Why only one of the two big Tata Trusts inducted Neville Tata and Bhaskar Bhat

The members proposed to change Venu Srinivasan’s role from permanent trustee to a three-year term to comply with the Maharashtra government ordinance.  (Bloomberg)
The members proposed to change Venu Srinivasan’s role from permanent trustee to a three-year term to comply with the Maharashtra government ordinance. (Bloomberg)
Summary

Venu Srinivasan, who attended only one of the two trust meetings, opposed inducting Neville and Bhat since the matter was not on the meeting's agenda. 

MUMBAI/BENGALURU : Venu Srinivasan, vice-chairman of two principal entities of the Tata Trusts—Sir Ratan Tata Trust (SRTT) and Sir Dorabji Tata Trust (SDTT)—expressed reservations about the induction of Neville Tata and Bhaskar Bhat into SRTT, saying their induction was not on the agenda and needed further discussion, according to three executives aware of the matter.

As a result, only the SDTT appointed Neville, son of Trusts chairman Noel Tata, and Bhat, a former chief of Titan Industries.

Notably, SDTT and SRTT own 27.98% and 23.56%, respectively, of Tata Sons, while the other smaller trusts own 14.4%, giving these philanthropic entities a majority ownership of 65.9% in the holding company of the diversified Tata Group. The remaining stakes are owned by the Shapoorji Pallonji Group (18.38%), nine Tata Group companies (12.86%) and seven individuals own 2.87%.

Noel Tata and retired defence secretary Vijay Singh sit on both the Trusts. Pramit Jhaveri, ex- CEO (chief executive officer) of Citibank India and Mumbai-based lawyer Darius Khambata, are the other members of SDTT, while Khambata and Jehangir H. C. Jehangir, a philanthropist from Pune, are the other members of SRTT. Ratan Tata's brother, Jimmy N. Tata, is a trustee of SRTT, but due to his advanced age, he no longer participates in the trust’s proceedings.

An email sent to Srinivasan and Tata Trusts seeking comment went unanswered.

What exactly happened

Last month, Srinivasan was made a permanent trustee of both SRTT and SDTT. However, a new Maharashtra government ordinance now limits permanent trustees to a quarter of the board, making the earlier decision invalid.

Due to the ordinance, Srinivasan did not attend the SDTT meeting, which began on Tuesday at 4:30pm., while Noel, Singh, Khambata, and Jhaveri were present. During the meeting, Khambata proposed the induction of Neville, while Singh recommended Bhat’s name, according to one of the executives cited earlier, which was approved by the members in the absence of Srinivasan.

Noel recused himself from voting on Neville’s candidature, according to the third executive cited earlier.

“Khambata emphasized that Neville’s induction would carry forward the Tata legacy. Khambata specifically noted that Mr Ratan Tata had dearly hoped to witness this during his lifetime," said the third executive.

At the same SDTT meeting, the members also proposed to change Srinivasan’s role from permanent trustee to a three-year term to comply with the Maharashtra government ordinance. All trustees present approved this change, ensuring compliance before the SRTT meeting began. Hence, Srinivasan was reappointed to both the SRTT and SDTT for a three-year term.

Following the SDTT meeting and appointments, the subsequent SRTT board meeting—attended by Noel, Srinivasan, Khambata and Jehangir—began at 5:30pm, and saw disagreements.

When informed of Neville’s and Bhat’s induction into the principal Trusts, Srinivasan expressed surprise, according to the executives cited earlier, who spoke on the condition of anonymity.

According to one of the executives, Srinivasan said the item was not on the agenda of the meeting and rejected the resolution. “As a result, Neville and Bhaskar were not inducted on the board of SRTT," this executive said, adding that the Trust will consider their induction at a later date.

Appointments and removals of Trustees at Tata Trusts require unanimous approval from all trustees. For this reason, Neville and Bhat were appointed to the board of SDTT, not the SRTT.

The background

Over the past two months, this is the third such episode of differences among the Trustees within the Tata Trusts.

On 11 September, four of the then non-nominee Tata Trusts’ members expressed their displeasure with their three representatives on the board of Tata Sons. This led to former Tata Trustee Mehli Mistry, Khambata, Jehangir, and Jhaveri opposing the continuation of Vijay Singh as a representative of the Tata Trust on the board of Tata Sons, resulting in Singh’s removal from the Board.

Last month, Noel and two vice chairmen, Singh and Srinivasan, opposed the continuation of Mistry as a Tata Trustee when Mistry’s three tenures came to an end. This led to Mistry being removed from the board of the two principal Tata Trusts.

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