Rashmi Saluja Ousted from Religare Board After Shareholders Reject Reappointment

New Delhi, Feb 13 (PTI) Religare Enterprises on Thursday said its executive chairperson Rashmi Saluja ceased to be Director on its board as she did not get approval from shareholders for her re-appointment.

The exit of Saluja comes amid Burmans' open offer bid to acquire an additional 26 per cent stake in the company.

She ceases to be Non Independent Director with effect from February 7, 2025, Religare Enterprises said in a regulatory filing.

"This is to inform you that the company's 40th Annual General Meeting (AGM) was held on February 7, 2025. One of the agenda items (Item No 2) as per the AGM notice approved by the Board of Directors of the company was with respect to the reappointment of Rashmi Saluja, the executive chairperson of the company and the only non-independent director on the board of REL," it said.

As per the report of the Scrutinizer, the number of votes cast against the resolution was 97 per cent, it said.

Religare is a Non-Banking Finance Company and is therefore governed by the Reserve Bank of India (RBI) regulations besides the market regulator Securities and Exchange Board of India (SEBI) as it is a listed entity, it said.

Following the clarification from the RBI received on Thursday, Rashmi Saluja, executive chairperson, ceases to be the director of the company, it said.

Burmans' open offer to acquire an additional 26 per cent stake in Religare commenced on January 27 following the regulatory approvals. However, the Supreme Court last week extended Burmans' open offer to February 12 while hearing a competing offer made by a US-based investor.

The court directed the US-based investor Danny Gaekwad to deposit Rs 600 crore in cash or as a bank guarantee by February 12.

The open offer is for the acquisition of up to 9,00,42,541 fully paid-up equity shares of face value of Rs 10 each, representing 26 per cent of the expanded voting share capital of REL from the public shareholders.

As of September 30, 2024, Burmans, through four entities – Finmart Private Ltd, Puran Associates Private Ltd, VIC Enterprises Private Ltd, and Milky Investment & Trading Company — collectively owns a 25.12 per cent stake in REL. Following the open offer, Burman's stake in REL would rise to 53.94 per cent.

The Burman family -- a promoter of Dabur India and other entities such as Eveready Industries -- through its entities, in September 2023 announced a Rs 2,116-crore open offer to REL shareholders to acquire up to 26 per cent stake in the company.

Soon after the open offer bid, Burmans complained to capital market regulator Sebi for violation of insider trading rules by the chairperson and appointment of board of her choice.

However, it was contested by REL independent directors, who raised red flags alleging fraud and other breaches by Burman family entities and approached regulators, including markets regulator Sebi, the RBI, and the Insurance Regulatory and Development Authority.