{"url_path":"/sec/wit/10-k/2026/item-16g","section_key":"item-16g","section_title":"Item 16G Corporate Governance","topic":"sec","document":{"doc_type":"20-F","doc_date":"2026-06-02","source_url":"https://www.sec.gov/Archives/edgar/data/1123799/0001193125-26-253514-index.html","accession_number":"0001193125-26-253514","cik":"0001123799","ticker":"WIT","issuer_name":"WIPRO LTD","edgar_url":"https://www.sec.gov/Archives/edgar/data/1123799/0001193125-26-253514-index.html","primary_entity_key":"0001123799","primary_entity_name":"WIPRO LTD"},"word_count":663,"has_tables":true,"body_markdown":"Item 16G. Corporate Governance\n\nSince our securities are listed on recognized stock exchanges, we are required to provide a concise summary of any significant ways in which our corporate governance practices differ from those followed by domestic companies under the listing standards of that exchange. Being a foreign private issuer, we are permitted to follow home country practice in lieu of the provisions of Section 303A of the NYSE Listed Company Manual, except that we are required to comply with the requirements of Sections 303A.06, 303A.11, 303A.12(b) and (c) and 303.14 thereof. With regard to Section 303A.11, although the Company’s required home country standards on corporate governance may differ from the NYSE listing standards, the Company’s actual corporate governance policies and practices are generally in compliance with the NYSE listing standards applicable to domestic companies. Some of the key differences between the requirements in India as per the currently applicable listing regulations and those as per the NYSE listing requirements are as follows:\n\n•\nListing regulations with the Indian Stock Exchanges state that where the chairperson of the Board of Directors is a non-executive director, at least one-third of the Board of Directors shall comprise of independent directors and where the listed entity does not have a regular non-executive chairperson, at least half of the Board of Directors shall comprise of independent directors. On the other hand, NYSE listing requirements specify that a majority of the Board of Directors must consist of independent directors.\n\n•\nListing regulations with the Indian Stock Exchanges require that at least two-thirds of the members of the Audit, Risk and Compliance Committee and Nomination and Remuneration Committee be independent directors while the NYSE listing requirements specify that all the members of the Audit, Risk and Compliance Committee and Nomination and Remuneration Committee must be independent directors.\n\n•\nA Shareholders/Investors Grievance Committee (Stakeholders Relationship Committee) is mandatory under listing regulations with the Indian Stock Exchanges. This is not a requirement under NYSE listing requirements.\n\n•\nCriteria for determining directors to be independent also differ between the two countries’ listing requirements.\n\n•\nListing regulations with the Indian Stock Exchanges require submission of a report on all Related Party Transactions and publication of the same on the company’s website in the format specified by the accounting standard on a half-yearly basis.\n\n•\nListing regulations with the Indian Stock Exchanges require detailed reasons to be provided in the event of any resignation by statutory auditors or independent directors.\n\n•\nListing regulations with the Indian Stock Exchanges require that a company ensure that for the purposes of quarterly consolidated financial results, at least 80% of each of the consolidated revenue, assets and profits shall have been subject to audit or limited review.\n\n-111-\n\n[Table of Contents](#toc_page)\n\n \n\n•\nListing regulations with the Indian Stock Exchanges require the Nomination and Remuneration Committee to recommend to the Board of Directors all remuneration, in whatever form payable, to senior management.\n\n•\nListing regulations with the Indian Stock Exchanges require certain disclosure of cybersecurity incidents or breaches or loss of data or documents in the corporate governance report on a quarterly basis.\n\n•\nListing regulations with the Indian Stock Exchanges require certain disclosure about particulars of senior management including the changes therein since the close of the previous financial year in the annual report.\n\nThe other key practices followed as per home country laws and provisions of the SEBI Listing Regulations are disclosed elsewhere in this report. Some or many of the amendments prescribed under the SEBI Listing Regulations are likely to be different from the NYSE listing requirements.\n\nCompliance with the NYSE Corporate Governance Rules\n\nThe Company presently complies substantially with all the practices as described in the final corporate governance rules of the amended NYSE Listing Standards as approved by the SEC on January 11, 2013 and codified in Section 303A of the NYSE Listed Company Manual.\n\nAn affirmation of our compliance with the final NYSE corporate governance rules will be separately filed with the NYSE."}