Report on the Financial Statements
We have audited the accompanying financial statements of Wipro Limited
(the Company) which comprise the balance sheet as at March 31,2014,
the statement of profit and loss and the cash flow statement for the
year then ended and a summary of significant accounting policies and
other explanatory information.
Management''s Responsibility for the Financial Statements
Management is responsible for the preparation of these financial
statements that give a true and fair view of the financial position,
financial performance and cash flows of the Company in accordance with
the Accounting Standards referred to in sub- section (3C) of section
211 of the Companies Act, 1956 (the Act) read with General Circular
15/2013 dated 13th September 2013 of the Ministry of Corporate Affairs
in respect of Section 133 of the Companies Act, 2013.This
responsibility includes the design, implementation and maintenance of
internal control relevantto the preparation and presentation of the
financial statements that give a true and fair view and are free from
material misstatement, whether due to fraud or error.
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by the Institute of Chartered
Accountants of India. Those standards require that we comply with
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The
procedures selected depend on the auditor''s judgment, including the
assessment of the risks of material misstatement of thefinancial
statements,whetherduetofraud orerror. In making those risk assessments,
the auditor considers internal control relevant to the Company''s
preparation and fair presentation of the financial statements in order
to design audit procedures that are appropriate in the circumstances,
but not for the purpose of expressing an opinion on the effectiveness
of the entity''s internal control. An audit also includes evaluating the
appropriateness of accounting policies used and the reasonableness of
the accounting estimates made by management, as well as evaluating the
overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
In our opinion and to the best of our information and according to the
explanations given to us, the financial statements give the information
required by the Act in the manner so required and give a true and fair
view in conformity with the accounting principles generally accepted in
(a) in the case of the balance sheet, of the state of affairs of the
Company as at March 31,2014;
(b) in the case of the statement of profit and loss, of the profit for
the year ended on that date; and
(c) in the case of the cash flow statement, of the cash flows for the
year ended on that date.
Report on other Legal and Regulatory Requirements
1. As required by the Companies (Auditors'' Report) Order, 2003 (the
Order), as amended, issued by the Central Government of India in terms
of sub-section (4A) of section 227 of the Act, we give in the Annexure
a statement on the matters specified in paragraphs 4 and 5 of the
2. As required by section 227(3) of the Act, we report that:
(a) we have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purpose of our
(b) inouropinion proper books of accountas required by law have been
kept by the Company so far as appears from our examination of those
(c) the balance sheet, statement of profit and loss and cash flow
statement dealt with by this report are in agreement with the books of
(d) in our opinion.the balance sheet, statement of profit and loss and
cash flow statement comply with the Accounting Standards referred to in
sub-section (3C) of section 211 of the Companies Act,1956 read with the
General Circular 15/2013 dated 13 September 2013 of the Ministry of
Corporate Affairs in respect of Section 133 of the Companies Act, 2013;
(e) on the basis of written representations received from the directors
as on March 31, 2014, and taken on record by the Board of Directors,
none of the directors is disqualified as on March 31, 2014, from being
appointed as a director in terms of clause (g) of sub- section (1) of
section 274 of the Companies Act, 1956.
Annexure referred to in paragraph 1 of our report to the members of
Wipro Limited (the Company) for the year ended March 31,2014. We
(i) (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
(b) The Company has a regular programme of physical verification of its
fixed assets by which all fixed assets are verified in a phased manner
over a period of three years. In our opinion, this periodicity of
physical verification is reasonable having regard to the size of the
Company and the nature of its assets. In accordance with this program,
certain fixed assets were verified during the year and no material
discrepancies were noticed on such verification.
(c) Fixed assets disposed off during the year were not substantial, and
therefore, do not affect the going concern assumption.
(ii) (a) The inventory, except goods-in-transit, and stocks lying with
third parties, has been physically verified by the management during
the year. In our opinion, the frequency of such verification is
reasonable. For stocks lying with third parties at the year end,
written confirmations have been obtained for significant account
(b) The procedures for the physical verification of inventories
followed by the management are reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) The Company is maintaining proper records of inventory. The
discrepancies noticed on verification between the physical stocks and
the book records were not material.
(iii) (a) The Company has granted loans to two parties covered in the
register maintained under section 301 of the Companies Act, 1956 (the
Act).The maximum outstanding during the year was ? 2,824 million and
the year-end balance of such loans was ? 1,770 million (ofwhich loans
amounting to? 1,770 million are interest free).
