6-K

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 May 2020

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 APPOINTMENT OF CHIEF EXECUTIVE OFFICER AND

DIRECTOR AND OFFICER CHANGES

Wipro Limited, a company organized under the laws of the Republic of India (the “Company”) hereby furnishes the Commission with copies of the following information relating to the appointment of its Chief Executive Officer and Managing Director of the Company and other changes in directorship. 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 May 29, 2020, the Company informed the securities exchanges in India on which its securities are listed and the New York Stock Exchange that the Company has appointed Thierry Delaporte as its Chief Executive Officer and Managing Director, effective July 6, 2020. The Company previously announced, on January 31, 2020, that Mr. Abidali Z. Neemuchwala, its Chief Executive Officer and Managing Director, had decided to step down from the Company due to family commitments. Mr. Neemuchwala will relinquish his position as Chief Executive Officer and Managing Director on June 1, 2020. A copy of the letter to the Exchanges is attached hereto as Exhibit 99.1.

Also on May 29, 2020, the Company informed the securities exchanges in India on which its securities are listed and the New York Stock Exchange that the Board of Directors of the Company has, at their meeting held on May 29, 2020, approved the following:

1. Appointment of Mr. Deepak M. Satwalekar as an Additional Director in the capacity of Independent Director for a term of five years, effective July 1, 2020, subject to the approval of the shareholders.

2. Resignation of Mrs. Arundhati Bhattacharya as an Independent Director, effective June 30, 2020.

A copy of the letter to the Exchanges is attached hereto as Exhibit 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/ Jatin Pravinchandra Dalal

Jatin Pravinchandra Dalal

Chief Financial Officer

Dated: May 29, 2020

INDEX TO EXHIBITS

Item
99.1	Letter to the Exchanges dated May 29, 2020.
99.2	Letter to the Exchanges dated May 29, 2020.

EX-99.1

Exhibit 99.1

May 29, 2020

The Manager - Listing

BSE Limited

(BSE: 507685)

The Manager - Listing

National Stock Exchange of lndia Limited

(NSE: WIPRO)

The Market Operations,

NYSE, New York

(NYSE: WIT)

Dear Sir/Madam,

Sub: Press Release

Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Clause 204.10 of the NYSE Listed Company Manual, please find enclosed herewith a press release being issued by the Company.

Please also find enclosed the information as required under Regulation 30 - Para A of Part A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

This is for your information and records.

Thanking you,

For Wipro Limited
M Sanaulla Khan
Company Secretary
ENCL: As above.

Wipro appoints Thierry Delaporte as CEO & Managing Director

East Brunswick, New Jersey, USA and Bangalore, lndia – May 29,2020: Wipro Limited (NYSE: WT, BSE: 507685, NSE: WIPRO), a leading global information technology, consulting and business process services company, today announced the appointment of Thierry Delaporte as the Chief Executive Officer and Managing Director of the company, effective July 6, 2020.

Until recently, Thierry Delaporte was the Chief Operating Officer of Capgemini Group and a member of its Group Executive Board. During his twenty-five year career with Capgemini, he held several leadership roles including that of Chief Executive Officer of the Global Financial Services Strategic Business Unit, and head of all global service lines. He also oversaw Capgemini’s lndia operations, and led the group’s transformation agenda, conceptualizing and driving several strategic programs across various business units.

“l am delighted to welcome Thierry as CEO and Managing Director of the company. Thierry has an exceptional leadership track record, strong international exposure, deep strategic expertise, a unique ability to forge long-standing client relationships, and proven experience of driving transformation and managing technological disruption. We believe that Thierry is the right person to lead Wipro in its next phase of growth,” said Rishad Premji, Chairman, Wipro Limited.

“l want to thank Abid for all that he has done for Wipro and for making this transition as smooth and seamless as possible despite his personal commitments.”

Abidali Neemuchwala will relinquish his position as CEO and MD on June 1. Rishad Premji will oversee the day to day operations of the company until July 5.

Commenting on his appointment, Thierry Delaporte said, “l am deeply honored to be invited to lead Wipro, an extraordinary company and an exemplary corporate citizen with a deep technology heritage built on a strong foundation of values. I look forward to working closely with Rishad, the Board, senior leadership and the hugely talented employees of Wipro to turn a new chapter of growth and build a better tomorrow for all our stakeholders.”

He will be based in Paris and report to Chairman Rishad Premji.

Thierry has a Bachelor’s degree in Economy and Finance from Sciences Po Paris and a Masters in Law from Sorbonne University. He is also the co-Founder and President of the not-for-profit organization Life Project 4 Youth.

About Wipro Limited

Wipro Limited (NYSE: WIT, BSE: 507685, NSE: WIPRO) is a leading global information technology, consulting and business process services company. We harness the power of cognitive computing, hyper-automation, robotics, cloud, analytics and emerging technologies to help our clients adapt to the digital world and make them successful. A company recognized globally for its comprehensive portfolio of services, strong commitment to sustainability and good corporate citizenship, we have over 175,000 dedicated employees serving clients across six continents. Together, we discover ideas and connect the dots to build a better and a bold new future.

