Mumbai: Objections raised by former trustee Mehli Mistry to the appointments of Venu Srinivasan and Vijay Singh-non-Zoroastrians and non-Mumbai residents-to the board of the Bai Hirabai J N Tata Navsari Charitable Institution have triggered a governance debate over whether restrictive clauses in the trust deed remain enforceable, despite a prior legal opinion that deemed them bad in law.
In an internal email on Tuesday, Tata Trusts CEO Siddharth Sharma said that “irrespective of the legal opinion and past precedent”, the appointments of non-Zoroastrians remained open to challenge under the deed’s provisions, adding that he and chairman Noel Tata believed “a legal opinion per se does not substitute for a judicial pronouncement.” Sharma’s note, seen by TOI, appears to reinforce Mistry’s objections, underscoring that the appointments of non-Zoroastrians and non-Mumbai residents could be questioned under the trust deed.
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The Maharashtra Charity Commissioner, to whom Mistry has escalated his objections, has not yet served notice or issued summons to the trustees of Bai Hirabai. Mistry has also sought sworn declarations from all trustees-including those who are Zoroastrians-affirming their eligibility under the trust deed. Citing the deed in his objections, Mistry said: “If any trustee ceases to profess the Zoroastrian faith, he shall cease to be a trustee, as if he were ‘dead’.”
These restrictions are specific to Bai Hirabai and do not extend to other Tata Trusts such as the Sir Dorabji Tata Trust or the Sir Ratan Tata Trust, which are governed by their own deeds. Following internal discussions between Sharma and Noel on the deed’s clauses, Sharma said in the internal email that Noel had requested him to speak with both Singh and Srinivasan and apprise them of the situation and ask if they would voluntarily step down.
Srinivasan stepped down last week, citing preoccupation with his business, while Singh declined.Subsequently, both alleged that Tata Trusts had concealed the legal opinion of former chief justice of India M H Kania on eligibility criteria from them. The two had been appointed to the Bai Hirabai board by former chairman Ratan Tata. In 2000, ahead of R K Krishna Kumar’s induction into the trust, Ratan Tata had obtained Kania’s opinion stating that the restrictive clauses in the deed were ‘bad in law’ in view of a codicil, an amendment to a will, executed by Sir Ratan Tata. Sharma clarified: “My reason for asking you if you would like to step down was because I had reviewed these clauses in the trust deed…and knew they could be misinterpreted or misconstrued. It was only out of a desire to protect the trust and you from unnecessary controversy.”In response, Srinivasan said the matter could have been better resolved through a video conference with Noel, Singh, and himself, allowing a discussion on the legal opinion obtained by Ratan Tata and the views of all the parties involved.
