MUMBAI : The board of Religare Enterprises Ltd (REL) on Monday refuted the allegations against its chairman Rashmi Saluja claiming that grant of the employee share options (Esops) of the subsidiary REL Care Health Insurance Ltd, is in compliance with the regulations of the insurance watchdog.
The Burmese family, which is seeking to take over REL through an open offer, claimed last week that Saluja’s annual remuneration of ₹150 crores is excessive. The opening bid was announced on 25 September. They also claimed that Saluja was unfairly awarded Esops rated at ₹250 crore, despite the Insurance Regulatory and Development Authority of India rejecting Care Health’s Esops proposal for her.
Proxy advisory firm InGovern in a report last week said REL failed to disclose that 22.7 million Esops, worth 2.5% of Care’s capital, were given to Saluja in 2022 at a “deep discount”.
However, REL said in a filing that Care has an Esops pool of 12.5% of equity for employees and an additional 2.5% specifically meant for employees of the Religare Group in recognition of their contribution to the growth of Care Health. “Esops given to Dr Saluja were in full compliance with the company’s Esop scheme, adhering to the guidelines laid down by the Irdai,” it said. The price per option was ₹45.32 per share.
Under the terms, out of 22.7 million Esops, 33.33% options would vest one year from the date of grant, REL said. In addition, two years from the date of grant and two years from the start date of ownership an additional 33.33% options will be granted. Later, after five years from the date of the grant or after listing of Care’s shares, the remaining 33.34% options would be granted, REL said.
REL has denied a Burmese family’s claim that Saluja received excessive annual remuneration from ₹150 crores.
“The actual figure, according to REL’s annual report for FY23, is ₹8.12 crores. Even after including necessary value of Esops, total reward is ₹42.06 crore,” REL said. Furthermore, Saluja denied that a representative of the Burmese informed her about the open tender during a meeting on September 20.
In a letter dated October 26 to the REL board, Burmese family firms claimed that Saluja sold part of REL shares after she was informed of the open offer by a representative of the family on September 20, implying a breach of Saluja’s insider trading rules. .
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Updated: 20 Nov 2023, 23:46 IST