Tata Trusts Says N Chandrasekaran's Reappointment Is Legally Invalid

Tata Trusts said AoA requires affirmative support from majority of their nominee directors for board resolutions.

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Tata Trusts said AoA requires affirmative support from majority of their nominee directors.
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  • Tata Trusts stated the resolution is void ab initio and has no legal effect
  • One Tata Trust nominee voted against, so majority approval was not met
  • Tata Trusts cited Supreme Court backing of nominee voting rights in dispute context
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Tata Trusts said the resolution to reappoint N. Chandrasekaran as the Chairman of Tata Sons, considered at the board meeting on Thursday, Sept. 17, 2026, was not validly passed and has no legal effect.

"The resolution to reappoint N. Chandrasekaran as the Chairman of Tata Sons, considered at the Board meeting on Sept. 17, 2026, was not validly passed and has no legal effect. In the eyes of the law, it is void ab initio," the Tata Trusts said in a press release on Sunday.

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The release stated that there are two Tata Trusts nominees on the Board of Tata Sons.

"Majority amongst two is two and not one," it said.

It noted that one of the directors voted against the resolution, adding that the affirmative support of Tata Trusts nominee directors, as mandated by the Articles of Association (AoA), was therefore not given.

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"The condition failed, and so did the resolution," the release added.

The Trusts also said the Chairman's casting vote applies only when there is an equality of votes at the overall board level and does not apply among Tata Trusts' nominee directors.

It said the AoA require the affirmative support of at least a majority of the directors nominated by the Tata Trusts, which hold approximately 66% of Tata Sons.

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The Trusts further argued that its nominee directors' affirmative voting rights under Articles 104B and 121 had previously been defended by Tata Sons before the Supreme Court in proceedings related to the removal of Cyrus Mistry.

The Supreme Court had accepted Tata Sons' position on the validity of these rights and set aside the finding that the Articles were oppressive, the release said.

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"The company cannot now disown the protection it went to the Supreme Court to preserve," the Trusts said via the release.

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