The Shapoorji Pallonji family’s counsel told the Supreme Court today that the Tata group was not managed professionally by a board but by the Chairman of Tata Trusts, Ratan Tata, through the Trusts that nominated directors on the Tata Sons board. Tata Sons is the promoter of several listed companies worth Rs 65 lakh crore. “If they wanted to keep it a family affair, then they should have remained so instead of making it public,” said CA Sundaram, the Mistry family’s counsel.
The Supreme Court is currently hearing an appeal filed by the Tata group against an order by the National Company Law Appellate Tribunal (NCLAT) in December last year. The NCLAT had reinstated Cyrus Mistry as Tata group chairman, while terming his successor N Chandrasekaran’s appointment illegal.
The Shapoorji Pallonji and Tata conglomerates have been embroiled in a legal battle since 2016 when Cyrus Mistry, scion of the family that controls the Shapoorji Pallonji Group, was sacked as chairman of Tata Sons.
Tata Trusts, which owns a 66 per cent stake in Tata Sons, is chaired by Ratan Tata, the patriarch of the group while the Mistry family owns an 18.4 per cent stake in the company.
Mr Sundaram told the top court that a public charitable trust cannot legally run such companies and Tata Sons needs it be run by a board. “They cannot use the Articles of Association of Tata Sons to claim that they have absolute right over affairs of the company,” he said.
The Articles of Association of Tata Sons have become contentious because they give veto powers to Trust-nominated directors on Tata Sons’ board, even if the Trust’s stake falls to 40 per cent.
Harish Salve, the Tata group counsel, earlier had said that the Mistry family had voted for the amendments in the articles of associations but expressed discontent after Cyrus Mistry was sacked as the Chairman of Tata group in October 2016.
Mr Sundaram said the SP Group voted in favour of articles because of the relationship of the alliance they had with Tata Sons and did not doubt that the issue would be used against them.
“The Tata Trust trustees acted as shadow board members,” Mr Sundaram said. “The trustees had so much control that they didn’t allow Tata Teleservices to bid for additional spectrum.”
The hearing will continue tomorrow.