Business EconomyPosted at: Sep 20 2026 5:08PM


Tata Sons board row: Tata Trusts say Chandrasekaran reappointment resolution invalid

New Delhi, Sep 20 (UNI) The Tata Trusts have said that there was no deadlock at the Tata Sons board meeting on September 17 and argued that the resolution seeking the reappointment of N Chandrasekaran as chairman was not validly passed.
According to the Trusts, Tata Sons' Articles of Association (AoA) require the affirmative support of a majority of directors nominated by the Tata Trusts for certain decisions.
The Trusts hold approximately 66pc of Tata Sons. Since there are two Tata Trusts-nominated directors on the board, both would need to support the resolution for the requirement to be met, the statement said.
The Trusts said one of their nominated directors voted against the resolution at the September 17 meeting. As a result, the condition under the AoA was not fulfilled and the resolution failed, according to the statement.
The Trusts also disputed the argument that the situation amounted to a board deadlock that could be resolved through the chairman's casting vote.
It said the casting vote applies when there is an equality of votes at the overall board level and does not override the separate requirement concerning Tata Trusts' nominee directors.
The Trusts further cited Tata Sons' earlier legal position in the dispute involving former chairman Cyrus Mistry.
It said the voting rights of Tata Trusts' nominee directors under Articles 104B and 121 had been challenged before the National Company Law Appellate Tribunal.
According to the statement, Tata Sons had defended those provisions before the Supreme Court as legitimate protections for the Trusts as the majority shareholder.
The Supreme Court subsequently set aside the finding that the provisions were oppressive. The Trusts argued that Tata Sons therefore cannot now disregard the same protections contained in its AoA.
The Trusts also rejected the suggestion that a potential listing of Tata Sons is necessary to strengthen corporate governance. It pointed to existing provisions in Tata Sons' AoA covering independent directors, audit and nomination and remuneration committees, related-party transactions, retirement of directors by rotation and insider-trading controls.
The statement comes amid the ongoing dispute over the leadership and governance of Tata Sons, with the reappointment of N Chandrasekaran at the centre of the latest board-level disagreement. UNI VK SAS
Tags: #Tata Sons board row: Tata Trusts say Chandrasekaran reappointment resolution invalid
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