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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 April 2024
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 OFFICER TRANSITION
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 the resignation of the Company’s Chief Executive Officer and Managing Director and the appointment of a new Chief Executive Officer and Managing Director. 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, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
On April 6, 2024, the Company informed the securities exchanges in India on which its securities are listed and the New York Stock Exchange (together, the “Exchanges”) that the Board of Directors of the Company has noted the resignation of Thierry Delaporte as its Chief Executive Officer and Managing Director, with effect from April 6, 2024. Mr. Delaporte will be relieved from the employment of the Company with effect from May 31, 2024. The Board of Directors of the Company has approved the appointment of Srinivas Pallia as its Chief Executive Officer and Managing Director, with effect from April 7, 2024 (the “Officer Transition”). A copy of the letter to the Exchanges concerning the Officer Transition is attached hereto as Item 99.1.
On April 6, 2024, the Company issued a press release (the “Press Release”) concerning the Officer Transition. A copy of such Press Release is available on the Company’s website and is attached hereto as Item 99.2.
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/ M. Sanaulla Khan |
| M. Sanaulla Khan |
| Senior Vice President and Company Secretary |
Dated: April 8, 2024
INDEX TO EXHIBITS
| Item | ||
| 99.1 | Letter to the Exchanges dated April 6, 2024. | |
| 99.2 | Press Release dated April 6, 2024. | |
Exhibit 99.1
April 6, 2024
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
The disclosure pursuant to Regulation 30 read with Para A of Part A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Clause 204.10 of the NYSE Listed Company Manual, is enclosed.
Thanking you.
| For Wipro Limited |
| /s/ M Sanaulla Khan |
| M Sanaulla Khan |
| Company Secretary |
ENCL: As above
Annexure-1
Details 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
| Sl. No. |
Particulars |
Details |
||
| 1. | Reason for change viz. appointment, re- appointment, resignation, removal, death or otherwise. | 1. Resignation of Mr. Thierry Delaporte as the Chief Executive Officer and Managing Director of the Company.
2. Appointment of Mr. Srinivas Pallia as the Chief Executive Officer and Managing Director of the Company. |
||
| 1. The Board of Directors noted the resignation of Mr. Thierry Delaporte with effect from April 6, 2024. He will be relieved from the employment of the Company with effect from the close of business hours on May 31, 2024. |
||||
| A copy of the resignation letter submitted by Mr. Thierry Delaporte is enclosed. |
||||
| 2. | Date of appointment / re-appointment / cessation (as applicable) & term of appointment / re-appointment; | 2. At their meeting held on April 6, 2024, which concluded at 7 PM, pursuant to the recommendation of the Nomination and Remuneration Committee, the Board of Directors has approved the appointment of Mr. Srinivas Pallia as the Chief Executive Officer and Managing Director of the Company with effect from April 7, 2024 for a period of five years, subject to approval of shareholders and the Central Government as may be applicable. |
||
| 3. | Brief profile (in case of appointment) | Mr. Srinivas Pallia’s brief profile is enclosed. | ||
| 4. | Disclosure of relationships between directors (in case of appointment of a director) | Not applicable | ||
| 5. | Information as required under BSE circular no. LIST/COMP/14/2018-19 and NSE circular no. NSE/CML/2018/24, dated June 20, 2018. | Mr. Srinivas Pallia is not debarred from holding the office of director by any SEBI order or any other such authority. | ||
Date : April 5, 2024
The Board of Directors,
Wipro Limited
(CIN: L32102KA1945PLC020800)
Doddakannelli, Sarjapur Road,
Bengaluru- 560 035
Karnataka
Dear Board Members,
Sub: Resignation from the position of Chief Executive Officer (CEO) and Managing Director of the Company.
I am writing to resign from my position as CEO and MD of Wipro Ltd, effective April 6, 2024. It has been an incredible honour, and I am grateful for the opportunity to have played a role in the growth and success of Wipro.
During my tenure as CEO and MD, we have witnessed a significant transformation within the company that has not only driven financial growth but has also positively impacted our associates, clients, and shareholders.
I will be available to the company till May 31, 2024.
I wish the company continued success and prosperity in the future.
Thierry
Brief Profile of Mr. Srinivas Pallia
|
Srinivas Pallia is Chief Executive Officer and Managing Director of Wipro Limited, a $11.2 Billion global information technology, consulting and business process services company, with around 240,000 employees in six continents.
With a career spanning over three decades and a deep and broad background across Wipro’s various geographies, functions, service lines, and business units, Srini brings a wealth of knowledge and insight to his role. His unwavering commitment to client satisfaction, his relentless focus on delivering results, and his extensive first-hand experience of significant technological changes and industry transformations further enhance Wipro’s position.
Having joined Wipro in 1992, Srini has held numerous leadership roles, including President of Wipro’s Consumer Business Unit and Global Head of Business Application Services. Most recently, he served as the CEO for Americas 1, Wipro’s largest and fastest-growing market. In this role, Srini led a wide range of industry sectors and was responsible for establishing their vision, as well as shaping and implementing growth strategies. |
Srini holds a bachelor’s degree in engineering, and a master’s in management studies from Indian Institute of Science, Bangalore. He graduated from Harvard Business School’s Leading Global Businesses executive program, and the Advanced Leadership Program at McGill Executive Institute.
An avid hiker, Srini lives in New Jersey with his family.
Exhibit 99.2
April 6, 2024
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: Press Release
Please find attached herewith copy of the Press Release which is being released today.
