Religare Enterprises Limited (NSE: RELIGARE) Announces Key Developments at 40th AGM

New Delhi, India, February 8, 2025 – Religare Enterprises Limited (REL), a diversified financial services group, held its 40th Annual General Meeting (AGM) on February 7, 2025, via video conferencing. The meeting was presided over by Dr. Rashmi Saluja, Executive Chairperson, and attended by key board members, statutory auditors, and shareholders.

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Key Highlights from the AGM:​

1. Financial Performance and Corporate Strategy​

• The audited standalone and consolidated financial statements for FY 2023-24 were presented.
• The auditors' report on financial statements was free of qualifications, demonstrating strong governance and compliance.
• REL remains committed to expanding its financial services ecosystem through non-banking financial companies (NBFCs), health insurance, and securities broking.

2. Key Resolutions Passed​

The following key agenda items were discussed and voted upon:

1. Approval of Audited Financial Statements (Standalone & Consolidated) for FY 2023-24.
2. Reappointment of Dr. Rashmi Saluja (Executive Chairperson) – However, Dr. Saluja declined to offer herself for reappointment, leading to a discussion on legal and governance matters.
3. Appointment of Statutory Auditors and fixation of their remuneration.

Voting results and the scrutinizer’s report will be submitted to stock exchanges within the next two working days.

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3. Leadership and Governance Developments​

• A significant discussion unfolded regarding Dr. Rashmi Saluja’s position, with legal challenges surrounding her retirement by rotation.
• Independent Director, Mr. Praveen Kumar Tripathi, emphasized that the Board must uphold shareholders' democratic rights and continue with the pre-approved agenda, despite the legal disputes.
• The legal proceedings between the Chairperson and the Company were acknowledged, and a legal team has been engaged to defend the company’s stance.

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4. Business Segment Performance & Future Outlook​

• Care Health Insurance Ltd. (CHIL): Surpassed ₹7,000 crore in gross written premium, marking a 34% YoY growth. It now operates with 262 branches and a network of 24,820 healthcare providers.
• Religare Broking Ltd. (RBL): Achieved 28% growth YoY, with significant investments in AI-driven trading platforms.
• Religare Finance Ltd. (RFL): Completed full and final debt settlement with lenders in March 2023 and is poised for revival in the lending business, pending regulatory clearance.
• Religare Housing Finance Development Corp Ltd. (RHDFCL): Strengthened its presence across 10 states, focusing on affordable housing finance.

REL reiterated its strategy of evolving into a 360-degree financial services conglomerate, leveraging digital innovations and strategic investments.

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5. Open Offer and Shareholder Value Creation​

• REL received an open offer in September 2023 from the Burman Group at ₹235 per share, which was below the prevailing market price of ₹280 at the time.
• The Committee of Independent Directors (CID) raised concerns over the offer price and sought regulatory clarifications.
• Subsequently, a competing offer at ₹275 per share was received, reflecting ongoing corporate interest in Religare.

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6. Legal and Regulatory Challenges​

• The Chairperson highlighted severe personal and professional challenges, including regulatory scrutiny and media allegations.
• Enforcement Directorate (ED) investigations and insider trading allegations were addressed, with REL asserting full compliance with governance norms.
• Regulatory clearance from RBI remains pending for the conditional open offer, and the board has sought clarity on future governance under new potential ownership.

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7. Shareholder Engagement and Closing Remarks​

• Shareholders raised queries regarding:
  • Impact of RBI's latest rate policies on the company's financial services.
  • Potential demerger of business verticals for unlocking value.
• Senior shareholders praised the management’s efforts in turning around the company.
• Dr. Saluja reaffirmed her commitment to protecting shareholder value while continuing to engage with regulators and legal authorities.

The AGM concluded at 1:39 PM IST, with e-voting kept open for 15 minutes post-meeting. Final voting results will be disclosed by February 9, 2025.

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Outlook & Investor Considerations​

• Strong Financial Performance: Religare continues to demonstrate resilient growth across business segments.
• Regulatory Watch: Pending RBI approvals and open offer developments will shape future leadership and governance.
• Market Positioning: Competing open offers indicate strong institutional interest, potentially driving future stock valuation.

Investors and stakeholders should monitor regulatory approvals, governance changes, and strategic growth initiatives as REL navigates this dynamic phase.