Tata Trusts challenges Chandra’s reappointment as Chairman:Reintegrates Tata Sons board’s decision is illegal violates rules

The Tata Trusts has 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. In a statement, 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. There are two Tata Trusts nominees on the Board of Tata Sons. Majority amongst two is two and not one,” the Trusts said. “On September 17, 2026, one such Director voted against the resolution. Thus, the affirmative support of Tata Trusts Nominee Directors as mandated by the AoA was not given. The condition failed, and so did the resolution. -Tata Trusts Tata Trusts had said on Thursday that Tata Sons’ decision to approve Chandrasekaran’s reappointment as Chairman is ‘illegal’. Earlier, Tata Sons Board had approved Chandrasekaran’s re-appointment as Chairman for another five-year term. Chandrasekaran had earlier said that he did not intend to seek a third term. But, according to ANI, Tata Sons stated on Thursday that at the meeting “Chandra” acceded to the Board’s request to reconsider his decision. The Board thereafter resolved by a majority vote to re-appoint him as Executive Chairman for a further term of five years upon the expiry of his current tenure. Tata Sons board had voted 4-1 in favour of giving Chandrasekaran another five-year term as executive chairman, with Tata Trusts Chairman Noel Tata opposing the proposal. Chandrasekaran, who had earlier said he would not seek another term, agreed to continue after the board asked him to reconsider. Whether the result of the vote was 4:1, or any other figure, is irrelevant. A condition is either met, or it is not. In this case the condition was not met. -Tata Trusts Noel Tata vs N Chandrasekaran Noel Tata, chairman of Tata Trusts, which along with affiliated trusts controls about 66% of Tata Sons, had voted against the reappointment but the resolution was carried by a majority. Tata Sons IPO: Tata Sons board on September 17 also approved steps towards a potential listing of the holding company after the Reserve Bank of India rejected its application to surrender its registration as a core investment company. The Trusts has opposed listing and urged the company to explore alternatives.