Tata Sons move SC challenging NCLAT decision restoring Cyrus Mistry as executive chairman
New Delhi: Tata Sons on Thursday moved the Supreme Court challenging the December 18 decision of the NCLAT restoring Cyrus Mistry as the executive chairman of the group.
The Tata Group sought stay of the verdict by which the National Company Law Appellate Tribunal (NCLAT) ruled as "illegal" the appointment of N Chandrasekaran as head of the holding company of over USD 110 billion salt-to-software conglomerate.
"We have challenged the NCLAT decision in its entirety," a lawyer associated with the matter said.
The petition has sought a direction from the apex court to set aside or quash the findings of the tribunal which held that the group's chairman emeritus Ratan Tata's actions against Mistry were oppressive.
The NCLAT had stayed the operation of the judgement with respect to reinstatement of Mistry for four weeks to allow the Tatas to appeal.
The NCLAT had also quashed the conversion of Tata Sons into a private company from a public firm. It also directed Tata Sons not to take any action against Mistry, whose family owns some 18 per cent interest in Tata Sons.
The remaining 81 per cent is held by Tata Trusts and Tata Group companies along with Tata family members.
Mistry, scion of the wealthy Shapoorji Pallonji family, had in December 2012 succeeded Ratan Tata as the Executive Chairman of Tata Sons, a post that also made him the head of all Tata group listed firms such as Tata Power and Tata Motors.
In an overnight coup, he was removed as the Chairman of Tata Sons in October 2016. Along with him, the entire senior management too was purged and Ratan Tata was back at the helms of affairs four years after he took retirement.
Mistry challenged the removal before the Mumbai bench of National Company Law Tribunal but lost and then went in for appeal at the NCLAT.
Tatas had cited alleged failure of Mistry to "deliver on the promises that he had made at the time of his selection as the Chairman" and inability to lead the group in a cohesive manner and failure in providing proper guidance and support to the group as the reasons for his sacking.
Mistry had contended that he was removed because of his "efforts to remedy past acts of mismanagement", for resisting interference of Ratan Tata and for instituting a formal governance framework to regulate the role of Tata Trusts.
The "legacy hotspots" included shutting down the small car Nano project; cutting losses with expensive decisions in firms such as Indian Hotels Company Ltd (IHCL) and Tata Teleservices Ltd; and Air Asia fraud.
The NCLAT ordered Ratan N Tata and the nominee of the Tata Trusts to "desist from taking any decision in advance which requires majority decision of the Board of Directors or in the Annual General Meeting".
Also, the company, its Board of Directors and shareholders were ordered not to exercise power under Article 75 against Mistry.
Powers under Article 75 had not been exercised since inception and "can be exercised only in exceptional circumstances and in the interest of the company, but before exercising such power, reasons should be recorded in writing and intimated to the concerned shareholders whose right will be affected, it said.
Mistry was the sixth chairman of Tata Sons and had a tenure up to March 2017. The NCLAT order gives him five more months at the helm of Tata Sons if the said order is not stayed or overturned by the Supreme Court.
Declaring the decision of the Registrar of Companies to change character of Tata Sons from public company to private one as "illegal", NCLAT asked the RoC to correct records to show the company as public company.
The court also stated that some observations in the July 9, 2018 judgment passed by the NCLT were "inappropriate and avoidable".
These included appreciating activities of Tata Sons and highlighting its products, which had no bearing on merits of the case, it said, adding certain observations against Mistry were "undesirable and based on extraneously sourced material not on record".
Stating that such observations cast "impact on the reputation" of Mistry, the NCLAT expunged those remarks while setting aside the July 9, 2018 Judgment of NCLT, Mumbai.
After the judgment was pronounced, Tata Sons counsel had prayed for suspension of part of the judgment reinstating Mistry.
"With a view to ensure smooth functioning of the company, while we are not inclined to suspend the judgment pronounced today in its totality, but suspend the part of the judgment so far as it relates to replacement of the present Executive Chairman and reinstatement of Mistry for a period of four weeks," the NCLAT said.
"Rest of the judgement and directions including the direction to reinstate Cyrus Pallonji Mistry as director of the company and directors of three Tata companies shall be complied forthwith," it said.
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Pak police registers case against unidentified gunmen for opening fire on LeT co-founder
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Lahore (PTI): Pakistan's Punjab Police on Friday registered a case against unidentified gunmen for opening fire on Lashkar-e-Taiba (LeT) co-founder Amir Hamza, who suffered bullet injuries in the attack in Lahore.
On Thursday, two unidentified gunmen riding on a bike opened fire on the vehicle of the private TV channel 24NewsHD TV, owned by Interior Minister Mohsin Naqvi, on Peco Road in Lahore near the TV channel's office.
In the attack, Hamza suffered bullet injuries.
"The FIR has been registered against unidentified gunmen, but it is sealed forthwith," a senior police officer told PTI.
He said the intelligence agencies have taken over this case from the police, and they are currently investigating the matter.
The channel's religious programme host Justice (retd.) Nazir Ahmed Ghazi and Hamza were in the vehicle when it was attacked. Hamza was shifted to a hospital for treatment.
Punjab police on Friday said that "upon receiving information about the incident, the SSP Operations immediately reached the scene and a high alert was imposed in the area. SSP Operations Tauqeer Naeem also met the affected individuals. Thankfully, all present in the vehicle remained safe during the firing."
It further said senior police officers of the Township and Chung, along with a heavy police contingent, were present at the scene.
"Police collected evidence from the site and initiated an investigation. Efforts to arrest the suspects are underway using CCTV footage and geo-fencing techniques. Search and sweep operations are being conducted at various locations, with scrutiny of suspicious individuals ongoing," police said.
It added that those involved in the incident will be traced and arrested soon.
The police sources said that Hamza has been shifted to his residence in Jauhar Town, Lahore, where police and agency personnel met him.
The leadership of the Pakistan Markazi Muslim League (PMML), a political front of Mumbai attack mastermind Hafiz Saeed's banned Jamat-ud-Dawah (JuD), including Hafiz Saeed's son Hafiz Talha Saeed, also called on him.
TV host retired Justice Ghazi, who remained unhurt in the attack, remained a legal counsel for Hafiz Saeed, they said.
The PMML has strongly condemned the attack on Hamza and demanded that those involved in the incident be arrested immediately.
Hamza is regarded as LeT's second most important leader after its chief Hafiz Saeed, who has been in Lahore's Kot Lakhpat Jail since 2019 after getting convicted for several years in terror financing cases.
Hamza has been designated as a terrorist by the US. In the past, he served as the head of LeT's "special campaigns" department.
In 2018, Hamza formed a fundraising group for the LeT following a ban on the JuD and Falah-e-Insaniat Foundation by the Pakistani government.
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