Locking horns with Tata Sons, ousted chairman Cyrus P Mistry and his supporter, independent director Nusli N Wadia, will contest the proposal to remove them from boards of Tata Steel and Tata Chemicals by making written and oral representation to shareholder. The two companies in separate regulatory filings said their extraordinary general meetings (EGMs) have been called next month to consider resolutions moved by their holding company, Tata Sons, seeking removal of Mistry and Wadia.
In both cases, Mistry “intends to make both, written and oral representation to the shareholders in respect of his removal”, said the notices for the EGMs. Both the firms said they will circulate the written representation to the shareholders “if the time permits”.
While Tata Chemicals EGM has been called on December 23, that of Tata Steel has been slated for December 21. Mistry, who was on October 24 abruptly removed as Chairman of Tata Sons – the holding company of the USD 103 billion salt-to-software conglomerate, was yesterday voted out as Chairman of Tata Steel.
Despite being removed as Chairman of Tata Sons, he continues to head some group firms and is on boards of many. While the chairman can be removed by board of directors, removal of a director can only be done by shareholders. And so, Tata Sons, which brought back Ratan Tata after removing Mistry last month, is seeking to remove him from group firms one after another.
He has already been ousted as chairman of Tata Consultancy Services (TCS) and Tata Global Beverages Ltd. EGMs have been called to remove him as director on these firms as well as Tata Motors and Indian Hotels Co Ltd. Tata Chemicals, where Tata Sons holds 19.35 per cent, said Mistry and Wadia are being sought to be removed based on the annual evaluation of individual directors carried out on March 22.
“The evaluation criteria included aspects such as contribution of the individual director to the board and committee meetings, preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings etc and were based on the self-assessment forms filed in by the Directors and the interactions with all the directors,” it said. It said Wadia in a letter dated November 22 termed the reasons provided by Tata Sons for his removal as “baseless, false, defamatory and libellous and have been made with the intention of harming his reputation”.
While questioning the ability of Tata Sons to requisition a general meeting and vote to remove his as a director, Wadia has also asked the board of directors to institute an investigation upon the allegations made by Tata Sons against him. A similar view of Wadia was also reflected in the notice given by Tata Steel, in which Tata Sons holds 29.75 per cent stake, for the EGM.