TENDER FORM FOR ELIGIBLE SHAREHOLDERS

FORM OF ACCEPTANCE-CUM-ACKNOWLEDGEMENT (FOR EQUITY SHAREHOLDERS HOLDING SHARES IN DEMAT FORM)

Bid Number:
Date:

BUYBACK OPENS ON: June 22, 2023

BUYBACK CLOSES ON: June 29, 2023

For Registrar / collection centre use

Inward No. Date Stamp

Status (Please tick appropriate box)

Individual FII Insurance Co.
Foreign Co. NRI/OCB FVCI
Body Corporate Bank / FI Pension / PF
VCF Partnership/LLP Others (specify)

India Tax Residency Status: (Please tick appropriate box)

Resident in Non-Resident in Resident of
India India ……………(Shareholder
to fill the country of
residence)
To,
The Board of Directors
Wipro Limited
Doddakannelli, Sarjapur Road,
Bengaluru- 560035
Tel. No.: +91 80 2844 0011;

Dear Sir/Madam,

Sub: Letter of Offer dated June 20, 2023 to Buyback up to 26,96,62,921 (Twenty Six Crore Ninety Six Lakh Sixty Two Thousand Nine Hundred and Twenty One only) Equity
Shares of Wipro Limited (the “Company”) at a price of 445/- (Rupees Four Hundred and Forty-Five only) per Equity Share (“Buyback Price”), payable in cash
1. I / We (having read and understood the Letter of Offer dated June 20, 2023) hereby tender / offer my / our Equity Shares in response to the Buyback on the terms and conditions
set out below and in the Letter of Offer.
2. I / We authorise the Company to Buyback the Equity Shares offered (as mentioned below) and to issue instruction(s) to the Registrar to the Buyback to extinguish the
Equity Shares.
3. I / We hereby warrant that the Equity Shares comprised in this tender / offer are offered for Buyback by me / us free from all liens, equitable interest, charges and encumbrance.
4. I / We declare that there are no restraints / injunctions or other order(s) of any nature which limits / restricts in any manner my / our right to tender Equity Shares for Buyback
and that I / we am / are legally entitled to tender the Equity Shares for Buyback.
5. I / We agree that the Company will pay the Buyback Price only after due verification of the validity of the documents and that the consideration will be paid as per secondary
market mechanism.
6. I /We agree that we will have to ensure to keep the DP Account active and unblocked to receive credit in case of return of Eq uity Shares due to rejection or due to prorated
Buyback decided by the Company. Further, I / We will have to ensure to keep the bank account attached with the DP account act ive and updated to receive credit remittance
due to acceptance of Buyback of shares by the Company.
7. I / We undertake to return to the Company any Buyback consideration that may be wrongfully received by me / us.
8. I/ We acknowledge that the responsibility to discharge the tax due on any gains arising on buyback is on me / us to the extent Buyback Tax is not applicable on such income.
I / We agree to compute appropriate gains on this transaction and immediately pay applicable taxes in India (whether by deduction of tax at source, or otherwise) and file tax
return in consultation with our custodians/ authorized dealers/ tax advisors appropriately.
9. I/ We undertake to indemnify the Company if any tax demand is raised on the Company on account of gains arising to me / us on buyback of shares. I / We also undertake
to provide the Company, the relevant details in respect of the taxability / non-taxability of the proceeds arising on buyback of shares by the Company, copy of tax return filed
in India, evidence of the tax paid etc., whenever called for.
10. I / We undertake to execute any further documents and give any further assurances that may be required or expedient to give effect to my / our tender / offer a nd agree to
abide by any decision that may be taken by the Company to effect the Buyback in accordance with the Companies Act, the Buyback Regulations, and the extant applicable foreign
exchange regulations.
11. Applicable for all non-resident shareholders: I/We, being a Non-Resident Shareholder, agree to obtain and submit all necessary approvals, if any and to the extent required
from the concerned authorities including approvals from the RBI under FEMA and any other the rules and regulations, for tendering Equity Shares in the Buyback, and also
undertake to comply with the reporting requirements, if applicable, and any other rules, regulations and guidelines, in regard to remittance of funds outside India.
12. Details of Equity Shares held and tendered / offered for Buyback:
Particulars In Figures In Words
Number of Equity Shares held as on Record Date (June 16, 2023)
Number of Equity Shares Entitled for Buyback (Buyback Entitlement)
Number of Equity Shares offered for Buyback
Note: An Equity Shareholder may tender Equity Shares over and above his / her / its Buyback Entitlement. Number of Equity Shares validly tendered by any Eligible Shareholder up to the Buyback Entitlement of such Eligible
Shareholder shall be accepted to the full extent. The Equity Shares tendered by any Equity Shareholder over and above the Buyback Entitlement of such Equity Shareholder shall be accepted in accordance with paragraph 20.7, 20.8,
20.9 and 20.10 of the Letter of Offer. Equity Shares tendered by any Equity Shareholder over and above the number of Equity Shares held by such Equity Shareholder a s on the Record Date shall not be considered for the purpose
of Acceptance.
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Acknowledgement Slip: WIPRO BUYBACK OFFER 2023
(to be filled by the Equity Shareholder) (subject to verification)
DP ID Client ID
Received from Mr./Ms./Mrs./M/s
Form of Acceptance-cum-Acknowledgement, Original TRS along with:
No. of Equity Shares offered for Buyback (In Figures) (in words)
Please quote Client ID No. &DP ID No. for all future correspondence Stamp of Broker
13. Details of Account with Depository Participant (DP):

