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<keyword id="6355725" type="CITY" weightage="20" keywordseo="Tata-Group">Tata Group</keyword> patriarch <keyword id="6360722" type="PERSON" weightage="100" keywordseo="ratan-tata">Ratan Tata</keyword> had personally asked Cyrus P <keyword id="6391150" type="PERSON" weightage="20" keywordseo="Mistry">Mistry</keyword> to resign as chairman of <keyword id="46894" type="PERSON" weightage="20" keywordseo="Tata-Sons">Tata Sons</keyword> as the board had lost faith in him, but his refusal led to the removal via majority vote. In a para¬by ¬para response to the petition filed by investment firms associated with Mistry's family against his removal, Tata Sons — the holding company of the $103 billion salt-¬to-¬steel conglomerate — told the National Company Law Tribunal (NCLT) that Mistry was removed as Chairman on October 24 last year after "little or no signs of improvement" in his leadership. Seven out of the nine directors of Tata Sons voted for his replacement after <keyword id="2789990" type="UNKNOWN" weightage="20" keywordseo="Farida-Khambata">Farida Khambata</keyword> abstained and Mistry was declared ineligible to vote as he was an interest director. "Before the commencement of the board meeting of Tata Sons on October 24, 2016, Ratan N Tata and (director) Nitin Nohria personally spoke to <keyword id="6356895" type="PERSON" weightage="100" keywordseo="Cyrus-Mistry">Cyrus Mistry</keyword> and offered Cyrus Mistry an opportunity to resign voluntarily as Executive Chairman. However, Cyrus Mistry refused to do so," Tata Sons said in 204¬page affidavit. Stating that the decision was not taken suddenly or in haste, it said the removal "was the result of a chain of events that led to a growing trust and confidence deficit that had to be addressed without delay". During his four years at the helm, "several disturbing facts" emerged about his leadership including insufficient details and discipline on capital allocation decisions, slow execution on problems, strategic Plan and Business Plan lacking specificity and follow ¬through, no meaningful steps to enter new growth businesses and weak top management team. 
 
For 4 years, the directors of Tata Sons supported Mistry and exercised caution, restraint and patience, according to the affidavit. "It was Mistry himself who invited Ratan Tata to be the Chairman Emeritus of Tata Sons and in that capacity, Ratan Tata had the right to participate in the meetings of the Board of Directors of Tata Sons," it said. Prior to October 24, 2016, in his capacity as Chairman Emeritus, Tata never attended any board meeting of Tata Sons and used to render advice only if warranted, as a person interested in the welfare of the Tata Group and in most cases, if not all, only when Mistry reached out to him. "Ratan Tata personally advised and counselled Mistry on several matters, when time and again Mistry reached out to Ratan Tata for guidance on business related matters," it said. It said although the Nominations and Remunerations Committee of Tata Sons, in its meeting held on June 28, 2016, made positive comments on Mistry's performance, it also stressed upon "the need for greater clarity on the functioning of the Board of Tata Sons Ltd in relation to the Tata Trusts, as well as its role vis¬a¬vis Group Companies". Further, the Committee "did not sufficiently factor his ability to lead the Tata Group in the future". "It was felt that Mistry's leadership was lacking on numerous fronts and did not match up to his promises made at the time of his selection. Mistry's leadership was not aligned to the long term goals and targets of Tata Sons as a company and the Tata Group as a whole," it added

Ratan Tata personally asked Cyrus Mistry to step down, his refusal led to the big corporate spar

After the bitter public feud between <a href="http://www.businessinsider.in/searchresult.cms?query=Tata+Group&amp;sortorder=effectivedate">Tata Group</a> and <a href="http://www.businessinsider.in/searchresult.cms?query=cyrus+mistry&amp;sortorder=effectivedate">Cyrus Mistry</a>, the <a href="http://www.businessinsider.in/searchresult.cms?query=Tata+Sons+&amp;sortorder=effectivedate">Tata Sons </a>is looking forward to take away proxy powers of former Chairman <keyword id="6356895" type="PERSON" weightage="100" keywordseo="Cyrus-Mistry">Cyrus Mistry</keyword> related to voting and attending shareholder meetings of group companies. 
 
