EX-99.5 6 d384232dex995.htm EX-99.5

Exhibit 99.5

WIPRO LIMITED

CIN: L32102KA1945PLC020800 ; Registered Office : Wipro Limited, Doddakanneli, Sarjapur Road, Bangalore - 560035, India

Website: www.wipro.com ; Email id – info@wipro.com ; Tel: +91-80-2844 0011 ; Fax: +91-80-2844 0054

STATUTORILY AUDITED CONSOLIDATED FINANCIAL RESULTS FOR THE THREE MONTHS AND YEAR ENDED MARCH 31, 2017 UNDER IFRS (IASB)

(₹ in millions, except share and per share data, unless otherwise stated)

|  | Particulars |  | Three months ended |  |  | Year ended |
|  |  |  | March 31, 2017 |  |  | December 31, 2016 |  |  | March 31, 2016 |  |  | March 31, 2017 |  |  | March 31, 2016 |
1 |  | Income from operations |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | a) Net Sales/income from operations |  |  | 140,620 |  |  |  | 137,645 |  |  |  | 137,417 |  |  |  | 554,179 |  |  |  | 516,307 |
|  | b) Other operating income |  |  | 4,082 |  |  |  | — |  |  |  | — |  |  |  | 4,082 |  |  |  | — |
|  | Total income from operations |  |  | 144,702 |  |  |  | 137,645 |  |  |  | 137,417 |  |  |  | 558,261 |  |  |  | 516,307 |
2 |  | Expenses |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | a) Cost of materials consumed |  |  | — |  |  |  | — |  |  |  | — |  |  |  | — |  |  |  | 2 |
|  | b) Purchase of stock-in-trade |  |  | 5,381 |  |  |  | 6,393 |  |  |  | 8,712 |  |  |  | 25,560 |  |  |  | 30,552 |
|  | c) (Increase)/Decrease in inventories of finished stock, work-in-progress and stock in process |  |  | 1,646 |  |  |  | (414 | ) |  |  | 717 |  |  |  | 1,411 |  |  |  | (605 | )
|  | d) Employee benefit expense |  |  | 68,747 |  |  |  | 66,052 |  |  |  | 63,748 |  |  |  | 268,081 |  |  |  | 245,534 |
|  | e) Depreciation, amortisation and impairment expense |  |  | 8,181 |  |  |  | 5,412 |  |  |  | 4,304 |  |  |  | 23,107 |  |  |  | 14,965 |
|  | f) Sub contracting/technical fees/third party application |  |  | 21,244 |  |  |  | 21,224 |  |  |  | 19,918 |  |  |  | 82,747 |  |  |  | 67,769 |
|  | g) Other expenses |  |  | 14,675 |  |  |  | 15,745 |  |  |  | 15,223 |  |  |  | 63,476 |  |  |  | 61,230 |
|  | Total expenses |  |  | 119,874 |  |  |  | 114,412 |  |  |  | 112,622 |  |  |  | 464,382 |  |  |  | 419,447 |
3 |  | Finance expenses |  |  | 1,053 |  |  |  | 1,366 |  |  |  | 1,284 |  |  |  | 5,183 |  |  |  | 5,582 |
4 |  | Finance and other Income |  |  | 5,636 |  |  |  | 5,719 |  |  |  | 5,710 |  |  |  | 21,660 |  |  |  | 23,655 |
5 |  | Profit before tax [1-2-3+4] |  |  | 29,411 |  |  |  | 27,586 |  |  |  | 29,221 |  |  |  | 110,356 |  |  |  | 114,933 |
6 |  | Tax expense |  |  | 6,742 |  |  |  | 6,440 |  |  |  | 6,648 |  |  |  | 25,213 |  |  |  | 25,366 |
7 |  | Net profit for the period [5-6] |  |  | 22,669 |  |  |  | 21,146 |  |  |  | 22,573 |  |  |  | 85,143 |  |  |  | 89,567 |
8 |  | Non-controlling interest |  |  | 58 |  |  |  | 52 |  |  |  | 193 |  |  |  | 248 |  |  |  | 492 |
9 |  | Net profit after taxes and Non controlling interest [7-8] |  |  | 22,611 |  |  |  | 21,094 |  |  |  | 22,380 |  |  |  | 84,895 |  |  |  | 89,075 |
10 |  | Paid up equity share capital |  |  | 4,861 |  |  |  | 4,861 |  |  |  | 4,941 |  |  |  | 4,861 |  |  |  | 4,941 |
|  | (Face value ₹ 2 per share) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
11 |  | Reserves excluding revaluation reserves and Non controlling interest |  |  |  |  |  |  |  |  |  |  |  |  |  |  | 515,443 |  |  |  | 460,219 |
12 |  | EARNINGS PER EQUITY SHARE (EPS) (of ₹2/- each) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | Basic (in ₹) |  |  | 9.35 |  |  |  | 8.73 |  |  |  | 9.11 |  |  |  | 34.96 |  |  |  | 36.26 |
|  | Diluted (in ₹) |  |  | 9.32 |  |  |  | 8.70 |  |  |  | 9.09 |  |  |  | 34.85 |  |  |  | 36.18 |

