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Tata Trusts Challenge Chandrasekaran Reappointment, Tata Stocks Mixed Amid Legal Dispute

In a fresh development, the Tata Trusts have challenged the validity of Tata Sons’ September 17 decision to reappoint N Chandrasekaran as chairman, arguing that the company’s Articles of Association require affirmative support from a majority of its Trust‑nominated directors and that a chairman’s casting vote cannot override that condition. The Trusts said there was no deadlock at the board meeting and that the resolution could not have been validly passed after one of the two Trust‑nominated directors voted against it. They further stated that the resolution to reappoint Chandrasekaran was not validly passed and has no legal effect, being void ab initio.

The dispute escalated after Tata Sons’ directors approved a fresh term for executive chairman Chandrasekaran in a vote the group’s biggest shareholder called illegal. Noel Tata, who chairs the network of charitable trusts holding roughly two‑thirds of Tata Sons’ shares, cast the sole vote against extending Chandrasekaran’s tenure by five years, while Venu Srinivasan, the other Tata Trusts nominee on the Tata Sons board, supported the extension. The Trusts’ statement emphasised that majority amongst two is two and not one, and that the chairman’s casting vote is available only where there is equality of votes at the overall board level.

At 11:52 AM on Monday, September 21, Trent was down 0.30% to ₹2,815.40, while Tata Consumer Products (TCPL) shares traded 1.44% higher at ₹1,010.30 apiece on the NSE. Tata Consultancy Services (TCS) stock was up 1% at ₹2,124.20, while Tata Chemicals was flat at ₹693.15 on the NSE. Tata Technologies was up 0.56% to ₹726.50 on the NSE, while Tata Motors Passenger Vhcls was down nearly 1% to ₹300.85. Tata Investment Corporation was trading 2.16% lower at ₹687.15 on the NSE.

Major Tata Group stocks ended lower on Friday after advancing in the previous session, with Tata Chemicals tumbling over 11% amid a boardroom battle at the group after Tata Sons’ directors approved a fresh term for executive chairman Chandrasekaran. Shares of Tata Chemicals tanked 11.14%, Tata Technologies fell 4.65%, TCS dropped 4.33%, Tata Motors Passenger Vehicles declined 3.45%, Tata Investment Corporation was down 2.32%, and Titan edged lower by 2.11% on the BSE. The combined market valuation of these firms eroded by over ₹58,000 crore.

The nearly three‑hour meeting in Mumbai on Thursday (September 17) produced rival claims over the validity of the vote, a legal opinion from former Chief Justice of India D Y Chandrachud and a fresh confrontation over whether Tata Sons should remain private or pursue a stock‑market listing. Chandrasekaran, 63, told the board last month that he would not seek another term when his current tenure ends on February 20, 2027. His decision followed repeated failure by the board to reach unanimity on his renewal. The board reversed course after the Reserve Bank of India rejected Tata Sons’ application to surrender its registration as a core investment company, reviving the prospect of a listing and increasing pressure for leadership continuity.

Tata Sons, in a statement, said Chandrasekaran had "acceded to the Board’s request to reconsider his decision" and that the board "thereafter resolved by a majority vote to re‑appoint him as Executive Chairman for a further term of five years". Four directors supported the resolution, while Noel Tata, chairman of Tata Trusts, voted against it. Tata Trusts, which together with affiliated trusts controls about 66% of Tata Sons, rejected the decision, asserting that the Articles of Association mandate affirmative support from a majority of its Trust‑nominated directors and that the chairman’s casting vote cannot override that condition.