Exhibit 99.3
WIPRO LIMITED
CONSOLIDATED STATUTORILYAUDITED FINANCIAL RESULTS FOR THE QUARTER ENDED JUNE 30, 2015 |
(in millions, except share and per share data, unless otherwise stated)
Particulars | Quarter ended | Year ended | ||||||||||||||||
June 30, 2015 | March 31, 2015 | June 30, 2014 | March 31, 2015 | |||||||||||||||
1 | Income from operations | |||||||||||||||||
a) Net Sales/income from operations (net of excise duty) | 123,706 | 121,714 | 112,455 | 473,180 | ||||||||||||||
b) Other operating income | - | - | - | - | ||||||||||||||
Total income from operations (net) | 123,706 | 121,714 | 112,455 | 473,180 | ||||||||||||||
2 | Expenses | |||||||||||||||||
a) Cost of materials consumed | 1 | - | 19 | 34 | ||||||||||||||
b) Purchase of stock-in-trade | 7,251 | 8,457 | 6,552 | 29,802 | ||||||||||||||
c) (Increase)/Decrease in inventories of finished stock, work-in-progress and stock in process | 97 | (508 | ) | (78 | ) | (2,588 | ) | |||||||||||
d) Employee compensation | 59,007 | 56,827 | 53,889 | 224,838 | ||||||||||||||
e) Depreciation and amortisation expense | 3,367 | 3,267 | 2,834 | 12,823 | ||||||||||||||
f) Sub contracting/technical fees/third party application | 14,541 | 13,379 | 11,679 | 52,247 | ||||||||||||||
g) Other expenditure | 15,420 | 15,736 | 13,789 | 60,601 | ||||||||||||||
Total expense | 99,684 | 97,158 | 88,684 | 377,757 | ||||||||||||||
3 | Profit from operations before other income, finance costs and exceptional items (1-2) | 24,022 | 24,556 | 23,771 | 95,423 | |||||||||||||
4 | Other Income | 5,242 | 5,476 | 4,239 | 19,859 | |||||||||||||
5 | Profit from ordinary activities before finance costs and exceptional items (3+4) | 29,264 | 30,032 | 28,010 | 115,282 | |||||||||||||
6 | Finance Cost | 1,286 | 912 | 888 | 3,599 | |||||||||||||
7 | Profit from ordinary activities after finance costs but before exceptional items (5-6) | 27,978 | 29,120 | 27,122 | 111,683 | |||||||||||||
8 | Exceptional items | - | - | - | - | |||||||||||||
9 | Profit from ordinary activities before tax (7+8) | 27,978 | 29,120 | 27,122 | 111,683 | |||||||||||||
10 | Tax expense | 5,945 | 6,255 | 5,942 | 24,624 | |||||||||||||
11 | Net profit from ordinary activities after tax (9-10) | 22,033 | 22,865 | 21,180 | 87,059 | |||||||||||||
12 | Extraordinary items (net of tax expense) | - | - | - | - | |||||||||||||
13 | Net profit for the period (11+12) | 22,033 | 22,865 | 21,180 | 87,059 | |||||||||||||
14 | Share in earnings of associates | - | - | - | - | |||||||||||||
15 | Minority interest | (156 | ) | (145 | ) | (148 | ) | (531 | ) | |||||||||
16 | Net profit after taxes, minority interest and share of profit of associates (13+14+15) | 21,877 | 22,720 | 21,032 | 86,528 | |||||||||||||
17 | Paid up equity share capital (Face value![]() | 4,938 | 4,937 | 4,934 | 4,937 | |||||||||||||
18 | Reserves excluding revaluation reserves as per balance sheet of previous accounting year | 403,045 | ||||||||||||||||
19 | EARNINGS PER SHARE (EPS) | |||||||||||||||||
Before extraordinary items | ||||||||||||||||||
Basic (in![]() | 8.91 | 9.25 | 8.57 | 35.25 | ||||||||||||||
Diluted (in![]() | 8.89 | 9.21 | 8.54 | 35.13 | ||||||||||||||
After extraordinary items | ||||||||||||||||||
Basic (in![]() | 8.91 | 9.25 | 8.57 | 35.25 | ||||||||||||||
Diluted (in![]() | 8.89 | 9.21 | 8.54 | 35.13 | ||||||||||||||
20 | Public shareholding(1) | |||||||||||||||||
Number of shares | 608,937,579 | 608,633,451 | 607,403,337 | 608,633,451 | ||||||||||||||
Percentage of holding (as a % of total public shareholding) | 25.15 | % | 25.14 | % | 25.11 | % | 25.14 | % | ||||||||||
21 | Promoters and promoter group shareholding | |||||||||||||||||
a) Pledged/ Encumbered | ||||||||||||||||||
-Number of shares | Nil | Nil | Nil | Nil | ||||||||||||||
-Percentage of shares (as a % of the total shareholding of promoter and promoter group) | Nil | Nil | Nil | Nil | ||||||||||||||
-Percentage of shares (as a % of the total share capital of the company) | Nil | Nil | Nil | Nil | ||||||||||||||
b) Non-encumbered | ||||||||||||||||||
-Number of shares(2) | 1,812,022,464 | 1,812,022,464 | 1,812,022,464 | 1,812,022,464 | ||||||||||||||
-Percentage of shares (as a % of the total shareholding of promoter and promoter group) | 100 | % | 100 | % | 100 | % | 100 | % | ||||||||||