1

1. | The audited consolidated interim financial results of the Company for the year ended March 31, 2017 have been approved by the Board of Directors of the Company at its meeting held on April 25, 2017. The Company confirms that its statutory auditors, B S R & Co. LLP have issued audit reports with unmodified opinion on the consolidated interim financial results.

2. | The above consolidated interim financial results have been prepared from the condensed consolidated interim financial statements, which are prepared in accordance with International Financial Reporting Standards and its interpretations (“IFRS”), as issued by the International Accounting Standards Board (“IASB”). Effective April 1, 2016, the company has early adopted IFRS 9, Financial Instruments. The comparative information has been adjusted to effect this change retrospectively.

3. | The total revenue from operations represent the aggregate revenue and includes foreign exchange gains / (losses), net amounting to ₹ 745, ₹ 767 and ₹ 1,093 for the quarter ended March 31, 2017, December 31, 2016 and March 31, 2016, respectively, ₹ 3,777 and ₹ 3,867 for the year ended March 31, 2017 and March 31, 2016, respectively.

4. | List of subsidiaries as of March 31, 2017 are provided in the table below:

Subsidiaries |  | Subsidiaries |  | Subsidiaries |  | Country of Incorporation
Wipro LLC |  |  |  |  |  | USA
|  | Wipro Gallagher Solutions, Inc. |  |  |  | USA
|  |  |  | Opus Capital Markets Consultants LLC |  | USA
|  |  |  | Wipro Promax Analytics Solutions LLC |  | USA
|  | Infocrossing, Inc. |  |  |  | USA
|  | Wipro Insurance Solutions LLC |  |  |  | USA
|  | Wipro Data Centre and Cloud Services, Inc. |  |  |  | USA
|  | Wipro IT Services, Inc. |  |  |  | USA
|  |  |  | HPH Holdings Corp. (A) |  | USA
|  |  |  | Appirio, Inc. (A) |  | USA
Wipro Overseas IT Services Pvt. Ltd |  |  |  |  |  | India
Wipro Japan KK |  |  |  |  |  | Japan
Wipro Shanghai Limited |  |  |  |  |  | China
Wipro Trademarks Holding Limited |  |  |  |  |  | India
Wipro Travel Services Limited |  |  |  |  |  | India
Wipro Holdings (Mauritius) Limited |  |  |  |  |  | Mauritius
|  | Wipro Holdings UK Limited |  |  |  | U.K.
|  |  |  | Wipro Information Technology Austria GmbH(A) |  | Austria
|  |  |  | Wipro Digital Aps (A) |  | Denmark
|  |  |  | Wipro Europe Limited |  | U.K.
|  |  |  | Wipro Financial Services UK Limited (formerly Wipro Promax Analytics Solutions (Europe) Limited |  | U.K.

2

Subsidiaries |  | Subsidiaries |  | Subsidiaries |  | Country of Incorporation
Wipro Cyprus Private Limited |  |  |  |  |  | Cyprus
|  | Wipro Doha LLC# |  |  |  | Qatar
|  | Wipro Technologies S.A DE C.V |  |  |  | Mexico
|  | Wipro BPO Philippines LTD. Inc |  |  |  | Philippines
|  | Wipro Holdings Hungary |  |  |  | Hungary
|  | Korlátolt Felelõsségû Társaság |  |  |  |
|  |  |  | Wipro Holdings Investment |  | Hungary
|  |  |  | Korlátolt Felelõsségû Társaság |  |
|  | Wipro Technologies SA |  |  |  | Argentina
|  | Wipro Information Technology Egypt SAE |  |  |  | Egypt
|  | Wipro Arabia Co. Limited |  |  |  | Saudi Arabia
|  | Wipro Poland Sp. Z.o.o |  |  |  | Poland
|  | Wipro IT Services Poland Sp. z o. o |  |  |  | Poland
|  | Wipro Technologies Australia Pty Ltd. |  |  |  | Australia
|  | Wipro Corporate Technologies Ghana Limited |  |  |  | Ghana
|  | Wipro Technologies South Africa (Proprietary) Limited |  |  |  | South Africa
|  |  |  | Wipro Technologies Nigeria Limited |  | Nigeria
|  | Wipro IT Services Ukraine LLC |  |  |  | Ukraine
|  | Wipro Information Technology Netherlands BV. |  |  |  | Netherlands
|  |  |  | Wipro Portugal S.A.(A) |  | Portugal
|  |  |  | Wipro Technologies Limited, Russia |  | Russia
|  |  |  | Wipro Technology Chile SPA |  | Chile
|  |  |  | Wipro Solutions Canada Limited |  | Canada
|  |  |  | Wipro Information Technology Kazakhstan LLP |  | Kazakhstan
|  |  |  | Wipro Technologies W.T. Sociedad Anonima |  | Costa Rica
|  |  |  | Wipro Outsourcing Services (Ireland) Limited |  | Ireland
|  |  |  | Wipro Technologies Norway AS |  | Norway
|  |  |  | Wipro Technologies VZ, C.A. |  | Venezuela
|  |  |  | Wipro Technologies Peru S.A.C |  | Peru
|  | Wipro Technologies SRL |  |  |  | Romania
|  | PT WT Indonesia |  |  |  | Indonesia
|  | Wipro Australia Pty Limited |  |  |  | Australia
|  | Wipro (Thailand) Co Limited |  |  |  | Thailand
|  | Wipro Bahrain Limited WLL |  |  |  | Bahrain

