Business EconomyPosted at: Sep 28 2026 7:49PM


Tata Trusts proposes restructuring to exit CIC status, avoid RBI listing order

New Delhi, Sep 28 (UNI) Tata Trusts has proposed a restructuring of Tata Sons that could allow the holding company to shed its classification as a Core Investment Company (CIC) and, consequently, seek relief from the Reserve Bank of India’s listing requirement for upper-layer non-banking financial companies.
Under the proposal sent to Tata Sons Chairman N. Chandrasekaran on Monday, Tata Electronics Systems Solutions Pvt. Ltd. (TESS) and Tata Consulting Engineers (TCE) would be merged into Tata Sons.
Tata Trusts, which holds a 65.9% stake in Tata Sons, has also shared the proposal with the RBI.
The proposed restructuring would take Tata Sons’ consolidated revenue to around Rs 1,05,043 crore and its net assets to Rs 2,00,158 crore.
Investments in Tata Group companies would account for approximately Rs 1,77,120 crore of those assets.
Tata Trusts has argued that this would bring the proportion of group-company investments below the 90% threshold used by the RBI to classify a company as a CIC.
A CIC is a category of NBFC whose assets are predominantly invested in shares, bonds, debentures, loans or advances of group companies.
Under RBI rules, at least 90% of a CIC’s total assets are required to be invested in group companies, with additional conditions governing the nature of those investments.
Tata Sons is the principal holding company of the Tata Group.
On a standalone basis, it reported revenue of Rs 42,366.5 crore and profit of Rs 31,961 crore for the financial year ended March 2026.
The restructuring proposal comes shortly after the RBI rejected Tata Sons’ request to voluntarily surrender its certificate of registration as a CIC.
In a September 11 letter addressed to Tata Sons Chief Financial Officer Saurabh Agarwal, the central bank said the company’s request could not be accepted after considering the relevant factors.
The RBI subsequently directed Tata Sons to take the necessary steps to comply with regulations applicable to NBFCs classified in the Upper Layer.
Tata Trusts said the proposed restructuring would change the asset composition of Tata Sons sufficiently for the company to cease meeting the definition of a CIC.
As a result, it would then seek to surrender its certificate of registration.
The development follows a long-running regulatory issue involving Tata Sons.
The RBI classified the company as an NBFC-Upper Layer in September 2022 and subsequently required it to get listed by September 2025.
Tata Sons had sought to avoid the listing requirement by seeking deregistration as a CIC.
The central bank has now rejected that request, leaving Tata Sons with the need to address its Upper Layer NBFC status.
As of Monday, the RBI had not specified a fresh deadline for Tata Sons to comply with the listing-related direction.
The latest proposal also comes against the backdrop of differences within the Tata Sons board over the company’s regulatory status and future structure.
Tata Trusts has two nominees on the board, Noel Tata and Venu Srinivasan, adding significance to the proposed reorganisation as the Group weighs its response to the RBI’s position.
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Tags: #Tata Trusts proposes restructuring to exit CIC status# avoid RBI listing order
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