Tata Trusts governance dispute prompts Maharashtra Charity Commissioner review of SDTT complaints

The Maharashtra Charity Commissioner has asked Tata Trusts to respond by Oct 12 to a complaint filed by Sir Dorabji Tata Trust (SDTT) trustee Venu Srinivasan alleging governance lapses at the Trust, Moneycontrol reported. The regulatory action follows Srinivasan’s September 24 letter seeking an inquiry into SDTT’s administration, trustee appointments, decision-making and its involvement in matters related to Tata Sons.Tata Trusts filed caveats before the Charity Commissioner on Sept 30, seeking to ensure that no order is passed on Srinivasan’s complaint without giving the Trusts an opportunity to be heard.Tata Trusts Row: Venu Srinivasan, Vijay Singh Say They Were Not Consulted On Tata Sons Reorganisation Plan Srinivasan questions trustee appointmentsSrinivasan, who is also a nominee director on the Tata Sons board, questioned the appointment and continued status of Noel Tata as a perpetual trustee and the basis for his chairmanship of Tata Trusts.He also sought an inquiry into the appointment of Noel Tata’s son Neville Tata as an SDTT trustee, alleging that he was excluded from the decision-making process.The complaint further questioned what Srinivasan alleged was SDTT’s involvement in the commercial and strategic affairs of Tata Sons.He challenged an SDTT circular resolution issued on Sept 16 that sought to prevent him, as a nominee director on the Tata Sons board, from participating in or voting on the proposed listing of Tata Sons. Srinivasan alleged that the resolution interfered with his independent judgement as a director.Pending an inquiry, he has sought a freeze on changes to SDTT’s board composition and restrictions on Noel Tata’s participation in certain decisions involving SDTT and Tata Sons. Earlier SRTT dispute adds regulatory backdropThe latest development follows regulatory action involving Sir Ratan Tata Trust (SRTT) earlier this year.In May, the Charity Commissioner directed SRTT to defer a board meeting and restrained it from convening further meetings pending an inquiry into its trustee composition.The dispute involved three permanent trustees on SRTT’s six-member board.An amendment to the Maharashtra Public Trusts Act, effective September 2025, limits perpetual or life trustees to one-fourth of a public trust’s total trustees. Srinivasan had also filed a complaint over the SRTT matter on April 28.

Four trustees of Sir Dorabji Tata Trust responded to accusations from vice-chairmen Venu Srinivasan and Vijay Singh. The trustees claimed the vice-chairmen breached fiduciary duties by not discussing concerns directly with them. They emphasized that Noel Tata's merger proposal aimed to maintain Tata Sons' unlisted status. Additionally, they stated that the complaints sent by Srinivasan and Singh were not shared with co-trustees.

Sir Dorabji Tata Trust (SDTT) vice-chairmen and trustees Venu Srinivasan and Vijay Singh have said they were not consulted before Tata Trusts sent a September 28 letter to the Tata Sons board proposing a reorganisation of the holding company.As per a report by Business Standard, in a September 30 letter to SDTT trustees, the two said they were surprised to receive a copy of the communication and learn about the related press release through public sources. They said no SDTT trustees’ meeting was held to discuss the proposal before it was sent to Tata Sons.Tata Trusts Feud Takes A Fresh Turn, Venu Srinivasan Questions Noel Tata’s Role & Seeks Governance Probe Trustees question process behind proposalThe September 28 communication, issued by Tata Trusts as majority shareholders of Tata Sons, asked the company’s board to consider merging Tata Electronics Systems Solutions and Tata Consulting Engineers with Tata Sons.The proposed restructuring seeks to give Tata Sons operating businesses and revenue, allowing it to cease being classified as a non-banking financial company or core investment company and potentially avoid a stock market listing.Srinivasan and Singh also questioned the issuance of statements in the name of Tata Trusts without consultation or authorisation from SDTT trustees. They said neither the letter nor the press release could be treated as the collective institutional position of SDTT because no meeting had authorised them.The trustees said shareholders could communicate their views or proposals to a company, but the Tata Sons board was responsible for independently examining the proposal and assessing its legal, regulatory, financial and commercial implications. RBI decision adds to regulatory questionsThe two trustees said the proposed merger involved operating companies, regulatory approvals and surrender of Tata Sons’ certificate of registration, warranting detailed examination before any position was taken in the trust’s name.They also raised concerns over the charitable status of SDTT and Sir Ratan Tata Trust if their communications were interpreted as directing commercial decisions at Tata Sons rather than exercising shareholder rights.The trustees referred to the Reserve Bank of India’s September 11 response rejecting Tata Sons’ application to surrender its certificate of registration and directing it to comply with norms applicable to an NBFC-Upper Layer.They said the RBI’s decision meant earlier decisions taken in 2025 could not be treated as final and that Tata Sons should reassess its available options.Srinivasan and Singh further questioned the assertion that the proposed restructuring would be in the best interests of Tata Sons, the Tata Group and its stakeholders. They said the financial, governance and institutional consequences needed collective consideration by SDTT trustees before any decision was taken.

