After attending a three-hour Tata Sons board meeting at Bombay House, the 50-year-old Cyrus Mistry, wearing his trademark blue shirt and black trousers, on Monday evening announced that he was resigning from the board of all listed Tata entities. His decision came as a big surprise. Appearing composed, Mistry, who has been fighting against Tata Sons since he was replaced as its chairman, said he will continue his struggle. Here are excerpts from an exclusive interview
Let’s take it in context. We will have to go back a bit in time.For 50 years, we were playing the role of guardianship (referring to Mistry family’s association with the Tatas) and looking at the interests of the Tata Group. When I was the chairman of Tata Sons, I was pursuing the agenda on governance and ethics among Tata Sons, the Tata Trusts and the Tata Group’s operating companies. Then the October 24 event happened. Since then I have been raising these issues with all stakeholders.
Over the past eight weeks, I’ve seen coercive behaviour by Tata Sons by creating fear among independent directors, shareholders and employees. You can see it in the statements that they have made.They’ve created a situation of fear for people to take the right decisions. People are questioning, they are more worried about me being on the board of companies, and what does that mean for the companies. I had to take a call to make sure that I don’t become a disruption. I ensured that the fight that I’ve started goes to another platform very effecti vety…we get to pursue it further.That’s the reason why I’ve taken this decision. In no way I’m going to let up on the fight going forward. It gives me an opportunity to concentrate my efforts in one place -that’s legal.
How do you explain writing to shareholders, asking for their support, and then throwing in the towel? Also, a lot of independent directors, including Nusli Wadia, have supported you…
What I have done is actually for them… It’s for shareholders, it’s for independent directors. Because the feedback that I was getting was very clearly that I was creating a level of uncertainty on boards by pushing this on to the shareholders in the EGMs. That’s not created by me, but the EGMs were actually called by Tata Sons.
Tata Sons has threatened shareholders, has also coerced independent directors. You have seen the way they have dealt with independent directors.These were actions that one co uld never expect from a promoter of that calibre. In these circumstances, I had to take a decision that was right for the group going forward. And it’s with this thing in mind that I have decided to resign.
When did you arrive at this decision?
It’s a process. It was under discussion. It’s very important to be consistent. I mentioned in my shareholders’ representation that this is not opposition, this is not about me. As the days went by , the message people got was that the fight was between me and another individual. But the fact is this fight is not about my position.It’s about the reform that I want to bring in at the Tata Group. This is also about ethics. By removing myself from the EGM platform, I take away shareholders questions: `Is this about you -us supporting one person against the other? Or is this about the reform you are talking about?’ And for me it was always being consistent about reform.And with the EGM being about me, shareholders were confused about the message. So I wanted to take myself out of the play .
Will you step down from Tata Sons too?
No. That wasn’t discussed. It wasn’t a consideration. I didn’t step down from the other (TCS, Tata Industries and Tata Teleservices) boards also, I was removed from those boards. So if they (shareholders of Tata Sons) want to remove me from Tata Sons, they could.
Taking the legal course will take a long time…
Unfortunately, it will.
How long will you wait?
I have got a lifetime ahead of me! It’s not how long I will wait. Let me put it like this: If I were hankering for a position, then I am waiting for something. I am not hankering for a position, so my life will continue on a different plane.But I will not stop this fight for the institution. I think, effectively, apart from the fact that we have an 18.5% stake in the institution, you have to remember this is an institution that we are also very, very proud of. This is an institution that we have -and I think that’s what I detailed out in my statement -supported for 50 years. It’s not one and two years. So whatever decision I have to take, I have to start thinking beyond me as an individual and start thin king of the institution. And that’s always been the way that I have thought.
Will your legal recourse focus on governance issues relating to Tata Sons, Tata Trusts and the operating Tata companies?
The strategy is just now being developed. Separate shareholders -both institutional and others -actually were abstaining. And the reason they were abstaining was effectively -in my understanding -they said, `Look, we want reforms within the Tata Group. But effectively we are also concerned, because the Tata Group has been very aggressive in the way they have positioned itself. And that if we vote you in, that effectively will be disruption’. And that’s something that I didn’t want to put the group through.
Your decision must have surprised the Tatas. You attended the Tata Sons board meeting, did you convey your decision to them?
I did not tell them about the decision. I have no idea what’s in their minds.
When will you move legally?
I haven’t thought about it. I think the future is open. I need to go on a holiday and think about it.
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