
t
s
e
r
e
t
n
i
y
n
a
p
m
o
C
e
h
t
*
t
s
u
r
T
e
v
r
e
s
e
r
e
v
r
e
s
e
r
e
v
r
e
s
e
r
e
v
r
e
s
e
r
i
s
g
n
n
r
a
e
i
m
u
m
e
r
p
l
a
t
i
p
a
c
s
e
r
a
h
s
f
o
.
o
N
Y
T
I
U
Q
E
N
I
S
E
G
N
A
H
C
F
O
S
T
N
E
M
E
T
A
T
S
D
E
T
A
D
I
L
O
S
N
O
C
)
d
e
t
a
t
s
e
s
i
w
r
e
h
t
o
s
s
e
l
n
u
,
a
t
a
d
e
r
a
h
s
r
e
p
d
n
a
e
r
a
h
s
t
p
e
c
x
e
,
s
n
o
i
l
l
i
m
n
i
s
e
e
p
u
R
(
I
S
E
I
R
A
D
I
S
B
U
S
D
N
A
D
E
T
I
M
I
L
O
R
P
W
I
186
7
8
9
5
5
,
6
7
0
6
,
3
6
0
2
6
,
7
5
2
2
6
9
1
3
0
3
7
5
5
,
4
1
0
6
,
4
4
7
1
6
,
9
9
4
9
—
—
—
—
9
9
4
9
—
)
9
2
2
7
1
(
,
)
1
6
1
(
)
8
6
0
7
1
(
,
3
6
1
6
8
2
,
9
4
8
)
1
7
2
6
1
(
,
)
1
6
1
(
)
0
1
1
6
1
(
,
4
1
3
5
8
2
,
—
—
—
—
—
—
—
—
)
2
4
5
(
—
)
0
2
(
)
0
2
(
—
)
0
5
3
(
)
0
5
3
(
—
4
8
3
6
,
4
8
3
6
,
—
—
—
—
0
3
7
5
5
,
0
3
7
5
5
,
—
—
—
—
—
—
—
—
4
4
—
—
—
—
—
—
—
—
—
—
—
9
4
9
)
3
3
3
(
—
6
1
6
—
—
—
)
8
6
0
7
1
(
,
—
—
3
3
3
—
)
8
6
0
7
1
(
,
3
3
3
)
8
5
3
1
(
,
8
0
9
7
,
6
7
9
1
,
2
1
9
1
4
2
,
7
5
4
0
3
,
7
1
9
4
,
,
8
2
2
6
5
7
8
5
4
2
,
,
—
—
—
—
9
—
—
9
—
—
—
—
,
3
8
0
7
4
3
4
,
—
—
,
3
8
0
7
4
3
4
,
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
1
1
0
2
,
1
l
i
r
p
A
t
a
s
A
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
r
a
e
y
e
h
t
r
o
f
e
m
o
c
n
i
e
v
i
s
n
e
h
e
r
p
m
o
C
l
a
t
o
T
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
r
a
e
y
e
h
t
r
o
f
t
fi
o
r
P
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
e
m
o
c
n
i
e
v
i
s
n
e
h
e
r
p
m
o
c
r
e
h
t
O
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
r
a
e
y
e
h
t
r
o
f
e
m
o
c
n
i
e
v
i
s
n
e
h
e
r
p
m
o
C
l
a
t
o
T
f
o
s
r
e
n
w
o
o
t
s
n
o
i
t
u
b
i
r
t
s
i
d
d
n
a
y
b
s
n
o
i
t
u
b
i
r
t
n
o
C
,
y
n
a
p
m
o
c
e
h
t
f
o
s
r
e
n
w
o
h
t
i
w
n
o
i
t
c
a
s
n
a
r
T
y
t
i
u
q
e
n
i
y
l
t
c
e
r
i
d
d
e
z
i
n
g
o
c
e
r
y
n
a
p
m
o
C
e
h
t
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
s
n
o
i
t
p
o
f
o
e
s
i
c
r
e
x
e
n
o
s
e
r
a
h
s
y
t
i
u
q
e
f
o
e
u
s
s
I
d
e
s
a
b
e
r
a
h
s
e
e
y
o
p
m
e
o
t
d
e
t
a
e
r
l
l
t
s
o
c
n
o
i
t
a
s
n
e
p
m
o
C
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
t
n
e
m
y
a
p
.
.
.
.
.
.
)
4
e
t
o
n
(
i
s
s
e
n
i
s
u
b
d
e
fi
i
s
r
e
v
d
f
o
r
e
g
r
e
m
e
d
f
o
t
c
e
ff
E
.
.
.
.
.
.
.
y
n
a
p
m
o
c
e
h
t
f
o
s
r
e
n
w
o
h
t
i
w
s
n
o
i
t
c
a
s
n
a
r
t
l
a
t
o
T
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
2
1
0
2
,
1
3
h
c
r
a
M
t
a
s
A
i
i
i
)
n
o
e
r
e
h
t
x
a
t
d
n
e
d
v
d
g
n
d
u
l
c
n
i
(
d
a
p
d
n
e
d
v
d
h
s
a
C
i
i
i
Consolidated Financial Statements Under IFRSAnnual Report 2013-14
l
a
t
o
T
y
t
i
u
q
e
g
n
i
l
l
o
r
t
n
o
c
f
o
s
r
e
d
o
h
l
d
e
l
l
o
r
t
n
o
c
r
e
h
t
O
i
g
n
g
d
e
h
n
o
i
t
a
l
s
n
a
r
t
t
n
e
m
y
a
p
d
e
n
i
a
t
e
R
e
r
a
h
S
t
s
e
r
e
t
n
i
y
n
a
p
m
o
C
e
h
t
*
t
s
u
r
T
e
v
r
e
s
e
r
e
v
r
e
s
e
r
e
v
r
e
s
e
r
e
v
r
e
s
e
r
i
s
g
n
n
r
a
e
i
m
u
m
e
r
p
e
r
a
h
S
l
a
t
i
p
a
c
s
e
r
a
h
s
f
o
.
o
N
3
6
1
6
8
2
,
9
4
8
4
1
3
5
8
2
,
)
2
4
5
(
4
4
)
8
5
3
1
(
,
8
0
9
7
,
6
7
9
1
,
2
1
9
1
4
2
,
7
5
4
0
3
,
7
1
9
4
,
,
8
2
2
6
5
7
8
5
4
2
,
,
-
n
o
N
y
t
i
u
q
e
e
h
t
o
t
y
b
e
l
b
a
t
u
b
i
r
t
t
a
d
l
e
h
y
t
i
u
q
E
s
e
r
a
h
S
h
s
a
C
w
o
fl
n
g
i
e
r
o
F
y
c
n
e
r
r
u
c
e
r
a
h
S
d
e
s
a
b
y
t
i
u
q
e
f
o
s
t
n
e
n
o
p
m
o
c
r
e
h
t
O
Y
T
I
U
Q
E
N
I
S
E
G
N
A
H
C
F
O
S
T
N
E
M
E
T
A
T
S
D
E
T
A
D
I
L
O
S
N
O
C
)
d
e
t
a
t
s
e
s
i
w
r
e
h
t
o
s
s
e
l
n
u
,
a
t
a
d
e
r
a
h
s
r
e
p
d
n
a
e
r
a
h
s
t
p
e
c
x
e
,
s
n
o
i
l
l
i
m
n
i
s
e
e
p
u
R
(
I
S
E
I
R
A
D
I
S
B
U
S
D
N
A
D
E
T
I
M
I
L
O
R
P
W
I
6
9
6
6
6
,
9
5
0
7
,
5
5
7
3
7
,
7
3
3
0
6
7
9
3
9
5
3
6
6
,
9
9
9
6
,
8
5
3
3
7
,
)
0
8
0
7
1
(
,
)
4
1
(
)
6
6
0
7
1
(
,
9
3
4
6
—
—
)
7
0
5
8
5
(
,
)
1
6
(
)
5
3
9
4
7
(
,
)
5
7
(
3
8
9
4
8
2
,
1
7
1
1
,
9
3
4
6
)
6
4
4
8
5
(
,
)
0
6
8
4
7
(
,
2
1
8
3
8
2
,
—
—
—
—
—
—
—
—
)
2
4
5
(
—
9
2
2
9
2
2
—
7
4
8
2
,
7
4
8
2
,
—
3
2
9
3
,
3
2
9
3
,
—
—
—
—
9
5
3
6
6
,
9
5
3
6
6
,
—
—
—
—
—
—
)
8
5
(
)
8
5
(
5
1
2
—
—
—
—
—
9
8
4
1
,
—
—
—
)
1
6
3
6
(
,
)
1
6
3
6
(
,
0
7
4
5
,
—
)
3
0
3
1
(
,
—
3
4
6
)
0
6
6
(
6
1
3
1
,
)
6
6
0
7
1
(
,
—
—
—
—
3
0
3
1
,
)
7
2
0
2
3
(
,
)
0
0
0
0
2
(
,
)
3
9
0
9
4
(
,
)
7
9
6
8
1
(
,
8
7
1
9
5
2
,
0
6
7
1
1
,
6
2
9
4
,
,
0
3
7
4
3
9
2
6
4
2
,
,
—
—
—
—
9
—
—
9
—
—
—
—
,
2
0
5
8
7
1
4
,
—
—
,
2
0
5
8
7
1
4
,
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
2
1
0
2
,
1
l
i
r
p
A
t
a
s
A
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
r
a
e
y
e
h
t
r
o
f
e
m
o
c
n
i
e
v
i
s
n
e
h
e
r
p
m
o
C
l
a
t
o
T
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
r
a
e
y
e
h
t
r
o
f
t
fi
o
r
P
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
e
m
o
c
n
i
e
v
i
s
n
e
h
e
r
p
m
o
c
r
e
h
t
O
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
r
a
e
y
e
h
t
r
o
f
e
m
o
c
n
i
e
v
i
s
n
e
h
e
r
p
m
o
C
l
a
t
o
T
f
o
s
r
e
n
w
o
o
t
s
n
o
i
t
u
b
i
r
t
s
i
d
d
n
a
y
b
s
n
o
i
t
u
b
i
r
t
n
o
C
,
y
n
a
p
m
o
c
e
h
t
f
o
s
r
e
n
w
o
h
t
i
w
n
o
i
t
c
a
s
n
a
r
T
y
t
i
u
q
e
n
i
y
l
t
c
e
r
i
d
d
e
z
i
n
g
o
c
e
r
y
n
a
p
m
o
C
e
h
t
i
i
i
)
n
o
e
r
e
h
t
x
a
t
d
n
e
d
v
d
g
n
d
u
l
c
n
i
(
d
a
p
d
n
e
d
v
d
h
s
a
C
i
i
i
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
s
n
o
i
t
p
o
f
o
e
s
i
c
r
e
x
e
n
o
s
e
r
a
h
s
y
t
i
u
q
e
f
o
e
u
s
s
I
d
e
s
a
b
e
r
a
h
s
e
e
y
o
p
m
e
o
t
d
e
t
a
e
r
l
l
t
s
o
c
n
o
i
t
a
s
n
e
p
m
o
C
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
t
n
e
m
y
a
p
.
.
.
.
)
4
e
t
o
n
(
i
s
s
e
n
i
s
u
b
d
e
fi
i
s
r
e
v
d
f
o
r
e
g
r
e
m
e
d
f
o
t
c
e
ff
E
.
.
.
.
y
n
a
p
m
o
c
e
h
t
f
o
s
r
e
n
w
o
h
t
i
w
s
n
o
i
t
c
a
s
n
a
r
t
l
a
t
o
T
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
3
1
0
2
,
1
3
h
c
r
a
M
t
a
s
A
187
Consolidated Financial Statements Under IFRSWipro Limited
l
a
t
o
T
y
t
i
u
q
e
t
s
e
r
e
t
n
i
y
n
a
p
m
o
C
e
h
t
*
t
s
u
r
T
e
v
r
e
s
e
r
e
v
r
e
s
e
r
e
v
r
e
s
e
r
e
v
r
e
s
e
r
g
n
i
l
l
o
r
t
n
o
c
f
o
s
r
e
d
o
h
l
d
e
l
l
o
r
t
n
o
c
r
e
h
t
O
i
g
n
g
d
e
h
n
o
i
t
a
l
s
n
a
r
t
t
n
e
m
y
a
p
d
e
n
i
a
t
e
R
i
s
g
n
n
r
a
e
e
r
a
h
S
e
r
a
h
S
i
m
u
m
e
r
p
l
a
t
i
p
a
c
s
e
r
a
h
s
f
o
.
o
N
3
8
9
4
8
2
,
1
7
1
1
,
2
1
8
3
8
2
,
)
2
4
5
(
5
1
2
9
8
4
1
,
0
7
4
5
,
6
1
3
1
,
,
8
7
1
9
5
2
0
6
7
1
1
,
6
2
9
4
,
,
0
3
7
4
3
9
2
6
4
2
,
,
-
n
o
N
y
t
i
u
q
e
e
h
t
o
t
y
b
e
l
b
a
t
u
b
i
r
t
t
a
d
l
e
h
y
t
i
u
q
E
s
e
r
a
h
S
h
s
a
C
w
o
fl
n
g
i
e
r
o
F
y
c
n
e
r
r
u
c
e
r
a
h
S
d
e
s
a
b
y
t
i
u
q
e
f
o
s
t
n
e
n
o
p
m
o
c
r
e
h
t
O
Y
T
I
U
Q
E
N
I
S
E
G
N
A
H
C
F
O
S
T
N
E
M
E
T
A
T
S
D
E
T
A
D
I
L
O
S
N
O
C
)
d
e
t
a
t
s
e
s
i
w
r
e
h
t
o
s
s
e
l
n
u
,
a
t
a
d
e
r
a
h
s
r
e
p
d
n
a
e
r
a
h
s
t
p
e
c
x
e
,
s
n
o
i
l
l
i
m
n
i
s
e
e
p
u
R
(
I
S
E
I
R
A
D
I
S
B
U
S
D
N
A
D
E
T
I
M
I
L
O
R
P
W
I
188
5
0
4
8
7
,
4
1
4
3
,
9
1
8
1
8
,
8
3
4
6
1
1
4
5
5
7
6
9
7
7
,
8
9
2
3
,
5
6
2
1
8
,
6
3
1
5
8
3
8
—
—
—
6
3
1
5
8
3
8
)
3
7
2
3
2
(
,
)
8
3
3
(
)
5
3
9
2
2
(
,
)
6
1
9
1
2
(
,
)
8
3
3
(
6
8
8
4
4
3
,
7
8
3
1
,
)
8
7
5
1
2
(
,
9
9
4
3
4
3
,
—
—
—
—
—
—
—
—
8
4
7
5
,
3
2
5
2
7
5
,
)
9
(
)
1
(
8
8
6
1
7
1
9
4
2
5
,
1
1
2
2
8
)
2
4
5
(
)
7
8
(
9
9
4
0
6
0
0
1
,
2
5
9
4
1
3
,
4
6
6
2
1
,
2
3
9
4
,
,
3
7
2
7
1
3
6
6
4
2
,
,
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
)
4
0
9
(
—
9
0
6
)
5
9
2
(
1
2
0
1
,
—
)
6
9
(
8
3
8
)
5
3
9
2
2
(
,
—
4
0
9
—
—
)
3
9
1
2
2
(
,
4
0
9
,
3
4
5
2
8
3
3
,
—
—
,
3
4
5
2
8
3
3
,
—
)
2
0
3
(
)
2
0
3
(
—
)
0
9
9
(
)
0
9
9
(
—
0
9
5
4
,
0
9
5
4
,
—
—
—
—
7
6
9
7
7
,
7
6
9
7
7
,
—
—
—
—
—
—
—
—
—
—
6
—
—
6
—
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
)
n
o
e
r
e
h
t
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
3
1
0
2
,
1
l
i
r
p
A
t
a
s
A
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
r
a
e
y
e
h
t
r
o
f
e
m
o
c
n
i
e
v
i
s
n
e
h
e
r
p
m
o
C
l
a
t
o
T
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
r
a
e
y
e
h
t
r
o
f
t
fi
o
r
P
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
e
m
o
c
n
i
e
v
i
s
n
e
h
e
r
p
m
o
c
r
e
h
t
O
.
.
.
.
.
.
.
.
.
.
.
.
.
.
r
a
e
y
e
h
t
r
o
f
e
m
o
c
n
i
e
v
i
s
n
e
h
e
r
p
m
o
C
l
a
t
o
T
f
o
s
r
e
n
w
o
o
t
s
n
o
i
t
u
b
i
r
t
s
i
d
d
n
a
y
b
s
n
o
i
t
u
b
i
r
t
n
o
C
,
y
n
a
p
m
o
c
e
h
t
f
o
s
r
e
n
w
o
h
t
i
w
n
o
i
t
c
a
s
n
a
r
T
y
t
i
u
q
e
n
i
y
l
t
c
e
r
i
d
d
e
z
i
n
g
o
c
e
r
y
n
a
p
m
o
C
e
h
t
i
i
i
x
a
t
d
n
e
d
v
d
g
n
d
u
l
c
n
i
(
d
a
p
d
n
e
d
v
d
h
s
a
C
i
i
i
.
.
.
.
.
.
.
.
.
.
.
.
.
.
s
n
o
i
t
p
o
f
o
e
s
i
c
r
e
x
e
n
o
s
e
r
a
h
s
y
t
i
u
q
e
f
o
e
u
s
s
I
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
t
n
e
m
y
a
p
d
e
s
a
b
.
.
)
4
e
t
o
n
(
i
s
s
e
n
i
s
u
b
d
e
fi
i
s
r
e
v
d
f
o
r
e
g
r
e
m
e
d
f
o
t
c
e
ff
E
y
n
a
p
m
o
c
e
h
t
f
o
s
r
e
n
w
o
h
t
i
w
s
n
o
i
t
c
a
s
n
a
r
t
l
a
t
o
T
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
4
1
0
2
,
1
3
h
c
r
a
M
t
a
s
A
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
)
v
i
(
2
e
t
o
n
r
e
f
e
R
)
d
e
t
i
d
u
a
n
U
(
n
o
i
l
l
i
m
n
i
$
S
U
o
t
n
i
n
o
i
t
a
l
s
n
a
r
t
e
c
n
e
i
n
e
v
n
o
C
l
e
r
a
h
s
e
e
y
o
p
m
e
o
t
d
e
t
a
e
r
l
t
s
o
c
n
o
i
t
a
s
n
e
p
m
o
C
.
s
t
n
e
m
e
t
a
t
s
l
a
i
c
n
a
n
fi
d
e
t
a
d
i
l
o
s
n
o
c
e
s
e
h
t
f
o
t
r
a
p
l
a
r
g
e
t
n
i
n
a
m
r
o
f
i
s
e
t
o
n
g
n
y
n
a
p
m
o
c
c
a
e
h
T
.
4
1
0
2
,
1
3
h
c
r
a
M
l
f
o
s
a
d
e
h
s
e
r
a
h
s
y
r
u
s
a
e
r
t
2
1
2
0
4
6
6
1
d
n
a
3
1
0
2
d
n
a
2
1
0
2
,
,
,
1
3
h
c
r
a
M
l
f
o
s
a
d
e
h
s
e
r
a
h
s
y
r
u
s
a
e
r
t
1
7
2
1
4
8
4
1
s
t
n
e
s
e
r
p
e
R
*
,
,
Consolidated Financial Statements Under IFRSAnnual Report 2013-14
WIPRO LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Rupees in millions, except share and per share data, unless otherwise stated)
2012
Year ended March 31,
2014
2013
Cash flows from operating activities:
Profit for the year ...............................................................................................
Adjustments to reconcile profit for the year to net cash generated
from operating activities:
Gain on sale of property, plant and equipment ..............................
Depreciation and amortization ..............................................................
Exchange (gain) / loss, net .......................................................................
Impact of hedging activities, net...........................................................
Gain on sale of investments ....................................................................
Loss on sale of subsidiary .........................................................................
Share based compensation .....................................................................
Income tax expense ...................................................................................
Share of (profits)/losses of equity accounted investees, net of
taxes .................................................................................................................
Dividend and interest (income)/expenses, net ................................
Changes in operating assets and liabilities: ..........................................
Trade receivables ...............................................................................
Unbilled revenues ..............................................................................
Inventories ............................................................................................
Other assets .........................................................................................
Trade payables and accrued expenses.......................................
Unearned revenues ...........................................................................
Other liabilities and provisions .....................................................
Cash generated from operating activities before taxes .........................
Income taxes paid, net ..............................................................................
Net cash generated from operating activities ...........................................
Cash flows from investing activities:
Expenditure on property, plant and equipment and intangible
assets .....................................................................................................................
Proceeds from sale of property, plant and equipment and
intangible assets ..........................................................................................
Purchase of available for sale investments ........................................
Investment in associate ............................................................................
Proceeds from sale of available for sale investments.....................
Investment in newly acquired subsidiaries under demerged
business ..........................................................................................................
Impact of investment hedging activities, net ...................................
Investment in inter-corporate deposits ..............................................
Refund of inter-corporate deposits ......................................................
Cash transferred pursuant to Demerger .............................................
Payment for business acquisitions including deposit in escrow,
net of cash acquired ...................................................................................
Interest received ..........................................................................................
Dividend received .......................................................................................
Net cash (used) in investing activities ..........................................................
Cash flows from financing activities:
Proceeds from issuance of equity shares ...........................................
