Religare directors nudge company secy to act; Saluja moves HC

Mint has seen a copy of independent director Praveen Kumar Tripathi’s email, which he confirmed later in the day.

“The shareholders took a decision at the AGM. This is a follow-up to that. It should be implemented because that is the law,” he said. “In our opinion, we are bound to follow the decision of the shareholders unless there is a court order to the contrary.”

Religare’s board currently consists of four independent directors—Praveen Kumar Tripathi, Malay Kumar Sinha, Ranjan Dwivedi, and Preeti Madan.

Also Read | Rashmi Saluja’s reappointment rejected by Religare shareholders

Rashmi Saluja is the company’s executive chairperson. However, over 97% of shareholder votes cast at the company’s AGM on Friday were against her re-appointment as a director.

Tripathi said the independent directors will assume some of the chairperson’s responsibilities in the interim. He said that the board is identifying others who can take over the remaining responsibilities, adding that the independent directors themselves will not be taking on any executive role.

Regarding Saluja’s successor at the helm of the financial services firm, Tripathi said that a candidate will be identified in due course, in consultation with the Reserve Bank of India, as required by law.

Also Read | Religare AGM: Saluja stops voting on her removal; SC gives a chance to Gaekwad

Queries sent to Saluja seeking comment remained unanswered.

Meanwhile, Saluja on Tuesday filed a petition with the Delhi High Court, accusing the Securities and Exchange Board of India (Sebi) of neglecting its duty to protect the interests of investors in the securities market. In her petition, Saluja claimed the regulator acted “negligently and arbitrarily” by failing to enforce the order passed by RBI, which imposed certain conditions on the Burman Family’s open offer. Saluja claimed that the “Burmans are conveniently ignoring RBI’s mandatory conditions in its approval to the open offer. This conduct is going unchecked despite concerns being raised before Sebi.”

Saluja alleges that Sebi’s offer letter of 18 January contained several changes and did not mention RBI’s crucial conditions. These conditions included consolidating the non banking finance companies (NBFCs) in the resulting structure (Burman and Religare group) before 31 March 2026. According to the petition, these conditions were completely disregarded when a pre-offer advertisement was published on 24 January.

Additionally, US-based businessman Digvijay ‘Danny’ Gaekwad’s competing offer of ₹275 per share was not considered by Sebi, prompting him to file an exemption application under Sebi’s Takeover regulations, she said in her petition.

Also Read | Danny Gaekwad gets another chance at Religare, but must put up ₹600 cr first

The Supreme Court on 7 February asked Gaekwad to deposit ₹600 crore by 12 February to prove his bona fides regarding his planned counter-offer for Religare. The court also directed the Burman family’s ongoing offer for Religare to be kept open until Sebi decides on Gaekwad’s plan.

Saluja’s petition argues that the Burman Family is deliberately evading RBI’s mandatory conditions to benefit financially at the expense of minority shareholders like herself. She sought the HC’s intervention to quash Burman’s offer letter, asserting that Sebi has abdicated its duties and failed to discharge its responsibilities as a regulator towards the Indian capital markets and minority shareholders.

Queries sent to the Burman family and Sebi remained unanswered.