Name of the Depository (tick whichever is applicable) NSDL CDSL

Name of the Depository Participant
DP ID
Client ID with the DP

14. Equity Shareholders Details:

Particulars First/Sole Equity Shareholder Joint Equity Shareholder 1 Joint Equity Shareholder 2 Joint Equity Shareholder 3

Full Name(s) Of The Equity Shareholder

Signature(s)*

PAN

Address of the Sole/First Equity Shareholder

Telephone No. / Email ID

*Corporate shareholder must affix rubber stamp and sign under valid authority. The relevant corporate authorisation should be enclosed with the application form submitted.
15. Applicable for all Non-resident shareholders I/We, being a Non-Resident Shareholder, agree to obtain and submit all necessary approvals, if any and to the extent required from
the concerned authorities including approvals from the Reserve Bank of India (“RBI”) under Foreign Exchange Management Act, 1999, (the “FEMA Regulations”) and the rules and
regulations framed there under, for tendering Equity Shares in the Buy-back, and also undertake to comply with the reporting requirements, if applicable, under the FEMA Regulations
and any other rules, regulations and guidelines, in regard to remittance of funds outside India / We undertake to return to the Company any consideration in respect of the Buy-back
that may be wrongfully received by me / us.
This Tender Form has to be read along with the Letter of Offer and is subject to the terms and conditions mentioned in the Letter of Offer and this Tender Form.
INSTRUCTIONS

1. The Buyback will open on June 22, 2023 and close on June 29, 2023.
2. This Tender Form has to be read along with the Letter of Offer and is subject to the terms and conditions mentioned in the Le tter of Offer and this Tender Form.
3. In case of Eligible shareholders holding and tendering equity shares in demat form, submission of Tender Form and TRS is not required, El igible
Shareholders who desire to tender their Equity Shares in the dematerialized form under the Buyback would have to do so throu gh their respective Stock
Broker by indicating the details of Equity Shares they intend to tender under the Buyback. For Further details, please follow the procedure as mentioned
in paragraph 21.18 of the Letter of Offer.
4. The Equity Shares tendered in the Buyback shall be liable to be rejected if (i) the shareholder is not a shareholder of the Company as on the Record Date, (ii) if there
is a name mismatch in the demat account of the shareholder, (iii) in case of receipt of the completed Tender Form and other documents but non -receipt of Equity
Shares in the special account of the Clearing Corporation, or (iv) a non-receipt of valid bid in the exchange bidding system.
5. The Eligible Shareholders will have to ensure that they keep the DP Account active and unblocked to receive credit in case of return of Equity Shares due to rejection
or due to the Buyback being on a proportionate basis in terms of the ratio of Buyback, in accordance with the Buyback Regulations.
6. In case of non-receipt of the Letter of Offer, Eligible Shareholders holding Equity Shares may participate in the Buyback by providing their application in plain paper
in writing signed by all Eligible Shareholders (in case of joint holding), stating name and address of the Eligible Shareholder(s), number of Equity Shares held as on
the Record Date, Client ID number, DP Name, DP ID, beneficiary account number and number of Equity Shares tendered for the Bu yback.
7. Eligible Shareholders to whom the Buyback offer is made are free to tender Equity Shares to the extent of their Buyback Entitlement in wh ole or in part or in excess
of their Buyback Entitlement, but not exceeding their holding as on the Record Date.
8. For the procedure to be followed by Equity Shareholders for tendering in the Buyback, please refer to section 21 of the Letter of Offer.
9. All documents sent by Eligible Shareholders will be at their own risk. Eligible Shareholders are advised to safeguard adequat ely their interests in this regard.
10. By agreeing to participate in the Buyback, the non-resident shareholders give the Company the authority to make, sign, execute, deliver, acknowledge and perform
all applications to file regulatory reporting, if required, and undertake to provide assistance to the Company for such regulatory reporting, if required by the Company.
11. .
All capitalised items shall have the meaning ascribed to them in the Letter of Offer.
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ALL FUTURE CORRESPONDENCE IN CONNECTION WITH THIS BUYBACK, IF ANY, SHOULD BE ADDRESSED TO REGISTRAR TO
THE BUYBACK AT THE FOLLOWING ADDRESS QUOTING YOUR CLIENT ID AND DP ID:
Investor Service Centre:
WIPRO BUYBACK OFFER 2023
KFIN Technologies Limited
Selenium Tower- B, Plot No 31 & 32., Financial district, Nanakramguda, Gachibowli, Hyderabad, Telangana State, 500032, India.
Tel: +91 40 67162222/ 18003094001; Fax: +91 40 6716 1563; Email: [email protected]
Website: www.kfintech.com
Contact Person: Mr. M. Murali Krishna
Investor Grievance Id: [email protected]
SEBI Registration Number: INR000000221
Corporate Identification Number: L72400TG2017PLC117649