Two proxy advisory firms have recommended that the shareholders of Religare Enterprises Ltd (REL) vote against the re-appointment of Rashmi Saluja as its director.

Saluja is the executive director-chairperson of REL. The annual general meeting of REL will be held on December 31.

Shareholders will vote for three resolutions — the re-appointment of Saluja for five years, adoption of accounts for the year ended March 31, 2024 and appointment of statutory auditors.

Proxy advisory firm InGovern which raised concerns about the compensation paid to Saluja, said that the amount of ₹69 crore paid to her in 2023-24 was higher than peers in the BFSI sector.

``The ongoing scrutiny of Religare raises questions about the effectiveness of governance under her leadership, which reflects poorly on her oversight and governance capabilities…There are also concerns about her compensation practices and adherence to regulatory guidelines regarding executive remuneration,’’ it observed.

InGovern added that the Reserve Bank of India (RBI) had revealed major concerns about the financial position of Religare, leading to supervisory letters that highlight compliance issues.

Institutional Investor Advisory Services (IiAS) said that the protracted battle between the Saluja-led management and the Burman family and the resultant litigation could be a distraction for the company’s board.

It noted that the ``various legal disputes and police cases may be potential distractions to the board and to her in her ability to execute her responsibilities as Executive Chairperson of the company,”

The proposed reappointment of Saluja is through an ordinary resolution and it needs a simple majority of votes from shareholders. Mutual funds and other institutional investors which include insurance firms and alternate investment firms hold 13.43 per cent and FPIs own around 8.01 per cent.

The Burman family which holds 25 per cent stake in Religaire Enterprises is expected to vote against the proposal to re-appoint Saluja.

The REL share today ended 0.79 per cent higher at ₹310.85 on the BSE.