You can't file oppression plea against Tata Sons: Tribunal to Cyrus Mistry

In a setback to the Mistrys, the National Company Law Tribunal (NCLT) on Monday said that former Tata group chairman, Cyruy Mistry's family firms are not qualified to file a petition alleging mismanagement of Tata Sons and oppression of minority shareholders. “The petitioners have failed to convince the court that the application is maintainable,” B.S.V. Kumar, presiding member of NCLT, said  in Mumbai today. 

In a statement, the Law Tribunal said, “Mistry cos not eligible to allege mismanagement & shareholder oppression.

The Mistrys own 18.5 per cent stake in Tata Sons but the Tatas have argued that the Mistrys own less than 3 per cent stake in the company taking preference shares into consideration. The court will hear the petition again tomorrow. 

The firm filed a petition against Tata Sons, Ratan Tata, other directors and trustees. 

Cyrus Mistry was removed as director of Tata Sons on February 6 at a special shareholders meeting after failing to get a stay on it from the tribunal.

Last December, Cyrus Mistry Investment and Sterling Investment Corporation challenged before NCLT Mistry's unceremonious removal by Tata Sons as a director of its board on October 24.

The two petitioner firms also filed a waiver application before NCLT, requesting it to drop the requirement of minimum 10 per cent shareholding by a minority shareholder under the Companies Act of 2013 for filing such petitions.

As per the Act, minority shareholder should be holding at least one-tenth of the "issued share capital" or should represent at least one-tenth of the total number of minority shareholders to be eligible to move NCLT in such cases. Tata Sons argued that if preference capital was also considered, the two petitioner firms hold only 2.17 per cent of the total issued share capital of Tata Sons.

Though the Companies Act also says these conditions can be waived if an application is made, the Tatas said as the petitioners did not seek any waiver at the time of filing the petitions, any leave sought later was not maintainable.