Senior lawyer Darius Khambata Withdraws From Reappointments at Tata Trusts

Mumbai: Senior lawyer Darius Khambata has decided not to seek reappointment as trustee at the two most important Tata Trusts ahead of his term coming to an end on November 9.

These two trusts are Sir Dorabji Tata Trust (SDTT) and Sir Ratan Tata Trust (SRTT).

In a letter to Tata Trusts chairman Noel Tata and chief executive Siddharth Sharma on Monday, Khambata said a trustee’s reappointment requires the backing of all fellow trustees, and pointed out that he may have to compromise on his independence if he were to seek a continuation.

It can be noted that Tata Trusts’ Venu Srinivasan and Vijay Singh have aligned against Noel in the protracted fight between Tata Sons, the holding company of the country’s largest conglomerate, and the Tata Trusts, its largest owner.

The split came into the open at a board meeting on September 17 this year, in which Noel was the only dissenter on Tata Sons’ listing and the other nominee director from the Trusts, Srinivasan, rebelled to join hands with Tata Sons.

In his four-page letter, Khambata said the board of Tata Sons would not have acted in the same way as it did on September 17 and called it a day of “infamy”, which sullied Tata Sons’ reputation and also imperilled corporate India’s image.

Stating that a July 28, 2025, resolution by the Tata Trusts reposed faith in Tata Sons chairman N Chandrasekaran to engage with the RBI in support of Tata Sons’ application for deregistering as a CIC-NBFC, which would have avoided the listing mandate, Khambata raised questions over the efforts taken by the holding company.

“Unfortunately, I do not believe that the engagement with the RBI has been meaningful, much less successful, in showing how Tata Sons could fully adopt a listed company’s transparency and reporting mechanisms even if it was deregistered as a CIC or could restructure to avoid the nuclear option of listing,” Khambata said.

Terming the listing mandate an “existential” challenge before the group, Khambata reiterated his opposition to the listing, pointing out that the Tata model was successful because it was not driven by “avarice or short-term gain”.

A listed Tata Sons, which will be judged on the short-term returns it delivers, cannot make capital allocation calls like funding Tata Telecommunications’ losses to honour its contract, investing in businesses like Air India or semiconductors, Khambata said.

Khambata also said that Noel reserves the veto under the Tata Trusts’ Articles of Association and warned of the challenges that await India as an investment destination if the majority shareholders’ wishes get sidelined in companies.

With Srinivasan foregrounding his duties towards the company (Tata Sons) in a vote and not abiding by the Trusts’ views, Khambata said a Supreme Court judgement in the Tata versus Mistry matter validated Trusts’ special rights in Tata Sons’ Articles and the special duties of public Trust nominee directors.

“It is now untenable to say that a nominee director of a public charitable trust, particularly a sitting trustee, may act against the Trusts’ interests merely because he also owes a duty to the company; he sits on that board precisely to protect the trusts,” the letter said.

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