Repayment of loans and borrowings ..................................................
Proceeds from loans and borrowings ..................................................
Interest paid on loans and borrowings ...............................................
Payment of cash dividend (including dividend tax thereon) ......
Net cash (used) in financing activities ..........................................................
Net increase / (decrease) in cash and cash equivalents during the year
Effect of exchange rate changes on cash and cash equivalents ..................
Cash and cash equivalents at the beginning of the year ................................
Cash and cash equivalents at the end of the year (note 11) ..................
2014
Convenience
Translation
into US$ in
millions
(Unaudited)
Refer note
2(iv)
55,987
66,696
78,405
1,307
(104)
10,129
1,938
1,095
(187)
77
949
13,763
(333)
(7,651)
(17,470)
(5,876)
(862)
(3,501)
4,289
2,898
1,040
56,181
(16,105)
40,076
(230)
10,835
1,185
(25)
(2,464)
—
643
18,349
(55)
11,106
1,054
—
(1,697)
—
513
22,600
107
(9,417)
—
(11,977)
(3,168)
(1,963)
(47)
(2,116)
6,789
713
2,614
88,501
(18,079)
70,422
(8,299)
(7,346)
970
(8,902)
7,300
2,420
3,577
89,669
(21,772)
67,897
(1)
185
18
—
(28)
—
9
377
—
(201)
(138)
(122)
16
(148)
124
40
57
1,495
(364)
1,131
(12,977)
(10,616)
(8,913)
(149)
774
(338,599)
—
346,826
471
(492,158)
(130)
456,075
1,091
(465,801)
—
473,553
—
—
(14,550)
10,380
—
(7,920)
5,799
2,211
(8,056)
22
(70,127)
70,839
(902)
(17,229)
(17,397)
14,623
1,680
60,899
77,202
(8,276)
(2,667)
(12,460)
11,410
(4,163)
(3,074)
7,376
639
(57,573)
9
(96,911)
108,305
(1,044)
(17,080)
(6,721)
6,128
789
77,202
84,119
—
(5,315)
(13,905)
10,865
(3,093)
(2,985)
11,375
354
(2,774)
6
(117,550)
106,782
(937)
(23,273)
(34,972)
30,151
(69)
84,119
114,201
18
(7,762)
—
7,894
—
(89)
(233)
181
(52)
(50)
190
6
(46)
—
(1,959)
1,780
(16)
(388)
(583)
502
(1)
1,402
1,903
189
The accompanying notes form an integral part of these consolidated financial statements
Consolidated Financial Statements Under IFRSWipro Limited
WIPRO LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Rupees in millions, except share and per share data, unless otherwise stated)
1. The Company overview
Wipro Limited (“Wipro” or the “Parent Company”), together with
its subsidiaries (collectively, “the Company” or the “Group”) is a
leading India based provider of IT Services, including Business
Process Outsourcing (“BPO”) services, globally.
Effective as of March 31, 2013, the Group completed the
demerger (the “Demerger”) of its consumer care and lighting,
infrastructure engineering and other non-IT business segments
(collectively, the “Diversified Business”) into Wipro Enterprises
Limited (“Resulting Company”), a company incorporated
under the laws of India. The Diversified Business is presented
as a discontinued operation in the accompanying consolidated
financial statements. See Note 4 of these Consolidated Financial
Statements for more information regarding the Demerger.
Wipro is a public limited company incorporated and domiciled
in India. The address of its registered office is Wipro Limited,
Doddakannelli, Sarjapur Road, Bangalore–560 035, Karnataka,
India. Wipro has its primary listing with Bombay Stock Exchange
and National Stock Exchange in India. The Company’s American
Depository Shares representing equity shares are also listed
on the New York Stock Exchange. These consolidated financial
statements were authorized for issue by the Audit Committee
on May 18, 2014.
2. Basis of preparation of financial statements
(i) Statement of compliance
The consolidated financial statements have been prepared in
accordance with International Financial Reporting Standards
and its interpretations (“IFRS”), as issued by the International
Accounting Standards Board (“IASB”).
(ii) Basis of preparation
These consolidated financial statements have been prepared in
compliance with IFRS as issued by the IASB. Accounting policies
have been applied consistently to all periods presented in these
financial statements.
The consolidated financial statements correspond to the
classification provisions contained in IAS 1(revised), “Presentation
of Financial Statements”. For clarity, various items are aggregated
in the statements of income and statements of financial position.
These items are disaggregated separately in the notes to the
consolidated financial statements, where applicable.
All amounts included in the consolidated financial statements
are reported in millions of Indian rupees (rupees in millions)
except share and per share data, unless otherwise stated. Due to
rounding off, the numbers presented throughout the document
may not add up precisely to the totals and percentages may not
precisely reflect the absolute figures.
When an operation is classified as a discontinued operation
the comparative income statement is re-presented as if
the operation had been discontinued from the start of the
comparative period. The Company has retrospectively applied
the discontinued operation presentation from the start of the
comparative period.
(iii) Basis of measurement
The consolidated financial statements have been prepared on
a historical cost convention and on an accrual basis, except for
the following material items which have been measured at fair
value as required by relevant IFRS:-
a. Derivative financial instruments;
b.
Available-for-sale financial assets; and
The defined benefit asset is recognised as plan assets less
c.
the present value of the defined benefit obligation.
(iv) Convenience translation (unaudited)
The accompanying consolidated financial statements have been
prepared and reported in Indian rupees, the national currency of
India. Solely for the convenience of the readers, the consolidated
financial statements as of and for the year ended March 31,
2014, have been translated into United States dollars at the
certified foreign exchange rate of US$1 = ` 60.00, as published
by Federal Reserve Board of Governors on March 31, 2014. No
representation is made that the Indian rupee amounts have
been, could have been or could be converted into United States
dollars at such a rate or any other rate.
(v) Use of estimates and judgment
The preparation of the consolidated financial statements in
conformity with IFRS requires management to make judgments,
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
those estimates.
Estimates and underlying assumptions are reviewed on an
ongoing basis. Revisions to accounting estimates are recognized
in the period in which the estimates are revised and in any future
periods affected. In particular, information about significant
areas of estimation, uncertainty and critical judgments in
applying accounting policies that have the most significant
effect on the amounts recognized in the consolidated financial
statements is included in the following notes:
a)
Revenue recognition: The Company uses the percentage of
completion method using the input (cost expended) method to
measure progress towards completion in respect of fixed price
contracts. Percentage of completion method accounting relies
on estimates of total expected contract revenue and costs. This
190
Consolidated Financial Statements Under IFRSAnnual Report 2013-14 method is followed when reasonably dependable estimates
of the revenues and costs applicable to various elements of
the contract can be made. Key factors that are reviewed in
estimating the future costs to complete include estimates of
future labor costs and productivity efficiencies. Because the
financial reporting of these contracts depends on estimates
that are assessed continually during the term of these contracts,
recognized revenue and profit are subject to revisions as the
contract progresses to completion. When estimates indicate
that a loss will be incurred, the loss is provided for in the period
in which the loss becomes probable.
b) Goodwill: Goodwill is tested for impairment at least annually
and when events occur or changes in circumstances indicate that
the recoverable amount of the cash generating unit is less than
its carrying value. The recoverable amount of cash generating
units is determined based on higher of value-in-use and fair
value less cost to sell. The calculation involves use of significant
estimates and assumptions which includes revenue growth rates
and operating margins used to calculate projected future cash
flows, risk-adjusted discount rate, future economic and market
conditions.
c)
Income taxes: The major tax jurisdictions for the Company
are India and the United States of America. Significant judgments
are involved in determining the provision for income taxes
including judgment on whether tax positions are probable of
being sustained in tax assessments. A tax assessment can involve
complex issues, which can only be resolved over extended time
periods.
d) Deferred taxes: Deferred tax is recorded on temporary
differences between the tax bases of assets and liabilities and
their carrying amounts, at the rates that have been enacted
or substantively enacted at the reporting date. The ultimate
realization of deferred tax assets is dependent upon the
generation of future taxable profits during the periods in which
those temporary differences and tax loss carry-forwards become
deductible. The Company considers the expected reversal of
deferred tax liabilities and projected future taxable income in
making this assessment. The amount of the deferred income
tax assets considered realizable, however, could be reduced in
the near term if estimates of future taxable income during the
carry-forward period are reduced.
Business combination: In accounting for business
e)
combinations, judgment is required in identifying whether an
identifiable intangible asset is to be recorded separately from
goodwill. Additionally, estimating the acquisition date fair value
of the identifiable assets acquired and liabilities and contingent
consideration assumed involves management judgment.
These measurements are based on information available at the
acquisition date and are based on expectations and assumptions
that have been deemed reasonable by management. Changes
in these judgments, estimates, and assumptions can materially
affect the results of operations.
f ) Other estimates: The preparation of financial statements
involves estimates and assumptions that affect the reported
amount of assets, liabilities, disclosure of contingent liabilities
at the date of financial statements and the reported amount of
revenues and expenses for the reporting period. Specifically, the
Company estimates the uncollectability of accounts receivable by
analyzing historical payment patterns, customer concentrations,
customer credit-worthiness and current economic trends. If
the financial condition of a customer deteriorates, additional
allowances may be required. Similarly, the Company provides
for inventory obsolescence, excess inventory and inventories
with carrying values in excess of net realizable value based
on assessment of the future demand, market conditions and
specific inventory management initiatives. If market conditions
and actual demands are less favorable than the Company’s
estimates, additional inventory provisions may be required. In all
cases inventory is carried at the lower of historical cost and net
realizable value. The stock compensation expense is determined
based on the Company’s estimate of equity instruments that will
eventually vest.
3. Significant accounting policies
(i) Basis of consolidation
Subsidiaries
The Company determines the basis of control in line with
requirements of IFRS 10.
Subsidiaries are entities controlled by the Group. The Group
controls an entity when it is exposed to, or has rights to,
variable returns from its involvement with the entity and has
the ability to affect those returns through its power over the
entity. The financial statements of subsidiaries are included in
the consolidated financial statements from the date on which
control commences until the date on which control ceases.
All intra-company balances, transactions, income and expenses
including unrealized income or expenses are eliminated in full
on consolidation.
Equity accounted investees
Equity accounted investees are entities in respect of which
the Company has significant influence, but not control, over
the financial and operating policies. Interest in associates
is accounted for using the equity method. They are initially
recorded at cost. Subsequent to initial recognition, the
consolidated financial statements include the Company’s share
of the profit or loss and other comprehensive income (“OCI”) of
equity accounted investees, until the date on which significant
influence ceases.
Non-controlling interest
Non-controlling interests in the net assets (excluding goodwill)
of consolidated subsidiaries are identified separately from the
Company’s equity. The interest of non-controlling shareholders
may be initially measured either at fair value or at the non-
controlling interest’s proportionate share of the fair value of the
acquiree’s identifiable net assets. The choice of measurement
basis is made on an acquisition to acquisition basis. Subsequent
191
Consolidated Financial Statements Under IFRSWipro Limited to acquisition, the carrying amount of non-controlling interest
is the amount of those interest at initial recognition plus the
non-controlling interest’s share of subsequent changes in equity.
Total comprehensive income is attributed to non-controlling
interests even if it results in the non-controlling interest having
a deficit balance.
(ii) Functional and presentation currency
Items included in the consolidated financial statements of each
of the Company’s subsidiaries and equity accounted investees
are measured using the currency of the primary economic
environment in which these entities operate (i.e. the “functional
currency”). These consolidated financial statements are
presented in Indian rupees, the national currency of India, which
is the functional currency of Wipro Limited and its domestic
subsidiaries and equity accounted investees.
(iii) Foreign currency transactions and translation
a)
Transactions and balances
Transactions in foreign currency are translated into the respective
functional currencies using the exchange rates prevailing at the
dates of the transactions. Foreign exchange gains and losses
resulting from the settlement of such transactions and from the
translation at the exchange rates prevailing at reporting date of
monetary assets and liabilities denominated in foreign currencies
are recognized in the statement of income and reported within
foreign exchange gains/(losses), net within results of operating
activities. Gains/losses relating to translation or settlement of
borrowings denominated in foreign currency are reported within
finance expense except foreign exchange gains/losses on short-
term borrowings, which are considered as a natural economic
hedge for the foreign currency monetary assets and are classified
and reported within foreign exchange gains/(losses), net within
results from operating activities. Non monetary assets and
liabilities denominated in a foreign currency and measured at
historical cost are translated at the exchange rate prevalent at
the date of transaction.
b)
Foreign operations
For the purpose of presenting consolidated financial
statements, the assets and liabilities of the Company’s foreign
operations that have local functional currency are translated
into Indian rupees using exchange rates prevailing at the
reporting date. Income and expense items are translated at the
average exchange rates for the period. Exchange differences
arising, if any, are recognized in other comprehensive income
and held in foreign currency translation reserve (FCTR), a
component of equity. When a foreign operation is disposed off,
the relevant amount recognized in FCTR is transferred to the
statement of income as part of the profit or loss on disposal.
Goodwill and fair value adjustments arising on the acquisition
of a foreign operation are treated as assets and liabilities of
the foreign operation and translated at the exchange rate
prevailing at the reporting date.
c) Others
Foreign currency differences arising on the translation or
settlement of a financial liability designated as a hedge of a
net investment in a foreign operation are recognized in other
comprehensive income and presented within equity in the FCTR
to the extent the hedge is effective. To the extent the hedge
is ineffective, such difference are recognized in statement of
income. When the hedged part of a net investment is disposed
off, the relevant amount recognized in FCTR is transferred
to the statement of income as part of the profit or loss on
disposal. Foreign currency differences arising from translation
of intercompany receivables or payables relating to foreign
operations, the settlement of which is neither planned nor
likely in the foreseeable future, are considered to form part of
net investment in foreign operation and are recognized in FCTR.
(iv) Financial Instruments
a) Non-derivative financial instruments
Non derivative financial instruments consist of:
–
–
financial assets, which include cash and cash equivalents,
trade receivables, unbilled revenues, finance lease
receivables, employee and other advances, investments
in equity and debt securities and eligible current and non-
current assets;
financial liabilities, which include long and short-term loans
and borrowings, bank overdrafts, trade payable, eligible
current liabilities and non-current liabilities.
Non derivative financial instruments are recognized initially
at fair value including any directly attributable transaction
costs. Financial assets are derecognized when substantial risks
and rewards of ownership of the financial asset have been
transferred. In cases where substantial risks and rewards of
ownership of the financial assets are neither transferred nor
retained, financial assets are derecognized only when the
Company has not retained control over the financial asset.
Subsequent to initial recognition, non derivative financial
instruments are measured as described below:
A. Cash and cash equivalents
The Company’s cash and cash equivalents consist of cash on
hand and in banks and demand deposits with banks, which
can be withdrawn at any time, without prior notice or penalty
on the principal.
For the purposes of the cash flow statement, cash and cash
equivalents include cash on hand, in banks and demand deposits
with banks, net of outstanding bank overdrafts that are repayable
on demand and are considered part of the Company’s cash
management system.
B. Available-for-sale financial assets
The Company has classified investments in liquid mutual funds,
equity securities, other than equity accounted investees and
192
Consolidated Financial Statements Under IFRSAnnual Report 2013-14 certain debt securities (primarily certificate of deposits with
banks) as available-for-sale financial assets. These investments
are measured at fair value and changes therein are recognized
in other comprehensive income and presented within equity,
net of taxes. The impairment losses, if any, are reclassified from
equity into statement of income. When an available for sale
financial asset is derecognized, the related cumulative gain or
loss in equity is transferred to statement of income.
C.
Loans and receivables
Loans and receivables are non-derivative financial assets with
fixed or determinable payments that are not quoted in an
active market. They are presented as current assets, except
for those maturing later than 12 months after the reporting
date which are presented as non-current assets. Loans and
receivables are initially recognized at fair value plus transaction
costs and subsequently measured at amortized cost using the
effective interest method, less any impairment losses. Loans and
receivables comprise trade receivables, unbilled revenues, cash
and cash equivalents and other assets.
D. Trade and other payables
Trade and other payables are initially recognized at fair value,
and subsequently carried at amortized cost using the effective
interest method. For these financial instruments, the carrying
amounts approximate fair value due to the short maturity of
these instruments.
b) Derivative financial instruments
The Company is exposed to foreign currency fluctuations on
foreign currency assets, liabilities, net investment in foreign
operations and forecasted cash flows denominated in foreign
currency.
The Company limits the effect of foreign exchange rate
fluctuations by following established risk management policies
including the use of derivatives. The Company enters into
derivative financial instruments where the counterparty is a
bank.
Derivatives are recognized and measured at fair value.
Attributable transaction cost are recognized in statement of
income as cost.
A. Cash flow hedges
Changes in the fair value of the derivative hedging instrument
designated as a cash flow hedge are recognized in other
comprehensive income and held in cash flow hedging reserve,
a component of equity to the extent that the hedge is effective.
To the extent that the hedge is ineffective, changes in fair value
are recognized in the statement of income and reported within
foreign exchange gains/(losses), net within results from operating
activities. If the hedging instrument no longer meets the criteria for
hedge accounting, expires or is sold, terminated or exercised, then
hedge accounting is discontinued prospectively. The cumulative
gain or loss previously recognized in the cash flow hedging reserve
is transferred to the statement of income upon the occurrence of
the related forecasted transaction. If the forecasted transaction
is no longer expected to occur, such cumulative balance is
immediately recognized in the statement of income.
B. Hedges of net investment in foreign operations
The Company designates derivative financial instruments as
hedges of net investments in foreign operations. The Company
has also designated a combination of foreign currency
denominated borrowings and related cross-currency swaps as
a hedge of net investment in foreign operations. Changes in the
fair value of the derivative hedging instruments and gains/losses
on translation or settlement of foreign currency denominated
borrowings designated as a hedge of net investment in foreign
operations are recognized in other comprehensive income
and presented within equity in the FCTR to the extent that the
hedge is effective. To the extent that the hedge is ineffective,
changes in fair value are recognized in the statement of income
and reported within foreign exchange gains/(losses), net within
results from operating activities.
C. Others
Changes in fair value of foreign currency derivative instruments
not designated as cash flow hedges or hedges of net investment
in foreign operations are recognized in the statement of income
and reported within foreign exchange gains/(losses), net within
results from operating activities.
Changes in fair value and gains/(losses) on settlement of foreign
currency derivative instruments relating to borrowings, which
have not been designated as hedges are recorded in finance
expense.
(v) Equity and share capital
a)
Share capital and share premium
The Company has only one class of equity shares. The authorized
share capital of the Company is 2,650,000,000 equity shares, par
value ` 2 per share. Par value of the equity shares is recorded as
share capital and the amount received in excess of par value is
classified as share premium. Subsequent to March 31, 2014, the
authorized share capital of the Company has been increased to
2,917,500,000.
Every holder of the equity shares, as reflected in the records of the
Company as of the date of the shareholder meeting shall have
one vote in respect of each share held for all matters submitted
to vote in the shareholder meeting.
b)
Shares held by controlled trust (Treasury shares)
The Company’s equity shares held by the controlled trust, which
is consolidated as a part of the Group are classified as Treasury
Shares. The Company has 14,841,271 and 16,640,212 treasury
shares as of March 31, 2013 and 2014, respectively. Treasury
shares are recorded at acquisition cost.
c)
Retained earnings
Retained earnings comprises of the Company’s prior years’
undistributed earnings after taxes. A portion of these earnings
amounting to ` 1,139 is not freely available for distribution.
193
Consolidated Financial Statements Under IFRSWipro Limited d)
Share based payment reserve
The share based payment reserve is used to record the value
of equity-settled share based payment transactions with
employees. The amounts recorded in share based payment
reserve are transferred to share premium upon exercise of stock
options by employees.
e)
Cash flow hedging reserve
Changes in fair value of derivative hedging instruments
designated and effective as a cash flow hedge are recognized
in other comprehensive income (net of taxes), and presented
within equity in the cash flow hedging reserve.
f)
Foreign currency translation reserve
The exchange difference arising from the translation of financial
statements of foreign subsidiaries, differences arising from
translation of long-term intercompany receivables or payables
relating to foreign operations, changes in fair value of the
derivative hedging instruments and gains/losses on translation
or settlement of foreign currency denominated borrowings
designated as hedge of net investment in foreign operations
are recognized in other comprehensive income, and presented
within equity in the FCTR.
g) Other reserve
Changes in the fair value of available for sale financial assets is
recognized in other comprehensive income (net of taxes), and
presented within equity in other reserve.
h) Dividend
A final dividend, including tax thereon, on common stock
is recorded as a liability on the date of approval by the
shareholders. An interim dividend, including tax thereon, is
recorded as a liability on the date of declaration by the board
of directors.
(vi) Property, plant and equipment
a) Recognition and measurement
Property, plant and equipment are measured at cost less
accumulated depreciation and impairment losses, if any. Cost
includes expenditures directly attributable to the acquisition
of the asset. Borrowing costs directly attributable to the
construction or production of a qualifying asset are capitalized
as part of the cost.
b) Depreciation
The Company depreciates property, plant and equipment over
the estimated useful life on a straight-line basis from the date
the assets are available for use. Assets acquired under finance
lease and leasehold improvements are amortized over the
shorter of estimated useful life of the asset or the related lease
term. Freehold land is not depreciated. The estimated useful
life of assets are reviewed and where appropriate are adjusted,
annually. The estimated useful lives of assets for the current and
comparative period are as follows:
194
Category
Buildings
Plant and machinery
Computer equipment and software
Furniture, fixtures and equipment
Vehicles
Useful life
30 to 60 years
2 to 21 years
2 to 6 years
3 to 10 years
4 years
When parts of an item of property, plant and equipment
have different useful lives, they are accounted for as separate
items (major components) of property, plant and equipment.
