Boardroom battle: Tata Sons sues Cyrus Mistry for alleged breach of confidentiality

The information included confidential data, business strategies and financial information pertaining to the conglomerate, and its inclusion has resulted in a criminal breach of trust, the notice alleged.

By: ENS Economic Bureau | Mumbai | Published: December 28, 2016 3:08 am
tata sons, cyrus mistry, cyrus mistry sued, cyrus mistry tata, breach confidentiality, company documents, tata financial information, information leak, india news, business news, indian express news Cyrus Mistry, Former Tata Sons Chairman.

Tata Sons has slapped a legal notice on its former chairman Cyrus Mistry accusing him of breaching confidentiality rules by making sensitive company documents public including minutes of board meetings, financial information and data.

In a two-page legal notice from its law firm Shardul Amarchand Mangaldas, Tata Sons alleged that Mistry had “deliberately” attached confidential information related to the company to his petition, even without “any requirement to do so.” The information included confidential data, business strategies and financial information pertaining to the conglomerate, and its inclusion has resulted in a criminal breach of trust, the notice alleged.

WATCH | Tata Sons Slaps Legal Notice On Its Ousted Chairman Cyrus Mistry

“Not only have you breached your legal duties as a director, but you have acted recklessly with the sole intent to cause harm and loss to our client,” the law firm representing Tata Sons alleged in its legal notice.

“By passing on confidential and sensitive Information accessed by you in your capacity as a director of Tata Sons to companies owned and controlled by your family, you have acted in complete violation of your confidentiality undertaking to Tata Sons, your fiduciary duties towards Tata Sons and your obligations under the Tata code of conduct,” it alleged.

“Such deliberate acts and omissions on your part, clearly establishes the fact that contrary to all your claims, you are no well-wisher of Tata Sons and the Tata Group Companies. The lack of JN Tata ethos in your conduct, which you espouse often, is obvious,” it said.

The notice said that it intends to exercise all legal rights and pursue all remedies available under law and asked Mistry to “cease and desist” from sharing confidential and sensitive information. It wanted any document or parts which are unrelated to his petition before NCLT (National Company Law Tribunal) be suitably redacted. It alleged that Mistry, who was unceremoniously ousted as chairman of Tata Sons on October 24 and subsequently forced to resign as director from key operating companies, had not only breached his legal duties as a director but also acted recklessly with the sole intent to cause harm and loss to Tata Sons.

Last week, the NCLT had refused to hear the plea for interim relief of Cyrus Investments company pending disposal of a petition filed by family-owned companies of Cyrus Mistry, alleging “oppression and mismanagement” in Tata Sons.

NCLT division bench comprising B S V Prasad Kumar (Member-Judicial) and V Nallasenapathy (Member-Technical) decided to finally hear the petition filed by Cyrus Investments Pvt Ltd and Sterling Investments Corporation Ltd, on January 31 and February 1 next year, saying it would not consider granting interim relief now or entertain interim proceedings. The bench asked Mistry, Respondent No 11, to file a reply to the petition within a week. It also directed Tata Sons and other respondents to file a reply within 15 days, after Mistry files a reply. They have been asked to respond to Mistry’s reply and the petition.

The petitioner’s lawyer sought an interim relief to restrain Ratan Tata from attending any board meetings of Tata Sons or interfering in the affairs of Tata Sons. It also sought an interim relief from the tribunal to restrain Ratan Tata and other directors from removing Mistry as director of Tata Sons and other companies. The other prayers in the petition included superseding the board of Tata Sons and appointing an administrator to control its affairs. In the alternative, the petition sought to appoint a retired Supreme court judge as a non-executive chairman of Tata Sons to appoint new independent directors. The petition also prayed for a direction to Tata Sons not to issue any securities which result in dilution of the present paid-up capital of the petitioners in Tata Sons. With agencies

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