Wipro Media Contact:

Vipin Nair

Wipro Limited

vipin.nair1@wipro.com

Forward-looking and Cautionary Statements

Certain statements in this release concerning our future growth prospects are forward-looking statements, which involve a number of risks, and uncertainties that could cause actual results to differ materially from those in such forward-looking statements. The risks and uncertainties relating to these statements include, but are not limited to, risks and uncertainties regarding fluctuations in our earnings, revenue and profits, our ability to generate and manage growth, 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. 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.

Information as required under Regulation 30 - Para A of Part A of Schedule Ill of SEBI

(Listing Obligations and Disclosure Requirements) Regulations, 2015

Sl. No.	Requirement	Disclosure
1.	Reason for change viz. appointment, resignation, removal, death or otherwise.	1.  Resignation of Mr. Abidali Z Neemuchwala as the Chief Executive Officer and Managing Director of the Company 2.  Appointment of Mr. Thierry Delaporte as the new Chief Executive Officer and Managing Director of the Company
2.	Date of appointment/cessation (as applicable) and term of appointment	The Board of Directors has noted the resignation of Mr. Abidali Z Neemuchwala with effect from the end of day on June 1, 2020. At their meeting held on May 29, 2020, the Board of Directors has approved the appointment of Mr. Thierry Delaporte as the Chief Executive Officer and Managing Director of the Company with effect from July 6, 2020 for a period of five years, subject to approval of the shareholders and the Central Government as may be applicable.
3.	Brief Profile (in case of appointment)	Mr. Thierry Delaporte Mr. Thierry Delaporte has a proven track record of building highly successful businesses, driving change, leading cross-cultural teams as well as conceptualising and integrating mergers & acquisitions. Mr. Delaporte joined Capgemini in 1995, and over the years held several leadership positions, driving operational excellence and managing technological disruption. He was deeply involved in setting the group’s transformation agenda and was instrumental in executing several strategic programs across various business units. Until recently, Mr. Delaporte was the Chief Operating Officer of Capgemini Group and a member of its Group Executive Board. He was earlier the Chief Executive of the Global Financial Services Strategic Business Unit, and head of all Global Service Lines where he was responsible for charting the strategic direction, growth and expansion of these businesses. He also oversaw the group’s India operations and was previously the Chief Executive of Capgemini’s Latin America business. Mr. Delaporte also served as the Chief Financial Officer of North America, and the group’s Global Outsourcing Business. Widely travelled, Mr. Delaporte has lived in multiple countries across four continents in the past two decades. He currently lives in Paris.

		Mr. Delaporte began his career in 1992 as a Senior Auditor with Arthur Andersen in Paris and London.
		Mr. Delaporte has a Bachelor’s degree in Economy and Finance from Sciences Po Paris and a Masters in Law from Sorbonne University.
		Mr. Delaporte is also the co-Founder and President of the not-for-profit Life Project 4 Youth, an organisation dedicated to the professional and social integration of young adults living in impoverished regions.
4.	Disclosure of relationships between directors (in case of appointment of a director)	Mr. Thierry Delaporte does not have any relationship with any of the Directors of the Company.
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.	We confirm that Mr. Thierry Delaporte is not debarred from holding the office of director by any SEBI order or any other such authority.

EX-99.2

Exhibit 99.2

May 29, 2020

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: Change in Directorship

The Board of Directors of the Company has, at their meeting held on May 29, 2020, considered and approved the following:

1. Appointment of Mr. Deepak M Satwalekar as an Additional Director in the capacity of Independent Director for a term of 5 years with effect from July 1, 2020, subject to approval of the shareholders of the Company.

Copy of the press release in connection with the aforesaid appointment and a brief profile of Mr. Deepak M Satwalekar are enclosed for your reference.

Mr. Deepak M Satwalekar does not have any relationship with any of the Directors on the Board of the Company. In accordance with BSE circular no. LIST/COMP/14/2018-19 and NSE circular no. NSE/CML/2018/24, dated June 20, 2018, we hereby confirm that Mr. Deepak M Satwalekar is not debarred from holding the office of Director by virtue of any SEBI order or any other such authority.

2. Taking note of resignation of Mrs. Arundhati Bhattacharya as an Independent Director of the Company with effect from close of business hours of June 30, 2020. The Board placed on record its appreciation for the contributions made by Mrs. Arundhati Bhattacharya to the Company.

In her resignation letter, Mrs. Arundhati Bhattacharya has indicated that the reason for her resignation is her decision to accept a full time role as Chairperson and CEO in another company. She has also confirmed that there is no other material reason, other than the reason stated in her resignation letter. A copy of the resignation letter is enclosed.

This is for your information and records.

Thanking you, For Wipro Limited   M Sanaulla Khan Company Secretary   ENCL: As above.

