Deciphering Rashmi Saluja’s success: The doc with a magic wand | Mint

Deciphering Rashmi Saluja’s success: The doc with a magic wand

Rashmi Saluja, executive chairperson of Religare Enterprises. She had no background in financial services before being asked to head the board.
Rashmi Saluja, executive chairperson of Religare Enterprises. She had no background in financial services before being asked to head the board.

Summary

  • Saluja rose from obscurity to lead the turnaround of Religare. How did she do it?

Mumbai: On 21 October, Rashmi Saluja arrived at the Taj Santa Cruz, in Mumbai, for a meeting with Mint. Dressed in blue denims, she looked far younger than 50 years, her current age. As she posed smilingly for photographs, she held the stance of an athlete.

Turns out, the executive chairperson of Religare Enterprises Ltd, a company that offers financial services through its subsidiaries, is also connected with the world of sports. In 2019, she was the president of the Indian Curling Federation. Curling isn’t popular in India and just in case you didn’t know, that’s a sport where two teams take turns to slide stones made of granite towards a target. Saluja is also listed as a promoter of the Yogeshwar Dutt Wrestling Academy in Haryana in many Religare filings. Dutt was an Olympian in 2012.

Over the past few months, Saluja has been engaged in wrestling matches in a different arena. The board of Religare is opposing a takeover proposed by the Burman family, which owns Dabur India Ltd. The Burmans, who already own 21.5% in Religare, are looking to pick up a majority stake for about 3,400 crore through an open offer. And in recent weeks, charges and counter-charges have flowed liberally from both sides. The offer is awaiting regulatory approvals.

While this wrestling match promises to be engrossing, what is equally fascinating is the fast rise of Saluja in India’s corporate world from relative obscurity. She was appointed the company’s chairperson in 2019 but had little to do with the world of finance before that. She was a doctor in Delhi. Even till about a year back, she wasn’t widely known.

Saluja shot into prominence in December 2022, when Religare Finvest Ltd, a subsidiary of Religare Enterprises, announced that it had agreed to a one-time settlement with its lenders. Religare Finvest, a non-banking financial company (NBFC) into small business lending, owed about 5,300 crore to a consortium of lenders. The company has been accused of diverting funds amounting to 2,474 crore between 2014-15 and 2017-18 to benefit entities controlled by Malvinder Mohan Singh and Shivinder Mohan Singh, the group’s former promoters who are now in jail.

The NBFC, and other subsidiaries of Religare Enterprises, have turned around since the troubled years. Religare Enterprises had little value in 2018; it is now worth close to $1 billion in market capitalization. In short, if Religare was a startup, it would nearly be a ‘unicorn’. But it is an old company that started four decades ago in 1984. It went public on 21 November 2007. On listing day, the stock closed at 521.70. By the time Saluja joined as chairperson, in 2019, the company’s share price had slipped below 50. The stock has recovered and till a few months back, was trading at over 275 apiece. The shares have subsequently fallen after the Burmans said the floor price of their open offer would be 235 per share.

Saluja claims credit for this turnaround and the role she played. The question is how did she pull it off? She certainly didn’t have prior experience in masterminding large corporate turnarounds.

In the interview with Mint, which Saluja attended with Rakesh Asthana (the former police commissioner of Delhi and an advisor to the company), she explained that she was uniquely placed to pull the company out of the sinkhole dug by the Singh brothers. Her academic accomplishments—she is a doctor, has a degree in law and business administration— gave her the necessary heft as well as the tenacity to pursue every legal and investigative avenue and hold the erstwhile promoters accountable, she said.

Nonetheless, her journey to being picked as the chairperson has many missing pieces. We don’t know all the pieces of the puzzle just yet but company disclosures, legal documents, conversations with investors and those who know Saluja have helped us unravel some of the mystery.

The doctor

“I studied for nearly 20 years," Sajula said during the interview with Mint.

Here’s the list of degrees: MBBS (bachelor of medicine, bachelor of surgery); MD (doctor of medicine); PhD in community medicine; MBA (master of business administration); LLB (bachelor of laws).

Saluja and her team declined to comment on where she studied or the specializations she pursued in medicine, finance and law.

Saluja worked with at least three Delhi-based hospitals. The first one is the Jessa Ram Hospital, according to a filing made with the Securities and Exchange Board of India (Sebi), India’s market regulator, in December 2018. In 2003, Jessa Ram signed a management contract with Fortis Hospital, and came to be called the Fortis Jessa Ram General Hospital.

Saluja worked with the Sir Gangaram Hospital in Delhi as a senior advisor and an administrator.
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Saluja worked with the Sir Gangaram Hospital in Delhi as a senior advisor and an administrator. (Gangaram Hospital website)

Saluja’s second stint was with the Sir Gangaram Hospital, as a senior advisor and an administrator. She was also an administrator in the Kolmet Hospital, a city hospital that is now part of Sir Ganga Ram Hospital.