Mumbai: Vijay Singh, vice chairman of Tata Trusts and a trustee of the Sir Dorabji Tata Trust (SDTT), has approached the Maharashtra Charity Commissioner seeking an immediate inquiry into the administration and governance of the charitable trust, including its involvement in the commercial and strategic affairs of Tata Sons."I have written to the charity commissioner around the same time as Venu Srinivasan, expressing similar concerns," Singh told ET.Also read: ET Exclusive: Venu Srinivasan seeks probe into Tata Trusts over alleged governance lapsesAs reported first by ET on September 30, Srinivasan, Tata Trusts vice chairman and its joint nominee director on the Tata Sons board, has sought an inquiry into the appointment and continued status of Noel Tata as a perpetual trustee and the basis on which he assumed and continues to hold the chairmanship of Tata Trusts. He has also sought scrutiny of the appointment of son Neville Tata as a trustee.Call for Action Singh also demanded inquiry into what he described as his (Srinivasan's) exclusion from relevant decision-making processes.Singh's submissions are on similar lines, including seeking an examination of the involvement of SDTT and its trustees in the commercial and strategic affairs of Tata Sons.He has raised concerns over the increasing involvement of SDTT and Tata Trusts in matters concerning Tata Sons."SDTT's substantial shareholding in Tata Sons cannot mean that the trust assumes the functions of a commercial enterprise or participates directly in Tata Sons' business affairs," Singh said in the letter to the charity commissioner.Singh also flagged potential tax implications arising from such involvement, citing provisions of the Income Tax Act, 2025, governing commercial activities by registered non-profit organisations. He has argued that activities not incidental to the trust's charitable objects could put its tax registration and exemption at risk."Given the substantial value of SDTT's shareholding in Tata Sons, the potential consequences for the trust and its charitable corpus could be immense," he has said.Also read: Tata companies face a tough call on Chandra vote at AGMThe two submissions - by Srinivasan and Singh - are now before the Maharashtra Charity Commissioner. On Wednesday, Tata Trusts made a submission to the charity commissioner asking to be heard before the official takes any decision on the complaints.Singh has sought consequential action based on the findings of the inquiry, including suspension or removal of trustees where warranted and appointment of trustees in accordance with the Maharashtra Public Trusts Act.He has also sought directions under Section 36A(1) of the Act restraining SDTT and its board from convening meetings, passing circular resolutions or undertaking processes relating to the administration, management or composition of the trust until completion of the inspector's inquiry. Singh has asked that pending an inquiry, status quo be maintained in relation to the composition of the SDTT board of trustees.His move comes amid widening differences within Tata Trusts over the functioning of SDTT and the role of its trustees in matters concerning Tata Sons.The development also comes against the backdrop of proceedings concerning SRTT. In May, Maharashtra Charity Commissioner Amogh S Kaloti directed SRTT's board to postpone its May 16 meeting and refrain from convening such meetings until the submission of an inspector's report, following complaints concerning the composition of the board and alleged non-compliance with Section 30A(2) of the Maharashtra Public Trusts Act.

Mumbai: The governance tussle within Tata Trusts appears to have taken another turn, with trustee Venu Srinivasan reportedly approaching the Maharashtra Charity Commissioner with a fresh complaint raising questions over key appointments and decision-making at two of the group’s principal trusts.According to sources cited by CNBC-TV18, Srinivasan has sought an inquiry into the governance of the Sir Dorabji Tata Trust and Sir Ratan Tata Trust.Noel Tata’s Position QuestionedThe complaint reportedly questions Noel Tata’s status as a perpetual trustee of Tata Trusts and also raises issues regarding his appointment as chairman of the trusts.Noel Tata was appointed chairman of Tata Trusts following the death of Ratan Tata in October 2024. Tata Trusts collectively exercise significant influence over the Tata Group through their controlling stake in Tata Sons.The fresh development could therefore draw attention to the internal governance framework governing the philanthropic trusts.Neville Tata Appointment Also FlaggedSrinivasan has also reportedly objected to the appointment of Neville Tata as a trustee. Sharad Pawar Backs Noel Tata’s Stand In Tata Sons Row, Stresses Role Of Tata TrustsAccording to the report, Srinivasan has alleged that he has been excluded from important decision-making processes within the trusts. The complaint seeks scrutiny of how key governance decisions and appointments have been undertaken.These claims are allegations attributed to Srinivasan, according to the source-based report, and should not be treated as findings by the Charity Commissioner.Action Against Trustees SoughtThe complaint reportedly goes beyond seeking an inquiry. Srinivasan is said to have sought the suspension or removal of trustees if the authorities find grounds warranting such action. Tata Sons Listing, Leadership Shift May Reshape Group Financial Strategy: S&PThe reported move adds another dimension to the governance debate surrounding Tata Trusts, which controls roughly 66 per cent of Tata Sons, the holding company of the Tata Group.Attention will now be on whether the Maharashtra Charity Commissioner takes up the complaint for further examination and how Tata Trusts or the individuals named respond to the issues raised.