Wipro to merge five wholly-owned subsidiaries with itself after board approval

IT services major Wipro on October 18 said that it has decided to merge its five wholly owned subsidiaries with itself after its board of directors approved the restructuring.

The five wholly owned subsidiaries are Wipro HR Services India Private Limited, Wipro Overseas IT Services Private Limited, Wipro Technology Product Services Private Limited (formerly known as Encore Theme Technologies Private Limited), Wipro Trademarks Holding Limited, and Wipro VLSI Design Services India Private Limited.

The board, at its meeting on October 17-18, considered and approved the scheme of amalgamation, Wipro said in its stock exchange filing on Wednesday. The amalgamation is subject to the approval of regulatory authorities, including the National Company Law Tribunal, said Wipro in its statement.

"The Board of Directors of the Company, at its meeting held over October 17-18, 2023, considered and approved a scheme of amalgamation ("Scheme") pursuant to Sections 230 to 232 and other relevant provisions of the Companies Act, 2013, providing for the merger of the following wholly-owned subsidiaries with and into Wipro Limited (“Transferee Company"):

1) Wipro HR Services India Private Limited

2) Wipro Overseas IT Services Private Limited

3) Wipro Technology Product Services Private Limited (formerly known as Encore Theme Technologies Private Limited)

4) Wipro Trademarks Holding Limited

5) Wipro VLSI Design Services India Private Limited (collectively “Transferor Company")

The Scheme is subject to necessary statutory and regulatory approvals under applicable laws, including approval of the National Company Law Tribunal,'' said Wipro in its exchange filing.

According to Wipro's statement, the rationale for amalgamation/merger it to consolidate business operations, to enable synergies of operations, reduction in overheads including administrative, managerial and other expenditure, to ensure optimised legal entity structure, and to significantly reduce multiplicity of legal and regulatory compliances.

"Since the Transferor Companies are wholly owned subsidiaries of the Transferee Company, no shares of the Transferee Company shall be allotted under the scheme of amalgamation in lieu or exchange of the shares of the Transferor Company,'' said Wipro in its exchange filing.

"Since there is no issue of shares, there will be no change in the shareholding pattern of the Transferee Company pursuant to the scheme of amalgamation," the company said.

Wipro HR Services India Private Limited provides human resources management services, Wipro Overseas IT Services Private Ltd deals with computer software development, web content management solutions, Wipro Technology Product Services Private Limited develops software products for commercial purposes and licences them, Wipro Trademarks Holding Ltd provides services relating to registration, acquisition and licensing of trademarks, and Wipro VLSI Design Services India Private Ltd is engaged in the business of manufacturing and developing all kinds of software including web and mobile phone software.

Wipro Q2 results

Wipro on Wednesday announced a muted July-September quarter results for fiscal 2023-24 (Q2FY24) with a consolidated net profit of Rs 2,667.3 crore, compared to Rs 2,649.1 crore in the corresponding period last year. Its consolidated revenue was at Rs 22,515.9 crore, Wipro said in a regulatory filing. Wipro had posted a revenue of Rs 22,539.7 crore in the September quarter of last fiscal. The IT major's profit after tax (PAT) rose 0.70 per cent year-on-year (YoY) to Rs 2,667 crore.

Shares of Wipro had hit a 52-week high of Rs 443.75 on September 15. On Wednesday, the shares closed at Rs 404.00, down by almost 1 per cent. On Thursday, shares were trading at Rs 394.50, down by 3.17 per cent.

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