Subsequent expenditure relating to property, plant and
equipment is capitalized only when it is probable that future
economic benefits associated with these will flow to the
Company and the cost of the item can be measured reliably.
Deposits and advances paid towards the acquisition of property,
plant and equipment outstanding as of each reporting date and
the cost of property, plant and equipment not available for use
before such date are disclosed under capital work- in-progress.
(vii) Business combination, Goodwill and Intangible assets
a) Business combination
Business combinations are accounted for using the purchase
(acquisition) method. The cost of an acquisition is measured
as the fair value of the assets given, equity instruments issued
and liabilities incurred or assumed at the date of exchange.
Identifiable assets acquired and liabilities and contingent
liabilities assumed in a business combination are measured
initially at fair value at the date of an acquisition. Transaction
costs incurred in connection with a business combination are
expensed as incurred.
The cost of an acquisition also includes the fair value of any
contingent consideration. Any subsequent changes to the fair
value of contingent consideration classified as liabilities are
recognized in the consolidated statement of income.
b) Goodwill
The excess of the cost of an acquisition over the Company’s share
in the fair value of the acquiree’s identifiable assets, liabilities and
contingent liabilities is recognized as goodwill. If the excess is
negative, a bargain purchase gain is recognized immediately in
the statement of income.
c)
Intangible assets
Intangible assets acquired separately are measured at cost of an
acquisition. Intangible assets acquired in a business combination
are measured at fair value as at the date of an acquisition.
Following initial recognition, intangible assets are carried at cost
less any accumulated amortization and impairment losses, if any.
The amortization of an intangible asset with a finite useful life
reflects the manner in which the economic benefit is expected
to be generated and consumed. Intangible assets with indefinite
lives comprising of brands are not amortized, but instead
tested for impairment at least annually and written down to the
recoverable amount as required.
Consolidated Financial Statements Under IFRSAnnual Report 2013-14 The estimated useful life of amortizable intangibles are reviewed
and where appropriate are adjusted, annually. The estimated
useful lives of the amortizable intangible assets for the current
and comparative periods are as follows:
Category
Customer-related intangibles
Marketing related intangibles
(viii) Leases
Useful life
2 to 11 years
20 to 30 years
The determination of whether an arrangement is, or contains,
a lease is based on the substance of the arrangement at the
inception date. The arrangement is assessed for whether
fulfillment of the arrangement is dependent on the use of a
specific asset or assets or the arrangement conveys a right to
use the asset or assets, even if that right is not explicitly specified
in an arrangement.
a) Arrangements where the Company is the lessee
Leases of property, plant and equipment, where the Company
assumes substantially all the risks and rewards of ownership are
classified as finance leases. Finance leases are capitalized at the
lower of the fair value of the leased property and the present
value of the minimum lease payments. Lease payments are
apportioned between the finance charge and the outstanding
liability. The finance charge is allocated to periods during the
lease term at a constant periodic rate of interest on the remaining
balance of the liability.
Leases where the lessor retains substantially all the risks and
rewards of ownership are classified as operating leases. Payments
made under operating leases are recognized in the statement of
income on a straight-line basis over the lease term.
b)
Arrangements where the Company is the lessor
In certain arrangements, the Company recognizes revenue
from the sale of products given under finance leases. The
Company records gross finance receivables, unearned income
and the estimated residual value of the leased equipment on
consummation of such leases. Unearned income represents the
excess of the gross finance lease receivable plus the estimated
residual value over the sales price of the equipment. The
Company recognizes unearned income as financing revenue
over the lease term using the effective interest method.
(ix)
Inventories
Inventories are valued at lower of cost and net realizable
value, including necessary provision for obsolescence. Cost is
determined using the weighted average method.
(x)
Impairment
a)
Financial assets
The Company assesses at each reporting date whether there
is any objective evidence that a financial asset or a group of
financial assets is impaired. If any such indication exists, the
Company estimates the amount of impairment loss.
A.
Loans and receivables
Impairment losses on trade and other receivables are recognized
using separate allowance accounts. Refer Note 2 (v) for further
information regarding the determination of impairment.
B. Available for sale financial asset
When the fair value of available-for-sale financial assets declines
below acquisition cost and there is objective evidence that
the asset is impaired, the cumulative gain/loss that has been
recognized in other comprehensive income, a component of
equity in other reserve is transferred to the statement of income.
An impairment loss may be reversed in subsequent periods, if
the indicators for the impairment no longer exist. Such reversals
are recognized in other comprehensive income.
b) Non financial assets
The Company assesses long-lived assets, such as property,
plant, equipment and acquired intangible assets for impairment
whenever events or changes in circumstances indicate that
the carrying amount of an asset or group of assets may not
be recoverable. If any such indication exists, the Company
estimates the recoverable amount of the asset or group of
assets. The recoverable amount of an asset or cash generating
unit is the higher of its fair value less cost to sell (FVLCTS) and
its value-in-use (VIU). If the recoverable amount of the asset
or the recoverable amount of the cash generating unit to
which the asset belongs is less than its carrying amount, the
carrying amount is reduced to its recoverable amount. The
reduction is treated as an impairment loss and is recognized
in the statement of income. If at the reporting date there is an
indication that a previously assessed impairment loss no longer
exists, the recoverable amount is reassessed and the impairment
losses previously recognized are reversed such that the asset is
recognized at its recoverable amount but not exceeding written
down value which would have been reported if the impairment
losses had not been recognized initially.
Intangible assets with indefinite lives comprising of brands
are not amortized, but instead tested for impairment at least
annually at the same time and written down to the recoverable
amount as required.
Goodwill is tested for impairment at least annually at the same
time and when events occur or changes in circumstances
indicate that the recoverable amount of the cash generating
unit is less than its carrying value. The goodwill impairment test
is performed at the level of cash-generating unit or groups of
cash-generating units which represent the lowest level at which
goodwill is monitored for internal management purposes. An
impairment in respect of goodwill is not reversed.
(xi) Employee Benefit
a)
Post-employment and pension plans
The Group participates in various employee benefit plans.
Pensions and other post-employment benefits are classified as
either defined contribution plans or defined benefit plans. Under
195
Consolidated Financial Statements Under IFRSWipro Limited a defined contribution plan, the Company’s only obligation
is to pay a fixed amount with no obligation to pay further
contributions if the fund does not hold sufficient assets to pay
all employee benefits. The related actuarial and investment risks
fall on the employee. The expenditure for defined contribution
plans is recognized as an expense during the period when the
employee provides service. Under a defined benefit plan, it is
the Company’s obligation to provide agreed benefits to the
employees. The related actuarial and investment risks fall on the
Company. The present value of the defined benefit obligations
is calculated using the projected unit credit method.
During the year ended March 31, 2014, the Company has applied
IAS 19 (as revised in June 2011) Employee Benefits and the
related consequential amendments. IAS 19R has been applied
retrospectively in accordance with transitional provisions. As a
result, all actuarial gains or losses are immediately recognized in
other comprehensive income and permanently excluded from
profit or loss. Further, the profit or loss will no longer include an
expected return on plan assets. Instead net interest recognized
in profit or loss is calculated by applying the discount rate used
to measure the defined benefit obligation to the net defined
benefit liability or asset. The actual return on the plan assets
above or below the discount rate is recognized as part of re-
measurement of net defined liability or asset through other
comprehensive income. The adoption of Revised IAS 19 did not
have a material impact on the consolidated financial statements.
Also, the comparative information has not been restated as the
cumulative effect of the change in the accounting policy is not
material to the consolidated financial statements.
The company has the following employee benefit plans:
A. Provident fund
Employees receive benefits from a provident fund, which is a
defined benefit plan. The employer and employees each make
periodic contributions to the plan. A portion of the contribution
is made to the approved provident fund trust managed by the
Company; while the remainder of the contribution is made to
the government administered pension fund. The Company is
generally liable for any shortfall in the fund assets based on the
government specified minimum rates of return.
B.
Superannuation
Superannuation plan, a defined contribution scheme is
administered by Life Insurance Corporation of India and ICICI
Prudential Insurance Company Limited. The Company makes
annual contributions based on a specified percentage of each
eligible employee’s salary.
C. Gratuity
In accordance with the Payment of Gratuity Act, 1972, the
Company provides for a lump sum payment to eligible
employees, at retirement or termination of employment based
on the last drawn salary and years of employment with the
Company. The gratuity fund is managed by the Life Insurance
Corporation of India (LIC), HDFC Standard Life, TATA AIG and
Birla Sun-life. The Company’s obligation in respect of the gratuity
plan, which is a defined benefit plan, is provided for based on
actuarial valuation using the projected unit credit method. The
Company recognizes actuarial gains and losses immediately in
other comprehensive income.
b)
Termination benefits
Termination benefits are recognized as an expense when
the Company is demonstrably committed, without realistic
possibility of withdrawal, to a formal detailed plan to terminate
employment before the normal retirement date, or to provide
termination benefit as a result of an offer made to encourage
voluntary redundancy.
c)
Short-term benefits
Short-term employee benefit obligations are measured on an
undiscounted basis and are recorded as expense as the related
service is provided. A liability is recognized for the amount
expected to be paid under short-term cash bonus or profit-
sharing plans, if the Company has a present legal or constructive
obligation to pay this amount as a result of past service provided
by the employee and the obligation can be estimated reliably.
d) Compensated absences
The employees of the Company are entitled to compensated
absences. The employees can carry forward a portion of the
unutilized accumulating compensated absences and utilize it
in future periods or receive cash at retirement or termination
of employment. The Company records an obligation for
compensated absences in the period in which the employee
renders the services that increases this entitlement. The
Company measures the expected cost of compensated absences
as the additional amount that the Company expects to pay as a
result of the unused entitlement that has accumulated at the end
of the reporting period. The Company recognizes accumulated
compensated absences based on actuarial valuation using the
projected unit credit method. Non-accumulating compensated
absences are recognized in the period in which the absences
occur. The Company recognizes actuarial gains and losses
immediately in the statement of income.
(xii) Share based payment transaction
Employees of the Company receive remuneration in the form of
equity settled instruments, for rendering services over a defined
vesting period. Equity instruments granted are measured
by reference to the fair value of the instrument at the date
of grant. In cases, where equity instruments are granted at a
nominal exercise price, the intrinsic value on the date of grant
approximates the fair value. The expense is recognized in the
statement of income with a corresponding increase to the share
based payment reserve, a component of equity.
The equity instruments generally vest in a graded manner over
the vesting period. The fair value determined at the grant date is
expensed over the vesting period of the respective tranches of
such grants (accelerated amortization). The stock compensation
196
Consolidated Financial Statements Under IFRSAnnual Report 2013-14 expense is determined based on the Company’s estimate of
equity instruments that will eventually vest.
(xiii) Provisions
Provisions are recognized when the Company has a present
obligation (legal or constructive) as a result of a past event, it is
probable that an outflow of economic benefits will be required
to settle the obligation, and a reliable estimate can be made of
the amount of the obligation.
The amount recognized as a provision is the best estimate of
the consideration required to settle the present obligation at
the end of the reporting period, taking into account the risks
and uncertainties surrounding the obligation.
When some or all of the economic benefits required to settle a
provision are expected to be recovered from a third party, the
receivable is recognized as an asset, if it is virtually certain that
reimbursement will be received and the amount of the receivable
can be measured reliably.
Provisions for onerous contracts are recognized when the
expected benefits to be derived by the Group from a contract
are lower than the unavoidable costs of meeting the future
obligations under the contract. Provisions for onerous contracts
are measured at the present value of lower of the expected
net cost of fulfilling the contract and the expected cost of
terminating the contract.
of contract cost incurred for which recoverability is probable.
When total cost estimates exceed revenues in an arrangement,
the estimated losses are recognized in the statement of income
in the period in which such losses become probable based on
the current contract estimates.
‘Unbilled revenues’ represent cost and earnings in excess of
billings as at the end of the reporting period. ‘Unearned revenues’
represent billing in excess of revenue recognized. Advance
payments received from customers for which no services have
been rendered are presented as ‘Advance from customers’.
C. Maintenance contract
Revenue from maintenance contracts is recognized ratably over
the period of the contract using the percentage of completion
method. When services are performed through an indefinite
number of repetitive acts over a specified period of time,
revenue is recognized on a straight-line basis over the specified
period unless some other method better represents the stage
of completion.
In certain projects, a fixed quantum of service or output units is
agreed at a fixed price for a fixed term. In such contracts, revenue
is recognized with respect to the actual output achieved till
date as a percentage of total contractual output. Any residual
service unutilized by the customer is recognized as revenue on
completion of the term.
(xiv) Revenue
b)
Products
The Company derives revenue primarily from software
development and related services, BPO services, sale of IT and
other products.
a)
Services
The Company recognizes revenue when the significant terms of
the arrangement are enforceable, services have been delivered
and the collectability is reasonably assured. The method for
recognizing revenues and costs depends on the nature of the
services rendered:
A. Time and materials contracts
Revenues and costs relating to time and materials contracts are
recognized as the related services are rendered.
B.
Fixed-price contracts
Revenues from fixed-price contracts, including systems
development and integration contracts are recognized using
the “percentage-of-completion” method. Percentage of
completion is determined based on project costs incurred to
date as a percentage of total estimated project costs required
to complete the project. The cost expended (or input) method
has been used to measure progress towards completion as
there is a direct relationship between input and productivity.
If the Company does not have a sufficient basis to measure
the progress of completion or to estimate the total contract
revenues and costs, revenue is recognized only to the extent
Revenue from products are recognized when the significant
risks and rewards of ownership have transferred to the buyer,
continuing managerial involvement usually associated with
ownership and effective control have ceased, the amount of
revenue can be measured reliably, it is probable that economic
benefits associated with the transaction will flow to the Company
and the costs incurred or to be incurred in respect of the
transaction can be measured reliably.
c) Multiple element arrangements
Revenue from contracts with multiple-element arrangements
are recognized using the guidance in IAS 18, Revenue. The
Company allocates the arrangement consideration to separately
identifiable components based on their relative fair values
or on the residual method. Fair values are determined based
on sale prices for the components when it is regularly sold
separately, third-party prices for similar components or cost
plus, an appropriate business-specific profit margin related to
the relevant component.
d) Others
The Company accounts for volume discounts and pricing
incentives to customers by reducing the amount of revenue
recognized at the time of sale.
Revenues are shown net of sales tax, value added tax, service
tax and applicable discounts and allowances. Revenue includes
excise duty.
197
Consolidated Financial Statements Under IFRSWipro Limited The Company accrues the estimated cost of warranties at the
time when the revenue is recognized. The accruals are based
on the Company’s historical experience of material usage and
service delivery costs.
(xv) Finance expense
Finance expense comprise interest cost on borrowings,
impairment losses recognized on financial assets, gains / (losses)
on translation or settlement of foreign currency borrowings
and changes in fair value and gains / (losses) on settlement of
related derivative instruments except foreign exchange gains/
(losses), net on short-term borrowings which are considered as
a natural economic hedge for the foreign currency monetary
assets which are classified as foreign exchange gains / (losses),
net within results from operating activities. Borrowing costs that
are not directly attributable to a qualifying asset are recognized
in the statement of income using the effective interest method.
(xvi) Finance and other income
Finance and other income comprises interest income on
deposits, dividend income and gains / (losses) on disposal of
available-for-sale financial assets. Interest income is recognized
using the effective interest method. Dividend income is
recognized when the right to receive payment is established.
(xvii) Income tax
Income tax comprises current and deferred tax. Income tax
expense is recognized in the statement of income except to
the extent it relates to a business combination, or items directly
recognized in equity or in other comprehensive income.
a) Current income tax
Current income tax for the current and prior periods are
measured at the amount expected to be recovered from or
paid to the taxation authorities based on the taxable income
for the period. The tax rates and tax laws used to compute the
current tax amount are those that are enacted or substantively
enacted by the reporting date and applicable for the period. The
Company offsets current tax assets and current tax liabilities,
where it has a legally enforceable right to set off the recognized
amounts and where it intends either to settle on a net basis, or
to realize the asset and liability simultaneously.
b) Deferred income tax
Deferred income tax is recognized using the balance sheet
approach. Deferred income tax assets and liabilities are
recognized for deductible and taxable temporary differences
arising between the tax base of assets and liabilities and
their carrying amount in financial statements, except when
the deferred income tax arises from the initial recognition of
goodwill or an asset or liability in a transaction that is not a
business combination and affects neither accounting nor taxable
profits or loss at the time of the transaction.
Deferred income tax asset are recognized to the extent that it
is probable that taxable profit will be available against which
the deductible temporary differences, and the carry forward of
unused tax credits and unused tax losses can be utilized.
Deferred income tax liabilities are recognized for all taxable
temporary differences except in respect of taxable temporary
differences associated with investments in subsidiaries,
associates and foreign branches where the timing of the reversal
of the temporary difference can be controlled and it is probable
that the temporary difference will not reverse in the foreseeable
future.
The carrying amount of deferred income tax assets is reviewed
at each reporting date and reduced to the extent that it is no
longer probable that sufficient taxable profit will be available to
allow all or part of the deferred income tax asset to be utilized.
Deferred income tax assets and liabilities are measured at the
tax rates that are expected to apply in the period when the asset
is realized or the liability is settled, based on tax rates (and tax
laws) that have been enacted or substantively enacted at the
reporting date.
The Company offsets deferred income tax assets and liabilities,
where it has a legally enforceable right to offset current tax assets
against current tax liabilities, and they relate to taxes levied by
the same taxation authority on either the same taxable entity, or
on different taxable entities where there is an intention to settle
the current tax liabilities and assets on a net basis or their tax
assets and liabilities will be realized simultaneously.
(xviii) Earnings per share
Basic earnings per share is computed using the weighted average
number of equity shares outstanding during the period adjusted
for treasury shares held. Diluted earnings per share is computed
using the weighted-average number of equity and dilutive
equivalent shares outstanding during the period, using the
treasury stock method for options and warrants, except where
the results would be anti-dilutive.
(xix) Discontinued operations
A discontinued operation is a component of the Company’s
business that represents a separate line of business that has
been disposed off or is held for sale, or is a subsidiary acquired
exclusively with a view to resale. Classification as a discontinued
operation occurs upon the earlier of disposal or when the
operation meets the criteria to be classified as held for sale.
A demerger that is a business under common control is outside
the scope of IFRS 3, Business Combination and IFRIC 17, Non-
Current Assets Held for Sale and Discontinued Operations and
can be accounted using either carrying values or fair values.
The Company accounts for such demergers at carrying value.
New Accounting standards adopted by the Company:
The Company has, with effect from April 1, 2013, adopted
the following new accounting standards and amendments to
accounting standards, including any consequential amendments
to other accounting standards.
198
Consolidated Financial Statements Under IFRSAnnual Report 2013-14 Amendment to IAS 1 “Presentation of Financial Statements”
that will improve and align the presentation of items of other
comprehensive income (OCI) in financial statements prepared
in accordance with International Financial Reporting Standards
(IFRSs). Consequent to the adoption of Amendments to IAS 1,
the Company has modified the presentation of items of other
comprehensive income in the consolidated statement of
comprehensive income, to present separately items that may
be reclassified subsequently to profit or loss from those that
will not be. The adoption of amendment to IAS 1 has no impact
on the recognised assets, liabilities and comprehensive income
of the Company.
Amendments to IFRS 7 * “Financial Instruments Disclosures”
the amended standard requires additional disclosures where
financial assets and financial liabilities are offset in the statement
of financial position. These disclosures will provide users with
information that is useful in (a) evaluating the effect or potential
effect of netting arrangements on an entity’s financial position
and (b) analyzing and comparing financial statements prepared
in accordance with IFRSs and U.S. GAAP.
IFRS 10 * “Consolidated Financial Statements (2011)” The
new standard establishes principles for the presentation and
preparation of consolidated financial statements when an
entity controls one or more other entities. IFRS 10 replaces the
consolidation requirements in SIC-12 “Consolidation—Special
Purpose Entities” and IAS 27 “Consolidated and Separate
Financial Statements”. IFRS 10 builds on existing principles by
identifying the concept of control as the determining factor in
whether an entity should be included within the consolidated
financial statements of the parent company. The standard
provides additional guidance to assist in the determination of
control where this is difficult to assess.
IFRS 12 * “Disclosure of Interests in Other Entities” This standard
provides comprehensive disclosure requirements for all forms
of interests in other entities, including joint arrangements,
associates, special purpose entities. The objective of the standard
is to enable the entities to disclose the significant judgement
and assumptions it has made in determining:
the nature of its interest in another entity or arrangement,
i)
i.e control, joint control or significant influence.
The type of joint arrangement when the joint arrangement
ii)
is structured through separate vehicle
IFRS 13 * “Fair Value Measurement” The new standard defines fair
value, sets out in a single IFRS a framework for measuring fair
value and requires disclosures about fair value measurements.
IFRS 13 applies when other IFRSs require or permit fair value
measurements. It does not introduce any new requirements
to measure an asset or a liability at fair value or change what
is measured at fair value in IFRSs or address how to present
changes in fair value.