3

Subsidiaries |  | Subsidiaries |  | Subsidiaries |  | Country of Incorporation
|  | Wipro Gulf LLC |  |  |  | Sultanate of Oman
|  | Rainbow Software LLC |  |  |  | Iraq
|  | Cellent GmbH |  |  |  | Germany
|  |  |  | Cellent Mittelstandsberatung GmbH |  | Germany
|  |  |  | Cellent Gmbh(A) |  | Austria
Wipro Networks Pte Limited |  |  |  |  |  | Singapore
|  | Wipro (Dalian) Limited |  |  |  | China
|  | Wipro Technologies SDN BHD |  |  |  | Malaysia
Wipro Chengdu Limited |  |  |  |  |  | China
Wipro Airport IT Services Limited* |  |  |  |  |  | India
Appirio India Cloud Solutions Private Limited |  |  |  |  |  | India

* | 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 Co 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.

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.

(A) | Step Subsidiary details of Wipro Information Technology Austria GmbH, Wipro Europe Limited, Wipro Portugal S.A, Wipro Digital Aps, Cellent Gmbh, HPH Holdings Corp. and Appirio, Inc. are as follows:

Subsidiaries |  | Subsidiaries |  | Subsidiaries |  | Subsidiaries |  | Country of Incorporation
Wipro Information Technology Austria GmbH |  |  |  |  |  |  |  | Austria
|  | Wipro Technologies Austria GmbH |  |  |  |  |  | Austria
|  | New Logic Technologies SARL |  |  |  |  |  | France
Wipro Europe Limited |  |  |  |  |  |  |  | U.K.
|  | Wipro UK Limited |  |  |  |  |  | U.K.
Wipro Portugal S.A. |  |  |  |  |  |  |  | Portugal
|  | Wipro Retail UK Limited |  |  |  |  |  | U.K.
|  | Wipro do Brasil Technologia Ltda |  |  |  |  |  | Brazil
|  | Wipro Technologies Gmbh |  |  |  |  |  | Germany
|  | Wipro Do Brasil Sistemetas De Informatica Ltd |  |  |  |  |  | Brazil

4

Subsidiaries |  | Subsidiaries |  | Subsidiaries |  | Subsidiaries |  | Country of Incorporation
Wipro Digital Aps |  |  |  |  |  |  |  | Denmark
|  | Designit A/S |  |  |  |  |  | Denmark
|  |  |  | Designit Denmark A/S |  |  |  | Denmark
|  |  |  | Designit MunchenGmbH |  |  |  | Germany
|  |  |  | Designit Oslo A/S |  |  |  | Norway
|  |  |  | Designit Sweden AB |  |  |  | Sweden
|  |  |  | Designit T.L.V Ltd. |  |  |  | Israel
|  |  |  | Designit Tokyo Ltd. |  |  |  | Japan
|  |  |  | Denextep Spain Digital, S.L |  |  |  | Spain
|  |  |  |  |  | Designit Colombia S A S |  | Colombia
|  |  |  |  |  | Designit Peru S.A.C. |  | Peru
Cellent GmbH |  |  |  |  |  |  |  | Austria
|  | Frontworx Informationstechnologie Gmbh |  |  |  |  |  | Austria
HPH Holdings Corp. |  |  |  |  |  |  |  | USA
|  | Healthplan Services |  |  |  |  |  | USA
|  | Insurance Agency, Inc. |  |  |  |  |  |
|  | Healthplan Services, Inc. |  |  |  |  |  | USA
Appirio, Inc. |  |  |  |  |  |  |  | USA
|  | Appirio K.K. |  |  |  |  |  | Japan
|  | Topcoder, Inc. |  |  |  |  |  | USA
|  | Appirio Ltd |  |  |  |  |  | Ireland
|  |  |  | Appirio GmbH |  |  |  | Germany
|  |  |  | Appirio Ltd (UK) |  |  |  | UK
|  |  |  | Saaspoint, Inc. |  |  |  | USA
|  | Appirio Pvt Ltd |  |  |  |  |  | Singapore
|  | KI Management Inc. |  |  |  |  |  | USA

