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Exclusive: Two big Legal Eagles in the battle of Tata Group: Understand the whole matter from the arguments of Singhvi and Salve. tata trust abhishek manu singhavi vs tata sons harish salve n Chandrasekaran chairmanship
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Exclusive: Two big Legal Eagles in the battle of Tata Group: Understand the whole matter from the arguments of Singhvi and Salve. tata trust abhishek manu singhavi vs tata sons harish salve n Chandrasekaran chairmanship

New Delhi: After the board meeting of Tata Sons in Tata Group, the picture is not clear regarding the re-appointment of Chandrasekaran to the post of Chairman. Tata Sons and Tata Trust are seen face to face regarding this appointment. The board of Tata Sons wants Chandrashekhar to become the chairman again, while the Tata

New Delhi:

After the board meeting of Tata Sons in Tata Group, the picture is not clear regarding the re-appointment of Chandrasekaran to the post of Chairman. Tata Sons and Tata Trust are seen face to face regarding this appointment. The board of Tata Sons wants Chandrashekhar to become the chairman again, while the Tata Trust is opposing it. In such a situation, this fight seems to be getting entangled in legal complications.

Amidst this ongoing war in Tata, in a special interview with NDTV CEO and Editor in Chief Rahul Kanwal, senior advocate Abhishek Manu Singhvi, representing Tata Trust, said that a board cannot take arbitrary decisions after the ‘disagreement’ of 66% shareholders.

At the same time, Chandrasekaran’s legal advisor and senior advocate Harish Salve also gave an interview to NDTV that the entire focus is on the board meeting, due to which attention has been diverted from the ‘real issue’.

Singhvi V/s Salve: Whose arguments?

Singhvi’s argument: Board cannot ignore 66% owner

  • The board cannot take a decision: Citing the example of the Hollywood film ‘Runaway Jury’, Singhvi said, ‘You cannot have such a ‘runaway board’ which takes arbitrary decisions despite the open opposition of 66 per cent shareholders. If such a board is allowed to ignore the objections of the majority shareholder, it will be disastrous for India’s corporate governance.
  • Jamsetji Tata’s vision: Singhvi said Jamsetji Tata had created a unique structure a century ago, where Tata Trusts holds 66% of Tata Sons. Dividend coming from Tata Sons. Every penny goes to hospitals, universities and research through charitable trusts. He said, ‘Cutting this umbilical cord is like attacking the root of Jamsetji Tata’s vision. It cannot be broken in any way other than the law of Parliament.
  • Not this Noel vs Chandra: Singhvi made it clear that this dispute is not personal. Noel Tata or Chandrasekaran are not individual shareholders. This is the theoretical issue of ‘Shareholder-Owner Primacy’. He said that Chandrasekaran himself had made public his decision not to seek the post again and had himself said that ‘the chapter has closed’ but still he was given an extension of 5 years.
  • Controversy escalates towards legal battle: Singhvi said that this matter has been going on for some time. It seems that now it cannot be resolved without a legal battle. I think it would be best to avoid it somehow. He said that whatever happens, I hope that this matter will not drag on for too long.
  • On the listing of Tata Sons: He said that the important thing in the structure that Jamsetji Tata had created was that whatever dividend or money Tata Sons gets – every penny that Tata Sons gets, which it distributes in the form of dividend or in any other form – 66% of it should go only to the charitable trust and not to any common shareholder.

Also read: Don’t change the rules as per your wish… Why did Tata Trusts remind Cyrus Mistry’s case on Chandrasekaran controversy?

Harish Salve’s argument: Attention is being diverted from the real issue

  • Leaving the forest and getting entangled in the leaves: When asked how could the board go against the wishes of 66% shareholders? So Salve said, there are many simple answers to this, but there are bigger issues at stake here. Instead of seeing the forest, we should not get entangled in the trees. This is a good forensic bet to get legal advice.
  • Compulsion to list: Salve said that after the Reserve Bank of India (RBI) classified Tata Sons as an ‘upper-layer NBFC’, the company had to compulsorily move towards listing.
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  • Listing will only benefit: Salve argued that the listing of Tata Sons will only benefit the Tata Group companies. Giving an example, he said that Tata Sons has 4% stake in Tata Steel, whose value is around Rs 40,000 crore. If Tata Sons is listed, Tata Steel can reduce its debt by encashing its stake. Whereas if it retains the stake, the company will have to depend on the dividend from Tata Sons to repay its debt.
  • Our economy will be affected: He said that the valuation of Tata Sons is around 20-25 billion dollars. The total valuation of Tata Group and Tata Sons is $270 billion. If something happens to Tata Sons, our economy will be affected.
  • Questions raised on RBI: He said that RBI’s direction to list Tata Sons also raises questions about corporate governance and the regulator’s monitoring of the company’s board. Salve said, what happens when the regulator says to list yourself? A: Corporate governance becomes weak. B: The Reserve Bank has the right to monitor who will join the board.

Also read: Tata Sons reinstated Chandrasekaran, Tata Trust rejected, how is the top leadership in Tata decided?



Source: ndtv.in

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