IAS 19 * “Employee Benefits (2011)” The new standard has
eliminated an option to defer the recognition of gains and losses
through re-measurements and requires such gain or loss to be
recognized through other comprehensive income in the year of
occurrence to reduce volatility. The amended standard requires
immediate recognition of effects of any plan amendments.
Further it also requires return on assets in profit or loss to
be restricted to government bond yields or corporate bond
yields, considered for valuation of Projected Benefit Obligation,
irrespective of actual portfolio allocations. The actual return from
the portfolio in excess of or less than such yields is recognized
through Other Comprehensive Income.
the adoption of these accounting standards including
*
consequential amendments did not have any material impact
on the consolidated financial statements of the Company.
New Accounting standards not yet adopted by the Company:
A number of new standards, amendments to standards and
interpretations are not yet effective for annual periods beginning
after 1 April 2013, and have not been applied in preparing these
consolidated financial statements. These are:
In November 2009, the IASB issued the chapter of IFRS 9 “Financial
Instruments relating to the classification and measurement of
financial assets”. The new standard represents the first phase of
a three-phase project to replace IAS 39 “Financial Instruments:
Recognition and Measurement” (IAS 39) with IFRS 9 Financial
Instruments (IFRS 9). IFRS 9 uses a single approach to determine
whether a financial asset is measured at amortized cost or fair
value, replacing the many different rules in IAS 39. The approach
in IFRS 9 is based on how an entity manages its financial assets
(its business model) and the contractual cash flow characteristics
of the financial assets. In October 2010, the IASB added the
requirement relating to classification and measurement of
financial liabilities to IFRS 9. Under the amendment, an entity
measuring its financial liability at fair value, can present the
amount of fair value change attributable to entity’s own credit
risk in other comprehensive income. Further the IASB also
decided to carry-forward unchanged from IAS 39 requirements
relating to de-recognition of financial assets and financial
liabilities. The effective date to adopt IFRS 9 is yet to be notified.
The Company is evaluating the impact these amendments will
have on the Company’s consolidated financial statements.
In December 2011, the IASB issued an amendment to IAS 32
“Offsetting financial assets and financial liabilities”. The purpose
of the amendment is to clarify some of the requirements
for offsetting financial assets and financial liabilities on the
statements of financial position. This includes clarifying the
meaning of “currently has a legally enforceable right to set-
off” and also the application of the IAS 32 offsetting criteria to
settlement systems (such as central clearing house systems)
which apply gross settlement mechanisms that are not
simultaneous. The amendment is effective retrospectively
for fiscal years beginning on or after January 1, 2014. Earlier
application is permitted. These amendments are not expected to
have a material impact on the Company’s consolidated financial
statements.
199
Consolidated Financial Statements Under IFRSWipro Limited 4.
Demerger of diversified business and discontinued
operations
During the financial year 2012-13, the Company had initiated
and completed the demerger of its consumer care and lighting,
infrastructure engineering and other non-IT business segment
(collectively, “the Diversified Business”). The scheme was effective
March 31, 2013 after the sanction of the Honorable High Court
of Karnataka and filing of the certified copy of the scheme with
the Registrar of Companies.
Following the Effective Date, the Diversified Business is classified
and presented in the consolidated financial statements as
discontinued operation in accordance with IFRS 5 – Non-Current
Assets Held for Sale and Discontinued Operations. The Demerger
is considered as business under common control and hence
is outside the scope of application of IFRS 3 and International
Financial Reporting Standards Interpretations’ (‘IFRIC’) 17.
Accordingly, assets and liabilities of the Diversified Business as
on the Effective Date are at their carrying values.
The results of the Diversified Business are as follows:
Revenues .................................................................................................................
Expenses (net) .........................................................................................................
Finance and other income/(expense), net ....................................................
Share of profits/(losses) of equity accounted investee, net of taxes ...
Profit before tax ....................................................................................................
Income tax expense ..............................................................................................
Profit for the period from discontinued operations ...........................
Profit from discontinued operations attributable to:
Equity holders of the Company ........................................................................
Non-controlling interest ......................................................................................
Earnings per equity share:
Basic ............................................................................................................................
Diluted ........................................................................................................................
Weighted average number of equity shares used in computing
earnings per equity share:
Basic ............................................................................................................................
Diluted ........................................................................................................................
Cash flows from/ (used in) discontinued operations
Net cash flows from operating activities .......................................................
Net cash flows used in investing activities ....................................................
Net cash flows from/(used) in financing activities .....................................
Increase in net cash flows for the period ..................................................
Year ended March 31,
2012
` 53,226
(49,125)
(207)
333
4,227
(808)
` 3,419
` 3,405
14
` 3,419
1.39
1.39
2013
` 56,706
(51,530)
1,380
(107)
6,449
(1,437)
` 5,012
` 4,997
15
` 5,012
2.04
2.03
2,449,777,457
2,457,511,538
2,453,218,759
2,459,184,321
Year ended March 31,
2012
` 4,298
(3,321)
(161)
` 816
2013
` 5,709
(9,825)
4,611
` 495
Effect of disposal on the financial position of the Company as on the effective date
Goodwill ...................................................................................................................................................................................................
Intangible assets ....................................................................................................................................................................................
Property, plant and equipment ........................................................................................................................................................
Investment in equity accounted investee ....................................................................................................................................
Investment in newly acquired subsidiaries ..................................................................................................................................
Other assets .............................................................................................................................................................................................
Inventories ...............................................................................................................................................................................................
Trade receivables ...................................................................................................................................................................................
Available for sale investments ..........................................................................................................................................................
200
2014
—
—
—
—
—
—
—
—
—
—
—
—
—
—
2014
—
—
—
—
` 18,660
3,255
9,722
3,193
8,276
6,175
7,543
7,048
13,009
Consolidated Financial Statements Under IFRSAnnual Report 2013-14
Current tax assets ..................................................................................................................................................................................
Cash and cash equivalents .................................................................................................................................................................
Loans and borrowings .........................................................................................................................................................................
Deferred tax liabilities, net .................................................................................................................................................................
Trade payables, other liabilities and provisions .........................................................................................................................
Net assets and liabilities ..................................................................................................................................................................
14
4,163
(7,515)
(1,122)
(13,914)
` 58,507
The above is effected in the consolidated statements of changes in equity for the year ended March 31, 2013.
5. Property, plant and equipment
Cost:
As at April 1, 2012
Translation adjustment
Additions
Acquisition through business combination
Disposal / adjustments
Effect of demerger of diversified business
As at March 31, 2013
Accumulated depreciation/impairment:
As at April 1, 2012
Translation adjustment
Depreciation
Disposal / adjustments
Effect of demerger of diversified business
As at March 31, 2013
Capital work-in-progress**
Net carrying value as at March 31, 2013
Cost:
As at April 1, 2013
Translation adjustment
Additions
Acquisition through business combination
Disposal / adjustments
As at March 31, 2014
Accumulated depreciation/impairment:
As at April 1, 2013
Translation adjustment
Depreciation
Disposal / adjustments
As at March 31, 2014
Capital work-in-progress
Net carrying value as at March 31, 2014
`
`
`
`
`
`
`
`
Land Buildings
Plant and
machinery*
Furniture
fixtures and
equipment
Vehicles
Total
4,243 `
15
159
—
(4)
(423)
3,990 `
25,326 `
267
396
2
(109)
(3,095)
22,787 `
— `
—
—
—
—
— `
3,259 `
89
745
(69)
(987)
3,037 `
65,575
1,235
5,960
200
(1,624)
(9,548)
61,798 `
42,797 `
786
7,651
(1,503)
(5,641)
44,090 `
3,990 `
21
—
—
(324)
3,687 `
22,787 `
338
1,037
—
(100)
24,062 `
61,798 `
1,936
9,851
106
(1,381)
72,310 `
— `
—
—
—
— `
3,037 `
121
718
(61)
3,815 `
44,090 `
1,242
7,731
(748)
52,315 `
` 12,510
70
910
7
(716)
(1,101)
11,680 `
`109,736
` 2,082
1,596
9
7,477
52
209
—
(2,870)
(417)
(296)
(14,463)
1,430 ` 101,685
8,266 `
23
1,647
(645)
(717)
8,574 `
11,680 `
181
1,269
53
(836)
12,347 `
8,574 `
129
1,553
(721)
9,535 `
1,885 `
9
143
(391)
(251)
1,395 `
`
56,207
907
10,186
(2,608)
(7,596)
57,096
5,936
50,525
1,430 ` 101,685
2,476
12,187
160
(3,136)
113,372
—
30
1
(495)
966 `
1,395 `
1
39
(491)
944 `
`
57,096
1,493
10,041
(2,021)
66,609
4,686
51,449
* Including net carrying value of computer equipment and software amounting to ` 7,236 and ` 8,508 as at March 31, 2013 and
2014, respectively.
** Net of ` 2,855 pertains to the Diversified Business and is presented as discontinued operations.
201
Consolidated Financial Statements Under IFRSWipro Limited
Interest capitalized by the Company was ` 197 and ` 149 for
the year ended March 31, 2013 and 2014, respectively. The
capitalization rate used to determine the amount of borrowing
cost capitalized for the year ended March 31, 2013 and 2014 are
8.82% and 8.02%, respectively.
6. Goodwill and Intangible assets
The movement in goodwill balance is given below:
Balance at the beginning of the
year
Translation adjustment
Acquisition through business
combination, net
Effect of demerger of diversified
business
Balance at the end of the year
Year ended March 31,
2014
2013
`
67,937 ` 54,756
5,571
3,810
1,669
3,095
(18,660)
—
54,756 ` 63,422
`
Acquisition through business combination for the year ended
March 31, 2014, includes goodwill recognized on the acquisition
of Opus Capital Markets Consultants LLC under the IT Services
Segment.
Following the Demerger, the Company’s remaining two business
segments are IT Services and IT Products. Starting with the
quarter ended June 30, 2013, we implemented a new segment
reporting structure to align ourselves with industry trends. Please
see Note 31 of the Notes to Consolidated Financial Statements
for additional information regarding our segment reporting.
Segment
As at March 31,
2014
IT Services business
BFSI ............................................................
HLS ............................................................
RCTG ............................................................
ENU ............................................................
MFG ............................................................
GMT ............................................................
IT Products ...........................................................
Total .......................................................................
`
`
13,764
13,496
9,515
11,738
11,562
2,697
650
63,422
Goodwill as at March 31, 2013 and 2014 has been allocated
to the following reportable segments based on old basis of
segmentation:
Segment
IT Services
IT Products
Total
`
`
As at March 31,
2013
2014
54,169 ` 62,772
650
54,756 ` 63,422
587
The goodwill held in Healthcare cash generating unit (CGU)
is considered significant in comparison to the total carrying
amount of CGU as at March 31, 2014. The goodwill held in these
CGUs are as follows:
CGUs
As at March 31,
2013
14,113 `
12,252
2014
*
13,496
`
Goodwill as at March 31, 2014 has been allocated to the following
reportable segment based on new basis of segmentation:
Infocrossing
Healthcare
The movement in intangible assets is given below:
Cost:
As at April 1, 2012
Translation adjustment
Acquisition through business combination
Additions
Effect of demerger of diversified business
As at March 31, 2013
Accumulated amortization and impairment:
As at April 1, 2012
Translation adjustment
Amortization
Effect of demerger of diversified business
As at March 31, 2013
Net carrying value as at March 31, 2013
202
* Effective 2013-14, Infocrossing CGU has been integrated with
the service line operations of the Company.
Intangible assets
Customer related Marketing related
`
`
2,930
31
497
—
(455)
3,003
`
1,162
—
470
—
`
1,632
` 1,371
`
`
`
`
`
3,663
55
663
—
(3,563)
818
1,202
125
53
(905)
475
343
Total
`
`
6,593
86
1,160
—
(4,018)
3,821
`
2,364
125
523
(905)
`
2,107
` 1,714
Consolidated Financial Statements Under IFRSAnnual Report 2013-14
Cost:
As at April 1, 2013
Translation adjustment
Acquisition through business combination
Additions
As at March 31, 2014
Accumulated amortization and impairment:
As at April 1, 2013
Translation adjustment
Amortization
Effect of demerger of diversified business
As at March 31, 2014
Net carrying value as at March 31, 2014
Intangible assets
Customer related Marketing related
` 3,003
63
338
—
` 3,404
` 1,632
—
462
(202)
` 1,892
` 1,512
`
818
43
219
20
` 1,100
`
`
`
475
125
76
—
676
424
Total
` 3,821
106
557
20
` 4,504
` 2,107
125
538
(202)
` 2,568
` 1,936
Amortization expense on intangible assets is included in selling
and marketing expenses in the statement of income.
As of March 31, 2014, the estimated remaining amortization
period for customer-related intangibles acquired on acquisition
are as follows:
Acquisition
Citi Technology Services Limited
Science Application International
Corporation
Promax Applications Group
Opus Capital Markets Consultants
LLC
Estimated remaining
amortization period
0.75 years
0.25 – 7.25 years
0.25 – 8.25 years
0.25 – 6.75 years
Goodwill and indefinite life intangibles were tested for
impairment annually in accordance with the Company’s
procedure for determining the recoverable value of such assets.
For the purpose of impairment testing, goodwill is allocated to
a CGU representing the lowest level within the Group at which
goodwill is monitored for internal management purposes,
and which is not higher than the Group’s operating segment.
The recoverable amount of the CGU is the higher of its FVLCTS
and its VIU. The FVLCTS of the CGU is determined based on the
market capitalization approach, using the turnover and earnings
multiples derived from observable market data. The VIU is
determined based on discounted cash flow projections. Key
assumptions on which the Company has based its determination
of VIUs include:
a)
Estimated cash flows for five years based on formal/
approved internal management budgets with extrapolation for
the remaining period, wherever such budgets were shorter than
5 years period.
b)
Terminal value arrived by extrapolating last forecasted
year cash flows to perpetuity using long-term growth rates.
These long-term growth rates take into consideration external
macroeconomic sources of data. Such long-term growth rate
considered does not exceed that of the relevant business and
industry sector.
The discount rates used are based on the Company’s
c)
weighted average cost of capital as an approximation of the
weighted average cost of capital of a comparable market
participant, which are adjusted for specific country risks.
Value-in-use is calculated using after tax assumptions. The
d)
use of after tax assumptions does not result in a value-in-use that
is materially different from the value-in-use that would result if
the calculation was performed using before tax assumptions. The
before tax discount rate is determined based on the value-in-use
derived from the use of after tax assumptions.
Assumptions
Year ended March 31,
Terminal value long- term
growth rate
After tax discount rate
Before tax discount rate
2013
2%-6 %
10%-15.5 %
11.7%-23.1 %
2014
5 %
16.5 %
22.6 %
Based on the above, no impairment was identified as of
March 31, 2013 and 2014 as the recoverable value of the CGUs
exceeded the carrying value. Further, none of the CGU’s tested
for impairment as of March 31, 2013 and 2014 were at risk
of impairment. An analysis of the calculation’s sensitivity to
a change in the key parameters (Revenue growth, operating
margin, discount rate and long-term growth rate) based on
reasonably probable assumptions, did not identify any probable
scenarios where the CGU’s recoverable amount would fall below
its carrying amount.
203
Consolidated Financial Statements Under IFRSWipro Limited
7. Business combination
A summary of the acquisitions completed in the financial year
2011-12 and 2012-13 is given below
Management’s
assessment of
business
rationale
The acquisition will
further strengthen
Company’s
presence in the
Energy, Natural
Resources and
Utilities domain.
Name of entity
and effective date
of acquisition
Nature of
business
Global oil and
gas consulting,
system integration
and outsourcing
services to global
oil majors with
significant domain
capabilities in the
areas of digital
oil field, petro-
technical data
management
and petroleum
application
services,
addressing the
upstream segment
Global oil and
gas information
technology
practice of the
Commercial
Business Services
Business Unit
of Science
Applications
International
Corporation Inc.,
along with 100%
of the share capital
in SAIC Europe
Limited and SAIC
India Private
Limited. On July 2,
2011 the Company
also acquired
100% of the share
capital of SAIC Gulf
LLC (Collectively
referred as “SAIC”)
(June and July
2011)
The total purchase price has been allocated to the acquired
assets and liabilities as follows:
Name of
entity
Purchase
consideration
including
earn-outs
Net
assets
Deferred
tax
liabilities
Intangible
assets
Goodwill
SAIC
7,536
1,478
7
756
5,309
Summary of acquisition made in 2013-14 is given below:
On January 14, 2014, the Company obtained control of Opus
Capital Markets Consultants LLC (‘Opus’) by acquiring 100% of its
share capital. Opus is a leading US-based provider of mortgage
due diligence and risk management services. The acquisition
will strengthen Wipro’s mortgage solutions and complement
its existing offerings in mortgage origination, servicing and
secondary market.
The acquisition was executed through a share purchase
agreement for a consideration of US$ 75 million including
a deferred earn-out component, which is dependent on
204
achievement of revenues and earnings over the period of 3
years. The provisional fair value of the contingent consideration
amounting to ` 789, recognized on the acquisition date is
determined by discounting the estimated amount payable to
the previous owners based on achievement of forecast revenue
and EBIT. The estimated fair value would increase (decrease)
if: (a) the annual growth rate were higher (lower); (b) the EBIT
margin were higher (lower); or (c) the risk adjusted discount rate
were lower (higher).
The following table presents the provisional allocation of
purchase price:
Description
Assets
Cash and cash equivalents
Property, plant & equipment
Trade receivable
Other assets
Customer related intangibles
Software
Non-compete arrangement
Deferred income taxes, net
Liabilities
Other liabilities
Total
Goodwill
Total purchase price
` 22
65
458
20
236
95
219
(133)
(258)
724
3,095
` 3,819
The goodwill of ` 3,095 comprises of value of expected
synergies arising from the acquisition. Goodwill is not expected
to be deductible for income tax purposes. None of the trade
receivables have been impaired and it is expected that full
contractual amount can be collected.
From the date of acquisition, Opus has contributed ` 752 of
revenue and ` 79 of profit after taxes for the period of the
Company. If the acquisition had occurred on April 1, 2013,
management estimates that consolidated revenue for the
Company would have been ` 436,563 and the annual profit after
taxes for the Company would have been ` 78,748. The pro-forma
amounts are not necessarily indicative of the results that would
have occurred if the acquisition had occurred on dates indicated
or that may result in the future.
The purchase consideration has been allocated on a provisional
basis based on management’s estimates. The Company is in
the process of making a final determination of the fair value of
assets and liabilities, contingent consideration and useful lives of
certain customer-related intangibles. Finalization of the purchase
price allocation based on an independent third party appraisal
may result in certain adjustments to the above allocation.
Consolidated Financial Statements Under IFRSAnnual Report 2013-14
Consolidated Financial Statements Under IFRS
8. Available for sale investments
Available for sale investments consists of the following:
Cost*
As at March 31, 2013
Gross gain
recognized
directly in
equity
Gross loss
recognized
directly in
equity
Fair
Value
Cost*
As at March 31, 2014
Gross gain
recognized
directly in
equity
Gross loss
recognized
directly in
equity
Investment in liquid and
short-term mutual funds
and others
Certificate of deposits
Total
Current
Non Current
` 37,478
31,419
` 68,897
` 295
—
` 295
` —
(21)
` (21)
` 61,594
1,482
` 63,076
` 334
—
` 334
` (177)
—
` (177)
` 37,773
31,398
` 69,171
69,171
—
Fair
Value
` 61,751
1.482
` 63,233
60,557
2,676
* Available for sale investments include investments amounting to ` 544 and ` 228 as of March 31, 2013 and 2014, respectively,
pledged as margin money deposit for entering into currency
future contracts. The counterparties have an obligation to
return the securities to the Company upon settling all the open
currency future contracts. There are no other significant terms
and conditions associated with the use of collateral.
11. Cash and cash equivalents
Cash and cash equivalents as of March 31, 2012, 2013 and 2014
consist of cash and balances on deposit with banks. Cash and
cash equivalents consist of the following:
9. Trade receivables
Trade receivables
Allowance for doubtful accounts
receivable
As at March 31,
2013
` 80,260
2014
` 89,977
Cash and bank balances
Demand deposits with
banks(1)
As at March 31,
2012
` 41,141
2013
` 35,683
2014
` 45,666
36,525
` 77,666
49,155
68,535
` 84,838 ` 114,201
(3,625)
` 76,635
(4,585)
` 85,392
(1) These deposits can be withdrawn by the Company at any time
without prior notice and without any penalty on the principal.
Cash and cash equivalent consists of the following for the
purpose of the cash flow statement:
The activity in the allowance for doubtful accounts receivable
is given below:
Balance at the beginning of the
year
Additions during the year, net
Uncollectable receivables charged
against allowance
Effect of demerger of diversified
business
Balance at the end of the year
10. Inventories
Inventories consist of the following:
Stores and spare parts
Raw materials and components
Work in progress
Finished goods
Year ended March 31,
2014
2013
` 2,748
1,242
` 3,625
1,294
Cash and cash equivalents
(as per above)
Bank overdrafts
As at March 31,
2012
2013
2014
` 77,666
(464)
` 77,202
` 84,838 ` 114,201
—
` 84,119 ` 114,201
(719)
(120)
(334)
12. Other assets
(245)
` 3,625
—
` 4,585
As at March 31,
2013
` 1,234
648
43
1,338
` 3,263
2014
` 930
37
16
1,310
` 2,293
Current
Interest bearing deposits with
corporates(1)
Prepaid expenses
Due from officers and employees
Finance lease receivables
Advance to suppliers
Deferred contract costs
Interest receivable
Deposits
Balance with excise, customs and
other authorities
Non-convertible debentures
Others
As at March 31,
2013
2014
` 9,460
6,100
1,666
2,484
1,975
2,422
2,235
894
` 12,500
7,354
2,447
3,018
2,446
3,852
2,794
756
1,415
42
2,376
` 31,069
1,267
—
3,040
` 39,474
205
Wipro Limited
Non current
Prepaid expenses including rentals
for leasehold land
Finance lease receivables
Deposits
Deferred contract costs
Others
Total
As at March 31,
2013
2014
within 12 months.