5. | Segment Information

The Company is organized by the following operating segments; IT Services and IT Products.

IT Services: The IT Services segment primarily consists of IT Service offerings to customers organized by industry verticals. Effective April 1, 2016, The Company realigned its industry verticals. The Communication Service Provider business unit was regrouped from the former Global Media and Telecom (GMT) industry vertical into a new industry vertical named “Communications”. The Media business unit from the former GMT industry vertical has been realigned with the former Retail, Consumer, Transport and Government (RCTG) industry vertical which has been renamed as “Consumer Business Unit” industry vertical. Further, the Network Equipment Provider business unit of the former GMT industry vertical has been realigned with the Manufacturing industry vertical to form the “Manufacturing and Technology” industry vertical.

The revised industry verticals are as follows: Finance Solutions (BFSI), Healthcare, Lifesciences & Services (HLS), Consumer (CBU), Energy, Natural Resources & Utilities (ENU), Manufacturing & Technology (MNT) and Communications (COMM). IT Services segment also includes Others which comprises dividend income relating to strategic investments, which are presented within “Finance and other Income” in the statement of Income. Key service offerings to customers includes software application development and maintenance, research

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and development services for hardware and software design, business application services, analytics, consulting, infrastructure outsourcing services and business process services Comparative information has been restated to give effect to the above changes.

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. Revenue relating to the above items is reported as revenue from the sale of IT Products.

The Chairman and Managing Director 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 and operating income.

Assets and liabilities used in the Company’s business are not identified to any of the operating segments, as these are used interchangeably between segments. Management believes that it is currently not practicable to provide segment disclosures relating to total assets and liabilities since a meaningful segregation of the available data is onerous.

6

Information on reportable segment for the quarter ended March 31, 2017, December 31, 2016 and March 31, 2016, year ended March 31, 2017 and March 31, 2016 is as follows:

Particulars |  | Three months ended |  |  | Year ended |
| March 31, 2017 |  |  | December 31, 2016 |  |  | March 31, 2016 |  |  | March 31, 2017 |  |  | March 31, 2016 |
| Audited |  |  | Audited |  |  | Audited |  |  | Audited |  |  | Audited |
Revenue |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
IT Services |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
BFSI |  |  | 34,911 |  |  |  | 33,843 |  |  |  | 32,552 |  |  |  | 135,967 |  |  |  | 128,147 |
HLS |  |  | 20,456 |  |  |  | 20,972 |  |  |  | 16,905 |  |  |  | 82,242 |  |  |  | 58,358 |
CBU |  |  | 21,204 |  |  |  | 20,780 |  |  |  | 20,970 |  |  |  | 83,417 |  |  |  | 79,514 |
ENU |  |  | 17,515 |  |  |  | 17,131 |  |  |  | 17,917 |  |  |  | 68,883 |  |  |  | 70,866 |
MNT |  |  | 30,657 |  |  |  | 29,517 |  |  |  | 29,747 |  |  |  | 119,175 |  |  |  | 113,422 |
COMM |  |  | 9,278 |  |  |  | 9,718 |  |  |  | 9,877 |  |  |  | 38,756 |  |  |  | 37,009 |
Total of IT Services |  |  | 134,021 |  |  |  | 131,961 |  |  |  | 127,968 |  |  |  | 528,440 |  |  |  | 487,316 |
IT Products |  |  | 6,613 |  |  |  | 5,713 |  |  |  | 9,603 |  |  |  | 25,922 |  |  |  | 29,722 |
Reconciling Items |  |  | (14 | ) |  |  | (29 | ) |  |  | (154 | ) |  |  | (183 | ) |  |  | (731 | )
Total Revenue |  |  | 140,620 |  |  |  | 137,645 |  |  |  | 137,417 |  |  |  | 554,179 |  |  |  | 516,307 |
Other operating income |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
IT Services |  |  | 4,082 |  |  |  | — |  |  |  | — |  |  |  | 4,082 |  |  |  | — |
IT Products |  |  | — |  |  |  | — |  |  |  | — |  |  |  | — |  |  |  | — |
Total Other operating income |  |  | 4,082 |  |  |  | — |  |  |  | — |  |  |  | 4,082 |  |  |  | — |
Total income from operations |  |  | 144,702 |  |  |  | 137,645 |  |  |  | 137,417 |  |  |  | 558,261 |  |  |  | 516,307 |
Segment Result |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
IT Services |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
BFSI |  |  | 5,153 |  |  |  | 6,413 |  |  |  | 6,931 |  |  |  | 24,939 |  |  |  | 27,902 |
HLS |  |  | (11 | ) |  |  | 3,400 |  |  |  | 3,067 |  |  |  | 9,479 |  |  |  | 12,009 |
CBU |  |  | 3,719 |  |  |  | 3,415 |  |  |  | 3,664 |  |  |  | 14,493 |  |  |  | 13,590 |
ENU |  |  | 4,097 |  |  |  | 3,856 |  |  |  | 3,408 |  |  |  | 14,421 |  |  |  | 13,475 |
MNT |  |  | 5,969 |  |  |  | 5,355 |  |  |  | 6,125 |  |  |  | 23,453 |  |  |  | 24,223 |
COMM |  |  | 1,449 |  |  |  | 1,604 |  |  |  | 1,679 |  |  |  | 6,149 |  |  |  | 5,990 |
Unallocated |  |  | 811 |  |  |  | 112 |  |  |  | 305 |  |  |  | (951 | ) |  |  | 1,064 |
Other Operating Income |  |  | 4,082 |  |  |  | — |  |  |  | — |  |  |  | 4,082 |  |  |  | — |
Total of IT Services |  |  | 25,269 |  |  |  | 24,155 |  |  |  | 25,179 |  |  |  | 96,065 |  |  |  | 98,253 |
IT Products |  |  | (428 | ) |  |  | (586 | ) |  |  | (325 | ) |  |  | (1,680 | ) |  |  | (1,007 | )
Reconciling Items |  |  | (13 | ) |  |  | (336 | ) |  |  | (59 | ) |  |  | (506 | ) |  |  | (386 | )
Total Segment result |  |  | 24,828 |  |  |  | 23,233 |  |  |  | 24,795 |  |  |  | 93,879 |  |  |  | 96,860 |
Finance expenses |  |  | (1,053 | ) |  |  | (1,366 | ) |  |  | (1,284 | ) |  |  | (5,183 | ) |  |  | (5,582 | )
Finance and other Income |  |  | 5,636 |  |  |  | 5,719 |  |  |  | 5,710 |  |  |  | 21,660 |  |  |  | 23,655 |
Profit before tax |  |  | 29,411 |  |  |  | 27,586 |  |  |  | 29,221 |  |  |  | 110,356 |  |  |  | 114,933 |

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Notes:

| a) | Effective April 1, 2016, CODM’s review of the segment results is measured after including the amortization and impairment charge for acquired intangibles to the respective segments. Such costs were classified under reconciling items till the year ended March 31, 2016. Comparative information has been restated to give effect to the same.

| b) | “Reconciling items” includes dividend income/ gains/ losses relating to strategic investments, elimination of inter-segment transactions and other corporate activities.

| c) | Segment result represents operating profits of the segments and dividend income relating to strategic investments, which are presented within “Finance and other income” in the statement of Income.

| d) | Revenue from sale of traded cloud based licenses is reported as part of IT Services revenues.

| e) | For the purpose of segment reporting, 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).

| f) | For evaluating performance of the individual operating segments, stock compensation expense is allocated on the basis of straight line amortization. The differential impact of accelerated amortization of stock compensation expense over stock compensation expense allocated to the individual operating segments is reported in reconciling items.

| g) | The Company generally offers multi-year payment terms in certain total outsourcing contracts. These payment terms primarily relate to IT hardware, software and certain transformation services in outsourcing contracts. 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) | Segment result of HLS industry vertical is after considering the impact of impairment charge recorded on certain intangible assets recognised on acquisitions. Also refer note 6.

| i) | Net gain from sale of EcoEnergy division is included as part of IT Services segment result.

6. | Business Combinations:

Designit AS

On August 6, 2015, the Company obtained control of Designit AS (“Designit”) by acquiring 100% of its share capital. Designit is a Denmark based global strategic design firm specializing in designing transformative product-service experiences. The acquisition strengthens the Company’s digital offerings, combining engineering and transformative technology with human centered-design methods.

The acquisition was executed through a share purchase agreement for a consideration of ₹ 6,501 (EUR 93 million) which includes a deferred earn-out component of ₹ 2,108 (EUR 30 million), which is linked to achievement of revenues and earnings over a period of 3 years ending June 30, 2018. The fair value of the earn-out liability was estimated by applying the discounted cash flow approach considering discount rate of 13% and probability adjusted revenue and earnings estimates. This earn-out liability was fair valued at ₹ 1,287 million and recorded as part of purchase price allocation.

