Noel Tata to step down from 6 Tata companies’ boards:He will turn 70 on 12 Nov but will remain on Tata Sons’ board

Tata Trusts Chairman Noel Tata is set to turn 70 on 12 November. Under the Tata Group’s retirement policy for non-executive directors, he will resign from the boards of six key group companies. However, he will remain on the Tata Sons board as Tata Trusts’ nominee director. The change comes at a time when disagreements are ongoing over the reappointment of Tata Sons Chairman N. Chandrasekaran, the listing of Tata Sons and the group’s governance rules. Here are the key questions and answers about the decision and the controversy surrounding it… Question 1: Which six companies’ boards is Noel Tata set to leave? Answer: Noel Tata will step down as non-executive chairman of Trent, Voltas, Tata Investment Corporation, Tata International, Trent Hypermarket Private Limited and Dubai-based Tata International West Asia DMCC. In addition, he will resign as non-executive vice-chairman of Tata Steel and Titan Company, as well as director of Inditex Trent Retail India. Question 2: Will he remain with any of the Tata Group’s operating companies? Answer: Yes, he will remain on the board of Trent Hypermarket Limited, a joint venture between Trent Limited and Tesco. The company operates retail stores under the names Star Bazaar and Star Daily. Question 3: What is the retirement rule at the age of 70, and how does it apply to Noel Tata? Answer: Under the Tata Group’s governance framework, the retirement age is 65 for executive directors and 70 for non-executive/non-independent directors. Noel Tata will turn 70 on 12 November, so he is stepping down from the boards of the operating companies in compliance with the policy. Question four: If he is stepping down from six companies, how will he remain on the Tata Sons board? Answer: His role at Tata Sons is different. He is not part of the board there as a director of an operating company, but as a ‘nominee director’ of the Tata Trusts. The Tata Trusts hold around 66% of Tata Sons. The rules governing directors nominated by shareholders in a holding company are different from those governing non-executive directors in operating companies. Therefore, he will remain on the Tata Sons board. Question five: What impact will Noel Tata’s departure have on these six companies? Answer: Trent, Voltas, Tata International and Tata Investment Corporation will have to appoint new chairmen. Meanwhile, the posts of vice-chairman at Tata Steel and Titan will fall vacant. Corporate governance experts believe that compliance with retirement rules by the promoter family or a person holding an influential position is a positive sign of institutional discipline. Question 6: What is the dispute between Noel Tata and N. Chandrasekaran? Answer: The dispute concerns N. Chandrasekaran’s third term. On 17 September, the Tata Sons board passed a resolution by a majority to reappoint Chandrasekaran as chairman for another five-year term starting 21 February 2027. Noel Tata opposed the move. Question 7: What is Noel Tata’s main objection to Chandrasekaran’s reappointment? Answer: According to Noel Tata, under the Articles of Association of Tata Sons, the approval of directors nominated by the Tata Trusts is mandatory for any decision. Noel Tata and Venu Srinivasan are the two trust nominee directors on the Tata Sons board. Srinivasan supported the proposal, while Noel Tata opposed it. Noel Tata argues that a majority or the chairman’s casting vote cannot replace the approval of the trust nominee. Question 8: What new questions has Noel Tata raised in the letter sent on 26 October? Answer: Noel Tata wrote to Tata Sons Company Secretary Suprakash Mukhopadhyay, raising questions about the filing with the Ministry of Corporate Affairs (MCA) related to Chandrasekaran’s reappointment. He has sought the final minutes of the 17 September meeting, the voting records and the audio and video recordings. They also asked whether the selection committee designated for the reappointment had been constituted and whether there was any conflict of interest in business deals involving the families of Chandrasekaran and Srinivasan. Question 9: What role does N. Chandrasekaran’s age play in this controversy? Answer: Chandrasekaran is 63 and will turn 65 on 2 June 2028. Under the Tata Group’s rules, the retirement age for executive directors is 65. If Chandrasekaran remains in office until 2032, he will cross the 65-year age limit. This would require a special exemption under the group’s policy. Question 10: What is the difference of opinion between the two sides over the listing of Tata Sons? Answer: Because the Reserve Bank of India has classified Tata Sons as an upper-layer NBFC, it is under pressure to list on the stock market. Chandrasekaran is in favour of preparing for the listing, while Tata Trusts, led by Noel Tata, is opposed to listing the holding company.