-Percentage of shares (as a % of the total share capital of the company, excluding ADS Shareholding) | 74.85 | % | 74.86 | % | 74.89 | % | 74.86 | % |
(1) | Public shareholding as defined under clause 40A of the listing agreement (excludes shares beneficially held by promoters and holders of American Depository Receipt) |
(2) | Includes 440,557,453 (March 31, 2015: 440,557,453; June 30, 2014: 440,557,453 ) equity shares on which Promoter does not have beneficiary interest. |
Status of redressal of complaints received for the period April 1, 2015 to June 30, 2015 | ||||||||||||||||||||
Sl No. | Nature of the complaint | Nature | Unresolved as at 01.04.2015 | Complaints received during the quarter | Complaints disposed during the quarter | Unresolved as at 30.06.2015 | ||||||||||||||
1 | Non-Receipt of Securities | Complaint | - | - | - | - | ||||||||||||||
2 | Non Receipt of Annual Reports | Complaint | - | 125 | 125 | - | ||||||||||||||
3 | Correction / Duplicate / Revalidation of dividend warrants / Demerger Fractional Payout Warrants | Request | - | 84 | 84 | - | ||||||||||||||
4 | SEBI/Stock Exchange Complaints | Complaint | - | 4 | 4 | - | ||||||||||||||
5 | Non Receipt of Dividend warrants | Complaint | - | 42 | 42 | - | ||||||||||||||
TOTAL | - | 255 | 255 | - |
Note: There are certain pending cases relating to disputes over title to shares in which the company has been made a party. However these cases are not material in nature.
1. | The consolidated interim financial results of the Company for the quarter ended June 30, 2015 have been approved by the directors of the Company at its meeting held on July 23, 2015. The statutory auditors have expressed an unqualified audit opinion. |
2. | The 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”). |
3. | The total revenue from operations represent the aggregate revenue and includes foreign exchange gains / (losses), net amounting to |
4. | Derivatives |
Derivative assets and liabilities:
The Company is exposed to foreign currency fluctuations on foreign currency assets / liabilities, forecasted cash flows denominated in foreign currency and net investment in foreign operations. The Company follows established risk management policies, including the use of derivatives to hedge foreign currency assets / liabilities, foreign currency forecasted cash flows and net investment in foreign operations. The counter parties in these derivative instruments are primarily banks and the Company considers the risks of non-performance by the counterparties as non-material.
The following table presents the aggregate contracted principal amounts of the Company’s derivative contracts outstanding:
(In millions)
As at | ||||||||||||
June 30, 2015 | March 31, 2015 | |||||||||||
Designated derivative instruments | ||||||||||||
Sell | $ | 804 | $ | 836 | ||||||||
£ | 228 | £ | 198 | |||||||||
€ | 258 | € | 220 | |||||||||
AUD | 86 | AUD | 83 | |||||||||
Interest rate swaps | $ | 150 | $ | 150 | ||||||||
Net investment hedges in foreign operations | ||||||||||||
Others | $ | 135 | $ | 145 | ||||||||
Non designated derivative instruments | ||||||||||||
Sell | $ | 910 | $ | 1,304 | ||||||||
£ | 97 | £ | 67 | |||||||||
€ | 65 | € | 60 | |||||||||
AUD | 43 | AUD | 53 | |||||||||
¥ | 490 | ¥ | 490 | |||||||||
SGD | 13 | SGD | 13 | |||||||||
ZAR | 129 | ZAR | 69 | |||||||||
CAD | 25 | CAD | 30 | |||||||||
CHF | 10 | CHF | 10 | |||||||||
Buy | $ | 920 | $ | 790 |
5. | The list of subsidiaries is included in the condensed consolidated financial statements of Wipro Limited and subsidiaries for the quarter ended June 30, 2015, are available on our company websitewww.wipro.com. |
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 as follows: Banking, Financial Services and Insurance (BFSI), Healthcare and Life Sciences (HLS), Retail, Consumer, Transport and Government (RCTG), Energy, Natural Resources and Utilities (ENU), Manufacturing and High-Tech (MFG), Global Media and Telecom (GMT). It also includes Others which comprises dividend income and gains or losses (net) relating to strategic investments, which are presented within “Other income” in the Consolidated Financial Result. 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.
