Noel Tata challenges Tata Sons resolution reappointing N Chandrasekaran as chairman for five years

Noel Tata challenges Tata Sons' decision to reappoint N Chandrasekaran as chairman for another five-year term.

Tata Trusts chairman Noel Tata has challenged the validity of a Tata Sons board resolution reappointing N Chandrasekaran as chairman for another five-year term, alleging procedural irregularities and contending that the resolution is void. In a letter to Tata Sons, Noel Tata said the company had failed to provide the audio and video recording of the September 17 board meeting despite his request, and argued there could be "no legitimate reason" to withhold the recording from a company director.

According to the letter, Noel Tata maintained that he had placed his objections to the proposal on record during the meeting. He said the meeting agenda did not provide notice of any proposal to reappoint the chairman and that Item 7 of the agenda was described only as a debriefing by the Nomination and Remuneration Committee.

Despite this, a resolution reappointing Chandrasekaran as chairman of Tata Sons for a period of five years was moved and passed at the meeting, the letter said.

Noel Tata also questioned the company's handling of the matter after the meeting, citing media reports that Tata Sons had already filed the resolution with the Registrar of Companies. He alleged that he was not furnished with a true copy of the resolution and said the minutes of the September 17 board meeting had not been finalised.

According to the letter, he has received neither signed nor final minutes of the meeting, yet the company has treated the reappointment as a concluded matter.

The Tata Trusts chairman further argued that the resolution was put to vote subject to conditions that remain unfulfilled, including the appointment of a selection panel. He called for the constitution of such a panel in line with an earlier communication from Sir Dorabji Tata Trust.

In the letter, Noel Tata also raised issues relating to potential conflicts of interest involving the chairman's family and sought disclosures from both N Chandrasekaran and Venu Srinivasan regarding relevant dealings.

Stating that he would treat the resolution to reappoint Chandrasekaran as "not passed", Noel Tata asked Tata Sons to ensure that the board minutes reflect his objections and position on the matter.