8

The following table presents the allocation of purchase price:

Description |  | Pre-acquisition carrying amount |  |  | Fair value adjustments |  |  | Purchase price allocated |
Net assets |  | ₹ | 586 |  |  | ₹ | — |  |  | ₹ | 586 |
Customer related intangibles |  |  | — |  |  |  | 597 |  |  |  | 597 |
Brand |  |  | — |  |  |  | 638 |  |  |  | 638 |
Non-compete agreement |  |  | — |  |  |  | 103 |  |  |  | 103 |
Deferred tax liabilities on intangible assets |  |  | — |  |  |  | (290 | ) |  |  | (290 | )
Total |  | ₹ | 586 |  |  | ₹ | 1,048 |  |  |  | 1,634 |
Goodwill |  |  |  |  |  |  |  |  |  |  | 4,046 |
Total purchase price |  |  |  |  |  |  |  |  |  | ₹ | 5,680 |

Net assets acquired include ₹ 359 of cash and cash equivalents and trade receivables valued at ₹ 392.

The goodwill of ₹ 4,046 comprises value of acquired workforce and expected synergies arising from the acquisition. Goodwill is not deductible for income tax purposes.

During the year ended March 31, 2016, the Company concluded the fair value adjustments of the assets acquired and liabilities assumed on acquisition.

During the quarter ended December 31, 2016, an amount of ₹ 83 million was paid to the sellers representing earn-out payments for the first earn-out period.

Additionally, during the quarter ended December 31, 2016, as a result of changes in estimates of revenue and earnings over the remaining earn-out period, the fair value of earn-out liability was revalued at ₹ 293 million. The revision of estimates has also resulted in reduction in the carrying value of intangibles recognised on acquisition. Accordingly, a net gain of ₹ 1,032 million has been recorded in the condensed consolidated interim statement of income.

Cellent AG

On January 5, 2016, the Company obtained control of Cellent AG (“Cellent”) by acquiring 100% of its share capital. Cellent is an IT consulting and software services company offering IT solutions and services to customers in Germany, Switzerland and Austria. This acquisition provides Wipro with scale and customer relationships, in the Manufacturing and Automotive domains in Germany, Switzerland and Austria region.

The acquisition was executed through a share purchase agreement for a consideration of ₹ 5,686 (EUR 78.8 million), net of ₹ 114 received during the quarter ended September 30, 2016 on conclusion of working capital adjustments which has resulted in reduction of goodwill.

The following table presents the allocation of purchase price:

Description |  | Pre-acquisition carrying amount |  |  | Fair value adjustments |  |  | Purchase price allocated |
Net assets |  | ₹ | 846 |  |  | ₹ | — |  |  | ₹ | 846 |
Customer related intangibles |  |  | — |  |  |  | 1,001 |  |  |  | 1,001 |
Brand |  |  | — |  |  |  | 317 |  |  |  | 317 |
Deferred tax liabilities on intangible assets |  |  | — |  |  |  | (391 | ) |  |  | (391 | )
Total |  | ₹ | 846 |  |  | ₹ | 927 |  |  |  | 1,773 |
Goodwill |  |  |  |  |  |  |  |  |  |  | 3,913 |
Total purchase price |  |  |  |  |  |  |  |  |  | ₹ | 5,686 |

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Net assets acquired include ₹ 367 of cash and cash equivalents and trade receivables valued at ₹ 1,437.

The goodwill of ₹ 3,913 comprises value of acquired workforce and expected synergies arising from the acquisition. Goodwill is not deductible for income tax purposes.

During the quarter ended September 30, 2016, the Company concluded the fair value adjustments of the assets acquired and liabilities assumed on acquisition. Comparatives have not been retrospectively revised as the amounts are not material.

Healthplan Services

On February 29, 2016, the Company obtained full control of HPH Holdings Corp. (“Healthplan Services”). HealthPlan Services offers market-leading technology platforms and a fully integrated Business Process as a Service (BPaaS) solution to Health Insurance companies (Payers) in the individual, group and ancillary markets. HealthPlan Services provides U.S. Payers with a diversified portfolio of health insurance products delivered through its proprietary technology platform.

The acquisition was consummated for a consideration of ₹ 30,850 (USD 450.9 million), net of ₹ 219 concluded as working capital adjustment during the quarter ended March 31, 2017. The consideration includes a deferred earn-out component of ₹ 1,115 (USD 16.3 million), which is linked to achievement of revenues and earnings over a period of 3 years ending March 31, 2019. The fair value of the earn-out liability was estimated by applying the discounted cash flow approach considering discount rate of 14.1% and probability adjusted revenue and earnings estimates. This earn-out liability was fair valued at ₹ 536 million (USD 7.8 million) and recorded as part of preliminary purchase price allocation.

