 "Cyrus Mistry")
The Tata Trusts should sell part of their 66 per cent stake in Tata Sons, the holding company of the Tata group, to raise a substantial amount and use the bumper proceeds to fund charitable activities instead of running companies. This is the key demand made by the Mistry/Wadia camps to the Government of India that is till now playing a neutral role in the ongoing fracas.
A source close to the development said the Trusts were set up by Jamsetji Tata’s sons and other Tata family members for the benefit of 1.35 billion Indians and were not supposed to be in the business of running companies. “But, over the past few years, all corporate governance norms were ignored and charitable trusts started interfering in Tata group companies,” the source close to the development said. The listing of Tata Sons would bring in higher corporate governance standards that are followed by the listed firms into the holding company, the source said.
An earlier calculation by this paper had estimated Mistry’s 18.5 per cent stake in Tata Sons to be worth Rs 90,000 crore – mainly due to the bumper performance of Tata Consultancy Services. The value of Tata Sons' shareholding in companies would be around Rs 5 lakh crore.
The present laws bar charitable trusts from holding more than one per cent stake in companies but an exception was made for the Tata and Birla trusts and they were allowed to continue holding shares. But, a new trust can't hold shares in companies.
A plea to restructure Tata Trusts was made by Tata Power independent director Nawshir Mirza who advocated a complete overhaul of Tata Trusts by-laws so as to bring in more governance standards. Mirza said the Trusts need a proper succession plan apart from more transparency in its finances, spending and appointment of new trustees. Tata Trusts depend on dividend income from Tata Sons to fund its charitable work.
The Trusts are chaired by Ratan Tata, currently engaged in a bitter public spat with former Tata Sons chairman Cyrus Mistry after the latter was ousted as Tata Sons chairman on October 24. Since then, Mistry has asked for increased transparency and higher corporate governance standards in both Tata Sons and Tata Trusts in several letters to shareholders and other stakeholders.
Apart from Mistry, the Tatas are also seeking to remove Nusli Wadia, an independent director from the board of Tata Motors, Tata Steel and Tata Chemicals. The extraordinary general meetings to oust both Mistry/Wadia will be held in Mumbai this week.
In an interview to this paper, R K Krishna Kumar, a Tata Trusts trustee, said the Trusts are not benefiting any individual or family but stand for the founder’s vision. He denied that there was any misgovernance in the running of the Trusts and that a bogey had been created. Kumar said a succession plan for the Trusts was in process, but Tata Sons also said that there were no immediate plans for Ratan Tata to step down from Tata Trusts.
