Tata boardroom feud escalates, trusts face probe plea

The widening boardroom dispute at Tata Sons has opened a new front, with trustee and Tata Sons nominee director Venu Srinivasan seeking a regulatory inquiry into the governance of the Sir Dorabji Tata Trust, one of the charitable entities that collectively control about 66 per cent of the holding company.

In a letter to Maharashtra's Charity Commissioner, Srinivasan has questioned the appointment and continued status of Noel N. Tata as a perpetual trustee, the appointment of Noel Tata's son Neville Tata, and what he describes as attempts to constrain his independent role as a nominee director on the Tata Sons board. The move could add another layer of complexity to an already bitter dispute over Tata Sons' leadership, a potential stock-market listing and the extent of Tata Trusts' authority over the company. The conflict has already split trustees and spilled into the Tata Sons boardroom, where Srinivasan and Noel Tata took opposing positions on key decisions earlier this month.

Srinivasan's complaint centres in part on Circular Resolution No. 107, which he says was issued by SDTT on September 16 to prevent him from participating in or voting on the proposed listing of Tata Sons. He alleges that the move sought to “prevent me from exercising my independent judgement and vote” and amounted to an attempt to concentrate decision-making within a smaller group of trustees.

The following day, at a Tata Sons board meeting, Srinivasan backed the reappointment of Chairman N. Chandrasekaran for a third five-year term and supported moving ahead with the listing process, while Noel Tata opposed both positions.

The board proceeded with the resolutions, with the Chandrasekaran vote requiring a casting vote. Tata Trusts subsequently disputed the validity of the board decisions and has maintained that its nominees were required to agree on such matters.

The dispute is particularly consequential because Srinivasan occupies positions on both sides of the Tata Sons shareholder relationship: he is a trustee of the Tata Trusts and also their nominee on the Tata Sons board.

The latest complaint potentially brings the conduct of the trusts themselves under regulatory scrutiny at precisely the point when their internal divisions are having a direct bearing on decisions at the company they control.

Srinivasan in the letter also alleged that the trusts have become too directly involved in Tata Sons' commercial affairs. He cited Tata Trusts' September 17 statement that “all available options, and not listing alone, should be thoroughly explored and assessed on an immediate basis” after the Reserve Bank of India's communication on the listing issue.Tata Trusts had earlier said it did not agree to a listing and wanted alternatives examined.

The letter further refers to a proposal put forward by Noel Tata concerning liquidity for the Shapoorji Pallonji Group, whose stake in Tata Sons has long been a significant issue in the company's ownership structure.

Srinivasan argued that the involvement of Tata Trusts and its operating team in such commercial matters raises questions about the charitable trusts' governance obligations. He asked the Charity Commissioner to investigate the administration and composition of SDTT and, depending on the findings, take action including suspension or removal of trustees.

“I write to bring to your attention serious concerns regarding the composition, administration and governance of Sir Dorabji Tata Trust (SDTT), including matters arising from the amendments to the Maharashtra Public Trusts Act, 1950 (MPT Act), which came into effect on September 1, 2025, as well as certain subsequent decisions and actions concerning the administration of SDTT,” he wrote.