Tata Sons Defends N Chandrasekaran Reappointment Amid Shareholder Dispute

A legal dispute has emerged between Tata Sons and its primary shareholder, Tata Trusts, over the reappointment of N Chandrasekaran as chairman for a third five-year term. The conflict centers on a September 17, 2026, board resolution that approved the reappointment with a 4-1 vote. While the overall vote favored Chandrasekaran, a split occurred among Tata Trusts nominee directors, with Noel Tata voting against the move and Venu Srinivasan supporting it.

Tata Trusts argues the reappointment is illegal, claiming the company's Articles of Association require the affirmative support of its nominee directors. The Trusts maintain that a casting vote cannot override the requirement for trustee approval. In response, Tata Sons submitted three legal opinions from former Supreme Court judges B N Srikrishna and Uday Lalit, and senior advocate Sudipto Sarkar. These experts assert that under Article 121, the presiding chairman, Harish Manwani, was entitled to a casting vote to break the tie among nominee directors, rendering the resolution valid.

Justice B N Srikrishna further opined that a director's statutory fiduciary duty to the company overrides contractual obligations to a nominating entity. While Tata Sons has prepared a legal defense led by former solicitor general Harish Salve, Tata Trusts is considering further legal action with advocate Abhishek Singhvi.