TATA Trusts trustee and senior advocate Darius J Khambata has declined reappointment as trustee of the Sir Dorabji Tata Trust (SDTT ) and Sir Ratan Tata Trust (SRTT) and has said that his decision was driven by his refusal to compromise his independence and his differences with other trustees on key issues concerning the Tata Group. In a November 2 letter to Tata Trusts Chairman Noel N Tata and CEO Siddharth Sharma, Khambata said he had accepted the two positions at the invitation of late Tata supremo Ratan N Tata but would not seek the consent of other trustees required for his reappointment. Khambata said his approach had at times differed from that of other trustees, including the Trust’s Chairman Noel, but appreciated him for accepting such differences democratically. He said seeking the consent required for his reappointment was not in his character as it could compromise his independence. Pertinently, Khambata’s letter reiterates his opposition to any listing of Tata Sons and his view that the company should continue to pursue a route that would allow it to remain unlisted while addressing its regulatory obligations. Khambata said he had first cautioned against the potential listing of Tata Sons at a Trust meeting on May 28, 2025, describing it as “existential” for the Trusts. He said he subsequently drafted the July 28, 2025 resolution opposing listing, supporting then Tata Sons chairman N Chandrasekaran’s engagement with the Reserve Bank of India (RBI) for deregistration and linking the position against listing with providing the Shapoorji Pallonji Group an exit and liquidity.

 

Khambata said he did not believe the engagement with the RBI had been meaningful or successful in establishing how Tata Sons could adopt the transparency and reporting requirements associated with a listed company while remaining unlisted. He said the Trusts should continue to explore whether Tata Sons could secure deregistration as a Core Investment Company or restructure itself in a manner that would avoid what he described as “the nuclear option of listing”. Khambata also clarified that his opposition to listing did not mean opposing the SP Group’s demand for liquidity. “Opposition to listing must go hand in hand with giving liquidity to the Shapoorji Pallonji Group by sale of some or all of their shares,” he said, adding that he had consistently supported proposals that would provide liquidity to the group. His comments come against the backdrop of the continuing dispute over Tata Sons’ regulatory status and the SP Group’s efforts to secure an exit from its investment. Recent developments have reportedly also seen proposals being examined within the Tata Group for addressing the SP Group’s liquidity concerns while preserving Tata Sons’ unlisted structure. Khambata defended the existing relationship between Tata Sons and the Tata Trusts, describing it as central to what he called the “Tata model”. He said the model was a manifestation of Mahatma Gandhi’s trusteeship doctrine and described Tata Sons and the Trusts as two parts of a single industrial and philanthropic structure.