Thanking you,
| For Wipro Limited | ||
| M Sanaulla Khan | ||
| Company Secretary | ||
Wipro Appoints Srini Pallia as CEO & Managing Director
EAST BRUNSWICK, N.J. | BENGALURU, India – April 6, 2024: Wipro Limited (NYSE: WIT, BSE: 507685, NSE: WIPRO), a leading technology services and consulting company, today announced the appointment of Srini Pallia as the Chief Executive Officer and Managing Director of the Company, effective immediately. He succeeds Thierry Delaporte, who after spearheading a significant transformation at Wipro for the last four years, is stepping down to pursue passions outside the workplace.
Srini has been with Wipro for over three decades and most recently served as the CEO for Americas 1, Wipro’s biggest and fastest growing strategic market. In this role, he oversaw diverse industry sectors, established their vision, and implemented growth strategies, resulting in increased market shares within these sectors. Srini is a member of the Wipro Executive Board.
“Srini is an ideal leader to lead Wipro at this pivotal moment for our company and industry. Over the past four years, Wipro has undergone a major transformation under the most challenging external conditions. Srini has been an integral part of this journey. His client-centric approach, growth mindset, strong execution focus, and his commitment to Wipro’s values, make him the perfect fit as we enter the next chapter of growth and profitability,” said Rishad Premji, Chairman, Wipro Ltd.
“I’d like to express my gratitude to Thierry for his leadership at Wipro. The changes he implemented have better positioned us for the future. We have optimized our structure, enhanced our leadership, prioritized partnerships, and improved our overall efficiency. This provides a strong foundation for Srini to effectively build upon.”
“Thierry will continue until the end of May, working closely with Srini and me to ensure a smooth transition,” added Rishad Premji.
Srini joined Wipro in 1992 and has held many leadership positions, including President of Wipro’s Consumer Business Unit and Global head of Business Application Services. Srini brings to the CEO role extensive institutional and industry knowledge, as well as a strong track record of leadership through some of the most significant technological shifts the industry has seen.
Commenting on his appointment, Srini Pallia said, “Wipro is one of those rare companies that combines profit with purpose, and I am truly honored to have been chosen to lead this iconic institution. I am excited to build on the strong foundation established by Thierry and lead Wipro on its next growth trajectory. I have built my entire career at Wipro, and I have a deep appreciation of our 78-year history and our incredible team of more than 240,000 associates.
We have the right strategy, and tremendous people and capabilities throughout the organization, and I am excited about the opportunities for future growth.”
Thierry Delaporte said, “I’m grateful to Rishad and the Board for the opportunity to lead Wipro through a period of significant transformation. I am proud of the solid foundation we have laid for Wipro’s future success. In the four years we have worked together, Srini has built a successful business in our largest market of Americas 1 and has become an important strategic partner to our clients. As I pass the torch to Srini, I’m confident he’ll continue our journey, steering us to greater heights.”
Srini holds a bachelor’s degree in engineering, and a master’s in management studies from Indian Institute of Science, Bangalore. He graduated from Harvard Business School’s Leading Global Businesses executive program, and the Advanced Leadership Program at McGill Executive Institute.
Srini will be based in New Jersey and report to Chairman Rishad Premji.
About Wipro Limited
Wipro Limited (NYSE: WIT, BSE: 507685, NSE: WIPRO) is a leading technology services and consulting company focused on building innovative solutions that address clients’ most complex digital transformation needs. Leveraging our holistic portfolio of capabilities in consulting, design, engineering, and operations, we help clients realize their boldest ambitions and build future-ready, sustainable businesses. With over 240,000 employees and business partners across 65 countries, we deliver on the promise of helping our customers, colleagues, and communities thrive in an ever-changing world. For additional information, visit us at www.wipro.com.
Wipro Media Contact:
Sanuber Grohe
sanuber.grohe@wipro.com
Subra Muthukrishnan
subra.m@wipro.com
Wipro Forward-looking Statements
The forward-looking statements contained herein represent Wipro’s beliefs regarding future events, many of which are by their nature, inherently uncertain and outside Wipro’s control. Such statements include, but are not limited to, statements regarding Wipro’s growth prospects, its future financial operating results, and its plans, expectations, and intentions. Wipro cautions readers that the forward-looking statements contained herein are subject to risks and uncertainties that could cause actual results to differ materially from the results anticipated by such statements. Such risks and uncertainties include, but are not limited to, risks and uncertainties regarding fluctuations in our earnings, revenue and profits, our ability to generate and manage growth, complete proposed corporate actions, intense competition in IT services, our ability to maintain our cost advantage, wage increases in India, our ability to attract and retain highly skilled professionals, time and cost overruns on fixed-price, fixed-time frame contracts, client concentration, restrictions on immigration, our ability to manage our international operations, reduced demand for technology in our key focus areas, disruptions in telecommunication networks, our ability to successfully complete and integrate potential acquisitions, liability for damages on our service contracts, the success of the companies in which we make strategic investments, withdrawal of fiscal governmental incentives, political instability, war, legal restrictions on raising capital or acquiring companies outside India, unauthorized use of our intellectual property and general economic conditions affecting our business and industry.
Additional risks that could affect our future operating results are more fully described in our filings with the United States Securities and Exchange Commission, including, but not limited to, Annual Reports on Form 20-F. These filings are available at www.sec.gov. We may, from time to time, make additional written and oral forward-looking statements, including statements contained in the company’s filings with the Securities and Exchange Commission and our reports to shareholders. We do not undertake to update any forward-looking statement that may be made from time to time by us or on our behalf.