Finance lease receivables
Finance lease receivables consist of assets that are leased to
customers for periods ranging from 3 to 5 years, with lease
payments due in monthly, quarterly or semi-annual installments.
Details of finance lease receivables are given below:
` 4,195
5,418
422
—
703
` 10,738
` 41,807
` 4,523
5,235
412
3,711
414
` 14,295
` 53,769
(1) Such deposits earn a fixed rate of interest and will be liquidated
Minimum lease payment
As at March 31,
Present value of minimum
lease payment
As at March 31,
Not later than one year
Later than one year but not later than five years
Unguaranteed residual values
Gross investment in lease
Less: Unearned finance income
Present value of minimum lease payment receivable
Included in the financial statements as follows:
Current finance lease receivables
Non-current finance lease receivables
13. Loans and borrowings
Short-term loans and borrowings
The Company had short-term borrowings including bank
overdrafts amounting to ` 42,241 and ` 39,433 as at March 31,
2013 and 2014, respectively. Short-term borrowings from
banks as of March 31, 2014 primarily consist of lines of credit
of approximately ` 13,550, US$ 1,046 million, SAR 190 million,
SGD 10 million, RM (Chinese Yuan) 14 million, GBP 20 million
from bankers primarily for working capital requirements. As
of March 31, 2014, the Company has unutilized lines of credit
aggregating ` 8,760, US$ 479 million, SAR 157 million, SGD
10 million, GBP 20 million respectively. To utilize these unused
lines of credit, the Company requires consent of the lender
Long-term loans and borrowings
A summary of long- term loans and borrowings is as follows:
2013
` 2,557
6,443
172
9,172
(1,270)
` 7,902
2014
` 3,194
5,885
90
9,169
(916)
` 8,253
2013
` 2,362
5,382
158
7,902
—
` 7,902
` 2,484
5,418
2014
` 2,980
5,190
83
8,253
—
` 8,253
` 3,018
5,235
and compliance with certain financial covenants. Significant
portion of these lines of credit are revolving credit facilities and
floating rate foreign currency loans, renewable on a periodic
basis. Significant portion of these facilities bear floating rates of
interest, referenced to LIBOR and a spread, determined based
on market conditions.
The Company has non-fund based revolving credit facilities
in various currencies equivalent to ` 38,611 and ` 39,813, as
of March 31, 2013 and 2014, respectively, towards operational
requirements that can be used for the issuance of letters of
credit and bank guarantees. As of March 31, 2013 and 2014, an
amount of ` 14,858 and ` 16,949, respectively, was unutilized
out of these non-fund based facilities.
Currency
Unsecured external commercial borrowing
US Dollar
Japanese Yen
As at March 31, 2013
Foreign
currency
in
millions
Indian
Rupee
Foreign
currency
in
millions
As at March 31, 2014
Indian
Rupee
Interest
rate
Final
maturity
—
35,016
—
` 20,147
150
—
` 8,985 2.4645 % June 2018
—
206
Consolidated Financial Statements Under IFRSAnnual Report 2013-14
Currency
Unsecured term loan
Indian Rupee
Others
Other secured term loans
Obligations under finance leases
Current portion of long term loans and borrowings
Non-current portion of long term loans and borrowings
As at March 31, 2013
Foreign
currency
in
millions
Indian
Rupee
Foreign
currency
in
millions
As at March 31, 2014
Indian
Rupee
Interest
rate
Final
maturity
0 -12 % 2014 - 2016
—
2014
—
3.9 %
NA
241
42
—
` 20,430
1,145
` 21,575
` 20,721
854
NA
—
0.03
172
—
2
` 9,159
3,000
` 12,159
` 1,250
10,909
The Company had entered into cross-currency interest rate swap
(CCIRS) in connection with the unsecured external commercial
borrowing and had designated a portion of these as hedge of
net investment in foreign operation.
The contract governing the Company’s unsecured external
commercial borrowing contain certain covenants that limit
future borrowings and payments towards acquisitions in a
financial year. The terms of the other secured and unsecured
loans and borrowings also contain certain restrictive covenants
primarily requiring the Company to maintain certain financial
ratios. As of March 31, 2014, the Company has met the covenants
under these arrangements.
A portion of the above short-term loans and borrowings,
other secured term loans and obligation under finance leases
aggregating to ` 3,127 and ` 6,467 as at March 31, 2013 and 2014,
respectively, are secured by inventories, accounts receivable,
certain property, plant and equipment and underlying assets.
Interest expense was ` 863 and ` 868 for the year ended
March 31, 2013 and 2014, respectively for the continuing
operations.
The following is a schedule of future minimum lease payments
under finance leases, together with the present value of
minimum lease payments as of March 31, 2013 and 2014:
Not later than one year
Later than one year but not later than five years
Later than five years
Total minimum lease payments
Less: Amount representing interest
Present value of minimum lease payments
Included in the financial statements as follows:
Current finance lease payables
Non-current finance lease payables
Minimum lease payment
As at March 31,
Present value of minimum
lease payment
As at March 31,
2013
` 476
936
—
1,412
(267)
` 1,145
2014
` 1,230
2,066
—
3,296
(296)
` 3,000
2013
` 377
768
—
1,145
—
` 1,145
` 377
768
2014
` 1,092
1,908
—
3,000
—
` 3,000
` 1,092
1,908
14. Trade payables and accrued expenses
15. Other liabilities and provisions
Trade payables and accrued expenses consist of the
following:
Trade payables
Accrued expenses
As at March 31,
2013
` 15,434
32,633
` 48,067
2014
` 17,615
34,641
` 52,256
Other liabilities:
Current:
Statutory and other liabilities
Employee benefit obligation
Advance from customers
Others
As at March 31,
2013
2014
` 4,042
4,011
2,405
531
` 10,989
` 3,551
5,027
3,278
2,538
` 14,394
207
Consolidated Financial Statements Under IFRSWipro Limited
Provision for warranty represents cost associated with providing
sales support services which are accrued at the time of
recognition of revenues and are expected to be utilized over
a period of 1 to 2 years. Other provisions primarily include
provisions for indirect tax related contingencies and litigations.
The timing of cash outflows in respect of such provision cannot
be reasonably determined.
Non-current:
Employee benefit obligations
Others
Total
Provisions:
Current:
Provision for warranty
Others
Non-current:
Provision for warranty
Total
As at March 31,
2013
2014
` 2,812
578
` 3,390
` 14,379
` 3,030
1,144
` 4,174
` 18,568
As at March 31,
2013
2014
` 305
869
` 1,174
` 340
1,030
` 1,370
` 9
` 1,183
` 6
` 1,376
A summary of activity for provision for warranty and other provisions is as follows:
Balance at the beginning of the year
Additional provision during the year, net
Provision used during the year
Effect of demerger of diversified business
Balance at the end of the year
16. Financial instruments
Year ended March 31, 2013
Total
Others
Provision
for
warranty
`
Year ended March 31, 2014
Total
Others
Provision
for
warranty
367 `
426
(457)
(22)
314 `
815 `
58
(4)
—
869 `
1,182 `
484
(461)
(22)
1,183 `
314 `
383
(351)
—
346 `
869 `
270
(109)
—
1,030 `
1,183
653
(460)
—
1,376
`
Financial assets and liabilities (Carrying value/Fair value):
By Category (Carrying value/Fair value):
As at March 31,
2013
2014
` 76,635 ` 85,392
39,334
114,201
31,988
84,838
69,171
3,082
24,638
63,233
3,947
29,229
` 290,352 ` 335,336
` 63,816 ` 51,592
51,144
46,163
1,093
629
3,133
2,529
` 111,701 ` 108,398
Assets:
Loans and receivables
Derivative assets
Available for sale financial
assets
Total
Liabilities:
As at March 31,
2013
2014
` 218,099 ` 268,156
3,947
3,082
69,171
63,233
` 290,352 ` 335,336
Financial liabilities at amortized
cost
Trade and other payables
Derivative liabilities
Total
` 63,816
46,792
1,093
` 111,701
` 51,592
53,673
3,133
` 108,398
Offsetting financial assets and liabilities
The following table contains information on financial assets and
liabilities subject to offsetting:
Assets:
Trade receivables
Unbilled revenues
Cash and cash equivalents
Available for sale financial
investments
Derivative assets
Other assets
Total
Liabilities:
Loans and borrowings
Trade payables and accrued
expenses
Derivative liabilities
Other liabilities
Total
208
Consolidated Financial Statements Under IFRSAnnual Report 2013-14
Financial assets
Loans and receivables
As at March 31, 2013
As at March 31, 2014
Financial liabilities
Trade and other payables
As at March 31, 2013
As at March 31, 2014
Gross
amounts of
recognized
financial
assets
Gross
amounts of
recognized
financial
liabilities set
off in the
balance
sheet
Net amounts
of financial
assets
presented in
the balance
sheet
` 220,359
` 271,100
(2,260)
(2,944)
218,099
268,156
Gross
amounts of
recognized
financial
assets set
off in the
balance
sheet
Net amounts
of financial
liabilities
presented in
the balance
sheet
(2,260)
(2,944)
46,792
53,673
Gross
amounts of
recognized
financial
liabilities
` 49,052
` 56,617
For the financial assets and liabilities subject to offsetting or
similar arrangements, each agreement between the Company
and the counterparty allows for net settlement of the relevant
financial assets and liabilities when both elect to settle on a net
basis. In the absence of such an election, financial assets and
liabilities will be settled on a gross basis.
Fair Value
The fair value of cash and cash equivalents, trade receivables,
unbilled revenues, trade payables, current financial liabilities and
borrowings approximate their carrying amount largely due to
the short-term nature of these instruments. A substantial portion
of the Company’s long-term debt has been contracted at floating
rates of interest, which are reset at short intervals. Accordingly,
the carrying value of such long-term debt approximates
fair value. Further, finance lease receivables are periodically
evaluated based on individual credit worthiness of customers.
Based on this evaluation, the Company records allowance for
expected losses on these receivables. As of March 31, 2013 and
2014, the carrying value of such receivables, net of allowances
approximates the fair value.
Investments in liquid and short-term mutual funds, which are
classified as available-for-sale are measured using quoted market
prices at the reporting date multiplied by the quantity held. Fair
value of investments in certificate of deposits, classified as
available for sale is determined using observable market inputs.
The fair value of derivative financial instruments is determined
based on observable market inputs including currency spot and
forward rates, yield curves, currency volatility etc.
Fair value hierarchy
Level 1 – Quoted prices (unadjusted) in active markets for
identical assets or liabilities.
Level 2 – Inputs other than quoted prices included within Level
1 that are observable for the asset or liability, either directly (i.e.
as prices) or indirectly (i.e. derived from prices).
Level 3 – Inputs for the assets or liabilities that are not based on
observable market data (unobservable inputs)
The following table presents fair value hierarchy of assets and
liabilities measured at fair value on a recurring basis:
Particulars
As at March 31, 2013
As at March 31, 2014
Total
Fair value measurements at
reporting date using
Level 1
Level 2
Level 3
Total
Fair value measurements at
reporting date using
Level 2
Level 1
Level 3
Assets
Derivative instruments
- Cash flow hedges
- Net investment hedges
- Others
Available for sale financial assets:
- Investment in liquid and short-term
` 2,590
—
492
` — ` 2,590
—
492
—
—
` — ` 1,289
123
2,535
—
—
` — ` 1,289
123
2,425
—
—
` —
—
110
mutual funds
14,125
11,811
2,314
— 18,555
16,826
1,729
—
- Investment in certificate of deposits
and commercial papers
- Investment in equity instruments
Liabilities
Derivative instruments
- Cash flow hedges
- Net investment hedges
- Others
Contingent consideration
55,046
—
—
—
55,046
—
— 42,002
2,676
—
488
—
41,514
—
—
2,676
65
367
661
—
—
—
—
—
65
367
661
—
—
—
—
—
740
718
1,675
789
—
—
—
—
740
718
1,675
—
—
—
—
789
The following methods and assumptions were used to estimate the fair value of the level 2 financial instruments included in the
above table:
209
Consolidated Financial Statements Under IFRSWipro Limited
Derivative instruments (assets and liabilities): The Company
enters into derivative financial instruments with various
counterparties, principally financial institutions with investment
grade credit ratings. Derivatives valued using valuation
techniques with market observable inputs are mainly interest
rate swaps, foreign exchange forward contracts and foreign
exchange option contracts. The most frequently applied
valuation techniques include forward pricing, swap models and
Black Scholes models (for option valuation), using present value
calculations. The models incorporate various inputs including
the credit quality of counterparties, foreign exchange spot
and forward rates, interest rate curves and forward rate curves
of the underlying assets. As at March 31, 2014, the changes in
counterparty credit risk had no material effect on the hedge
effectiveness assessment for derivatives designated in hedge
relationships and other financial instruments recognized at
fair value.
Available for sale investments (Investment in certificate of
deposits and commercial papers): Fair value of available-for-sale
financial assets is derived based on the indicative quotes of price
and yields prevailing in the market as on March 31, 2014.
Available for sale investments (Investment in liquid and short-
term mutual funds): Fair valuation is derived based on Net Asset
value published by the respective mutual fund houses.
Details of assets and liabilities considered under Level 3 classification
Available for sale
investments –
Equity instruments
Derivative
Assets –
Others
Liabilities –
Contingent
consideration
Balance at the beginning of the year
Additions
Gain/(loss) recognised in statement of income
Gain/(loss) recognised in other comprehensive income
Balance at the end of the year
Description of significant unobservable inputs to valuation:
Valuation
technique
Available for sale
investments in unquoted
equity shares
Option pricing
model
Significant
unobservable
inputs
Volatility of comparable
companies
45%
Time to liquidation
event
5 years
Derivative assets
Option pricing
model
Volatility of comparable
companies
40%
Time to liquidation
event
5 years
` —
2,676
—
—
` 2,676
` —
110
—
—
` 110
` —
789
—
—
` 789
Input
Sensitivity of the input to fair value
2.5% increase (decrease) in volatility would
result in increase (decrease) in fair value of AFS
investments by ` 21
1year increase (decrease) in time to liquidation
event would result in increase (decrease) in fair
value of AFS investments by ` 27
2.5% increase (decrease) in volatility would
result in increase (decrease) in fair value of the
derivative asset by ` 21
1 year increase (decrease) in time to liquidation
event would result in increase (decrease) in fair
value of the derivative asset by ` 27
See note 7 for disclosure relating to valuation techniques applied for contingent consideration.
Derivatives assets and liabilities:
The Company is exposed to foreign currency fluctuations on foreign currency assets / liabilities, forecasted cash flows denominated in
foreign currency and net investment in foreign operations. The Company follows established risk management policies, including the
use of derivatives to hedge foreign currency assets / liabilities, foreign currency forecasted cash flows and net investment in foreign
operations. The counter party in these derivative instruments is a bank and the Company considers the risks of non-performance
by the counterparty as non-material.
210
Consolidated Financial Statements Under IFRSAnnual Report 2013-14
The following table presents the aggregate contracted principal amounts of the Company’s derivative contracts outstanding:
Designated derivative instruments
Sell
Interest rate swaps
Net investment hedges in foreign operations
Cross-currency swaps
Others
Non designated derivative instruments
Sell
Buy
Cross currency swaps
The following table summarizes activity in the cash flow hedging
reserve within equity related to all derivative instruments
classified as cash flow hedges:
As at March 31,
2013
2014
(25)
` 1,669
` (1,605)
Balance as at the beginning of the
year
Net (gain)/loss reclassified into
statement of income on occurrence
of hedged transactions(1)
Changes in fair value of effective
portion of derivatives
Gains/ (losses) on cash flow hedging
derivatives, net
Balance as at the end of the year
Deferred tax asset thereon
Balance as at the end of the year, net
` 499
of deferred tax
(1) On occurrence of hedge transactions, net (gain)/loss was
included as part of revenues.
` (1,102)
` 567
` (68)
` 3,274
` 1,669
` (180)
` 1,489
(1,102)
3,299
—
As at March 31,
2013
2014
US$
€
£
AUD
US$
¥
US$
€
US$
£
€
AUD
¥
SGD
ZAR
CAD
US$
¥
¥
777 US$
108 €
61 £
9 AUD
30 US$
24,511 ¥
357 US$
40 €
1,241 US$
73 £
47 €
60 AUD
— ¥
— SGD
— ZAR
— CAD
767 US$
1,525 ¥
7,000 ¥
516
78
51
9
150
—
220
25
1,061
112
63
99
490
8
223
10
585
—
—
As at March 31, 2013 and 2014, there were no significant gains
or losses on derivative transactions or portions thereof that have
become ineffective as hedges, or associated with an underlying
exposure that did not occur.
Sale of financial assets
From time to time, in the normal course of business, the
Company transfers accounts receivables, net investment in
finance lease receivables (financials assets) to banks. Under the
terms of the arrangements, the Company surrenders control over
the financial assets and transfer is without recourse. Accordingly,
such transfers are recorded as sale of financial assets. Gains and
losses on sale of financial assets without recourse are recorded
at the time of sale based on the carrying value of the financial
assets and fair value of servicing liability.
In certain cases, transfer of financial assets may be with recourse.
Under arrangements with recourse, the Company is obligated
to repurchase the uncollected financial assets, subject to limits
specified in the agreement with the banks.
Financial risk management
General
The related hedge transactions for balance in cash flow
hedging reserve as of March 31, 2014 are expected to occur and
reclassified to the statement of income over a period of 5 years.
Market risk is the risk of loss of future earnings, to fair values or
to future cash flows that may result from a change in the price
of a financial instrument. The value of a financial instrument
211
Consolidated Financial Statements Under IFRSWipro Limited
may change as a result of changes in the interest rates, foreign
currency exchange rates, equity prices and other market changes
that affect market risk sensitive instruments. Market risk is
attributable to all market risk sensitive financial instruments
including investments, foreign currency receivables, payables
and loans and borrowings.
The Company’s exposure to market risk is a function of
investment and borrowing activities and revenue generating
activities in foreign currency. The objective of market risk
management is to avoid excessive exposure of the Company’s
earnings and equity to losses.
Risk Management Procedures
The Company manages market risk through a corporate treasury
department, which evaluates and exercises independent control
over the entire process of market risk management. The corporate
treasury department recommends risk management objectives
and policies, which are approved by senior management
and the Audit Committee. The activities of this department
include management of cash resources, implementing hedging
strategies for foreign currency exposures, borrowing strategies,
and ensuring compliance with market risk limits and policies.
Foreign currency risk
The Company operates internationally and a major portion of
the business is transacted in several currencies and consequently
the Company is exposed to foreign exchange risk through
its sales and services in the United States and elsewhere,
and purchases from overseas suppliers in various foreign
currencies. The exchange rate risk primarily arises from foreign
exchange revenue, receivables, cash balances, forecasted cash
flows, payables and foreign currency loans and borrowings. A
significant portion of revenue is in U.S. dollars, euro and pound
sterling, while a significant portion of costs are in Indian rupees.
The exchange rate between the rupee and U.S. dollar, euro and
pound sterling has fluctuated significantly in recent years and
may continue to fluctuate in the future. Appreciation of the rupee
against these currencies can adversely affect the Company’s
results of operations.
The Company evaluates exchange rate exposure arising from
these transactions and enters into foreign currency derivative
instruments to mitigate such exposure. The Company follows
established risk management policies, including the use of
derivatives like foreign exchange forward / option contracts to
hedge forecasted cash flows denominated in foreign currency.
The Company has designated certain derivative instruments
as cash flow hedge to mitigate the foreign exchange exposure
of forecasted highly probable cash flows. The Company has
also designated a combination of foreign currency borrowings
and related cross-currency swaps and other foreign currency
derivative instruments as hedge of its net investment in foreign
operations.
As at March 31, 2013 and 2014, Re. 1 increase / decrease in the
exchange rate of Indian rupee with U.S. dollar would result in
approximately ` 1,608 and ` 1,212 decrease / increase in the fair
value of the Company’s foreign currency dollar denominated
derivative instruments, respectively.
As at March 31, 2013 and 2014, 1% change in the exchange rate
between U.S. dollar and Yen would result in approximately ` 182
and Nil increase / decrease in the fair value of cross-currency
interest rate swaps, respectively.
