Noel Tata blocks Mehli Mistry’s reappointment as trustee, deepens rift at Tata Trusts

A major split has emerged within Tata Trusts as chairman Noel Tata and two trustees blocked Mehli Mistry’s reappointment, opposing three others who backed him. The standoff, seen as a power struggle, follows Ratan Tata’s death and raises governance concerns

New Delhi: Tata Trusts chairman Noel Tata and two other powerful trustees considered close to him blocked the reappointment of late Ratan Tata’s close associate and businessman Mehli Mistry as trustee, deepening the rift at the philanthropic arm that controls the holding company of the Tata Group, people familiar with the matter said.

Noel Tata was appointed head of Tata Trusts following the death of Tata Group patriarch Ratan Tata last year. TVS Motor Co’s chairman emeritus Venu Srinivasan and former defence secretary Vijay Singh voted against Mistry’s reappointment as trustee after the end of his three-year tenure on Tuesday, they said.

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The three other trustees — former Citibank India CEO Pramit Jhaveri, Mumbai lawyer Darius Khambata, and Pune-based philanthropist Jehangir HC Jehangir — who are considered close to Mistry, supported his reappointment, they said.

The unprecedented vertical split marks a sharp departure from the recent consensus-driven approach. Noel Tata and Mehli Mistry are two power centres in the Tata Trusts, which control a majority stake in the holding company of the Tata Group.

The former has the backing of Srinivasan and former defence secretary Vijay Singh, while the other three are with Mistry. Differences between the two groups came to the fore in September, when Mistry and three other trustees — Jhaveri, Khambata, and Jehangir — voted to remove Singh as Tata Trusts’ representative on the board of Tata Sons — the holding company of the salt-to-software conglomerate.

However, last week, Srinivasan was made a lifelong trustee in a unanimous decision. While Mistry had remained tight-lipped about his next move, he will likely challenge it in court.

The challenge may be on the ground that a joint meeting of the Sir Ratan Tata Trust and the Sir Dorabji Tata Trust on October 17 last year — within days of the death of Ratan Tata — had agreed to make all trustees permanent.

When contacted, Tata Trusts declined to comment. Last week, the CEO of Tata Trusts issued a circular to other trustees seeking Mistry’s reappointment to the Sir Ratan Tata Trust (SRTT), the Sir Dorabji Tata Trust (SDTT), and the Bai Hirabai Jamsetji Tata Navsari Charitable Institution.

At SRTT, trustees are Noel Tata, Venu Srinivasan, Vijay Singh, Jimmy Tata, Jehangir HC Jehangir, Mehli Mistry, and Darius Khambata. On the other hand, at SDTT, trustees are Noel Tata, Venu Srinivasan, Vijay Singh, Mehli Mistry, Pramit Jhaveri, and Darius Khambata.

Earlier, Tata Trusts had unanimously reappointed Venu Srinivasan as a trustee for life. However, sources said Mistry, along with three other trustees — Jhaveri, Jehangir, and Khambata –, while approving Srinivasan’s reappointment as trustee and Vice-Chairman of Tata Trusts, had put a condition that all future renewals of trustees be approved unanimously, failing which their approvals would be withdrawn.

Opinions in the two camps were divided on whether continuation of a trustee is automatic or requires unanimous approval from the trustees for a lifetime tenure. While one side maintained that renewal, after which it will be for life, and a fresh appointment requires unanimous approval of trustees as per past practice, the other side insisted that reappointment is automatic, and it is applicable to all the trustees.

According to the minutes of the joint meeting of the trustees of the Sir Dorabji Tata Trust and the Sir Ratan Tata Trust held on October 17, 2024, it was resolved that on the expiry of the tenure of any trustee, the trustee would be reappointed by the concerned trust without any limit being attached to the period of tenure, a source said.

As per the resolution, any trustee who chose to vote otherwise would be in “breach of their commitment and is not fit and proper to serve on Tata Trusts by such conduct”, the person added.

Moreover, the person said if there is any breach of the commitment by a Trustee, it will necessitate the reopening of all resolutions passed by Tata Trusts, “including the appointment of Noel Tata as a director on the Board of Tata Sons, which formed part of the October 17, 2024, Trustees’ resolution”.

Also, according to the October 17, 2024, resolution, all trustees are appointed on a long-term and life basis, and trusteeship would be revisited upon reaching 75 years of age. The infighting in Tata Trusts had reached the government, with the top brass of the Tata group, including Noel Tata and Tata Sons Chairman N Chandrasekaran, meeting Union Home Minister Amit Shah and Finance Minister Nirmala Sitharaman earlier this month.

The government is understood to have told the two sides to resolve the issue amicably and not let their differences spill into the public, considering the significance of the Tata Group on India’s economy.

Tata Trusts, the umbrella body overseeing several charitable trusts including the Sir Dorabji Tata Trust and the Sir Ratan Tata Trust, holds a 66 per cent stake in Tata Sons – the holding company of the 156-year-old Tata Group, which comprises around 400 companies, including 30 listed entities.