During the quarter ended March 31, 2017, the Company concluded the fair value adjustments of the assets acquired and liabilities assumed on acquisition. Comparatives have not been retrospectively revised as the amounts are not material.

The following table presents the allocation of purchase price:

Description |  | Pre-acquisition carrying amount |  |  | Fair value adjustments |  |  | Purchase price allocated |
Net assets |  | ₹ | 36 |  |  | ₹ | 1,604 |  |  | ₹ | 1,640 |
Technology platform |  |  | 1,087 |  |  |  | 1,888 |  |  |  | 2,975 |
Customer related intangibles |  |  | — |  |  |  | 5,791 |  |  |  | 5,791 |
Non-compete agreement |  |  | — |  |  |  | 315 |  |  |  | 315 |
Deferred tax liabilities on intangible assets |  |  | — |  |  |  | (3,039 | ) |  |  | (3,039 | )
Total |  | ₹ | 1,123 |  |  | ₹ | 6,559 |  |  |  | 7,682 |
Goodwill |  |  |  |  |  |  |  |  |  |  | 22,590 |
Total purchase price |  |  |  |  |  |  |  |  |  | ₹ | 30,272 |

Net assets acquired include ₹ 47 of cash and cash equivalents and trade receivables valued at ₹ 2,472.

The goodwill of ₹ 22,590 comprises value of acquired workforce and expected synergies arising from the acquisition. Goodwill is not deductible for income tax purposes.

During the quarter ended March 31, 2017, uncertainties around regulatory changes relating to the Affordable Care Act have led to a significant decline in the revenue and earnings estimates, resulting in revision of fair value of earn-out liability to ₹ 65 million. Further, this has resulted in reduction in the carrying value of certain intangible assets recognised on acquisition and accordingly an impairment charge has been recorded.

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Consequently, a net loss of ₹ 1,351 million has been recorded in the condensed consolidated interim statement of income.

Appirio Inc.

On November 23, 2016, the Company obtained full control of Appirio Inc (“Appirio”). Appirio is a global services company that helps customers create next-generation employee and customer experiences using latest cloud technology services. This acquisition will strengthen Wipro’s cloud application service offerings. The acquisition was consummated for a consideration of ₹ 32,414 (USD 475.7 million).

The following table presents the provisional allocation of purchase price:

Description |  | Pre-acquisition carrying amount |  |  | Fair value adjustments |  |  | Purchase price allocated |
Net assets |  | ₹ | 526 |  |  |  | (29 | ) |  | ₹ | 497 |
Technology platform |  |  | 436 |  |  |  | (89 | ) |  |  | 347 |
Customer related intangibles |  |  | — |  |  |  | 2,323 |  |  |  | 2,323 |
Brand |  |  | 180 |  |  |  | 2,968 |  |  |  | 3,148 |
Alliance relationship |  |  | — |  |  |  | 858 |  |  |  | 858 |
Deferred tax liabilities on intangible assets |  |  | — |  |  |  | (2,791 | ) |  |  | (2,791 | )
Total |  | ₹ | 1,142 |  |  | ₹ | 3,240 |  |  |  | 4,382 |
Goodwill |  |  |  |  |  |  |  |  |  |  | 28,032 |
Total purchase price |  |  |  |  |  |  |  |  |  | ₹ | 32,414 |

Net assets acquired include ₹ 85 of cash and cash equivalents and trade receivables valued at ₹ 2,363.

The goodwill of ₹ 28,032 comprises value of acquired workforce and expected synergies arising from the acquisition. Goodwill is not deductible for income tax purposes.

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. Finalization of the purchase price allocation may result in certain adjustments to the above allocation.

The pro-forma effects of this acquisition on the Company’s results were not material.

7. Other operating income: During the quarter ended March 31, 2017, the Company has concluded the sale of the EcoEnergy division for a consideration of ₹ 4,670. Net gain from the sale, amounting to ₹ 4,082 has been recorded as other operating income.

