News Desk: Noel Tata, chairman of Tata Trusts, has challenged the validity of N Chandrasekaran’s reappointment as executive chairman of Tata Sons, raising questions over the board’s decision-making process and alleged undisclosed business dealings involving TVS Motor Company and a firm linked to Chandrasekaran’s family.
In an eight-page letter dated October 26, addressed to Tata Sons company secretary Suprakash Mukhopadhyay and copied to the board of directors, Noel reportedly described the September 17 resolution approving Chandrasekaran’s reappointment as “void”. He has sought access to board records, voting details, conflict-of-interest declarations and legal opinions supporting the decision.
Chandrasekaran’s current term is due to end in February 2027. The board approved another five-year term for him at its September meeting.
Questions Over the Reappointment Process
Noel has alleged that Chandrasekaran’s reappointment was not specifically mentioned in either the original or revised meeting agenda. He has questioned whether the resolution was considered and approved in accordance with Tata Sons’ Articles of Association.
He has also raised concerns about the absence of a selection committee under Article 118, claiming that an earlier request to establish one had not been acted upon.
Another key issue is the voting process. Noel has questioned whether the necessary approvals were obtained and why the resolution was certified and filed with the Registrar of Companies before the board minutes were finalised.
He has requested the original audio-video recording of the meeting, its transcript, signed minutes, individual voting records and different versions of the agenda.
What Is the TVS Motor Connection?
The second major issue concerns reported commercial arrangements between TVS Motor and Hanno One Warehousing, a company whose directors include Chandrasekaran’s wife, Lalitha, and son, Pranav.
According to the details cited in Noel’s letter, TVS Motor reportedly leased around 17.41 acres of land near its Hosur facility in Tamil Nadu to Hanno One for 29 years. The company is reportedly developing a facility of approximately 3.3 lakh square feet, with the project estimated to cost around ₹106 crore. TVS Motor reportedly advanced ₹27 crore in connection with the facility.
The letter also refers to a separate industrial park project estimated at ₹330 crore near TVS Motor’s Mysuru factory.
Noel has questioned whether these business arrangements were disclosed to the Tata Sons board before it considered Chandrasekaran’s reappointment. He has sought relevant declarations and records to establish whether the transactions were examined.
Venu Srinivasan’s Role Also Under Scrutiny
Noel has questioned the participation of Venu Srinivasan, chairman emeritus of TVS Motor and a Tata Sons director, in the reappointment process.
According to the letter, Srinivasan participated in the Nomination and Remuneration Committee’s deliberations on September 3 and voted in favour of Chandrasekaran’s reappointment on September 17.
Noel has argued that the reported business relationship should have been disclosed and has questioned whether Srinivasan should have recused himself from the discussions and vote.
The dispute also raises questions about compliance with the Tata Code of Conduct, which requires directors to disclose actual or potential conflicts of interest.
The matter centres on corporate governance, board transparency and the disclosure of potential conflicts. The allegations and procedural objections raised in Noel’s letter have not, by themselves, established that any rules were violated. The requested records could help clarify the circumstances surrounding the decision.
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