The below table presents foreign currency risk from non derivative financial instruments as of March 31, 2013 and 2014:
Trade receivables
Unbilled revenues
Cash and cash equivalents
Other assets
Loans and borrowings
Trade payables, accrued expenses
and other liabilities
Net assets / (liabilities)
Trade receivables
Unbilled revenues
Cash and cash equivalents
Other assets
Loans and borrowings
Trade payables, accrued expenses
and other liabilities
Net assets / (liabilities)
US$
` 23,886
9,819
22,744
206
` (39,724)
Euro
` 5,174
2,236
761
1,503
—
`
Japanese
Yen
As at March 31, 2013
Pound
Sterling
` 7,503
3,062
1,361
71
—
`
`
` (20,147)
290
18
125
4
Other
currencies#
` 5,999
2,244
4,937
1,449
(142)
`
Total
` 42,852
17,379
29,927
3,234
` (60,013)
(14,895)
` 2,036
(2,745)
` 6,929
(1,453)
` 10,544
(161)
` (19,871)
(2,562)
` 11,925
(21,816)
` 11,563
US$
` 31,065
14,611
46,805
934
` (44,028)
Euro
` 6,581
2,257
687
1,232
—
`
Japanese
Yen
As at March 31, 2014
Pound
Sterling
` 8,045
4,314
676
809
`
`
(478)
`
132
15
36
4
—
Other
currencies#
` 5,535
3,461
2,055
1,876
` (1,118)
Total
` 51,358
24,658
50,259
4,855
` (45,624)
(16,303)
` 33,084
(3,088)
` 7,669
(3,743)
` 9,623
(165)
`
22
(2,877)
` 8,932
(26,176)
` 59,330
# Other currencies reflects currencies such as Singapore dollars, Saudi Arabian riyals etc.
212
Consolidated Financial Statements Under IFRSAnnual Report 2013-14
As at March 31, 2013 and 2014 respectively, every 1% increase/
decrease of the respective foreign currencies compared to
functional currency of the Company would impact our result
from operating activities by approximately ` 116 and ` 593
respectively.
were neither past due nor impaired. The company’s credit period
generally ranges from 45-60 days. The aging analysis of the
receivables has been considered from the date the invoice falls
due. The age wise break up of receivables, net of allowances that
are past due, is given below:
Interest rate risk
Interest rate risk primarily arises from floating rate borrowing,
including various revolving and other lines of credit. The
Company’s investments are primarily in short-term investments,
which do not expose it to significant interest rate risk. The
Company manages its net exposure to interest rate risk relating
to borrowings, by balancing the proportion of fixed rate
borrowing and floating rate borrowing in its total borrowing
portfolio. To manage this portfolio mix, the Company may enter
into interest rate swap agreements, which allows the Company
to exchange periodic payments based on a notional amount and
agreed upon fixed and floating interest rates. As of March 31,
2014, substantially all of the Company borrowings was subject
to floating interest rates, which reset at short intervals. If interest
rates were to increase by 100 bps from March 31, 2014, net
additional annual interest expense on the Company’s floating
rate borrowing would amount to approximately ` 388.
Credit risk
Credit risk arises from the possibility that customers may not
be able to settle their obligations as agreed. To manage this,
the Company periodically assesses the financial reliability of
customers, taking into account the financial condition, current
economic trends, analysis of historical bad debts and ageing of
accounts receivable. Individual risk limits are set accordingly. No
single customer accounted for more than 10% of the accounts
receivable as at March 31, 2013 and 2014, respectively and
revenues for the year ended March 31, 2012, 2013 and 2014,
respectively. There is no significant concentration of credit risk.
Financial assets that are neither past due nor impaired
Cash and cash equivalents, available-for-sale financial assets,
investment in certificates of deposits and interest bearing
deposits with corporates are neither past due nor impaired.
Cash and cash equivalents with banks and interest-bearing
deposits are placed with corporate, which have high credit-
ratings assigned by international and domestic credit-rating
agencies. Available-for-sale financial assets substantially
include investment in liquid mutual fund units. Certificates of
deposit represent funds deposited with banks or other financial
institutions for a specified time period.
Financial assets that are past due but not impaired
Financial assets that are neither
past due nor impaired
Financial assets that are past due
but not impaired
Past due 0 – 30 days
Past due 31 – 60 days
Past due 61 – 90 days
Past due over 90 days
As at March 31,
2013
2014
` 52,259
` 59,927
8,047
4,898
3,374
4,996
4,646
3,259
17,229
21,733
Total past due and not impaired
` 33,548
` 34,634
Counterparty risk
Counterparty risk encompasses issuer risk on marketable
securities, settlement risk on derivative and money market
contracts and credit risk on demand and time deposits. Issuer
risk is minimized by only buying securities which are at least
AA rated. Settlement and credit risk is reduced by the policy of
entering into transactions with counterparties that are usually
banks or financial institutions with acceptable credit ratings.
Exposure to these risks are closely monitored and maintained
within predetermined parameters. There are limits on credit
exposure to any financial institution. The limits are regularly
assessed and determined based upon credit analysis including
financial statements and capital adequacy ratio reviews. In
addition, net settlement agreements are contracted with
significant counterparties.
Liquidity risk
Liquidity risk is defined as the risk that the Company will
not be able to settle or meet its obligations on time or at a
reasonable price. The Company’s corporate treasury department
is responsible for liquidity, funding as well as settlement
management. In addition, processes and policies related to
such risks are overseen by senior management. Management
monitors the Company’s net liquidity position through rolling
forecasts on the basis of expected cash flows. As of March 31,
2013 and 2014, cash and cash equivalents are held with major
banks and financial institutions.
There is no other class of financial assets that is past due but not
impaired except for trade receivables of ` 3,625 and ` 4,585 as of
March 31, 2013 and 2014, respectively. Of the total receivables,
` 52,259 and ` 59,927 as of March 31, 2013 and 2014, respectively,
The table below provides details regarding the remaining
contractual maturities of significant financial liabilities at
the reporting date. The amounts include estimated interest
payments and exclude the impact of netting agreements, if any.
213
Consolidated Financial Statements Under IFRSWipro Limited
Loans and borrowings
Trade payables and accrued expenses
Derivative liabilities
Loans and borrowings
Trade payables and accrued expenses
Derivative liabilities
As at March 31, 2013
Contractual cash flows
Carrying
value
` 63,816
46,163
1,093
Less than 1
year
` 63,066
46,163
975
1-2 years
2-4 years
4-7 years
Total
` 767
—
17
` 255
—
78
` —
—
23
` 64,088
46,163
1,093
As at March 31, 2014
Contractual cash flows
Carrying
value
` 51,592
51,144
3,133
Less than 1
year
` 41,050
51,144
2,504
1-2 years
2-4 years
4-7 years
Total
` 1,539
—
599
` 1,481
—
31
` 9,034
—
—
` 53,105
51,144
3,133
The balanced view of liquidity and financial indebtedness is
stated in the table below. This calculation of the net cash position
is used by the management for external communication with
investors, analysts and rating agencies:
* The investment in Wipro GE has been transferred to the
Resulting Company pursuant to the Demerger and therefore
had been classified as discontinued operations as of March 31,
2013. Refer to Note 4.
As at March 31,
Others
Cash and cash equivalents
Interest bearing deposits with
corporates
Available for sale investments
Loans and borrowings
Net cash position
2013
2014
` 84,838 ` 114,201
12,500
9,460
60,557
69,171
(63,816)
(51,592)
` 99,653 ` 135,666
17. Investment in equity accounted investees
Wipro GE Healthcare Private Limited (Wipro GE)
The Company held 49% interest in Wipro GE which is a private
entity that is not listed on any public exchange. The carrying
value of the investment in Wipro GE as at March 31, 2012 and
2013 was ` 3,232 and Nil respectively. The Company’s share of
profits/(losses) of Wipro GE for the year ended March 31, 2012
and 2013 was ` 335 and ` (108), respectively, which is considered
under results of discontinued operations.
The aggregate summarized financial information of Wipro GE
is as follows:
Year ended March 31,
2012
` 25,684
4,611
553
2013
` 30,103
4,144
(203)
2014
` —
—
—
As at March 31,
2013 *
—
—
—
2014 *
—
—
—
Revenue
Gross profit
Profit /(loss) for the year
Total assets
Total liabilities
Total equity
214
During the year ended March 31, 2012, the Company had
entered into an agreement to purchase 26% of the equity
investments in Wipro Kawasaki Precision Machinery Pvt. Ltd
(‘Wipro Kawasaki’) for a cash consideration of ` 130. Wipro
Kawasaki is a private entity that is not listed on any public
exchange. The investment in Wipro Kawasaki was transferred
to the Resulting Company pursuant to the Demerger and
therefore the carrying value of the investment in Wipro
Kawasaki as at March 31, 2014 is Nil. The Company’s share of
profits/ (loss) of Wipro Kawasaki for the year ended March 31,
2012 and 2013 was ` (3) and ` 1, respectively.
18. Foreign currency translation reserve
The movement in foreign currency translation reserve
attributable to equity holders of the Company is summarized
below:
As at March 31,
2013
2014
Balance at the beginning of the year
` 7,908
` 5,470
Translation difference related to
foreign operations
Change in effective portion of
hedges of net investment in
foreign operations
4,978
7,190
(1,055)
(2,600)
Total change during the year
` 3,923
` 4,590
Effect of demerger of diversified
business
` (6,361)
` —
Balance at the end of the year
` 5,470
` 10,060
Consolidated Financial Statements Under IFRSAnnual Report 2013-14
19. Income taxes
Income tax expense has been allocated as follows:
Income tax expense for
continuing operation
as per the statement of
income
Income tax included in
other comprehensive
income on:
unrealized gains/
(losses) on available
for sale investments
gains/(losses) on
cash flow hedging
derivatives
defined benefit plan
actuarial gain/losses
Total income taxes for
continuing operations
Year ended March 31,
2012
2013
2014
` 12,955
` 16,912
` 22,600
(1)
37
(4)
(29)
427
—
—
112
55
` 12,925
` 17,376
` 22,763
Income tax expenses consist of the following:
Current taxes
Domestic
Foreign
Year ended March 31,
2012
2013
2014
` 10,602 ` 13,684
5,314
` 14,667 ` 18,998
4,065
` 18,414
2,293
` 20,707
Deferred taxes
Domestic
Foreign
`
`
(935) ` (1,241) `
31
(904) `
(389)
2,282
1,893
Total income tax expense ` 13,763 ` 18,349 ` 22,600
Total taxes of continuing
operations
Total taxes of
discontinued operations
` 12,955 ` 16,912 ` 22,600
592
(649) `
1,437
808
—
` 13,763 ` 18,349 ` 22,600
Income tax expenses are net of reversal of provisions recorded
in earlier periods, which are no longer required, amounting to
` 845, ` 1,109 and `1,244 for the year ended March 31, 2012,
2013 and 2014, respectively.
The reconciliation between the provision of income tax of
continuing operations of the Company and amounts computed
by applying the Indian statutory income tax rate to profit before
taxes is as follows:
Year ended March 31,
2012
2013
2014
Profit before taxes from
continuing operations
Enacted income tax rate
in India
` 65,523
` 78,596 ` 101,005
32.445 % 32.445 % 33.99 %
Computed expected tax
expense
Effect of:
Income exempt from tax
Basis differences that
will reverse during a tax
holiday period
Income taxed at higher/
(lower) rates
Income taxes relating to
prior years
Changes in
unrecognized deferred
tax assets
Expenses disallowed for
tax purposes
Others, net
Total income tax
expense of continuing
operation
Year ended March 31,
2012
2013
2014
21,259
25,500
34,332
(8,668)
(10,124)
(11,208)
615
655
(91)
918
1,508
(1,261)
(845)
(1,109)
(1,244)
(344)
277
6
378
826
24
302
671
91
` 12,955
` 16,912
` 22,600
The components of deferred tax assets and liabilities are as
follows:
Carry-forward business
losses
Accrued expenses and
liabilities
Allowances for doubtful
accounts receivable
Cash flow hedges
Minimum alternate tax
Income received in
advance
Others
Property, plant and
equipment
Amortizable goodwill
Intangible assets
Cash flow hedges
Deferred revenue
Investment in equity
accounted investee
Net deferred tax assets
Amounts presented in
statement of financial
position:
Deferred tax assets
Deferred tax liabilities
As at March 31,
2012
2013
2014
` 2,330
` 3,526
` 4,207
930
1,477
1,257
789
247
1,223
1,264
—
1,844
1,750
—
1,844
1,285
85
` 6,889
1,383
86
` 9,580
807
(71)
` 9,794
` (2,223)
(1,120)
(685)
—
—
` (3,722)
(1,597)
(294)
(180)
(398)
` (5,005)
(1,698)
(261)
(68)
(1,196)
(617)
` (4,645)
` 2,244
—
` (6,191)
` 3,389
—
` (8,228)
` 1,566
` 2,597
` (353)
` 4,235
` (846)
` 3,362
` (1,796)
215
Consolidated Financial Statements Under IFRSWipro Limited
Deferred taxes on unrealized foreign exchange gain / loss relating
to cash flow hedges is recognized in other comprehensive
income and presented within equity in the cash flow hedging
reserve. Deferred tax liability on the intangible assets identified
and recorded separately at the time of an acquisition is recorded
by an adjustment to goodwill. Other than these, the change in
deferred tax assets and liabilities is primarily recorded in the
statement of income.
In assessing the realizability of deferred tax assets, the Company
considers the extent to which, it is probable that the deferred
tax asset will be realized. The ultimate realization of deferred
tax assets is dependent upon the generation of future taxable
profits during the periods in which those temporary differences
and tax loss carry-forwards become deductible. The Company
considers the expected reversal of deferred tax liabilities,
projected future taxable income and tax planning strategies in
making this assessment. Based on this, the Company believes
that it is probable that the Company will realize the benefits of
these deductible differences. The amount of the deferred tax
asset considered realizable, however, could be reduced in the
near term if the estimates of future taxable income during the
carry-forward period are reduced. Deferred tax asset amounting
to ` 1,678 and ` 2,096 as at March 31, 2013 and 2014, respectively
in respect of unused tax losses have not been recognized by
the Company.
The tax loss carry-forwards of ` 5,566 and ` 6,920 as at March
31, 2013 and 2014, respectively, relates to certain subsidiaries
on which deferred tax asset has not been recognized by the
Company, because there is a lack of reasonable certainty
that these subsidiaries may generate future taxable profits.
Approximately, ` 4,596 and ` 5,869 as at March 31, 2013
and 2014, respectively, of these tax loss carry-forwards is
not currently subject to expiration dates. The remaining tax
loss carry-forwards of approximately ` 970 and ` 1,051 as at
March 31, 2013 and 2014, respectively, expires in various years
through fiscal 2033.
The Company has recognized deferred tax assets of ` 3,526
and ` 4,207 in respect of carry forward losses of its various
subsidiaries as at March 31, 2013 and 2014, respectively.
Management’s projections of future taxable income and tax
planning strategies support the assumption that it is probable
that sufficient taxable income will be available to utilize these
deferred tax assets.
Pursuant to the changes in the Indian income tax laws, Minimum
Alternate Tax (MAT) has been extended to income in respect of
which deduction is claimed under section 10A, 10B and 10AA
of the Act; consequently, the Company has calculated its tax
liability for current domestic taxes after considering MAT. The
excess tax paid under MAT provisions over and above normal
tax liability can be carried forward and set-off against future tax
liabilities computed under normal tax provisions. The Company
was required to pay MAT and accordingly, a deferred tax asset
of ` 1,844 has been recognized in the statement of financial
position as of March 31, 2013 and 2014, which can be carried
forward for a period of ten years from the year of recognition.
A substantial portion of the profits of the Company’s India
operations are exempt from Indian income taxes being profits
attributable to export operations and profits from undertakings
situated in Software Technology, Hardware Technology Parks
and Export Oriented Units. Under the tax holiday, the taxpayer
can utilize an exemption from income taxes for a period of any
ten consecutive years. The tax holidays on all facilities under
Software Technology, Hardware Technology Parks and Export
Oriented Units have expired on March 31, 2011. Additionally,
under the Special Economic Zone Act, 2005 scheme, units in
designated special economic zones providing service on or
after April 1, 2005 will be eligible for a deduction of 100 percent
of profits or gains derived from the export of services for the
first five years from commencement of provision of services
and 50 percent of such profits and gains for a further five years.
Certain tax benefits are also available for a further five years
subject to the unit meeting defined conditions. Profits from
certain other undertakings are also eligible for preferential tax
treatment. The tax holiday period being currently available to
the Company expires in various years through fiscal 2028. The
expiration period of tax holiday for each unit within a SEZ is
determined based on the number of years that have lapsed
following year of commencement of production by that unit.
The impact of tax holidays has resulted in a decrease of current
tax expense from our continuing operations of ` 7,953, ` 9,244
and ` 11,043 for the years ended March 31, 2012, 2013 and
2014 respectively, compared to the effective tax amounts
that we estimate we would have been required to pay if these
incentives had not been available. The per share effect of these
tax incentives for the years ended March 31, 2012, 2013 and
2014 was ` 3.25, ` 3.77 and ` 4.50 respectively.
Deferred income tax liabilities are recognized for all taxable
temporary differences except in respect of taxable temporary
differences associated with investments in subsidiaries where
the timing of the reversal of the temporary difference can be
controlled and it is probable that the temporary difference will
not reverse in the foreseeable future. Accordingly, deferred
income tax liabilities on cumulative earnings of subsidiaries
amounting to ` 20,014 and ` 28,959 as of March 31, 2013 and
2014, respectively has not been recognized. Further, it is not
practicable to estimate the amount of the unrecognized deferred
tax liabilities for these undistributed earnings.
The Company is subject to U.S. tax on income attributable to its
permanent establishment in the United States due to operation
of the U.S. branch. In addition, the Company is subject to a 15%
branch profit tax in the United States on the “dividend equivalent
amount” as that term is defined under U.S. tax law. The Company
has not triggered the branch profit tax until year ended March 31,
2014. The Company intends to maintain the current level of net
assets in the United States commensurate with its operation and
consistent with its business plan. The Company does not intend
to repatriate out of the Unites States any portion of its current
profits. Accordingly, the Company did not record current and
deferred tax provision for branch profit tax.
216
Consolidated Financial Statements Under IFRSAnnual Report 2013-14 20. Dividends
The Company declares and pays dividends in Indian rupees.
According to the Indian law any dividend should be declared out
of accumulated distributable profits only after the transfer to a
general reserve of a specified percentage of net profit computed
in accordance with current regulations.
The cash dividends paid per equity share were ` 6, ` 6 and
` 8 during the years ended March 31, 2012, 2013 and 2014,
respectively, including an interim dividend of ` 2 for the years
ended March 31, 2012 and 2013, respectively and ` 3 for the
year ended March 31, 2014.
The Board of Directors in their meeting on April 19, 2014
proposed a final dividend of ` 5 (US$0.08) per equity share and
ADR. The proposal is subject to the approval of shareholders at
the ensuing Annual General Meeting of the shareholders, and
if approved, would result in a cash outflow of approximately
` 14,427, including corporate dividend tax thereon (` 2,096).
21. Additional capital disclosures
The key objective of the Company’s capital management is
to ensure that it maintains a stable capital structure with the
focus on total equity to uphold investor, creditor, and customer
confidence and to ensure future development of its business. The
Company focused on keeping strong total equity base to ensure
independence, security, as well as a high financial flexibility for
potential future borrowings, if required without impacting the
risk profile of the Company.
The Company’s goal is to continue to be able to return excess
liquidity to shareholders by continuing to distribute annual
dividends in future periods. During the year ended March 31,
2013 and 2014, the Company distributed ` 4 and ` 5, respectively
as dividend per equity share. The Company has also distributed
an interim dividend of ` 3 per equity share during the year ended
March 31, 2014. The amount of future dividends will be balanced
with efforts to continue to maintain an adequate liquidity status.
The capital structure as of March 31, 2013 and 2014 was as
follows:
As at March 31,
2013
2014 % Change
Total equity attributable
to the equity
shareholders of the
Company
As percentage of total
capital
Current loans and
borrowings
Non-current loans and
borrowings
Total loans and
borrowings
As percentage of total
capital
Total capital (loans and
borrowings and equity)
` 283,812 ` 343,499
21.03 %
82 %
87 %
62,962
40,683
854
10,909
63,816
51,592
(19.16)%
18 %
13 %
` 347,628 ` 395,091
13.65%
Interest expense
Exchange fluctuation
on foreign currency
borrowings, net
Total
The Company is predominantly equity-financed. This is also
evident from the fact that loans and borrowings represented
only 18% and 13% of total capital as of March 31, 2013 and 2014,
respectively. Further, the Company has consistently been a net
cash company with cash and bank balance along with available
for sale investments being in excess of debt.