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8. Statement of Assets and Liabilities:

|  | As of March 31, |  |  | As of March 31, |
|  | 2017 |  |  | 2016 |
ASSETS |  |  |  |  |  |  |  |
Goodwill |  |  | 125,796 |  |  |  | 101,991 |
Intangible assets |  |  | 15,922 |  |  |  | 15,841 |
Property, plant and equipment |  |  | 69,794 |  |  |  | 64,952 |
Derivative assets |  |  | 106 |  |  |  | 260 |
Investments |  |  | 7,103 |  |  |  | 4,907 |
Trade receivables |  |  | 3,998 |  |  |  | 1,362 |
Non-current tax assets |  |  | 12,008 |  |  |  | 11,751 |
Deferred tax assets |  |  | 3,098 |  |  |  | 4,286 |
Other non-current assets |  |  | 16,793 |  |  |  | 15,828 |
Total non-current assets |  |  | 254,618 |  |  |  | 221,178 |
Inventories |  |  | 3,915 |  |  |  | 5,390 |
Trade receivables |  |  | 94,846 |  |  |  | 99,614 |
Other current assets |  |  | 30,751 |  |  |  | 32,894 |
Unbilled revenues |  |  | 45,095 |  |  |  | 48,273 |
Investments |  |  | 292,030 |  |  |  | 204,244 |
Current tax assets |  |  | 9,804 |  |  |  | 7,812 |
Derivative assets |  |  | 9,747 |  |  |  | 5,549 |
Cash and cash equivalents |  |  | 52,710 |  |  |  | 99,049 |
Total current assets |  |  | 538,898 |  |  |  | 502,825 |
TOTAL ASSETS |  |  | 793,516 |  |  |  | 724,003 |
EQUITY |  |  |  |  |  |  |  |
Share capital |  |  | 4,861 |  |  |  | 4,941 |
Share premium |  |  | 469 |  |  |  | 14,642 |
Retained earnings |  |  | 490,930 |  |  |  | 425,118 |
Share based payment reserve |  |  | 3,555 |  |  |  | 2,229 |
Other components of equity |  |  | 20,489 |  |  |  | 18,242 |
Equity attributable to the equity holders of the Company |  |  | 520,304 |  |  |  | 465,172 |
Non-controlling interest |  |  | 2,391 |  |  |  | 2,212 |
Total equity |  |  | 522,695 |  |  |  | 467,384 |
LIABILITIES |  |  |  |  |  |  |  |
Long - term loans and borrowings |  |  | 19,611 |  |  |  | 17,361 |
Deferred tax liabilities |  |  | 6,614 |  |  |  | 5,108 |
Derivative liabilities |  |  | 2 |  |  |  | 119 |
Non-current tax liabilities |  |  | 9,547 |  |  |  | 8,231 |
Other non-current liabilities |  |  | 5,500 |  |  |  | 7,225 |
Provisions |  |  | 4 |  |  |  | 14 |
Total non-current liabilities |  |  | 41,278 |  |  |  | 38,058 |
Loans, borrowings and bank overdrafts |  |  | 122,801 |  |  |  | 107,860 |
Trade payables and accrued expenses |  |  | 65,486 |  |  |  | 68,187 |
Unearned revenues |  |  | 16,150 |  |  |  | 18,076 |
Current tax liabilities |  |  | 8,101 |  |  |  | 7,015 |
Derivative liabilities |  |  | 2,708 |  |  |  | 2,340 |
Other current liabilities |  |  | 13,027 |  |  |  | 13,821 |
Provisions |  |  | 1,270 |  |  |  | 1,262 |
Total current liabilities |  |  | 229,543 |  |  |  | 218,561 |
TOTAL LIABILITIES |  |  | 270,821 |  |  |  | 256,619 |
TOTAL EQUITY AND LIABILITIES |  |  | 793,516 |  |  |  | 724,003 |

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9. Buyback of equity shares

During the quarter ended September 30, 2016, the Company has concluded the buyback of 40 million equity shares as approved by the Board of Directors on April 20, 2016. This has resulted in a total cash outflow of ₹ 25,000. In line with the requirement of the Companies Act 2013, an amount of ₹ 14,254 and ₹ 10,666 has been utilized from the share premium account and retained earnings respectively. Further, capital redemption reserves of ₹ 80 (representing the nominal value of the shares bought back) has been created as an apportionment from retained earnings. Consequent to such buy back, share capital has been reduced by ₹80.

10. Event after the reporting period

The Board of Directors in their meeting held on April 25, 2017 approved issue of bonus shares, commonly known as issue of stock dividend in the US, in the proportion of 1:1, i.e. 1 (One) bonus equity share of ₹ 2 each for every 1 (one) fully paid-up equity share held (including ADS holders) as on the record date, subject to approval by the Members of the Company through Postal Ballot. The bonus issue, if approved, will not affect the ratio of ADSs to equity shares, such that each ADS after the bonus issue will continue to represent one equity share of par value of ₹ 2 per share.

By order of the Board, |  |  |  |  |  | For, Wipro Limited
|  |  |  |  |  | Azim H Premji
Place: Bangalore |  |  |  |  |  | Chairman &
Date: April 25, 2017 |  |  |  |  |  | Managing Director

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