UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

Form 6-K

 

 

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

under the Securities Exchange Act of 1934

For the month of October 2023

Commission File Number 001-16139

 

 

Wipro Limited

(Exact name of Registrant as specified in its charter)

 

 

Not Applicable

(Translation of Registrant’s name into English)

Karnataka, India

(Jurisdiction of incorporation or organization)

Doddakannelli

Sarjapur Road

Bangalore, Karnataka 560035, India +91-80-2844-0011

(Address of principal executive offices)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F:

Form 20-F ☒   Form  40-F ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  Yes ☐ No ☒

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  Yes ☐ No ☒

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

 

 

 


DISCLOSURE OF CHANGES IN BOARD COMPOSITION

Wipro Limited, a company organized under the laws of the Republic of India (the “Company”), hereby furnishes the Commission with the following information relating to changes in the composition of the Board of Directors of the Company. The following information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

On September 30, 2023, the Company informed the securities exchanges in India on which its securities are listed and the New York Stock Exchange of the retirement of Ms. Ireena Vittal, Independent Director, from the Company’s Board of Directors, effective from the close of business hours on September 30, 2023, and the re-constitution of certain committees of the Company’s Board of Directors consequent to Ms. Vittal’s retirement. Further, Mr. Deepak M. Satwalekar, Independent Director of the Company, was appointed as the Lead Independent Director with effect from October 1, 2023. A copy of such letter to the Exchanges is attached to this Form 6-K as Item 99.1.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly organized.

 

WIPRO LIMITED

/s/ Aparna Iyer

Aparna Iyer
Chief Financial Officer

Dated: October 4, 2023


INDEX TO EXHIBITS

 

Item

    
 99.1    Letter to the Exchanges dated September 30, 2023.

Exhibit 99.1

 

LOGO

September 30, 2023

The Manager – Listing

BSE Limited

(BSE: 507685)

The Manager – Listing

National Stock Exchange of India Limited

(NSE: WIPRO)

The Market Operations,

NYSE, New York

(NYSE: WIT)

Dear Sir/Madam,

Sub: Intimation under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, it is informed that Ms. Ireena Vittal, Independent Director, has retired from the Company’s Board of Directors, with effect from close of business hours on September 30, 2023, after the cessation of her tenure pursuant to Section 149(11) of the Companies Act, 2013.

Consequent to the aforesaid retirement, the following committees of the Board have been re-constituted as under:

 

Committees of the Board

  

Composition of the Committee with effect from

October 1, 2023

Audit, Risk and Compliance (also acts as Risk Management Committee)   

a) Mr. Deepak M. Satwalekar, Chairman

b) Ms. Tulsi Naidu, Member

c) Mr. N S Kannan, Member

Nomination and Remuneration (also acts as Corporate Social Responsibility Committee)   

a) Mr. Patrick Dupuis, Chairman

b) Mr. Deepak M. Satwalekar, Member

c) Ms. Tulsi Naidu, Member

Further, Mr. Deepak M. Satwalekar, Independent Director of the Company, is appointed as the Lead Independent Director with effect from October 1, 2023.

The details as required under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023 are provided in Annexure-A.

This is for your information and records.

Thanking you.

For Wipro Limited

 

LOGO

M Sanaulla Khan

Company Secretary

 

LOGO


Annexure-A

 

Sl. No.

  

Particulars

  

Details

1.    Reason for change viz. appointment, re-appointment, resignation, removal, death or otherwise    Retirement of Ms. Ireena Vittal, Independent Director, after the cessation of her tenure pursuant to Section 149(11) of the Companies Act, 2013.
2.    Date of appointment / re-appointment / cessation (as applicable) & term of appointment / re-appointment;    Ms. Ireena Vittal, Independent Director, has retired from the Company’s Board of Directors, with effect from close of business hours on September 30, 2023
3.    Brief profile (in case of appointment)    Not Applicable
4.    Disclosure of relationships between directors (in case of appointment of a director)    Not applicable

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