Religare Enterprises Ltd CEO and chairperson Rashmi Saluja has sued the conglomerate she heads to thwart a potential takeover and extend her tenure, pitting herself against four of the company's five independent directors, in arguably one of the first such instances in a public company. One of the resolutions shareholders will vote on is Saluja's reappointment as director.
Saluja runs the risk of being ousted, as her reappointment needs to be approved by at least half of the shareholders. Earlier this month, proxy advisor InGovern Research Services recommended that shareholders vote against the reappointment. Also read Delhi high court rejects bid to halt Burmans' open offer for Religare "This is a fight between the CEO and the majority of the board members. This is an absurd situation where a board member and CEO Rashmi Saluja , without informing the other directors of the board or sharing the petition, has sued the company, and in a sense, sued herself," senior Supreme Court lawyer Nalin Kohli said.
Mint could not independently ascertain the stance of the fifth independent director, Hamid Ahmed. The court will hear the matter on 4 February.
Can the shareholders now be expected to have confidence in someone acting against the company's interests and her fiduciary duty towards protecting the interests of the shareholders? This relevant question will confront shareholders when the AGM is held. Two independent directors, Dwivedi and Sinha, declined to comment, while Ahmed, and Madan could not be reached for comment.
An email sent to Religare seeking comment went unanswered. Surprised by case Religare director P. Tripathy told Mint he was surprised that Rashmi Saluja filed a case against her own company, which she was served only to the company, and not the individual board members.