“I never wanted to continue just treating patients. I wanted to get into the network of creating hospitals for which, if you don’t understand finance, you’ll never be able to do anything," Saluja said, on her MBA degree, which eventually came in handy when she was at the helm at Religare. “Everyone should study law and finance," Saluja added.

The entrepreneur

In various filings with the Sebi and in Religare annual reports, Saluja is described as an entrepreneur.

What companies did she start?

Religare’s annual reports mention that she started the Chandiwala Medical Institute in Delhi. Regulatory filings also suggest that she is the director of three companies with interests in oil and gas infrastructure (R&R Natural Resources), wholesale trading (Mark Infratrade), and the construction businesses (RBRS Media and Construction). The three companies started between 2007 and 2010.

None of the three companies appear to have taken off—the entities reported nil to insignificant revenue.

Two of these companies—R&R Natural Resources and Mark Infratrade—also have Brijendra Kumar Rao, chairman of Sir Ganga Ram Hospital, as a director. Rao was awarded the Padma Bhushan, the third-highest civilian award in India, in 2009. Remember, Saluja later worked with this hospital.

One of her companies, RBRS Media and Construction, has Ritu Bhushan as the second director. According to MCA filings, Bhushan, born on 29 January 1965, is listed as the daughter of Bhuvan Chandra Khanduri.

Religare’s annual reports mention that Saluja started a hospital and three companies with interests in oil and gas infrastructure, wholesale trading, and construction.
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Religare’s annual reports mention that Saluja started a hospital and three companies with interests in oil and gas infrastructure, wholesale trading, and construction. (Bloomberg)

Coincidentally, Ritu Bhushan is also the name of the current speaker of the Uttarakhand Assembly. She, too, was born on the same day and year and is the daughter of Bhuwan Chandra Khanduri, the former Uttarakhand chief minister, Uttarakhand legislative assembly documents show.

Mint hasn’t been able to verify if both the Ritu Bhushans are the same. Saluja and her team didn’t respond to a clarification sought by the writer. The speaker of the assembly didn’t respond to a WhatsApp message seeking clarification and a phone call from this writer.

Irrespective of this connection, it is clear that Saluja is well-connected with influential people.

In fact, four of the six directors on Religare’s board are former bureaucrats. They include Malay Kumar Sinha, Praveen Kumar Tripathi, Ranjan Dwivedi and Preeti Madan. Sinha is a retired bureaucrat who had served with the Intelligence Bureau, India’s internal security and counter-intelligence agency under the Ministry of Home Affairs. Tripathi is a retired Indian administrative service officer who worked with various ministries for 40 years. Dwivedi superannuated in 2016 as the director general of police. Madan retired as the principal economic adviser, Department of Industrial Policy & Promotion. Her husband, Vijay Shankar Madan, the former director general of UIDAI (Aadhaar), was also on the board of Religare before he died in August 2022.

On 5 December, news website The Morning Context reported on Saluja’s close family ties to Murli Manohar Joshi, the former national president of the BJP and a former cabinet minister.

The chair

The question is who picked her to be the chairperson, and why exactly was she selected?

Saluja told Mint that minority shareholders, SSG Capital and Bay Capital Partners, roped her into Religare Enterprises back in 2018, when she was working at Sir Gangaram Hospital.

Initially, she joined as additional non-executive independent director on 20 December 2018. Subsequently, she was appointed as the non-executive independent chairperson and the company’s board, in a meeting held on 10 December 2019, approved to re-designate her as the executive chairperson. The appointment proposal was subsequently vetted by the Reserve Bank of India (RBI), India’s central bank. RBI approved the appointment of Saluja as non-independent director on 26 February 2020, a corporate governance report, submitted to the stock exchanges by Religare on 4 May 2020, stated.

Bay Capital did not respond to requests for comment, while SSG Capital declined to comment. Both the investors have exited Religare. SSG Capital sold its stake to the Burmans.

Shivinder Singh (left) and Malvinder Singh. Saluja had never met the Singh brothers in relation to Religare, she told Mint.
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Shivinder Singh (left) and Malvinder Singh. Saluja had never met the Singh brothers in relation to Religare, she told Mint. (Hindustan Times)

Nonetheless, one person who was on the company’s board at the time, presented a different version. Saluja was presented as a compromise candidate by the Singh brothers, the person said, on the condition of anonymity. She was seen as someone who was not part of the promoter family but also someone they were comfortable with.

However, this version doesn’t fully add up. Saluja and Religare went after the Singh brothers, hammer and tongs, filed several complaints across investigative agencies and courts, and eventually succeeded in removing them as promoters. If Saluja was indeed presented by the Singhs, then she appears to have turned against them.

