Noel Tata says Tata Sons' proposed restructuring complies with RBI rules, could avoid listing

Tata Trusts Chairman Noel Tata said the charity’s proposed restructuring of Tata Sons complies with Reserve Bank of India's guidelines and could help the conglomerate avoid a stock market listing, Reuters reported on Tuesday.

This comes a day after The Economic Times reported that Tata Trusts had proposed merging two group companies with Tata Sons, the conglomerate’s holding company.

Also Read: Tata Trusts pitch Tata Sons restructuring as alternative to listing


“We hope the Reserve Bank of India will engage with us on this and find a solution to avoid listing,” Noel Tata said at an event organised by Republic TV.

Tata Trusts, which owns 66% of Tata Sons, had on Monday proposed merging Tata Electronics Systems Solutions and Tata Consulting Engineers with Tata Sons.

The restructuring is aimed at changing Tata Sons’ regulatory status so that it can continue as an unlisted private company.

The proposal comes as Tata Sons faces stricter regulatory requirements after being classified by the RBI as an upper-layer non-banking finance company. The classification has put the holding company under pressure to consider a public listing, which Tata Trusts has opposed.

Noel Tata’s comments underline the Trusts’ position that the proposed restructuring can address the regulatory issue without forcing Tata Sons into an initial public offering.

A listing would subject Tata Sons to greater market scrutiny, disclosure requirements and minority shareholder oversight, Noel Tata said. He added that the change could alter the way Tata Sons has operated for more than 150 years.

A public listing would also increase pressure on Tata Sons to deliver quarterly performance, which Noel Tata said could affect the group’s philanthropic activities, according to Reuters.

The intervention also comes amid an increasingly public disagreement between Tata Trusts and Tata Sons over the future of the group’s holding company. The Trusts have pushed back against the reappointment of Tata Sons Chairman N Chandrasekaran as well as the prospect of a listing.

Tata Sons controls more than 30 Tata Group companies and is central to the group’s ownership structure. Tata Trusts’ proposed reorganisation seeks to preserve that structure while addressing the RBI’s regulatory requirements.

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Under the plan reported by ET on Monday, the merged entity would have operating revenue of ₹1,05,043 crore as of March 31, 2026, against ₹40,072 crore of income from financial assets. Operating revenue would account for 64.3% of total income, according to the Trusts.

The Trusts have argued that the higher share of operating revenue would move Tata Sons away from the regulatory definition of a core investment company. The resulting entity would also have ₹2,00,158 crore of net assets, including ₹1,77,120 crore invested in Tata Group companies, keeping such investments below the 90% threshold cited by the Trusts.

The proposed amalgamation would require prior RBI approval. If completed and Tata Sons no longer qualifies as a core investment company, the Trusts have said it would surrender its registration.