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 is as follows:
TABLE 2
The Company has four geographic segments: India, Americas, Europe and Rest of the world. Revenues from the geographic segments based on domicile of the customer are as follows:
Quarter ended | Year ended | |||||||||||||||
June 30, 2015 | March 31, 2015 | June 30, 2014 | March 31, 2015 | |||||||||||||
India | ![]() | 13,354 | ![]() | 13,427 | ![]() | 11,072 | ![]() | 45,814 | ||||||||
Americas | 61,061 | 58,583 | 52,876 | 227,328 | ||||||||||||
Europe | 30,006 | 30,454 | 31,367 | 124,523 | ||||||||||||
Rest of the world | 19,285 | 19,250 | 17,141 | 75,517 | ||||||||||||
![]() | 123,706 | ![]() | 121,714 | ![]() | 112,456 | ![]() | 473,182 |
Management believes that it is currently not practicable to provide disclosure of geographical location wise assets, since the meaningful segregation of the available information is onerous.
No client individually accounted for more than 10% of the revenues during the three months ended June 30, 2015, March 31, 2015 and June 30, 2014, and year ended March 31, 2015. |
Notes:
a) | “Reconciling items” includes elimination of inter-segment transactions, dividend income/ gains/ losses relating to strategic investments and other corporate activities. |
b) | Segment result represents operating profits of the segments and dividend income and gains or losses (net) relating to strategic investments, which are presented within “Other income” in the Consolidated Financial Result. |
c) | Revenues include excise duty of Nil, Nil, and |
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 Income from operation in the Consolidated Financial Result). |
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) | For evaluating the performance of the individual operating segments, amortization of customer and marketing related intangibles acquired through business combinations are reported in reconciling items. |
h) | 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. Corporate treasury provides internal financing to the business units offering multi-year payments terms. 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. |
6. | The Company has granted 2,747,400, Nil, 2,485,000 options under RSU Options Plan and 1,487,700, Nil, 1,688,500 options under ADS Options Plan during the quarter ended June 30, 2015, March 31, 2015 and June 30, 2014 and 2,480,000 options under RSU Options Plan and 1,689,500 options under ADS Options Plan during the year ended March 31, 2015. |
7. | Business Combination |
ATCO I-Tek Inc. |
On August 15, 2014, the Company obtained control of ATCO I-Tek Inc., a Canadian entity, by acquiring 100% of its share capital and certain assets of IT services business of ATCO I-Tek Australia (hereafter the acquisitions are collectively referred to as ‘acquisition of ATCO I-Tek’) for an all-cash consideration of |
As part of conclusion of certain closing conditions, |
The following table presents the allocation of purchase price:
Description | Pre-acquisition carrying amount | Fair value adjustments | Purchase price allocated | |||||||||
Assets | ||||||||||||
Cash | ![]() | 71 | ![]() | - | ![]() | 71 | ||||||
Property, plant & equipment (including capital work-in-progress and software) | 1,689 | (278 | ) | 1,411 | ||||||||
Trade receivables | 210 | - | 210 | |||||||||
Other assets | 296 | - | 296 | |||||||||
Customer related intangibles | - | 8,228 | 8,228 | |||||||||
Liabilities | ||||||||||||
Trade payables and accrued liabilities | (798 | ) | - | (798 | ) | |||||||
Deferred income taxes, net | (138 | ) | (2,017 | ) | (2,155 | ) | ||||||
Total | ![]() | 1,330 | ![]() | 5,933 | 7,263 | |||||||
Goodwill | 3,808 | |||||||||||
Total purchase price | ![]() | 11,071 |
The goodwill of |
8. | Subsequent event |
Subsequent to the period end, on July 9, 2015, the Company entered into a definitive agreement to acquire Designit A/S (“Designit”), a global strategic design firm specializing in designing transformative product-service experiences, for a total purchase consideration of approximately EURO 85 million, including a deferred earn-out component. The acquisition strengthens the Company’s move to evolve its Digital offerings. The acquisition is subject to completion of customary closing conditions. |
9. | Stand-alone information (Audited) |
Particulars | Quarter ended | Year Ended | ||||||||||||||
June 30, 2015 | March 31, 2015 | June 30, 2014 | March 31, 2015 | |||||||||||||
Income from Operations (Net) | ![]() | 109,276 | ![]() | 106,515 | ![]() | 101,041 | ![]() | 416,350 | ||||||||
Profit before tax | 25,620 | 27,346 | 26,434 | 105,570 | ||||||||||||
Profit after tax | 19,882 | 21,416 | 20,672 | 81,931 |
By Order of the Board, | WIPRO LIMITED | |||
for Wipro Ltd. | Regd. Office: Doddakannelli, | |||
Place: Bangalore | Azim H Premji | Sarjapur Road, Bangalore – 560 035. | ||
Date: July 23, 2015 | Chairman | www.wipro.com |
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