Mistry camp moves NCLT against Tata Sons going private

Rajesh Kurup Mumbai | Updated on January 09, 2018 Published on November 03, 2017

Cyrus Mistry

In a move that further deepens the Tata-Mistry tussle, the Mistry camp on Friday filed an affidavit opposing Tata Sons’ move to become a private company, stating it as an act of “oppression and mismanagement”.

The camp also wants Tata Sons to set aside resolutions passed for the same at its Annual General Meeting on September 21.

The affidavit was filed before the National Company Law Tribunal (NCLT) in Mumbai, with the matter fixed for hearing starting November 20.

Order in three months

On Friday, the NCLT Bench in Mumbai began hearing the Tata-Mistry case following a waiver of a condition in the Companies Act that a firm or person should hold a minimum of 10 per cent of the shares of the company concerned to file a petition before the NCLT. The condition was set aside by the National Company Law Appellate Tribunal (NCLAT) on September 21 and had directed NCLT to hear the petition and pass an order in three months. The Mistry family, which holds about 18.4 per cent stake in Tata Sons through two family firms - Cyrus Investments and Sterling Investments – has moved the application through these firms. The Mistry camp had earlier moved NCLT in Mumbai through these two family firms.

Article 75 cancellation

The companies have also sought to bring on record facts of business conducted and resolutions passed at the Tata Sons’ 99th AGM. They also want Tata Sons, the holding company of all Tata Group firms, to cancel Article 75 under its Articles of Association that seeks to convert the group to a private company from a public company.

Tata Sons’ former Chairman Cyrus Mistry’s family had earlier opposed Tata Sons becoming a private company, terming it as an act of oppression of minority shareholders. In a letter to Tata Sons board in earlier in September, Cyrus Investments alleged that the proposal to convert Tata Sons from a public to a private company is “mala fide”.

‘Device and design’

The letter said that the present proposal is nothing but a “device and design” to equip the majority shareholders of Tata Sons with one more weapon to oppress the minority shareholders and to subvert the highest standards of good corporate governance.

When contacted, a Tata Sons spokesperson said: “The reinstatement of Tata Sons as a private company was considered by the board to be in the best interest of the company.”

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Published on November 03, 2017
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