Division bench of Delhi High Court rejects Rashmi Saluja's plea against Religare AGM

A division bench of the Delhi High Court on Thursday rejected an appeal by Dr. Rashmi Saluja, the Executive Chairman of Religare Enterprises Limited (REL), challenging a single-judge order refusing to halt voting at the company's Annual General Meeting (AGM) on a resolution that may culminate in her removal from the position. (Rashmi Saluja v. REL).A Division Bench of Justices Rekha Palli and Saurabh Banerjee said, "We find no infirmity in the order of the single judge. Appeal dismissed."The Judges indicated that a detailed copy of the judgment will be uploaded. .Saluja filed a suit and challenged a proposed resolution at the upcoming 40th AGM, which seeks to appoint a new director in her place.She contended that the resolution is illegal, violates the Companies Act 2013, and contravenes a Reserve Bank of India (RBI) directive issued on December 9, 2024, which prohibits changes in REL's management..It was argued that the proposed resolution for her reappointment is unnecessary and unlawful, as her current term extends until February 25, 2028. She contended that her fixed-term appointment under Section 196 of the Companies Act exempts her from retirement by rotation under Section 152(6), making the resolution invalid.Saluja thus sought for permanent injunctions to prevent her removal and to stop the resolution from being voted on at the AGM..On February 4, Justice Purushaindra Kumar Kaurav dismissed Saluja's plea for interim injunction. He said,"When monetary value of a claim can be determined, there can be no irreparable value. If the plaintiff (Saluja) succeeds in the civil suit the plaintiff can be compensated monetarily. However if the interim injunction is granted and the plaintiff cannot prove her case, she would have held the position without being eligible to hold the same. Plaintiff has failed to establish a prima facie case in her favour for grant of interim injunction.".On February 4, a Bench of the Delhi High Court led by Chief Justice Devendra Kumar Upadhyaya refused to halt the AGM on a plea filed by a minority shareholder named Sapna Govind Rao. .Saluja was represented by Senior Advocates Mukul Rohatgi and Sandeep Sethi. .The respondents were represented by Senior Advocates Abhishek Manu Singhvi, Mahesh Jethmalani and Nalin Kohli.