Wipro Limited Appoints Deepak M Satwalekar to its Board

Bangalore India and East Brunswick, New Jersey, USA, May 29, 2020: Wipro Limited (NYSE: WIT, BSE: 507685, NSE: WIPRO), a leading global information technology, consulting, and business process services company, today announced the appointment of Deepak M Satwalekar, a widely respected financial services professional, to its Board of Directors for five years effective July 1, 2020, subject to the approval of the shareholders.

Deepak will serve as an Independent Director on the Board and will bring a wealth of experience to Wipro having spent over four decades in the financial services industry and as an advisor and Board member of companies from diverse industries.

In his illustrious career, Deepak has been the Managing Director of HDFC Ltd and subsequently the Managing Director and CEO of HDFC Standard Life Insurance Co. Ltd. He has also been a consultant to the World Bank, the Asian Development Bank, the United States Agency for International Development (USAID) and the United Nations Human Settlements Programme (UN-HABITAT).

Welcoming him to the Board, Rishad Premji, Chairman, Wipro Limited said, “I am truly excited to have Deepak join our Board. With his deep repository of knowledge spanning across the financial services sector, sharp business acumen, understanding of technology and as a strong votary of the highest standards of corporate governance, his invaluable experience will immensely benefit Wipro.”

Commenting on his appointment, Deepak Satwalekar said, “I am delighted and honored to be invited to join the Board of Wipro, an organization which is globally respected both for its technology leadership and its steadfast commitment to values. I look forward to contributing to the company’s growth charter.”

Deepak is a recipient of the ‘Distinguished Alumnus Award’ from the Indian Institute of Technology (IIT), Bombay and is currently the Chairman, Board of Governors of the Indian Institute of Management, Indore.

About Wipro Limited

Wipro Limited (NYSE: WIT, BSE: 507685, NSE: WIPRO) is a leading global information technology, consulting and business process services company. We harness the power of cognitive computing, hyper-automation, robotics, cloud, analytics and emerging technologies to help our clients adapt to the digital world and make them successful. A company recognized globally for its comprehensive portfolio of services, strong commitment to sustainability and good corporate citizenship, we have over 175,000 dedicated employees serving clients across six continents. Together, we discover ideas and connect the dots to build a better and a bold new future.

Media Contact:

Vipin Nair

Wipro Limited

vipin.nair1@wipro.com

Forward-looking and Cautionary Statements

Certain statements in this release concerning our future growth prospects are forward-looking statements, which involve a number of risks, and uncertainties that could cause actual results to differ materially from those in such forward-looking statements. The risks and uncertainties relating to these statements include, but are not limited to, risks and uncertainties regarding fluctuations in our earnings, revenue and profits, our ability to generate and manage growth, 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. 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.

Brief Profile of Mr. Deepak M Satwalekar

Mr. Deepak M Satwalekar was the Managing Director of HDFC Ltd (India’s first specialized provider of housing finance and now the largest) till 2000, and thereafter the Managing Director and CEO of HDFC Standard Life Insurance Co. Ltd till 2008, the first private sector life insurance company registered in India after 1956.

Mr. Satwalekar has also been a consultant to the World Bank, the Asian Development Bank, the United States Agency for international Development (USAID) and the United Nations Human Settlements Programme (HABITAT).

Mr. Satwalekar serves on the India Advisory Board of a large European bank. He is currently active on the Advisory Boards of a few non-profit organisations, engaged in the field of primary education for the low-income and underprivileged members of society in rural and urban India. He is on the Board of SINE, a technology incubator at IIT, Bombay. He also advises a Venture Capital Fund.

Mr. Satwalekar has chaired the RBI Committee on Corporate Governance in Public Sector Banks, besides being a member of several expert groups/committees set up by industry/Government/RBI/IRDA/PFRDA.

Mr. Satwalekar is a recipient of the ‘Distinguished Alumnus Award’ from the Indian Institute of Technology (IIT), Bombay.

Mr. Satwalekar is currently the Chairman, Board of Governors of the Indian Institute of Management, Indore.

May 29, 2020

The Board of Directors,

Wipro Limited

(CIN: L32102KA1945PLC020800)

Doddakannelli, Sarjapur Road,

Bengaluru- 560 035

Karnataka

Dear Board Members,

Sub: Resignation as an Independent Director of the Company

This is to inform you that I have decided to accept a full time executive role as Chairperson & CEO for the India operations of Salesforce, USA. Accordingly, I need to discontinue my existing non-executive assignments.

Further to the above, I will be stepping down as an Independent Director from the Board as well as the committees of Wipro Limited, with effect from close of business hours of June 30, 2020. Kindly take note of my resignation.

I confirm that there are no other material reasons for my resignation, other than the reasons mentioned above.

I have enjoyed my journey at Wipro and thank all the Directors for giving me an opportunity to work with them. Wishing Wipro, the very best and all the success for the times to come.

Thanking you,

Yours Sincerely,

Arundhati Bhattacharya

DIN: 02011213

Sensitivity: Internal & Restricted