22. Revenues (continuing operations)
Rendering of services
Sale of products
Total revenues
2013
Year ended March 31,
2012
` 280,713
38,034
` 318,747
2014
` 335,286 ` 395,838
38,431
` 374,256 ` 434,269
38,970
23. Expenses by nature (continuing operations)
Year ended March 31,
2012
2013
31,148
29,191
30,686
36,186
14,652
33,377
12,162
43,521
17,074
2014
Employee compensation ` 148,350 ` 179,627 ` 206,568
Raw materials, finished
goods, process stocks
and stores and spares
consumed
Sub contracting/
technical fees/third party
application
Travel
Depreciation and
amortization
Repairs
Advertisement
Communication
Rent
Power and fuel
Legal and professional
fees
Rates, taxes and
insurance
Carriage and freight
Provision for doubtful
debt
Miscellaneous expenses
Total cost of revenues,
selling and marketing
expenses and general
and administrative
expenses
11,106
11,181
1,417
5,356
4,583
2,901
9,913
9,576
1,423
5,023
4,177
2,705
9,219
9,083
1,095
3,961
3,457
2,171
` 262,163 ` 306,910 ` 348,274
1,294
7,694
2,221
114
1,176
7,048
376
6,127
1,774
202
2,053
179
2,558
1,618
2,024
24. Finance expense (continuing operations)
Year ended March 31,
2012
` 937
2013
` 863
2014
` 868
2,434
` 3,371
1,830
` 2,693
2,023
` 2,891
217
Consolidated Financial Statements Under IFRSWipro Limited
25. Finance and other income (continuing operations)
Interest income
Dividend income
Gain on sale of investments
Total
2013
Year ended March 31,
2012
` 6,531
2,264
187
` 8,982
2014
` 8,427 ` 12,491
354
1,697
` 11,317 ` 14,542
639
2,251
26. Earnings per equity share
A reconciliation of profit for the year and equity shares used in
the computation of basic and diluted earnings per equity share
is set out below:
Basic: Basic earnings per share is calculated by dividing the
profit attributable to equity shareholders of the Company by the
weighted average number of equity shares outstanding during
the period, excluding equity shares purchased by the Company
and held as treasury shares. Equity shares held by controlled
Wipro Equity Reward Trust (‘WERT’) and Wipro Inc Benefit Trust
(WIBT) have been reduced from the equity shares outstanding
for computing basic and diluted earnings per share. Earnings
per share and number of shares outstanding for the year ended
March 31, 2012 and 2013, have been adjusted for the grant of
1 employee stock option for every 8.25 employee stock option
held by each eligible employee in terms of the demerger scheme
as on the Record Date.
Profit attributable to equity holders of the Company
Profit from continuing operations attributable to equity holders of the
Company
Weighted average number of equity shares outstanding
Basic earnings per share
Basic earnings per share from continuing operations
Year ended March 31,
2012
` 55,730
2013
` 66,359
2014
` 77,967
` 52,325
2,449,777,457
` 22.76
` 21.36
` 61,362
2,453,218,759
` 27.05
` 25.01
` 77,967
2,454,745,434
` 31.76
` 31.76
Diluted earnings per share is calculated by adjusting the
weighted average number of equity shares outstanding during
the period for assumed conversion of all dilutive potential equity
shares. Employee share options are dilutive potential equity
shares for the Company.
The calculation is performed in respect of share options to
determine the number of shares that could have been acquired
at fair value (determined as the average market price of the
Company’s shares during the period). The number of shares
calculated as above is compared with the number of shares that
would have been issued assuming the exercise of the share options.
Profit attributable to equity holders of the Company
Profit from continuing operations attributable to equity holders of the
Company
Weighted average number of equity shares outstanding
Effect of dilutive equivalent share options
Weighted average number of equity shares for diluted earnings per share
Diluted earnings per share
Diluted earnings per share from continuing operations
Year ended March 31,
2012
` 55,730
2013
` 66,359
2014
` 77,967
` 52,325
2,449,777,457
7,734,081
2,457,511,538
` 22.69
` 21.29
` 61,362
2,453,218,759
5,965,562
2,459,184,321
` 26.98
` 24.95
` 77,967
2,454,745,434
7,881,305
2,462,626,739
` 31.66
` 31.66
27. Employee stock incentive plans
The stock compensation expense recognized for employee
services received during the year ended March 31, 2012, 2013
and 2014 is ` 835, ` 510 and ` 513 respectively for continuing
operations.
Wipro Equity Reward Trust (WERT)
In 1984, the Company established a controlled trust called the
Wipro Equity Reward Trust (“WERT”). In the earlier years, the
WERT purchased shares of the Company out of funds borrowed
from the Company. The Company’s Board Governance,
Nomination and Compensation Committee recommends to the
WERT certain officers and key employees, to whom the WERT
grants shares from its holdings at nominal price. Such shares
are then held by the employees subject to vesting conditions.
The shares held by the WERT are reported as a reduction in
stockholders’ equity.
218
Consolidated Financial Statements Under IFRSAnnual Report 2013-14
The movement in the shares held by the WERT is given below:
Name of Plan
Shares held at the
beginning of the
period
Shares granted to
employees
Adjustment pursuant
to demerger
Shares held at the end
of the period
Year ended March 31,
2012
2013
2014
13,269,600
13,269,600 14,829,824
—
—
—
1,560,224
—
—
13,269,600
14,829,824 14,829,824
Wipro Employee Stock Option Plans and Restricted Stock
Unit Option Plans
A summary of the general terms of grants under stock option
plans and restricted stock unit option plans are as follows:
Wipro Employee Stock
Option Plan 1999 (1999
Plan)
Wipro Employee Stock
Option Plan 2000 (2000
Plan)
Stock Option Plan (2000
ADS Plan)
Wipro Restricted Stock Unit
Plan (WRSUP 2004 plan)
Wipro ADS Restricted Stock
Unit Plan (WARSUP
2004 plan)
Wipro Employee Restricted
Stock Unit Plan 2005
(WSRUP 2005 plan)
Wipro Employee Restricted
Stock Unit Plan 2007
(WSRUP 2007 plan)
Authorized
Shares(1)
50,000,000 `
Range of
Exercise Prices
171 – 490
250,000,000 `
171 – 490
15,000,000 US$
3 – 7
20,000,000 `
2
20,000,000 US$
0.04
20,000,000 `
16,666,667 `
2
2
Employees covered under the stock option plans and restricted
stock unit option plans (collectively “stock option plans”) are
granted an option to purchase shares of the Company at the
respective exercise prices, subject to requirement of vesting
conditions (generally service conditions). These options
generally vests in tranches over a period of five years from the
date of grant. Upon vesting, the employees can acquire one
equity share for every option. The maximum contractual term
for these stock option plans is generally ten years.
The activity in these stock option plans is summarized below:
Outstanding at the
beginning of the
year
Granted
Exercised
Forfeited and lapsed
2012
Number
Rangeof
Exercise
Prices
`
480–489
— `
Year ended March31,
2013
Number
30,000 `
Weighted
Average
Exercise
Price
480.20
Weighted
Average
Exercise
Price
—
2014
Number Weighted
Average
Exercise
Price
480.20
33,636 `
`
2
US$
0.04
` 480 – 489
`
2
US$
0.04
` 480 – 489
`
2
0.04
US$
`
480–489
`
2
0.04
US$
15,382,761 `
3,223,892 US$
30,000 `
40,000 `
2
0.04
480.20
2
— US$ —
— `
—
(3,708,736 ) `
2
0.04
—
2
0.04
— `
(1,106,987 ) `
(638,347 ) US$
(411,853 ) US$
10,607,038 `
2,173,692 US$
2
0.04
— `
—
3,573,150 `
2
1,352,000 US$ —
—
2
0.04
—
2
0.04
— `
(655,662 ) `
(180,116 ) US$
— `
(3,265,830 ) `
(912,672 ) US$
11,502,173 `
— `
5,000 `
2
2,727,802 US$ 0.04
—
2
25,000 US$ 0.04
—
2
0.04
— `
—
(555,040 ) `
2
(218,546 ) US$ 0.04
(437,764 ) US$
— `
(2,944,779) `
219
Consolidated Financial Statements Under IFRSWipro Limited
2012
Number
Weighted
Average
Exercise
Price
480.20
2
0.04
480.20
— `
— `
— US$
30,000 `
Year ended March31,
2013
Number
3,636 `
1,243,478 `
294,897 US$
33,636 `
Weighted
Average
Exercise
Price
480.20
2
0.04
480.20
2014
Number Weighted
Average
Exercise
Price
— `
—
— `
—
— US$ —
480.20
33,636 `
Rangeof
Exercise
Prices
`
`
US$
`
480–489
2
0.04
480–489
`
US$
`
2
0.04
480–489
10,607,038 `
2,173,692 US$
— `
2
0.04
480.20
11,502,173 `
2,727,802 US$
— `
2
0.04
480.20
8,007,354 `
2
2,096,492 US$ 0.04
480.20
13,455 `
`
US$
2
0.04
5,370,221 `
578,400 US$
2
0.04
7,111,160 `
541,959 US$
2
0.04
5,518,608 `
2
347,562 US$ 0.04
Effect of demerger(1)
Outstanding at the end of
the year
Exercisable at the end of
the year
(1) An adjustment of one employee stock option for every 8.25 employee stock option held has been made, as of the Record Date
of the Demerger, for each eligible employee pursuant to the terms of the Scheme.
The following table summarizes information about outstanding stock options:
Range of
Exercise price
2012
Numbers Weighted
Average
Remaining
Life
(Months)
Weighted
Average
Exercise
Price
` 480–489
`
2
0.04
US$
30,000
10,607,038
2,173,692
48 ` 480.20
33,636
30 ` 2 11,502,173
2,727,802
37 US$ 0.04
As at March 31,
2013
2014
Weighted
Average
Exercise
Price
Numbers Weighted
Average
Remaining
Life
(Months)
33,636
36
37 `
2 8,007,354
50 US$ 0.04 2,096,492
` 480.20
Numbers Weighted
Average
Remaining
Life
(Months)
Weighted
Average
Exercise
Price
24 ` 480.20
36 `
2
44 US$ 0.04
The weighted-average grant-date fair value of options granted during the year ended March 31, 2012, 2013 and 2014 was ` 449.80,
` 406.26 and ` 676.73 for each option, respectively. The weighted average share price of options exercised during the year ended
March 31, 2012, 2013 and 2014 was ` 399.22, ` 384.52 and ` 462.60 for each option, respectively.
28. Employee benefits (continuing operations)
a) Employee costs include:
The employee benefit cost is recognized in the following line
items in the statement of income:
Year ended March 31,
2012
2014
` 144,463 ` 175,172 ` 201,815
2013
455
562
559
2,597
835
3,681
513
` 148,350 ` 179,627 ` 206,568
3,383
510
Cost of revenues
Selling and marketing
expenses
General and administrative
expenses
Salaries and bonus
Employee benefit plans
Gratuity
Contribution to provident
and other funds
Share based compensation
220
Year ended March 31,
2012
2014
` 125,983 ` 150,864 ` 173,651
2013
12,387
17,308
21,412
9,980
11,505
` 148,350 ` 179,627 ` 206,568
11,455
Consolidated Financial Statements Under IFRSAnnual Report 2013-14
Defined benefit plan actuarial gains/ (losses) recognized in other comprehensive income include:
Re-measurement of net defined benefit liability/(asset)
Return on plan assets excluding interest income
Actuarial loss/ (gain) arising from financial assumptions
Actuarial loss/ (gain) arising from demographic assumptions
Actuarial loss/ (gain) arising from experience adjustments
Year ended
March 31,
2014
(24)
283
(3)
(25)
231
The Company has adopted Revised IAS 19R with effect from April 1, 2013. Comparative information has not been restated for the
changes as the effect of the change in accounting policy is not material.
b) Defined benefit plans—Gratuity:
Amount recognized in the statement of income in respect of gratuity cost (defined benefit plan) for the continuing operations is
as follows:
Current service cost
Net interest on net defined benefit liability/(asset)*
Interest on obligation*
Expected return on plan assets
Actuarial losses/(gains) recognized
Past service cost
Net gratuity cost/(benefit)
Actual return on plan assets
* as per Revised IAS 19
Year ended March 31,
2012
` 422
NA
201
(176)
23
(16)
` 454
` 221
2013
` 457
NA
237
(208)
86
(11)
` 561
` 249
2014
` 578
(19)
NA
—
—
—
` 559
` 263
Gratuity is applicable only to employees drawing a salary in Indian rupees and there are no other foreign defined benefit gratuity plans.
The principal assumptions used for the purpose of actuarial valuation are as follows:
Discount rate
Expected return on plan assets
Expected rate of salary increase
As at March 31,
2012
8.35%
8%
5%
2013
7.80%
8%
5%
2014
8.90%
8.50%
8%
The expected return on plan assets is based on expectation of the average long term rate of return expected on investments of the
fund during the estimated term of the obligations.
The discount rate is based on the prevailing market yields of Indian government securities for the estimated term of the obligations.
Expected rate of return on plan assets based on the Company’s expectation of the average long term rate of return expected on
investments of the Fund during the estimated term of the obligations. The estimates of future salary increases considered takes
into account the inflation, seniority, promotion and other relevant factors. Attrition rate considered is the management’s estimate,
based on previous years’ employee turnover of the Company.
221
Consolidated Financial Statements Under IFRSWipro Limited
Change in present value of defined benefit obligation is summarized below:
Defined benefit obligation at the beginning of the year
Acquisitions
Current service cost
Past service cost
Interest on obligation
Benefits paid
Actuarial losses/(gains)*
Remeasurement loss/(gains)*
Actuarial loss/(gain) arising from financial
assumptions
Actuarial loss/(gain) arising from demographic
assumptions
Actuarial loss/(gain) arising from experience
assumptions
Effect of demerger of diversified business
Defined benefit obligation at the end of the year
Change in plan assets is summarized below:
Fair value of plan assets at the beginning of the year
Acquisitions
Expected return on plan assets
Employer contributions
Benefits paid
Actuarial gains/(losses)*
Remeasurement loss/(gains)*
Return on plan assets excluding interest income
Effect of demerger of diversified business
Fair value of plan assets at the end of the year
Present value of unfunded obligation
Recognized asset/(liability)
* as per revised IAS 19
`
2010
1,858 `
—
328
—
133
(214)
(45)
As at March 31,
2011
2,060 `
—
386
254
161
(230)
(155)
2012
2,476 `
25
435
(16)
211
(352)
66
2013
2,845 `
—
471
—
249
(397)
142
NA
NA
NA
NA
NA
NA
NA
NA
2014
3,115
—
578
—
221
(479)
NA
283
(3)
NA
—
2,060 `
NA
—
2,476 `
NA
—
2,845 `
NA
(195)
3,115 `
(25)
—
3,690
`
As at March 31,
2010
` 1,416
—
122
625
(214)
18
NA
—
` 1,967
` (93)
` (93)
2011
` 1,967
—
164
473
(230)
13
NA
—
` 2,387
` (89)
` (89)
2012
` 2,387
1
184
586
(344)
52
NA
—
` 2,866
` 21
` 21
2013
` 2,866
—
216
507
(397)
50
NA
(146)
` 3,096
` (19)
` (19)
2014
` 3096
—
240
475
(478)
NA
24
—
` 3,357
` (333)
` (333)
As at March 31, 2012, 2013 and 2014, plan assets were primarily invested in insurer managed funds
The Company has established an income tax approved irrevocable trust fund to which it regularly contributes to finance the liabilities
of the plan. The fund’s investments are managed by certain insurance companies as per the mandate provided to them by the
trustees and the asset allocation is within the permissible limits prescribed in the insurance regulations.
The expected future contribution and estimated future benefit payments from the fund are as follows:
Expected contribution to the fund during the year ending March 31, 2015
Estimated benefit payments from the fund for the year ending March 31:
2015
2016
2017
2018
2019
Thereafter
Total
222
` 621
` 649
721
790
852
895
4,091
` 7,998
Consolidated Financial Statements Under IFRSAnnual Report 2013-14
The expected benefits are based on the same assumptions used to measure the Company’s benefit obligations as of March 31, 2014.
Sensitivity for significant actuarial assumptions is computed to show the movement in defined benefit obligation by 0.5 percentage.
As of March 31, 2014, every 0.5 percentage point increase/ decrease in discount rate will affect the gratuity benefit obligation by
approximately ` 58.
As of March 31, 2014, every 0.5 percentage point increase/ decrease in expected rate of salary increase will affect the gratuity benefit
obligation by approximately ` 44.
c) Provident Fund:
Up to year ended March 31, 2011, in the absence of guidance from the Actuarial Society of India, actuarial valuation could not have
been applied to reliably measure the provident fund liabilities. During the year ended March 31, 2012, the Actuarial Society of India
issued the guidance for measurement of provident fund liabilities.
The details of fund and plan assets are given below:
Fair value of plan assets
Present value of defined benefit obligation
Net (shortfall)/excess
As at March 31,
2010
` 12,285
2011
` 15,309
2012
` 17,932
12,194
15,412
17,668
` 91
` (103)
` 264
2013
` 21,004
2014
` 24,632
24,632
` — ` —
21,004
The plan assets have been primarily invested in government securities and corporate bonds.
The principal assumptions used in determining the present value obligation of interest guarantee under the deterministic approach
are as follows:
Discount rate for the term of the obligation
Average remaining tenure of investment portfolio
Guaranteed rate of return
29. Related party relationships and transactions
As at March 31,
2010
7.15%
7 years
8.5%
2011
7.95%
7 years
9.5%
2012
8.35%
6 years
8.25%
2013
7.80%
6 years
8.50%
2014
8.90%
6 years
8.75%
List of subsidiaries as of March 31, 2014 are provided in the table below.
Subsidiaries
Subsidiaries
Subsidiaries
Wipro LLC (formerly Wipro Inc.)
Wipro Gallagher Solutions Inc
Opus Capital Markets Consultants
LLC
Opus Technology Services LLC
Infocrossing Inc.
Wipro Promax Analytics Solutions LLC
[Formerly Promax Analytics Solutions
Americas LLC]
Wipro Insurance Solutions LLC
Wipro Japan KK
Wipro Shanghai Limited
Wipro Trademarks Holding Limited
Wipro Travel Services Limited
Wipro Holdings (Mauritius) Limited
Wipro Holdings U.K. Limited
Wipro Holding Austria GmbH(A)
3D Networks (U.K.) Limited
Wipro Europe Limited (A)
Country of
Incorporation
USA
USA
USA
USA
USA
USA
Japan
China
India
India
Mauritius
U.K.
Austria
U.K.
U.K.
223
Consolidated Financial Statements Under IFRSWipro Limited
Subsidiaries
Subsidiaries
Subsidiaries
Wipro Cyprus Private Limited
Wipro Doha LLC#
Wipro Technologies S.A DE C. V
Wipro BPO Philippines LTD. Inc
Wipro Holdings Hungary Korlátolt
Felelősségű Társaság
Wipro Technologies Argentina SA
Wipro Information Technology Egypt
SAE
Wipro Arabia Limited*
Wipro Poland Sp Zoo
Wipro IT Services Poland Sp. z o. o
Wipro Outsourcing Services U.K. Limited
Wipro Technologies South Africa
(Proprietary) Limited
Wipro Information Technology
Netherlands BV
Wipro Technologies SRL
PT WT Indonesia
Wipro Australia Pty Limited
Wipro Technocentre (Singapore) Pte
Limited
Wipro (Thailand) Co Limited
Wipro Bahrain Limited WLL
Wipro Gulf LLC
Wipro Technologies Spain S.L.
Wipro Technologies SDN BHD
Wipro Networks Pte Limited
(formerly 3D Networks Pte Limited)
Planet PSG Pte Limited
Wipro Chengdu Limited
Wipro Airport IT Services Limited*
224
Country of
Incorporation
Cyprus
Qatar
Mexico
Philippines
Hungary
Argentina
Egypt
SaudiArabia
Poland
Poland
U.K.
SouthAfrica
Wipro Technologies Nigeria Limited Nigeria
Netherland
Portugal
Wipro Portugal S.A.(A)
Wipro Technologies Limited, Russia Russia
Wipro Technology Chile SPA
Chile
Wipro Technologies Canada Limited Canada
Wipro Information Technology
Kazakhstan LLP
Wipro Technologies W.T. Sociedad
Anonima
Wi p ro O u t s o u rc i n g S e r v i ce s
(Ireland) Limited
Wipro Technologies Norway AS
Wipro Technologies VZ, C.A.
Ireland
Costa Rica
Kazakhstan
WiproPromaxHoldingsPtyLtd
(formerly Promax Holdings Pty
Ltd)(A)
Norway
Venezuela
Romania
Indonesia
Australia
Australia
Singapore
Thailand
Bahrain
Sultanateof
Oman
Spain
Singapore
Singapore
Malaysia
China
India
Consolidated Financial Statements Under IFRSAnnual Report 2013-14 In addition to above, the Company controls ‘The Wipro SA Broad Based Ownership Scheme Trust’ and Wipro SA Broad Based
Ownership Scheme SPV (RF) (PTY) LTD, which are incorporated in South Africa and are consolidated for financial reporting purposes.
* All the above direct subsidiaries are 100% held by the Company except that the Company holds 66.67% of the equity securities
of Wipro Arabia Limited and 74% of the equity securities of Wipro Airport IT Services Limited.
# 51% of equity securities of Wipro Doha LLC are held by a local share holder. However, the beneficial interest in these holdings is
with the Company.
(A) Step Subsidiary details of Wipro Holding Austria GmbH, Wipro Portugal S.A, Wipro Europe Limited and Wipro Promax Holdings
Pty Ltd are as follows:
Subsidiaries
Subsidiaries
Wipro Holding Austria GmbH
Wipro Europe Limited
(formerly SAIC Europe Limited)
Wipro Portugal S.A.
Wipro Technologies Austria GmbH
New Logic Technologies SARL
Wipro UK Limited
Wipro Europe SARL
Country of
Incorporation
Austria
France
U.K.
France
SAS Wipro France
Wipro Retail UK Limited
Wipro do Brasil Technologia Ltda
Wipro Technologies Gmbh
Wipro Promax Analytics Solutions Pty Ltd
(formerly Promax Applications Group Pty Ltd)
Wipro Promax IP Pty Ltd (formerly PAG IP Pty Ltd)
Wipro Promax Analytics Solutions (Europe) Limited [formerly Promax
Analytics Solutions (Europe) Ltd]
France
U.K.