Saluja had never met the Singh brothers in relation to Religare, she told Mint during the meeting. Nonetheless, she “knew of them" and had met them because of their association with the Associated Chambers of Commerce and Industry of India, she added.

The Morning Context report mentioned above said that it was Religare Enterprises board member Malay Kumar Sinha who backed Saluja’s case.

An email to the company seeking comment on Sinha’s reported push for Saluja went unanswered.

After the October meeting, Saluja did not respond to subsequent requests for comments on the differing narratives around her appointment.

The fight

Whatever be the case, the fact is that Religare’s subsidiaries have done well since 2019. Apart from Religare Finvest, there is Care Health Insurance, Religare Housing and Religare Broking—they are all profitable. Care Health Insurance, considered the group’s crown jewel, had plans for a public listing. Market watchers believe it could be valued at over $2 billion whenever it goes public.

Saluja said that the clean-up act wasn’t easy. In 2018-19, very few were willing to be associated with the company because of the charges of embezzlement and mismanagement.

“At the time, Religare was a curse," Saluja said during the 21 October interview. “It was not a place that could attract senior professionals who would join to clean up the group, as it was seen as a career killer," she added.

The board went after the Singh brothers with whatever resources it had. Saluja said she closely led the holding company’s legal strategy. “I have personally gone to each and every hearing— from the district court to the Supreme Court. Personally, I have been there, stood up with my lawyers, discussed and prepared cases," she said.

Her legal degree came in handy. She and her team filed several legal complaints and recovered sums owed to Religare Finvest from entities including Laxmi Vilas Bank and Srei, she said.

Mohit Burman, chairman at Dabur India Ltd. While Saluja credits herself and the board, the Burmans believe that investors have played an equal role in Religare’s turnaround.
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Mohit Burman, chairman at Dabur India Ltd. While Saluja credits herself and the board, the Burmans believe that investors have played an equal role in Religare’s turnaround. (Mint)

Religare had fixed deposits with Laxmi Vilas Bank. But bank officials allegedly used the fixed deposits to settle loans given to the erstwhile promoters illegally, in connivance with the Singh brothers. “We complained to the economic offences wing (of Delhi Police). They investigated the case and found that Lakshmi Vilas Bank officials were in cahoots with former promoters to misappropriate the fixed deposit. Accounting for interest, the bank owes 950 crore to Religare Finvest," Saluja told news agency PTI in October 2020.

After Laxmi Vilas’ advances turned into bad assets around 2020, the bank was merged with DBS Bank. Similarly, Srei Group companies had defaulted on loans.

The efforts to recover money owed resulted in several threats to her life, Saluja said.

Nonetheless, success has many fathers. While Saluja credits herself and the board, the Burmans believe that investors have played an equal role in Religare’s turnaround.

“Every time they have approached us for preferential fundraising, we have led. I believe other shareholders put in money because we put in money first," Mohit Burman, chairman of Dabur India, told Mint on 14 November. “We put in money at a very difficult time. The shareholders’ commitment to the company is bringing it to where it is today," he further said.

The Burmans raised their holding in Religare over five years after acquiring a 9.9% stake in April 2018. In June 2021, it raised its stake to 14% and acquired an additional 7.5% in August this year, taking their total holding to 21.5%.

Meanwhile, multiple healthcare investors also credit Anuj Gulati, the current chief executive of Care, for building the insurance business from scratch.

While the battle to save Religare has been won, it is the new contest with the Burmans that will keep Saluja awake at night. The board, like we mentioned earlier, is resisting the open offer. It has petitioned Sebi for an investigation, alleging misconduct by the Burmans.

Graphic: Sarvesh Kumar Sharma/Mint
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Graphic: Sarvesh Kumar Sharma/Mint

The Burmans, on the other hand, have alleged insider training at Religare, noting that Saluja sold shares in the open market after they informed her of their upcoming open offer. Saluja has denied she was informed. Observers have also questioned Saluja’s remuneration across Religare entities. Reacting to reports of inflated remuneration, the company, in November, clarified that her remuneration, including salary and employee stock options, was 42.06 crore for 2022-2023.

Which side will win? It is not clear yet. But Saluja is in no mood to give up. She likes Uday Kotak’s advice on problem-solving.

“Uday Kotak got into IL&FS (Infrastructure Leasing and Financial Services Ltd) the same time I got into Religare (Kotak was appointed by the Indian government as the head of the lender’s board in 2018 to help the company navigate its debt pile of over 90,000 crore). I asked him what advice he would give me," Saluja said.

He said she should think out of the box. “You are a doctor and you will be able to amputate the right thing at the right time. Just remember that," Kotak apparently advised her.

Kotak did not respond to an emailed request for comment.

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