Corporate Governance at Wipro

Corporate Governance at WIPRO

Table of Contents
1. What’s corporate governance 1
1.1 Definition 1
1.2 Meaning of corporate governess in legal environment. 2 1.3 Parties to corporate governance 2 1.4 Principles 3 1.5 Internal corporate governance controls 4 1.6 External corporate governance controls 5

2. Corporate Governance at Wipro 6
2.1. About Wipro 6
2.2 Corporate Governance Guidelines of Wipro Limited 6
2.2.1 Introduction 6
2.2.2 Board Compensation 7
3. Board Compensation 11
3.1 Executive Directors 11
3.2 No specific limitation on other Board Services 11
3.3 New Director Orientation 12
3.4 Counting Director Education 12
4. Board Meetings 12
4.1 Scheduling and Selection of Agenda items for Board Meeting 12
4.2 Place of holding the Board Meeting 12
4.3 Agenda for Board Meetings 12
4.4 Advance Distribution of Board Materials 13
4.5 Attendance at Board Meetings 13
4.6 Fees and Allowance for attending Board Meeting 13
4.7 Independent Meeting of the Non- Executive Independent Directors 13
4.8 Board access to Senior Management and Independent Advisors 14
4.9 Materiality Determination based on facts and circumstances 14
4.10 Strategic and Operating Plans 14
4.11 Minute 14 5. Board Committees 15 5.1 Types of Committees