Form 6-K WIPRO LTD For: Jan 22
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 January 2021
Commission File Number 001-16139
Wipro Limited
(Exact name of Registrant as specified in its charter)
Not Applicable
(Translation of Registrants 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 registrants home country), or under the rules of the home country exchange on which the registrants 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 registrants 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.
ANNOUNCEMENT OF CANCELLATION OF EQUITY SHARES
Wipro Limited, a company organized under the laws of the Republic of India (the Company), hereby furnishes the Commission with a copy of the following information relating to the completion of the buyback of its equity shares (the Share Buyback Offer). 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 January 21, 2021, the Company informed the securities exchanges in India on which its securities are listed and the New York Stock Exchange (the Exchanges) of the completion of the cancellation of equity shares repurchased in connection with the Share Buyback Offer. A copy of such letter to the Exchanges and the enclosures are 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/ Jatin Pravinchandra Dalal |
Jatin Pravinchandra Dalal |
Chief Financial Officer |
Dated: January 22, 2021
INDEX TO EXHIBITS
Item |
||
99.1 | Letter to the stock exchanges submitted on January 21, 2021 |
Exhibit 99.1
wipro
January 21, 2021
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: | Completion of extinguishment of 23,75,00,000 (Twenty Three Crores Seventy Five Lakhs) Equity Shares of Wipro Limited (the Company) |
Pursuant to the public announcement dated November 18, 2020 (the Public Announcement) and the letter of offer dated December 22, 2020 (the Letter of Offer), the Tendering Period for the Buyback opened on Tuesday, December 29, 2020 and closed on Monday, January 11, 2021.
In accordance with the provisions of Regulation 24(iv) of the Securities and Exchange Board of India (Buy-Back of Securities) Regulations, 2018, as amended (the Buyback Regulations), the following are the details of the Equity Shares bought back by the Company during the Tendering Period and extinguished:
Equity share capital before the said extinguishment (Number of Equity Shares) |
Number of Equity Shares extinguished |
Equity share capital after the said extinguishment (Number of Equity Shares) | ||
5,71,53,38,089 | 23,75,00,000 | 5,47,78,38,089 |
The terms used but not defined in this letter shall have the same meanings as assigned in the Public Announcement and the Letter of Offer.
We also enclose a copy of the certificate dated January 21, 2021 relating to the above extinguishment of 23,75,00,000 Equity Shares, in accordance with the provisions of Regulation 11(iv) of the Buyback Regulations.
The number of Equity Share bought back and the post-Buyback shareholding pattern were disclosed in the Post Buyback Public Announcement published and submitted for your records on January 16, 2021 and have been reproduced in Annexure A for ease of reference.
Yours faithfully,
For Wipro Limited
M Sanaulla Khan
Company Secretary
ENCL: As above
Registered Office:
Wipro Limited T: +91 (80) 2844
0011
Doddakannelli F: +91 (80) 2844 0256
Sarjapur Road E: [email protected]
Bengaluru 560 035 W: wipro.com
India C: L32102KA1945PLC020800
Annexure A
The shareholding pattern of the Company, pre and post Buyback, is as under:
Category of Shareholder |
Pre Buyback | Post Buyback | ||||||||||||||
Number of Equity Shares |
% to pre Buyback Equity Share capital |
Number of Equity Shares |
% to post Buyback Equity Share capital |
|||||||||||||
Promoter and Promoter Group |
4,22,99,45,033 | 74.01 | 4,00,10,40,248 | 73.04 | ||||||||||||
Foreign Investors (Including ADRs, Non-Resident Indians, FIIs, FPIs, Foreign Nationals, and Overseas Corporate Bodies) |
64,47,35,118 | 11.28 | ||||||||||||||
Financial Institutions/Banks, NBFCs & Mutual Funds |
34,68,32,236 | 6.07 | 1,47,67,97,841 | 26.96 | ||||||||||||
Others (Public, Bodies Corporate, Clearing Members, Trusts and HUF) |
49,38,25,702 | 8.64 | ||||||||||||||
Total |
5,71,53,38,089 | 100.00 | 5,47,78,38,089 | 100.00 |
CERTIFICATE OF EXTINGUISHMENT OF EQUITY SHARES BOUGHT BACK BY WIPRO LIMITED
(the Company)
The certificate is being issued pursuant to the requirements of Regulation 11 of Securities and Exchange Board of India (Buy-Back of Securities) Regulations, 2018, as amended (Buyback Regulations).
