Mistry urges commissioner to rule on earnings Of Tata Trusts nominees on Tata Sons boardMUMBAI: Former Sir Dorabji Tata Trust (SDTT) trustee Mehli Mistry on Thursday urged the Maharashtra Charity Commissioner (MCC) to rule that commissions earned by Tata Trusts-nominated directors on the board of Tata Sons belong to the charitable trusts and should be remitted to them, not retained personally.Mistry argued that such directors hold those positions solely by virtue of the trusts’ shareholding in Tata Sons and therefore act in a representative and fiduciary capacity. Citing section 88 of the Indian Trusts Act, he contended that a fiduciary who uses his position to obtain a financial advantage must account for it to the beneficiary.“The issue of taking commissions by the nominated director of the trust ought to be adjudicated by the charity commissioner,” Mistry said.To bolster his argument, Mistry pointed to practices followed by public sector enterprises and statutory bodies where representatives appointed to outside bodies in their official capacities are prohibited from drawing commissions or retaining financial incentives.“Such amounts are not intended to be retained as personal earnings by the representatives but are required to be accounted for in favour of the institution,” he said.According to Mistry, the obligation is even more compelling in the case of a public charitable trust because trustees and their nominees are entrusted with assets dedicated to public and charitable purposes.SDTT and Sir Ratan Tata Trust (SRTT) together own about 52% of Tata Sons and jointly nominate one-third of its board under the company’s articles of association (Article 104B). Tata Trusts currently have two nominees on the Tata Sons board: Trusts chairman Noel Tata and vice-chairman Venu Srinivasan. According to Tata Sons’ FY2026 report, Noel received a commission of Rs 3 crore, while Srinivasan received none. Vijay Singh, a trustee who sat on the Tata Sons board, received about Rs 1.4 crore. He left the board in FY2026.Mistry’s demand is part of his legal battle with SDTT before the MCC and linked to his exit. He said the dispute raised broader governance questions relating to the administration of trust property.“Whether commissions earned by reason of the Trusts’ shareholding (in Tata Sons) belong to the Trusts, whether conflicts of interest were declared…are therefore questions about the administration of SDTT and its property. They lie at the core of sections 41A and 41D of the Maharashtra Public Trusts Act,” Mistry said.He pointed to conflict-of-interest in Srinivasan’s engagement of former Jaguar Land Rover design chief Gerry McGovern for TVS Motor-owned Norton Motorcycles, and Noel’s participation in decisions on capital support for Tata International, where he is chairman.In 2025, Noel, Srinivasan and Singh had blocked Mistry’s trusteeship extension, ending his tenure at SDTT and SRTT. Mistry said the removal was illegal.
