With the uncertainty over the open offer for Religare Enterprises (REL) looming large, the Burman family, the owner of Dabur, should either expedite its plan or sell its stake to another investor, chairperson Rashmi Saluja said.
“The board has addressed its concerns over the open offer and they will be addressed by the regulator. The acquirers (Burmans) are yet to get approvals from the regulator, and the timelines for the open offer as given by them have superseded,” Saluja told FE in an interview.
“In the recent media interviews, the acquirers had spoken of opting out of the open offer if they get a good price. If they are serious about exiting, then they should give the mandate to the merchant banker,” she said, adding that the performance of the company has been impeccable during the past six years.
In September 2023, Burmans made an open offer to acquire an additional 26% stake in REL through four entities, which was triggered after the family bought a 21% stake in REL with plans to acquire another 5%.
While the open offer proposal has earlier received the approval of the Competition Commission of India (CCI), it now needs a go-ahead from Sebi.
The CCI is now probing “jumping the gun by the acquirers” (failing to notify CCI), Saluja said.
The Burmans also need approvals from the Insurance Regulatory and Development Authority (Irdai) and the Reserve Bank of India (RBI) to complete the process. On its part, the REL management has written to Sebi seeking clarifications on the timelines for completion of the open offer from the date of announcement.
“The acquirers also cannot be active in the company till the open offer goes through.”
The two sides – Saluja and the Burman family – engaged in a bitter tussle over the control of REL also traded barbs earlier, accusing each other of corporate governance issues.
On REL shareholders dissenting a special resolution in March to amend REL’s Articles of Association, Saluja said the resolution got 74% of votes in favour, as against the mandatory 75%.
Another special resolution to invest up to Rs 15 crore in MIC Insurance Web Aggregator also did not get requisite shareholder approvals. On MIC, REL has sought Irdai’s guidance. “As per regulatory requirements, it is necessary to make investments for the company’s sustained growth.”
On International Finance Corporation (IFC) selling its entire residual stake, Saluja said the process started much before the announcement of the open offer. The stake sale comes after IFC’s tenure of staying invested with REL ended.
On Burmans’ allegations regarding former Delhi top cop Rakesh Asthana’s appointment on the REL board, Saluja said he has an “impeccable reputation and there was no ulterior agenda”.
On selling her ESOPs in REL, Saluja said: “I wanted to invest more in the company, and if your shares are getting vested, how will you buy them?” “We have a very robust business plan which we are already working on. Our vision is to make REL a solid financial integrated business backed by technology and AI. We want to ensure our NBFC does extremely well with the focus to unlock value for our shareholders.”
“I have nothing to hide, everything here is an open book,” Saluja said.