Religare Enterprises Limited held its Extraordinary General Meeting (EGM) on May 05, 2026, via Video Conferencing at 11.00 A.M. (IST). The meeting, chaired by Mr. Rajender Mohan Malla, was convened to consider two special resolutions. Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the company disclosed that shareholders approved the shifting of the Registered Office from the National Capital Territory of Delhi to the State of Haryana, subject to receipt of applicable regulatory approvals, along with a consequential alteration of Clause II of the Memorandum of Association. The amended clause now reads: "The registered office of the Company will be situated in the State of Haryana." Shareholders also approved the appointment of Mr. Arjun Lamba (DIN: 00124804) as Whole Time Director, designated as Executive Director, for a term of five years effective from April 01, 2026. The voting results were declared on May 07, 2026, and the company submitted the official voting results and scrutinizer's report pursuant to Regulation 44 of the SEBI Listing Regulations.

Voting Results Summary

The resolutions were put to vote through remote e-voting and e-voting during the meeting. The total voting capital considered was 35,78,90,479 shares, though voting rights on 2,50,00,000 Preference Shares were suspended due to a sub-judice matter before the NCLT. A total of 18,87,47,494 votes were polled on the equity shares. Both special resolutions were passed by the shareholders with the requisite majority. The detailed voting patterns are as follows:

Category-Wise Voting Breakdown

The voting participation spanned across Promoter & Promoter Group, Public Institutions, and Public Non-Institutions. The category-wise breakdown for both resolutions is detailed below.

Resolution 1 – Shift of Registered Office to Haryana:

Resolution 2 – Appointment of Arjun Lamba as Executive Director:

Key Details of Resolutions

The first resolution approved the shifting of the Registered Office from the National Capital Territory of Delhi to the State of Haryana, along with a consequential amendment in Clause II of the Memorandum of Association. The second resolution authorized the appointment of Mr. Arjun Lamba as Whole Time Director (designated as Executive Director), along with the terms of his appointment and remuneration. His office shall not be liable to retire by rotation.

Profile of Mr. Arjun Lamba

Mr. Arjun Lamba is the founder of Guardian Advisors Private Limited, a SEBI-registered Portfolio Management Services (PMS) firm set up in 2005. With over 23 years of experience in India's capital markets, he has built deep expertise in equity investing and portfolio management. Guardian Advisors is among the oldest PMS providers in the country, focusing on managing investments for high-net-worth individuals and corporates in Indian public equity markets. Mr. Lamba has extensive experience in mergers and acquisitions and has played a critical role in the acquisition of both Eveready Industries and Religare Enterprises on behalf of the Burman Family. He holds a BBA degree from École Les Roches, Switzerland.

The key details of his appointment as disclosed under Regulation 30 are summarized below:

Mr. Lamba also serves on the boards of Eveready Industries India Limited, KPH Dream Cricket Pvt. Ltd. (IPL team Punjab Kings), Care Health Insurance Ltd., Religare Broking Ltd., Religare Finvest Ltd., Religare Housing Development Finance Corporation Ltd., and Religare Digital Solutions Ltd.

Scrutinizer's Report

M/s. MAKS & CO., Practicing Company Secretaries (FRN: P2018UP067700), represented by Partner Ankush Agarwal (Membership No. F9719 & COP. No. 14486), oversaw the voting process and confirmed that it was conducted fairly and transparently. The remote e-voting commenced on May 01, 2026 (9.00 A.M. IST) and ended on May 04, 2026 (5.00 P.M. IST), with the voting portal blocked thereafter. The cut-off date for determining voting rights was April 28, 2026. The report noted that while 2,50,00,000 Preference Shares were part of the total voting capital, the holders were not entitled to vote due to an interim order by the Hon'ble NCLT regarding non-payment of dividends — a matter that remains sub-judice. It was also noted that 4 members holding 8,01,816 Equity Shares had partially voted in favour and partially against Resolution No. 2, and were accordingly counted in both categories. Both resolutions were confirmed as passed with the requisite majority. The results were declared by Mr. Anuj Jain, Company Secretary & Compliance Officer, and submitted to the Stock Exchanges on May 07, 2026.

Religare Enterprises Limited has disclosed that its material subsidiary, Care Health Insurance Limited (CHIL), has received a Rectification Order dated April 28, 2026, under Section 154 of the Income Tax Act, 1961. The order, issued by the Office of the Deputy Commissioner of Income-Tax, Central Circle 6(2) Mumbai, corrects a technical error in the tax computation pertaining to Assessment Year 2023-24. CHIL received the communication from the authority on May 04, 2026, and the disclosure was made to stock exchanges on May 07, 2026, under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Tax Liability Significantly Reduced

The rectification order marks a meaningful reduction in CHIL's tax liability following the correction of a computational error identified in the previous demand order. The authority upheld CHIL's rectification application and corrected the technical error in computation, consequently rectifying the original demand. The key financial impact of the rectification is summarised below:

Background and Regulatory Context

This development is a continuation of Religare Enterprises' earlier disclosure dated March 18, 2026, which pertained to the initial tax demand raised against CHIL for Assessment Year 2023-24. Following that demand, CHIL filed an application for rectification of the mistake apparent from records. Upon verification, the income tax authority accepted CHIL's application and issued the rectification order, reducing the net tax liability from Rs. 89.02 Crore to Rs. 45.16 Crore.

It is important to note that no violation or contravention has been alleged in connection with this order, as the rectification solely addresses a technical error in tax computation. No penalty, restriction, or sanction has been imposed pursuant to this communication.

Appeal Pending; Financials Consolidated with REL

While the rectification order reduces the immediate tax liability, CHIL had previously filed an appeal against the additions made in the original assessment order for Assessment Year 2023-24 with the appropriate authority within the stipulated timelines. The appeal remains pending for adjudication and disposal, and CHIL continues to defend its interest in the matter.

The income tax demand, if required to be paid, is payable by CHIL. The financials of CHIL are consolidated with Religare Enterprises Limited. The disclosure was signed by Anuj Jain, Company Secretary & Compliance Officer of Religare Enterprises Limited.