Tata Sons listing: Who holds the shares, who holds the cards

Tata Sons’ board has backed N Chandrasekaran for another five years and begun considering steps to meet RBI requirements that could lead to a listing. But Tata Trusts, which owns about 66% of the holding company, is challenging his reappointment a...

Agencies
Tata Sons’ board has backed a fresh five-year term for executive chairman N Chandrasekaran and steps to comply with RBI requirements that could lead to a public listing, deepening a dispute with Tata Trusts chairman Noel Tata. The Trusts, which own about 66 per cent of the company, have challenged the reappointment and say they have not agreed to a listing.

The September 17 decisions put the spotlight on who can shape the future of the Tata Group’s holding company. The Trusts hold the majority of its shares, the board has backed Chandrasekaran, and the Reserve Bank of India’s decision has increased pressure to address the listing requirement. The Shapoorji Pallonji Group, the second-largest shareholder, supports taking Tata Sons public.

But neither the leadership dispute nor the listing question is settled. Shareholder approval remains a hurdle, while the board and the Trusts have offered different accounts of the next steps.


The shares: Tata Trusts own the majority

Tata Trusts collectively hold about 66 per cent of Tata Sons, followed by the Shapoorji Pallonji Group with about 18.4 per cent. Tata Group companies hold 12.86 per cent, while individuals and other shareholders account for 2.87 per cent.

The Trusts’ stake is spread across several entities. The Sir Dorabji Tata Trust holds 27.98 per cent and the Sir Ratan Tata Trust owns 23.56 per cent.

Other shareholders include the JRD Tata Trust, Tata Education Trust, Tata Social Welfare Trust, MK Tata Trust and Sarvajanik Seva Trust.
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The majority holding gives the Trusts influence at shareholder meetings. It does not, however, mean that their nominees always take the same position on the Tata Sons board.

The board: Two Trust nominees, different positions

Tata Sons has six directors: Chandrasekaran, Noel Tata, Venu Srinivasan, executive director and chief financial officer Saurabh Agrawal, and independent directors Harish Manwani and Anita Marangoly George.

Noel Tata and Srinivasan represent Tata Trusts. While Noel opposed Chandrasekaran’s reappointment, Srinivasan supported it. Agrawal, Manwani and George also backed the extension, producing a 4–1 vote in favour.

Chandrasekaran’s current term ends on February 20, 2027. His continuation also depends on shareholder approval of his reappointment as a director, making the annual general meeting a further test of support.
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The reversal: From stepping aside to another term

The board deferred a decision on Chandrasekaran’s reappointment in February 2026 because it lacked unanimity. Discussions in May and June also failed to resolve the matter.

On August 12, Chandrasekaran said he would not seek reappointment after his current term. The board’s nomination and remuneration committee subsequently asked him to reconsider.
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He accepted that request at the September 17 meeting, after which the board approved another five-year term.

The regulator: RBI closes the deregistration route

The RBI rejected Tata Sons’ application to surrender its Core Investment Company registration on September 11. The decision keeps the company subject to the regulatory requirements applicable to upper-layer non-banking financial companies, including listing.

Tata Sons’ statement says the board agreed to begin compliance steps and seek guidance from the RBI, Tata Trusts and other stakeholders. Reports described the decision as a move towards listing.

The Trusts dispute that interpretation. They say the board agreed to examine available options and bring them before another board meeting, rather than settle on a listing alone.

The Trusts: Keep Tata Sons private

Noel Tata argues that remaining private helps Tata Sons pursue long-term public-interest goals. He has sought alternatives to listing, warning that going public could change the company’s character.

“A listing will destroy its character and strike at the heart of this principle”.

The Trusts say the Tata Sons board unanimously supported remaining unlisted in March 2024, under Ratan Tata’s guidance. They say the Sir Dorabji Tata Trust and Sir Ratan Tata Trust reaffirmed that position in July 2025.

Their objection to Chandrasekaran’s reappointment is separate. The Trusts argue that Tata Sons’ Articles require support from a majority of Trust-nominated directors for the chairman’s appointment. With Noel opposing and Srinivasan supporting, they say the resolution fails that requirement.

The SP Group: Open Tata Sons to public investors

The Shapoorji Pallonji Group supports a listing. Chairman Shapoor Mistry argues that it would improve transparency, governance, accountability and visibility into Tata Sons’ value.

“The public listing of Tata Sons is not merely a financial or regulatory matter. It is a social and moral imperative”.

The group also argues that a listing could widen investor participation and strengthen the Trusts’ ability to fund philanthropy.

Liquidity is another issue. According to Tata Trusts, the SP Group proposed monetising part of its holding for at least Rs 25,000 crore. Noel Tata has put forward a proposal for a partial buyout, offering a possible route to provide liquidity while keeping Tata Sons private.

Who holds the cards?

The board has backed Chandrasekaran, but the Trusts’ majority shareholding makes the shareholder approval stage consequential. The Trusts also contest the validity of the board resolution itself.

On listing, the RBI’s rejection of deregistration has narrowed Tata Sons’ options. Yet the company’s formal statement commits to compliance and consultation, while the Trusts insist that alternatives remain under consideration.

As of September 18, the balance of power rests across the board, the controlling shareholders and the regulator. The next steps depend on shareholder approval, regulatory engagement and how the competing interpretations of Tata Sons’ governance rules are resolved.
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