Pursuant to the Public Announcement dated November 18, 2020 and the Letter of Offer dated December 22, 2020, the tendering period for the Buyback Offer opened on Tuesday, December 29, 2020 and closed on Monday, January 11, 2021 (the Tendering Period). The following are the details of the Equity Shares bought back by the Company during the said Tendering Period and extinguished.
A. | The equity shares extinguished in dematerialised form are as under: |
Name of the Depository Participant and DP ID No. | Companys A/c. No. | Date of Extinguishment | No. of Equity Shares Extinguished | |||
JM Financial Services Limited IN302927 |
10288238 | January 19, 2021 | 23,75,00,000 |
B. | The equity shares extinguished in physical form are as under: Nil |
C. | The total equity shares extinguished/destroyed in dematerialised and physical form arc as under: |
Total Number of Equity Shares Extinguished/ Destroyed (A+ B) |
23,75,00,000 |
This is to certify that the above equity shares of the Company, being in dematerialised form were extinguished in compliance with the provisions of Regulation 11 of the Buyback Regulations. This is for your information and records.
For Wipro Limited | For Wipro Limited | |||
Name: Rishad A Premji Designation: Chairman |
Name: Thierry Delaporte Designation: Chief Executive Officer and Managing Director | |||
For Deloitte Haskins & Sells LLP Chartered Accountants Firm Registration No 117366W/W-100018 |
For KFin Technologies Private Limited Registrar to the Buyback | |||
Name: Vikas Bagaria Designation: Partner Membership No: 60408 |
Name: M Murali Krishna Designation: General Manager |
Date: January 21, 2021
Enclosed: Confirmation from National Securities Depository Limited for extinguishment of Equity Shares in dematerialized form.
CC:
JM Financial Limited, 7th floor, Cnergy, Appasaheb Marathe Marg, Prabhadevi, Mumbai - 400 025, India.
National Securities Depository Limited
NSDL
Technology, Trust & Reach
Ref: II/CA/COM/02970/2021 | January 19, 2021 |
Mr. Sanaulla Khan Mohammed
Company Secretary
Wipro Limited
Doddakannelli
Sarjapur Road
Bangalore - 560035
Sub : Buy-back (tender offer)
Dear Sir,
As per the corporate action(s) executed by your R&T Agent/Registry Division viz; KFIN TECHNOLOGIES PRIVATE LIMITED., Equity Shares were credited/debited to the account(s) in the NSDL system, details of which are given below :
ISIN |
ISIN Description |
D/C |
Records |
Quantity |
Execution Date | |||||
INE075A01022 | WIPRO LIMITED EQ F.V. RS. 2 | Debit | 1 | 237,500,000.000 | 19/Jan/2021 |
You may contact your R&T Agent/Registry Division for further details in this regard.
Your faithfully,
Rakesh Mehta
Vice President
Digitally Signed By
Name: RAKESH MAHASUKHLAL MEHTA
Date: 19/01/202113:06:20
Reason: Authentication
Location: NSDL,Mumbai
4th Floor, A Wing, Trade World, Kamala Mills Compound, Senapati Bapat Marg, Lower Parel, Mumbai - 400 013, India
Tel.: 91-22-2499 4200 | Fax: 91-22-2497 6351 | CIN-U74120MH2012PLC230380 | Email:[email protected] | Web: www.nsdl.co.in
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