Shareholders of Religare Enterprises Ltd have overwhelmingly rejected the reappointment of chairperson Rashmi Saluja as a director, effectively concluding her six-year leadership of the financial services company, which she played a crucial role in rescuing from bankruptcy. According to the voting results released on Sunday, over 97% of the votes cast were against Saluja’s reappointment, amounting to approximately 191.3 million votes opposed to her 4.8 million in support.
MAKS & CO., the Delhi-based audit and tax firm that oversaw the annual general meeting (AGM) proceedings, noted that “Resolution No. 2 (Ordinary Resolution) failed to pass with the requisite majority.” During the AGM held on Friday, Saluja had prevented shareholders from voting further on her reappointment resolution. Approximately 60% of the company’s shareholders participated in the electronic voting leading up to the AGM.
In a draft of the AGM proceedings shared with stock exchanges, Saluja stated, “As per the 2nd resolution, I don’t offer myself for re-appointment as I am not liable to retire by rotation.” With her candidacy failing to secure majority approval, Religare’s current four-member board, consisting of independent directors, will need to appoint a new chair. The independent directors include retired bureaucrats P.K. Tripathi, Malay Sinha, Ranjan Dwivedi, and Preeti Madan.
Saluja had previously sought intervention from the Delhi High Court to halt the AGM proceedings, claiming that the resolution regarding her reappointment violated her contractual tenure, which is secured until 2028. However, the court did not grant her any relief. Shriram Subramanian, managing director of proxy advisory firm InGovern, emphasized that “corporate law in India dictates that shareholders’ rights are superior to the rights of directors,” in response to Saluja’s assertion regarding her contractual rights. InGovern, along with two other advisory firms, had recommended that shareholders vote against her reappointment.
Religare is currently embroiled in a takeover battle that began in late 2023, following an open offer from the Burman family, the largest shareholders and promoters of Dabur, to acquire an additional 26% of the company’s shares. Initially supportive of the takeover, Saluja and the board later rejected the offer, citing that it undervalued the company, leading to ongoing disputes and allegations. The Securities and Exchange Board of India (Sebi) has been urged to swiftly address the legality of the Burmans’ takeover timeline.
