Mumbai, Sept 17: A boardroom standoff at Tata Sons over the proposed reappointment of N. Chandrasekaran as chairman ended with his vote in favour of the move being counted, after a disagreement between two Tata Trust nominees on the board.
According to a director who attended the board meeting, Noel Tata and Venu Srinivasan, the two Trust nominees on the Tata Sons board, took opposing positions on Chandrasekaran’s reappointment.
The Noel Tata camp had expected the disagreement to result in a deadlock under Article 121A of the Tata Sons Articles of Association, which requires majority support from Tata Trust nominees on certain specified matters put before the board.
However, Srinivasan’s vote supporting the reappointment was accepted, while Noel Tata’s opposing vote was rejected, the director said.
The company’s secretary reportedly presented a legal opinion stating that a deadlock between the two trustees could be resolved through the chairman’s casting vote.
As a result, Chandrasekaran, who chaired the meeting, cast the deciding vote in favour of his own reappointment, according to the director.
The development could lead to further legal and governance questions within Tata Sons, although no formal challenge has been announced.
The board has also decided to comply with a Reserve Bank of India directive concerning Tata Sons’ status as an Upper Layer Non-Banking Financial Company, the director said.
The next procedural step will be to convene a general body meeting to seek shareholder approval for Chandrasekaran’s reappointment.
The process could face additional complications following the reported freeze on Sir Ratan Tata Trust, with the company expected to determine the modalities for shareholder voting.
The director said the board’s decision to back Chandrasekaran was also influenced by the need to maintain focus on major business priorities.
Tata Group companies are currently pursuing several major initiatives, including the expansion of Air India, semiconductor manufacturing projects and efforts to strengthen the group’s digital businesses.
The director said the boardroom dispute involved multiple issues and expressed hope that a resolution could eventually be reached.
“There is a long way to go and I don’t think anybody can predict as to what will happen,” the director said.
The latest developments underline the continuing governance tensions at Tata Sons, while the company faces several strategic and regulatory decisions across its businesses.
