Noel Tata, SDTT get until Oct 19 to respond to Venu Srinivasan, Vijay Singh complaint

Mumbai: The Maharashtra Charity Commissioner has given Sir Dorabji Tata Trust (SDTT), Noel Tata and others until October 19 to respond to a complaint by trust members Venu Srinivasan and Vijay Singh, who have sought an immediate probe into the administration and governance of the Sir Dorabji Tata Trust (SDTT), people aware of the state regulator's latest directive told ET.

Read more: Tata Trusts rift deepens: Noel Tata-led trustees say 'Trusts do not run Tata Sons' as they defend restructuring plan to avoid listing

SDTT, Noel Tata and others had initially sought two additional weeks to file their submissions beyond the original October 12 deadline, but have now been directed to respond by October 19, said the people cited above.


Srinivasan and Singh, both vice-chairmen and trustees of SDTT, have alleged 'serious governance lapses' and questioned the trust's involvement in the commercial and strategic affairs of Tata Sons, the holding company of the Tata Group.

Noel Tata chairs Tata Trusts, whose constituent trusts collectively hold about 66% of Tata Sons.

'Increasing Involvement of Trusts'

SDTT and Sir Ratan Tata Trusts (SRTT) together hold a 51.54% stake in the group's holding company.

Srinivasan and Singh have raised concerns over Noel Tata's appointment and continued status as a perpetual trustee, the basis of his chairmanship of Tata Trusts, the appointment of Neville Tata, and Srinivasan's exclusion from the decision-making process. To be sure, Srinivasan, patriarch of the TVS Group, is also a nominee director on the Tata Sons board.

Read more: Seven Tata Trusts file slew of caveats with Maharashtra Charity Chief

In a detailed representation to the state charity commissioner, Srinivasan questioned the increasing involvement of charitable trusts and their trustees in Tata Sons' business decisions.

He cited the September 17 statement by Tata Trusts on exploring alternatives to listing the holding company, and Noel Tata's proposal to provide liquidity to the Shapoorji Pallonji (SP) Group. The SP Group owns more than 18% in the currently unlisted Tata Sons.

'Alternatives to Listing'

The trusts had, in a September 28 letter to the Tata Sons board, called for consideration of a proposed reorganisation involving the merger of Tata Electronics Systems Solutions Pvt and Tata Consulting Engineers into Tata Sons.

The letter, accompanied by a press release, purportedly represented SDTT and Sir Ratan Tata Trust (SRTT), the two majority shareholders of Tata Sons.

Srinivasan and Singh subsequently wrote to SDTT trustees on September 30, saying they were surprised to learn about the letter and press release from public sources. They said no meeting of SDTT trustees had been held to discuss or deliberate on the proposal before the letter was sent, and that they were unaware whether the other trustees had been consulted.

Srinivasan argued that the trusts had "assumed a direct role in identifying, negotiating and seeking implementation of substantial commercial transactions concerning Tata Sons."

Such involvement, he said, was inconsistent with SDTT's charitable objectives and could put its tax-exempt status and charitable corpus at risk.

More broadly, their concerns relate to what they allege is a concentration of decision-making within a smaller group of trustees and attempts to constrain trustees from exercising independent judgment.

Separately, seven Tata Trusts, excluding SDTT, have filed 84 caveats before the Maharashtra Charity Commissioner, seeking to ensure they are heard before any orders are passed in matters concerning the trusts, people familiar with the development said.

Noel Tata and Neville Tata were named in those filings, they added.

The caveats were filed as a preventive measure amid an escalating governance dispute within SDTT, with several individual allegations having been made against Noel Tata, as chairman of Tata Trusts, and Neville Tata, the people said.

In May, the Charity Commissioner had imposed restrictions on the functioning of SRTT, which is currently unable to hold meetings until the restraint is lifted, the people said.

The seven trusts under the Tata Trusts umbrella are SDTT, which holds a 27.98% stake in Tata Sons; SRTT (23.56%); JRD Tata Trust (4.01%); Tata Social Welfare Trust (3.73%); RD Tata Trust (2.19%); Tata Education and Development Trust (3.73%); and the Sarvajanik Seva Trust (0.10%).