There will also be discussions over developments after the ouster of Mistry. 
 The board meeting is, however, being called as a regular one by <keyword id="46894" type="PERSON" weightage="100" keywordseo="Tata-Sons">Tata Sons</keyword>. People close to Tata Sons told ET the meeting is called to discuss operational matters and that Mistry cannot, in any case, vote on behalf of Tata Sons as he is no longer the chairman. 
 It is still not clear that either Mistry will be attending the meet or not. <keyword id="6360722" type="PERSON" weightage="20" keywordseo="ratan-tata">Ratan Tata</keyword> is the interim chairman and the board members include Nitin Nohria, <keyword id="6368957" type="PERSON" weightage="20" keywordseo="vijay-singh">Vijay Singh</keyword>, Farida Khambata, Venu Srinivasan, <keyword id="6411578" type="PERSON" weightage="20" keywordseo="Ajay-Piramal">Ajay Piramal</keyword>, Amit Chandra, N Chandrasekaran and Ralf Speth. 
 
At present, Mistry has the powers which allow him to vote on behalf of Tata Sons in the shareholder meets of operating companies. 
 <keyword id="148911" type="COMPANY" weightage="20" keywordseo="Tata-Global-Beverages">Tata Global Beverages</keyword> replaced Mistry as chairman on Tuesday while Tata Sons ousted him as chairman of <keyword id="6357150" type="CITY" weightage="20" keywordseo="TCS">TCS</keyword> by virtue of its majority holding.

Tata Sons Board may consider stripping Cyrus Mistry of proxy powers

Four months before <keyword id="6356895" type="PERSON" weightage="20" keywordseo="Cyrus-Mistry">Cyrus Mistry</keyword> was fired, the remuneration committee of the <keyword id="617644" type="ORGANIZATION" weightage="100" keywordseo="Tata-Sons-Board">Tata Sons board</keyword> lauded Cyrus Mistry’s performance and also recommended a salary hike. 
 “The committee reviewed Mistry’s performance and recorded its recognition of his significant contribution across group companies. The company also appreciated Mistry’s multifaceted initiatives aimed at preserving and promoting cohesive functioning of the group in accordance with its distinctive values,” a source told ET, adding “the committee then agreed to recommend the board of <keyword id="46894" type="PERSON" weightage="100" keywordseo="Tata-Sons">Tata Sons</keyword> an increase in Mistry’s basic salary and commission.” 
 
This comes as a surprise as the Tata Sons board has maintained it removed Mistry over his non-performance and deviation from Tatas ethos. The Tata Sons board members have also accused Mistry of taking wrong decisions in the past, which had put the group in a tight spot. 
 
Meanwhile, ET quoted sources as saying the group’s board was offering a bigger increment to Mistry but he insisted that his salary shouldn’t exceed the 6% offered to his top team, the Group Executive Team. 
 The Tata Sons directors on the nomination panel are Ronen Sen, the chairman of the committee and independent director, Vijay Singh, the nominee director representing <keyword id="6383155" type="UNKNOWN" weightage="20" keywordseo="Tata-Trusts">Tata Trusts</keyword>, and Farida Khambata, independent director. 
 
Sources told ET that during a meeting held on June 28, Sen said that Mistry, if judged on his past experience garned from site visit, he not only earned the respect of CEOs and senior management but also operational personnel. 
 "The board in its collective wisdom decided that it may be appropriate to consider a change for the long term interests of Tata Sons and the <keyword id="6355725" type="CITY" weightage="20" keywordseo="Tata-Group">Tata Group</keyword>," group spokesperson <keyword id="269793" type="PERSON" weightage="20" keywordseo="Debasis-Ray">Debasis Ray</keyword> told ET. 
 
"Although over a week has passed, the board of directors of Tata Sons is not forthcoming as to why Mr Mistry was unceremoniously treated this way without regard to any values. One lone trustee of Tata Trusts has suggested his removal was for non-performance. If at all this ostensible reason is to be believed, and then the directors who were part of the committee who voted in favour of his removal clearly failed to apply their mind independently and discharge their fiduciary duty," a person close to Mistry told ET. 
(image: Indiatimes)

Mistry’s performance was lauded by Tata Sons Board’s remuneration panel-reports

You Searched For "Farida Khambata" and got 3 results

Ratan Tata personally asked Cyrus Mistry to step down, his refusal led to the big corporate spar

PTI

Tata Sons Board may consider stripping Cyrus Mistry of proxy powers

BI India Bureau

Mistry’s performance was lauded by Tata Sons Board’s remuneration panel-reports

BI India Bureau

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