Brazil
Germany
Australia
Australia
UK
Nature
Trust
Trust
Country of Incorporation
India
India
Wipro Promax Holdings Pty Ltd
(formerly Promax Holdings Pty Ltd)
The list of controlled trusts are:
Name of entity
Wipro Equity Reward Trust
Wipro Inc Benefit Trust
The other related parties are:
Name of entity
Nature
% of holding
Wipro GE Healthcare Private Limited
Wipro Kawasaki Precision Components Pvt Ltd
Associate (Up to March 31, 2013)
Associate (Up to March 31, 2013)
49 %
26 %
Country of
Incorporation
India
India
The other related parties are:
Name of other related parties
Azim Premji Foundation
Azim Premji Trust
Hasham Traders (partnership firm)
Prazim Traders (partnership firm)
Zash Traders (partnership firm)
Regal Investment & Trading Company Private Limited
Vidya Investment & Trading Company private Limited
Napean Trading & Investment Company Private Limited
Wipro Enterprises Limited
Wipro Enterprises Cyprus Limited
Nature
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
225
Consolidated Financial Statements Under IFRSWipro Limited Name of other related parties
Wipro Singapore Pte Limited
Wipro Unza Holdings Limited
Wipro Infrastructure Engineering AB
Yardley of London Limited
Wipro Enterprises Netherlands BV
Key management personnel
Azim Premji
-
Suresh C. Senapaty
-
T. K. Kurien
-
Dr. Ashok Gangul
-
Narayanan Vaghul
-
Dr. Jagdish N Sheth
-
P. M. Sinha
-
-
B. C. Prabhakar
- William Arthur Owens
Dr. Henning Kagermann
-
Shyam Saran
-
- M.K. Sharma
-
-
Relative of key management personnel
Rishad Premji
Vyomesh Joshi
Ireena Vittal
(1 Up to July 25, 2013
(2) With effect from October 1, 2012
(3) With effect from October 1, 2013
Nature
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Entity controlled by Director
Chairman and Managing Director
Chief Financial Officer and Executive Director
Chief Executive Officer and Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director(1)
Non-Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director(2)
Non-Executive Director(3)
Relative of the Key management personnel
The Company has the following related party transactions:
Transaction/ Balances
Associate
Sale of goods and services
Purchase of assets
Interest expense
Interest income
Rental income
Dividend
Royalty income
Others
Key management personnel#
Remuneration and short-term
benefits
Other benefits
Remuneration to relative of key
management personnel
Balances as on March 31,
Receivables
Payables
2012
` 75
—
—
—
—
—
98
—
—
—
—
16
—
2013
` —
—
—
—
—
—
—
—
—
—
—
—
—
2014
—
—
—
—
—
—
—
—
—
—
—
—
—
Entities controlled by
Directors
2013
` 2
—
—
—
—
10,995
—
—
2012
` 12
—
—
—
—
11,102
—
3
2014
` 186
66
40
18
39
13,733
—
3
—
—
—
1
—
—
—
—
—
—
—
1,111
4,548
617
1,000
Key Management Personnel
2012
` —
—
—
—
—
573##
—
—
2013
` —
—
—
—
—
573##
—
8
2014
—
—
—
—
765##
—
3
108
152
221
34
5
—
22
30
8
—
60
32
11
—
109
# Post employment benefit comprising gratuity, and compensated absences are not disclosed as these are determined for the
Company as a whole.
## Including relative of key management personnel.
226
Consolidated Financial Statements Under IFRSAnnual Report 2013-14
30. Commitments and contingencies
Operating leases: The Company has taken office, residential
facilities and IT equipment under cancelable and non-cancelable
operating lease agreements that are renewable on a periodic
basis at the option of both the lessor and the lessee. The
operating lease agreements extend up to a maximum of fifteen
years from their respective dates of inception and some of these
lease agreements have price escalation clause. Rental payments
under such leases were ` 3,457, ` 4,177 and ` 4,583 for the year
ended March 31, 2012, 2013 and 2014, respectively in respect
of continuing operations.
Details of contractual payments under non-cancelable leases
are given below:
Not later than one year
Later than one year but not later
than five years
Later than five years
As at March 31,
2013
` 2,410
2014
` 2,584
6,147
3,228
` 11,785
5,413
2,881
` 10,878
Capital commitments: As at March 31, 2013 and 2014, the
Company had committed to spend approximately ` 1,259 and
` 778, respectively, under agreements to purchase property and
equipment. These amounts are net of capital advances paid in
respect of these purchases.
Guarantees: As at March 31, 2013 and 2014, performance
and financial guarantees provided by banks on behalf of the
Company to the Indian Government, customers and certain
other agencies amount to approximately ` 23,753 and ` 22,864
respectively, as part of the bank line of credit.
Contingencies and lawsuits: The Company had received tax
demands aggregating to ` 42,883 (including interest of ` 12,907)
arising primarily on account of denial of deduction under section
10A of the Income Tax Act, 1961 in respect of profit earned by
the Company’s undertaking in Software Technology Park at
Bangalore and with regard to the method of computing the
tax incentives for exports for the years ended March 31, 2001
to March 31, 2009. The appeals filed against the said demand
before the Appellate authorities have been allowed in favor of
the Company by the second appellate authority for the years
up to March 31, 2007. Further appeals have been filed by the
Income tax authorities before the Honorable High Court. For
the year ended March 31, 2008 and March 2009, the appeal is
pending before Income Tax Appellate Tribunal.
In March 2014, the Company received the draft assessment order,
on similar grounds as that of earlier years, with a demand of
` 9,058 (including interest of ` 2,938) for the financial year ended
March 31, 2010. Subsequent to the year end the Company has
filed its objections against the said demand before the Dispute
Resolution Panel.
Considering the facts and nature of disallowance and the order
of the appellate authority upholding the claims of the Company
for earlier years, the Company expects that the final outcome of
the above disputes to be in favor of the Company and impact on
the Company’s consolidated financial statement is not expected
to be material.
The Company is subject to legal proceedings and claims which
have arisen in the ordinary course of its business. The resolution
of these legal proceedings is not likely to have a material and
adverse effect on the results of operations or the financial
position of the Company.
The Contingent liability in respect of disputed demands for
excise duty, custom duty, income tax, sales tax and other matters
amounts to ` 2,374, ` 2,273 and ` 2,338 as of March 31, 2012,
2013 and 2014, respectively.
Other commitments: The Company’s Indian operations have
been established as unit in Special Economic Zone and
Software Technology Park Unit under plans formulated by the
Government of India. As per the plan, the Company’s India
operations have export obligations to the extent of foreign
exchange net positive (i.e. foreign exchange inflow – foreign
exchange outflow should be positive) over a five year period.
The consequence of not meeting this commitment in the
future would be a retroactive levy of import duties on certain
hardware previously imported duty free. As of March 31, 2014,
the Company has met all commitments required under the plan.
31. Segment Information
The Company is organized by business, which primarily includes
IT Services (comprising of IT Services and BPO Services) and IT
Products. Following the demerger of the Diversified Business and
starting with the quarter ended June 30, 2013, we implemented a
new segment reporting structure to align ourselves with industry
trends. The industry segments are Banking, Financial Services
and Insurance (BFSI), Healthcare and Life Sciences (HLS), Retail,
Consumer, Transport and Government (RCTG), Energy, Natural
Resources and Utilities (ENU), Manufacturing and Hi-tech (MFG),
and Global Media and Telecom (GMT).
The IT Services reportable segment information for the
comparative period by industry class of customers is not restated
to reflect the above change since the meaningful segregation
of the data is impracticable. However, as required under IFRS 8,
the Company has presented segment information for the current
period on both the old basis and new basis of segmentation.
The Chairman of the Company has been identified as the
Chief Operating Decision Maker (CODM) as defined by IFRS 8–
Operating Segments. The Chairman of the Company evaluates
the segments based on their revenue growth, operating income
and return on capital employed. The management believes
that return on capital employed is considered appropriate for
evaluating the performance of its operating segments as per old
basis of segmentation. Return on capital employed is calculated
as operating income divided by the average of the capital
employed at the beginning and at the end of the period. Capital
employed includes total assets of the respective segments
(except cash and cash equivalents, available for sale investments
and inter-corporate deposits amounting to ` 128,037, ` 191,935
and `190,450 as of March 31, 2012, 2013 and 2014, respectively,
which is included under Reconciling items) less all liabilities,
excluding loans and borrowings.
227
Consolidated Financial Statements Under IFRSWipro Limited
Information on reportable segment on the new basis of segmentation for the year ended March 31, 2014 is as follows:
BFSI
HLS
RCTG
IT Services
ENU
MFG
GMT
Total
106,035
24,153
41,130
7,637
58,893
13,012
63,923
17,418
74,423
17,348
55,105
11,569
399,509
91,137
(804 )
90,333
IT
Products*
38,785
310
—
310
Reconciling
Items
(666 )
(1,289 )
—
(1,289 )
Entity
total*
437,628
90,158
(804 )
89,354
(2,891 )
14,542
101,005
(22,600)
78,405
11,106
Revenue
Operating income of segment
Unallocated
Operating income total
Finance expense
Finance and other income
Profit before tax
Income tax expense
Profit for the period
Depreciation and
amortisation
* The operating income of the IT Products segment and the Company for the year ended March 31, 2014, includes a non-recurring
expense of ` 209, incurred due to cessation of manufacturing of ‘Wipro branded desktops, laptops and servers’. Operating income
of the IT Products segment and the Company excluding the above non-recurring expense is ` 519 and ` 89,563 for the year ended
March 31, 2014, respectively, and profit after tax of the Company excluding the above non-recurring expense is ` 78,567 for the
year ended March 31, 2014.
Information on reportable segments on the old basis of segmentation is as follows:
Year ended March 31, 2012
IT Services and Products
IT
Services
IT
Products
Total
Consumer Care
and Lighting
(Discontinued)
Others
(Discontinued)
Reconciling
Items
Entity
Total
284,313
38,436
322,749
(191,713)
(34,080 )
(225,793)
(16,114)
(17,221)
(1,395 )
(1,174 )
(17,509)
(18,395)
33,401
(18,945)
(9,195)
(1,305)
18,565
534
375,249
(17,302 )
(1,133 )
(263,173)
(620 )
(533 )
(453 )
(53 )
(27,777)
(20,286)
Revenues
Cost of revenues
Selling and marketing expenses
General and administrative
expenses
Operating income of segment
59,265
1,787
61,052
3,956
110
(1,105 )
Finance expense
Finance and other income
Share of profits of equity
accounted investees
Profit before tax
Income tax expense
Profit for the year
Depreciation and amortization
expense
Total assets
Total liabilities
Opening capital employed
Closing capital employed
Average capital employed
Return on capital employed
Additions to:
Goodwill
Intangible assets
Property, plant and equipment
228
8,768
222,792
74,287
126,929
152,757
139,843
44 %
5,524
824
12,757
428
29,815
7,270
20,926
22,669
21,798
18 %
47
29
624
481
15,767
6,661
6,922
11,875
9,398
1 %
341
108
1,139
64,013
(3,491)
8,895
333
69,750
(13,763)
55,987
10,129
436,001
149,838
293,176
345,121
319,149
20 %
5,912
961
452
167,627
61,620
138,399
157,820
148,110
—
—
—
344
14,864
Consolidated Financial Statements Under IFRSAnnual Report 2013-14
Revenues
Cost of revenues
Selling and marketing expenses
General and administrative expenses
Operating income of segment
Finance expense
Finance and other income
Share of profits of equity accounted
investees
Profit before tax
Income tax expense
Profit for the year
Depreciation and amortization expense
Total assets
Total liabilities
Opening capital employed
Closing capital employed
Average capital employed
Return on capital employed
Additions to:
Goodwill
Intangible assets
Property, plant and equipment
Revenues
Cost of revenues
Selling and marketing expenses
General and administrative expenses
Operating income of segment
Finance expense
Finance and other income
Share of profits of equity accounted
investees
Profit before tax
Income tax expense
Profit for the year
Depreciation and amortization expense
Total assets
Total liabilities
Opening capital employed#
Closing capital employed
Average capital employed
Return on capital employed
Additions to:
Goodwill
Intangible assets
Property, plant and equipment
Year ended March 31, 2013
Consumer
Care and Lighting
(Discontinued)
Others
(Discontinued)
Reconciling
Items
Entity
Total
IT Services and Products
Total
IT
IT
Products
Services
39,238
338,431
(35,362 )
(225,493 )
(1,458 )
(22,335 )
(1,428 )
(20,670 )
990
69,933
377,669
(260,855 )
(23,793 )
(22,098 )
70,923
40,594
(22,232 )
(11,851 )
(1,499 )
5,012
14,785
(13,460 )
(537 )
(498 )
290
560
(1,177 )
(452 )
(10 )
(1,079 )
433,608
(297,724 )
(36,633 )
(24,105 )
75,146
(2,822 )
12,828
(107 )
85,045
(18,349 )
66,696
10,835
439,730
154,747
345,121
414,866
379,993
20 %
510
203,878
77,152
157,820
218,438
188,128
—
—
—
14
1,669
1,160
7,686
9,426
235,852
77,595
152,757
161,456
157,107
45 %
1,615
619
6,324
471
—
—
22,669
24,198
23,434
21 %
54
541
647
428
—
—
11,875
10,774
11,325
3 %
—
—
701
Year ended March 31, 2014
Consumer
Care and Lighting
(Discontinued)
Others
(Discontinued)
Reconciling
Items
Entity
Total*
Total
IT Services and Products
IT
IT
Products*
Services
399,509
38,785
(35,659)
(259,807)
(1,335)
(27,338)
(1,481)
(22,031)
310
90,333
438,294
(295,466)
(28,673)
(23,512)
90,643
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
(666)
(22)
(575)
(26)
(1,289)
516
195,334
53,202
187,343
186,703
187,022
—
—
—
—
—
—
—
—
—
—
437,628
(295,488)
(29,248)
(23,538)
89,354
(2,891)
14,542
—
101,005
(22,600)
78,405
11,106
502,304
157,418
348,799
396,479
372,639
24 %
—
—
10
3,095
577
12,347
229
10,590
306,970
104,216
161,456
209,777
185,617
49 %
3,095
577
12,337
* Refer note below for cessation of manufacturing of ‘Wipro branded desktops, laptops and servers’.
# Opening capital employed is represented net off adjustment of capital employed relating to diversified business.
Consolidated Financial Statements Under IFRSWipro Limited
Note:
The operating income of IT Products segment and the Company
for the year ended March 31, 2014, includes non-recurring
expense of ` 209, respectively, incurred due to cessation of
manufacturing of ‘Wipro branded desktops, laptops and servers’.
Operating income of the IT Products segment and the Company
excluding the above non-recurring expense is ` 519 and ` 89,563
for the year ended March 31, 2014, respectively and profit after
tax of the Company excluding the above non-recurring expense
is ` 78,567 for the year ended March 31, 2014.
Reconciliation of the reportable segment revenue and profit
before tax:
Revenues:
Revenue as per segment reporting
Less: Foreign exchange (gains) /
losses, net included in segment
revenue
Less: Revenues for discontinued
operations (Note 4)
Inter-group transactions
Revenues for continuing
operations
Profit before tax:
Profit before tax as per segment
reporting
Less: Profit before tax for
discontinued operations
Profit before tax for continuing
operations
Year ended March 31,
2013
2012
` 375,249
` 433,608
(3,278)
(2,654)
(53,226)
2
(56,706)
8
` 318,747
` 374,256
` 69,750
` 85,045
(4,227)
(6,449)
` 65,523
` 78,596
Management believes that it is currently not practicable to
provide disclosure of assets by segment, as they are not identified
to any of the reportable segments and meaningful segregation
of the available information is onerous.
The Company has four geographic segments: India, the United
States, Europe and Rest of the world. Revenues from the
geographic segments based on domicile of the customer for
continuing operations are as follows:
India
United States
Europe
Rest of the world
Year ended March 31,
2013
` 48,472
172,461
99,639
56,310
` 376,882
2012
` 47,058
147,151
81,328
46,538
` 322,075
2014
46,235
200,343
120,868
70,182
` 437,628
No client individually accounted for more than 10% of the
revenues during the year ended March 31, 2012, 2013 and 2014.
Management believes that it is currently not practicable to
provide disclosure of assets by geographical location, as
230
meaningful segregation of the available information is onerous.
Notes:
a)
The Company has the following reportable segments:
i)
IT Services: The IT Services industry segments are
Banking, Financial Services and Insurance (BFSI), Healthcare
and Life Sciences (HLS), Retail, Consumer, Transport and
Government (RCTG), Energy, Natural Resources and Utilities
(ENU), Manufacturing (MFG), and Global Media and Telecom
(GMT). Key service offering includes software application
development and maintenance, research and development
services for hardware and software design, business application
services, analytics, consulting, infrastructure outsourcing
services and business process outsourcing services.
ii)
IT Products: The Company is a value added reseller
of desktops, servers, notebooks, storage products, networking
solutions and packaged software for leading international
brands. In certain total outsourcing contracts of the IT Services
segment, the Company delivers hardware, software products
and other related deliverables. Effective as of the quarter ended
December 31, 2013, the Company ceased the manufacturing of
“Wipro” branded desktops, laptops and servers. Revenue relating
to these items is reported as revenue from the sale of IT Products.
iii)
‘Reconciling items’ includes elimination of inter-
segment transactions and other corporate activities which do
not qualify as operating segments under IFRS 8.
iv)
In connection with the Demerger of the Diversified
Business (refer to note 4) during the year ended March 31,
2013, the “Consumer Care and Lighting” and “Others” business
segments have been discontinued effective March 31, 2013.
Revenues include excise duty of ` 1,205, ` 1,377 and ` 79
b)
for the year ended March 31, 2012, 2013 and 2014, respectively.
For the purpose of segment reporting, the segment revenues are
net of excise duty. Excise duty is reported in reconciling items.
c)
For the purpose of segment reporting only, the Company
has included the impact of ‘foreign exchange gains / (losses),
net’ in revenues (which is reported as a part of operating profit
in the statement of income).
d)
For evaluating performance of the individual business
segments, stock compensation expense is allocated on the
basis of straight line amortization. The incremental impact of
accelerated amortization of stock compensation expense over
stock compensation expense allocated to the individual business
segments is reported in reconciling items.
For evaluating the performance of the individual business
e)
segments, amortization of intangibles acquired through
business combinations are reported in reconciling items.
f )
For evaluating the performance of the individual business
segments, loss on disposal of subsidiaries are reported in
reconciling items.
g)
The Company generally offers multi-year payment terms
in certain total outsourcing contracts. These payment terms
Consolidated Financial Statements Under IFRSAnnual Report 2013-14
primarily relate to IT hardware, software and certain transformation services in outsourcing contracts. Corporate treasury provides
internal financing to the business units offering multi-year payment terms. Accordingly, such receivables are reflected in capital
employed in reconciling items. As of March 31, 2012, 2013 and 2014, capital employed in reconciling items includes ` 13,562, `
14,123 and ` 15,013 respectively, of such receivables on extended collection terms. The finance income on deferred consideration
earned under these contracts is included in the revenue of the respective segment and is eliminated under reconciling items.
h) Operating income of segments is after recognition of stock compensation expense arising from the grant of options:
Segments
IT Services
IT Products
Consumer Care and Lighting (Discontinued)
Others (Discontinued)
Reconciling items
Total
Year ended March 31,
2012
` 871 `
62
89
26
(99)
` 949
2013
762
45
94
36
(294)
` 643
2014
` 478
19
—
—
16
` 513
231
Consolidated Financial Statements Under IFRSWipro Limited Glossary
IAS
IASB
IFRIC
IFRS
IP
IT-BPM
ITES
LAN
International Accounting Standard
International Accounting Standards Board
IFRS Interpretations Committee
International Financial Reporting Standards
Intellectual Property
Information Technology- Business Process
Management
Information Technology Enabled Services
Local Area Network
LATAM
Latin America
LED
LEED
LIBOR
M2M
MCA
Light Emitting Diode
Leadership in Energy and Environmental Designs
London Inter Bank Offered Rate
Machine to Machine
Ministry of Corporate Affairs
NASSCOM
National Association of Software and Services
Companies
NUI
NVGs
OEM
RSU
SEBI
WAN
WBPO
WCCLG
WIN
WT
Natural User Interface
National Voluntary Guidelines
Original Equipment Manufacturer
Restricted Stock Unit
Securities and Exchange Board of India
Wide Area Network
Wipro BPO
Wipro Consumer Care & Lighting
Wipro Infrastructure Engineering
Wipro Technologies
A&D
ADM
ADR
APAC
Aerospace & Defence
Application Development & Maintenance
American Depository Receipt
Asia Pacific
ASEAN
Association of Southeast Asian Nations
BFSI
BPO
BPS
Banking & Financial Services
Business Process Outsourcing
Basis Point
C(S)PCB
Central(State) Pollution Control Board
Compounded Annual Growth Rate
Client Engagement Manager
Cash Generating Units
Confederation of Indian Industry
Communication & Service Provider
Code of Business Conduct and Ethics
Company of Sponsoring Trade way Organisation
Customer Satisfaction
Corporate Social Responsibility
Computer Telephony Interface
Environmental, Social and Governance
Foreign Currency Translation Reserve
Federation of Indian Chambers of Commerce and
Industry
Financial Institutional Investor
Fixed Price Projects
Global Reporting Initiative
CAGR
CEM
CGU
CII
CMSP
COBCE
COSO
CSAT
CSR
CTI
ESG
FCTR
FICCI
FII
FPP
GRI
232