Tata Sons board may meet Sept 17; Chandrasekaran’s exit, fresh AGM date likely to come up

The AGM will happen only when Sir Ratan Tata Trust (SRTT), which holds a 23.56% stake in Tata Sons, is able to come out of the restraining order issued by the Maharashtra Charity Commissioner in May. Tata Sons’ AGM on August 18 was adjourned due to a lack of quorum, as the regulatory freeze imposed on the SRTT prevented Tata Sons from securing the shareholder representation required to convene the meeting.

The adjournment means the uncertainty over the resolution for the reappointment of Chandrasekaran as a director of Tata Sons will continue.

While a fresh meeting will have to address the unfinished business, the board is expected to take a decision on the next date.

Chandrasekaran’s current five-year tenure as chairman ends on February 20, 2027. His directorship was due for renewal at the August 18 AGM. This matters because he needs to remain a director to continue as chairman through the end of his current term.

The AGM will have to consider and approve the resolution for Chandrasekaran’s reappointment as a director.

The issue stems from Tata Sons’ Articles of Association, which stipulate that at least five members must be personally present to constitute a quorum. Crucially, the quorum must include an authorised representative jointly nominated by the Sir Dorabji Tata Trust (SDTT) and the SRTT.

The Charity Commissioner’s order in May has effectively prevented the trust from conducting its board proceedings while an inquiry into the composition of its board is pending.

This has created a procedural hurdle for Tata Sons. In the absence of a duly convened SRTT board meeting, the trust cannot jointly nominate a representative with the SDTT. Such a joint nomination is required under the Articles of Association of Tata Sons to meet the quorum requirements for its AGM.