(b) In our opinion, the rate of interest, where applicable and
othertermsand conditions on which such loans have granted to companies,
firms or other parties covered in the register maintained under section
301 of the Act are not, prima facie, prejudicial to the interest of the
(c) In the case of loans granted to the parties listed in the register
maintained undersection301 of the Act, the principal amounts and
interest, where applicable, are being repaid regularly in accordance
with the agreed contractual terms.
(d) There is nooverdueamountof morethan Rupeesone lakh in respect of
loans granted to any of the parties listed in the register maintained
under section 301 of the Act.
(e) The Company has not taken any loans, secured or unsecured, from
companies, firms or other parties covered in the register maintained
under Section 301 of the Act. Accordingly, paragraphs 4 (iii) (e) to
(g) of the Order are not applicable to the Company.
(iv) In our opinion and according to the information and explanations
given to us, there is an adequate internal control system commensurate
with the size of the Company and the nature of its business with regard
to purchase of inventories and fixed assets and with regard to the sale
of goods and services. We have not observed any major weakness in the
internal control system during the course of the audit.
(v) (a) Inouropinion.andaccordingtotheinformationand explanations given
to us, the particulars of contracts or arrangements referred to in
section 301 of the Act have been entered in the register required to be
maintained under that section.
(b) In our opinion, and according to the information and explanations
given to us, the transactions made in pursuance of contracts and
arrangements referred to in (a) above and exceeding the value of rupees
five lakh in respect of any party during the year have been made at
prices which are reasonable having regard to the prevailing market
prices at the relevant time.
(vi) The Company has not accepted any deposits from the public.
(vii) In our opinion, the Company has an internal audit system
commensurate with the size and nature of its business.
(viii) We have broadly reviewed the books of account relating to
material, labour and other items of cost maintained by the Company
pursuant to the Companies (cost accounting records) Rules, 2011
prescribed bytheCentral Government for the maintenance of cost records
under section 209(1) (d) of the Act and are of the opinion that prima
facie, the prescribed accounts and records have been made and
maintained. However, we have not made a detailed examination of the
(ix) (a) According to the information and explanations given to us and
on the basis of our examination of the records of the Company, amounts
deducted/accrued in the books of account in respect of undisputed
statutory dues including Provident Fund, Employees''State Insurance,
Income-tax, Sales-tax, Service tax. Wealth tax. Customs duty. Excise
duty. Investor Education and Protection Fund and other material
statutory dues have generally been regularly deposited during the year
by the Company with the appropriate authorities.
According to the information and explanations given to us, no
undisputed amounts payable in respect of Provident Fund,
Employees''State Insurance, Income- tax, Sales- tax. Service tax. Wealth
tax. Customs duty, Excise duty. Investor Education and Protection Fund
and other material statutory dues were in arrears as at March 31,2014
for a period of more than six months from the date they became payable.
(b) According to the information and explanation given to us, there are
no disputed amounts payable in respect of Wealth tax and Cess.The
following dues of
Income tax. Excise duty. Customs duty. Sales-tax and Service tax have
not been deposited by the Company on account of disputes:
(x) The Company does not have any accumulated losses at the end of the
financial year and has not incurred cash losses in the financial year
and in the immediately preceding financial year.
(xi) In our opinion and according to the information and explanations
given to us, the Company has not defaulted in repayment of dues to its
banks. The Company did not have any outstanding dues to any financial
institutions or debentures holders during the year.
(xii) The Company has not granted any loans and advances on the basis
of security by way of pledge of shares, debentures and other
(xiii) In our opinion and according to the information and explanations
given to us, the Company is not a chit fund or a nidhi/ mutual benefit
(xiv) According to the information and explanations given to us, the
Company is not dealing or trading in shares, securities, debentures and
(xv) In our opinion and according to the information and explanations
given to us, the terms and conditions on which the Company has given
guarantees for loans taken by others from banks or financial
institutions are not prejudicial to the interest of the Company.
(xvi) In our opinion and according to the information and explanations
given to us, the term loans taken by the
Company have been applied for the purposes for which they were raised.
(xvii) According to the information and explanations given to us and on
an overall examination of the balance sheet of the Company, we are of
the opinion thatfunds raised on short- term basis have not been used
for long-term investment.
(xviii)The Company has not made any preferential allotment of shares to
companies/firms/parties covered in the register maintained under
section 301 of the Act.
(xix) The Company did not have any outstanding debentures during the
(xx) The Company has not raised any money by public issues during the
(xxi) According to the information and explanations given to us, no
fraud on or by the Company has been noticed or reported during the
course of our audit.
for B S R & Co.LLP
Chartered Accoun tan ts
Firm''s Registration No.: 101248W
Membership No.: 205385