EX-99.5 6 d428195dex995.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 ENDED JUNE 30, 2017 UNDER IFRS (IASB)

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

|  | Particulars |  | Quarter ended |  |  | Year ended |
|  |  |  | June 30, 2017 |  |  | March 31, 2017 |  |  | June 30, 2016 |  |  | March 31, 2017 |
1 |  | Income |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | a) Net Sales/income |  |  | 136,261 |  |  |  | 139,875 |  |  |  | 135,992 |  |  |  | 550,402 |
|  | b) Other operating income |  |  | — |  |  |  | 4,082 |  |  |  | — |  |  |  | 4,082 |
|  | c) Foreign exchange gains/(losses), net |  |  | 353 |  |  |  | 745 |  |  |  | 984 |  |  |  | 3,777 |
|  | Total income |  |  | 136,614 |  |  |  | 144,702 |  |  |  | 136,976 |  |  |  | 558,261 |
2 |  | Expenses |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | a) Purchase of stock-in-trade |  |  | 6,306 |  |  |  | 5,381 |  |  |  | 7,580 |  |  |  | 25,560 |
|  | b) (Increase)/Decrease in inventories of finished stock, work-in-progress and stock in process |  |  | 455 |  |  |  | 1,646 |  |  |  | (1,069) |  |  |  | 1,411 |
|  | c) Employee benefit expense |  |  | 67,442 |  |  |  | 68,747 |  |  |  | 66,177 |  |  |  | 268,081 |
|  | d) Depreciation,amortisation and impairment |  |  | 4,943 |  |  |  | 8,181 |  |  |  | 4,665 |  |  |  | 23,107 |
|  | e) Sub contracting/technical fees |  |  | 20,247 |  |  |  | 21,244 |  |  |  | 20,360 |  |  |  | 82,747 |
|  | f) Other expenses |  |  | 15,128 |  |  |  | 14,675 |  |  |  | 16,416 |  |  |  | 63,476 |
|  | Total expenses |  |  | 114,521 |  |  |  | 119,874 |  |  |  | 114,129 |  |  |  | 464,382 |
3 |  | Finance expenses |  |  | 1,474 |  |  |  | 1,053 |  |  |  | 1,336 |  |  |  | 5,183 |
4 |  | Finance and Other Income |  |  | 6,200 |  |  |  | 5,636 |  |  |  | 5,200 |  |  |  | 21,660 |
5 |  | Share of profits/(loss) of equity accounted investees |  |  | (1) |  |  |  | — |  |  |  | — |  |  |  | — |
6 |  | Profit before tax [1-2-3+4+5] |  |  | 26,818 |  |  |  | 29,411 |  |  |  | 26,711 |  |  |  | 110,356 |
7 |  | Tax expense |  |  | 5,994 |  |  |  | 6,742 |  |  |  | 6,122 |  |  |  | 25,213 |
8 |  | Net profit for the period [6-7] |  |  | 20,824 |  |  |  | 22,669 |  |  |  | 20,589 |  |  |  | 85,143 |
9 |  | Non Controlling Interest |  |  | 59 |  |  |  | 58 |  |  |  | 71 |  |  |  | 248 |
10 |  | Net profit after taxes and Non Controlling Interest [8-9] |  |  | 20,765 |  |  |  | 22,611 |  |  |  | 20,518 |  |  |  | 84,895 |
11 |  | Paid up equity share capital |  |  | 9,732 |  |  |  | 4,861 |  |  |  | 4,941 |  |  |  | 4,861 |
|  | (Face value ₹ 2 per share) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
12 |  | Reserves excluding revaluation reserves and Non Controlling Interest as per balance sheet of previous accounting period |  |  |  |  |  |  |  |  |  |  |  |  |  |  | 515,443 |
13 |  | EARNINGS PER SHARE (EPS) (of ₹ 2/- each) (not annualised) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | Before extraordinary items |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | Basic (in ₹) |  |  | 4.29 |  |  |  | 4.68 |  |  |  | 4.17 |  |  |  | 17.48 |
|  | Diluted (in ₹) |  |  | 4.28 |  |  |  | 4.66 |  |  |  | 4.16 |  |  |  | 17.43 |

1

1. | The audited consolidated financial results of the Company for the three months ended June 30, 2017 have been approved by the Board of Directors of the Company at its meeting held on July 20, 2017. The company confirms that its statutory auditors, Deloitte Haskins & Sells LLP have issued audit reports with unmodified opinion on the consolidated financial results.

2. | The above consolidated 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. | List of subsidiaries and equity accounted investee as of June 30, 2017 is provided below:

Subsidiaries |  | Subsidiaries |  | Subsidiaries |  | Country of Incorporation
Wipxro 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 Wipro Data Centre and Cloud Services, Inc. Wipro IT Services, Inc. |  |  |  | USA USA USA
|  |  |  | HPH Holdings Corp.(A) Appirio, Inc. (A) |  | USA 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 (A) |  | U.K.
|  |  |  | Wipro Financial Services UK Limited |  | U.K.
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 Korlátolt Felelősségű Társaság |  |  |  | Hungary

2

Subsidiaries |  | Subsidiaries |  | Subsidiaries |  | Country of Incorporation
|  |  |  | Wipro Holdings Investment |  | Hungary
|  |  |  | Korlátolt Felelősségű 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.zo.o |  |  |  | Poland
|  | Wipro Technologies Australia Pty Ltd |  |  |  | Australia
|  | Wipro Corporate Technologies Ghana Limited |  |  |  | Ghana
|  | Wipro Technologies South Africa(Proprietary) Limited Wipro IT Services Ukraine LLC |  |  |  | South Africa Nigeria Ukraine
|  |  |  | Wipro Technologies Nigeria Limited |  |
|  | 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 InfoSERVER S.A. |  | Peru Brazil
|  | Wipro Technologies SRL |  |  |  | Romania
|  | PT WT Indonesia |  |  |  | Indonesia
|  | Wipro Australia Pty Limited |  |  |  | Australia
|  | Wipro (Thailand) Co Limited |  |  |  | Thailand
|  | Wipro Bahrain Limited WLL |  |  |  | Bahrain
|  | Wipro Gulf LLC |  |  |  | Sultanate of Oman

3

Subsidiaries |  | Subsidiaries |  | Subsidiaries |  | Country of Incorporation
|  | 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 Co. 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 shareholder. 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
Wipro Digital Aps |  |  |  |  |  |  |  | Denmark
|  | Designit A/S |  |  |  |  |  | Denmark
|  |  |  | Designit Denmark A/S |  |  |  | Denmark
|  |  |  | Designit Munchen GmbH |  |  |  | Germany
|  |  |  | Designit Oslo A/S |  |  |  | Norway

4

Subsidiaries |  | Subsidiaries |  | Subsidiaries |  | Subsidiaries |  | Country of Incorporation
|  |  |  | Designit Sweden AB |  |  |  | Sweden
|  |  |  | Designit T.L.V Ltd. |  |  |  | Israel
|  |  |  | Designit Tokyo Lt.d |  |  |  | Japan
|  |  |  | Denextep Spain Digital, S.L |  |  |  | Spain
|  |  |  |  |  | Designit Colombia S A S |  | Colombia
|  |  |  |  |  | Designit Peru SAC |  | Peru
Cellent GmbH |  | Frontworx Informations technologie GmbH |  |  |  |  |  | Austria Austria
HPH Holdings Corp. |  | HealthPlan Services Insurance Agency, Inc. HealthPlan Services, Inc. |  |  |  |  |  | USA USA USA
Appirio, Inc. |  |  |  |  |  |  |  | USA
|  | Appirio, K.K Topcoder, Inc. Appirio Ltd |  |  |  |  |  | Japan USA Ireland
|  |  |  | Appirio GmbH Apprio Ltd (UK) Saaspoint, Inc. |  |  |  | Germany U.K. USA
|  | Appirio Singapore Pte Ltd |  |  |  |  |  | Singapore

As of June 30, 2017, the Company held 26% interest in Drivestream Inc., accounted for using the equity method.

4. | 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. The industry verticals are as follows: Banking, Financial Services and Insurance (BFSI), Healthcare and Lifesciences (HLS), Consumer Business Unit (CBU), Energy, Natural Resources and Utilities (ENU), Manufacturing and 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 and development services for hardware and software design, business application services, analytics, consulting, infrastructure outsourcing services and business process services.

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.

5

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.

Information on reportable segment for the three months ended June 30, 2017, March 31, 2017 and June 30, 2016, year ended March 31, 2017 is as follows:

Particulars |  | Quarter ended |  |  | Year ended |
| June 30, 2017 |  |  | March 31, 2017 |  |  | June 30, 2016 |  |  | March 31, 2017 |
| Audited |  |  | Audited |  |  | Audited |  |  | Audited |
Revenue |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
IT Services |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
BFSI |  |  | 34,934 |  |  |  | 34,911 |  |  |  | 33,630 |  |  |  | 135,967 |
HLS |  |  | 19,150 |  |  |  | 20,456 |  |  |  | 19,928 |  |  |  | 82,242 |
CBU |  |  | 20,535 |  |  |  | 21,204 |  |  |  | 20,725 |  |  |  | 83,417 |
ENU |  |  | 17,464 |  |  |  | 17,515 |  |  |  | 17,356 |  |  |  | 68,883 |
MNT |  |  | 29,342 |  |  |  | 30,657 |  |  |  | 29,538 |  |  |  | 119,175 |
COMM |  |  | 8,831 |  |  |  | 9,278 |  |  |  | 9,911 |  |  |  | 38,756 |
Total of IT Services |  |  | 130,256 |  |  |  | 134,021 |  |  |  | 131,088 |  |  |  | 528,440 |
IT Products |  |  | 6,343 |  |  |  | 6,613 |  |  |  | 5,930 |  |  |  | 25,922 |
Reconciling Items |  |  | 15 |  |  |  | (14 | ) |  |  | (42 | ) |  |  | (183 | )
Total Revenue |  |  | 136,614 |  |  |  | 140,620 |  |  |  | 136,976 |  |  |  | 554,179 |
Other operating Income |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
IT Services |  |  | — |  |  |  | 4,082 |  |  |  | — |  |  |  | 4,082 |
IT Products |  |  | — |  |  |  | — |  |  |  | — |  |  |  | — |
Total Other Operating Income |  |  | — |  |  |  | 4,082 |  |  |  | — |  |  |  | 4,082 |
Segment Result |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
IT Services |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
BFSI |  |  | 5,441 |  |  |  | 5,153 |  |  |  | 6,994 |  |  |  | 24,939 |
HLS |  |  | 2,734 |  |  |  | (11 | ) |  |  | 2,855 |  |  |  | 9,479 |
CBU |  |  | 2,934 |  |  |  | 3,719 |  |  |  | 3,775 |  |  |  | 14,493 |
ENU |  |  | 3,651 |  |  |  | 4,097 |  |  |  | 3,025 |  |  |  | 14,421 |
MNT |  |  | 5,175 |  |  |  | 5,969 |  |  |  | 5,954 |  |  |  | 23,453 |
COMM |  |  | 1,449 |  |  |  | 1,449 |  |  |  | 1,502 |  |  |  | 6,149 |
Unallocated |  |  | 532 |  |  |  | 811 |  |  |  | (837 | ) |  |  | (951 | )
Other Operating Income |  |  | — |  |  |  | 4,082 |  |  |  | — |  |  |  | 4,082 |
Total of IT Services |  |  | 21,916 |  |  |  | 25,269 |  |  |  | 23,268 |  |  |  | 96,065 |
IT Products |  |  | 31 |  |  |  | (428 | ) |  |  | (368 | ) |  |  | (1,680 | )
Reconciling Items |  |  | 146 |  |  |  | (13 | ) |  |  | (53 | ) |  |  | (506 | )
Total |  |  | 22,093 |  |  |  | 24,828 |  |  |  | 22,847 |  |  |  | 93,879 |
Finance Expense |  |  | (1,474 | ) |  |  | (1,053 | ) |  |  | (1,336 | ) |  |  | (5,183 | )
Finance and Other Income |  |  | 6,200 |  |  |  | 5,636 |  |  |  | 5,200 |  |  |  | 21,660 |
Share of profit/ (loss) of equity accounted investee |  |  | (1 | ) |  |  | — |  |  |  | — |  |  |  | — |
Profit before tax |  |  | 26,818 |  |  |  | 29,411 |  |  |  | 26,711 |  |  |  | 110,356 |

6

Notes:

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

| b) | 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.

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

| d) | For the purpose of segment reporting, the Company has included the impact of “foreign exchange gains / (losses), net” in revenues .

| e) | 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.

| f) | 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.

| g) | Segment result of HLS industry vertical for the three months ended March 31,2017 is after considering the impact of impairment charge recorded on certain intangible assets recognized on acquisitions.

| h) | Net gain from sale of EcoEnergy division for the period ended March 31,2017 is included as part of IT Services segment result.

6. Business Combinations:

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 strengthens Wipro’s cloud application service offerings. The acquisition was consummated for a consideration of ₹ 32,402 (USD 475.6 million).

The following table presents the 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 |  |  |  |  |  |  |  |  |  |  | 28,020 |
Total purchase price |  |  |  |  |  |  |  |  |  | ₹ | 32,402 |

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

7

The goodwill of ₹ 28,020 comprises value of acquired workforce and expected synergies arising from the acquisition. Goodwill is not deductible for income tax purposes.

During the three months June 30, 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.

7. Issue of Bonus shares

The bonus issue 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) had been approved by the shareholders of the Company on June 03, 2017 through Postal Ballot /e-voting. For this purpose, June 14, 2017, has been fixed as the record date. Consequently, on June 15, 2017, the Company allotted 2,433,074,327 shares and ₹ 4,866 (representing par value of ₹ 2 per share) has been transferred from retained earnings to share capital.

Consequently, earnings per share for the comparative periods has been proportionately adjusted.

8. Event after the reporting period

On July 20, 2017, the Board of Directors approved a buyback proposal, subject to the approval of shareholders of the Company through postal ballot, for purchase by the Company of up to 343.75 million shares of ₹ 2 each (representing 7.06% of total paid-up equity capital) from the shareholders of the Company on a proportionate basis by way of a tender offer at a price of ₹ 320 per equity share for an aggregate amount not exceeding ₹ 110,000 million in accordance with the provisions of the Companies Act, 2013 and the SEBI (Buy Back of Securities) Regulations, 1998.

By order of the Board, |  |  |  |  |  | For, Wipro Limited
|  |  |  |  |  | Azim H Premji
Place: Bangalore |  |  |  |  |  |
|  |  |  |  |  | Executive Chairman
Date: July 20, 2017 |  |  |  |  |  | & Managing Director

8