For most of its 76 years, the Maharashtra Public Trusts Act, 1950 has been the quiet statute of temple committees, school societies and hospital trusts. In 2026, it has become the principal battleground for control of India’s largest business group.
The office of the Charity Commissioner in Worli has been receiving complaints and caveats in a volume that would be unusual even for a busy civil court. These come from the Tata Trusts, from their chairman and his son, and from dissenting trustees. Every party is racing to be heard first, or at least not to be heard last.
This article traces how a forum designed to protect charitable property has ended up determining whether the holding company of that group can hold a valid annual general meeting. It then asks whether the law, as it stands, is equipped for that role.
The immediate trigger was legislative. By an Ordinance promulgated on September 1, 2025, since replaced by the Maharashtra Public Trusts (Second Amendment) Act, 2025, the State inserted Section 30A into the 1950 Act. The provision divides trustees into tenure and perpetual trustees. Unless the trust instrument provides otherwise, perpetual trustees may not exceed one-fourth of the total number of trustees. Where the instrument is silent on tenure, trustees may be appointed for up to five years at a time. Commentators were quick to notice the timing: after Ratan Tata’s death, the Tata Trusts had on October 17, 2024 passed a resolution on lifetime trusteeship, which became a point of contention in later disputes.
The Sir Ratan Tata Trust (SRTT) is the second-largest shareholder in Tata Sons, behind the Sir Dorabji Tata Trust (SDTT). A complaint alleged that three of SRTT’s six trustees are perpetual trustees, which would exceed the statutory ceiling; the Trusts reply that the amendment is prospective and does not touch earlier appointments. On May 15, 2026, the Charity Commissioner directed the Trusts to defer the board meeting fixed for May 16. The Trusts publicly described the direction as issued without notice or hearing. The direction was tied to that complaint, to a representation by trustee Venu Srinivasan and to the Bombay High Court’s order of May 13 allowing a petitioner to withdraw his writ petition challenging SRTT’s structure.
SRTT has since remained unable to meet. The Commissioner ordered an inspector’s inquiry under Section 37 of the Act - with the Section 39 report still awaited - and consolidated the SRTT matters for a joint hearing on July 15. SRTT has told the Commissioner that grants of about ₹400 crore are awaiting approval because it cannot meet.
What followed shows how a trust law order can travel into company law. Article 86 of the Tata Sons Articles requires, for a quorum at a general meeting, at least five members present, including a representative jointly nominated by SRTT and SDTT, so long as the two together hold at least 40% of the paid-up ordinary capital. Between them, they hold 51.54%, with SDTT at 27.98% and SRTT at 23.56%. A restricted SRTT could not join in the nomination and SDTT told the company that its joint representative could not take part without the Commissioner’s approval. On August 18, 2026, the Tata Sons AGM was adjourned for want of quorum, reported as the first such adjournment in the company’s history.
The agenda included the reappointment of N Chandrasekaran as a director retiring by rotation. Separately, he has told the board that he will not seek another term as chairman; his present term ends in February 2027. Some trustees approached the Commissioner individually for relief and it was questioned whether SDTT could seek relief on SRTT’s behalf. The Registrar of Companies has since extended the time for holding the AGM from September 30 to December 31, 2026, and Tata Sons is reported to be weighing an application to the NCLT under Section 97 of the Companies Act. The same restriction bears on succession: under Article 118, three of the five members of the chairman selection committee are to be jointly nominated by the two Trusts. A regulator of charitable property had, without adjudicating any question of company law, affected whether a corporate meeting could validly proceed.
The events since the adjourned AGM have widened the dispute from a single inquiry into a multi-front contest:
Complaints by the vice-chairmen: Following the Tata Sons board meeting of September 17 on Chandrasekaran’s third term and the proposed listing, Venu Srinivasan complained of governance lapses at SDTT. He sought an inquiry, a freeze on changes to SDTT’s board and restrictions on Noel Tata’s participation in certain Tata Sons decisions. Vijay Singh wrote in similar terms, contending that SDTT’s shareholding does not make the Trust a commercial enterprise or entitle it to take part directly in the business affairs of Tata Sons.
The Commissioner’s call for a reply: The Commissioner asked SDTT to respond by October 12, then allowed another week. SDTT filed its reply on October 19; its contents have not been disclosed. A decision is reported to be expected soon.
Pre-emptive caveats: On September 30, the six shareholding trusts, SDTT among them, reportedly filed caveats invoking Sections 41D, 41E and 47 of the Act. Noel Tata and his son Neville Tata were reported to have filed 36 caveats between them and a later report put the total at 84 caveats from seven trusts other than SDTT. The counts differ between reports and have not been confirmed from the record.
The earlier caveat: This is not the first. After the trustees declined Mehli Mistry’s reappointment on October 28, 2025, he filed a caveat days later seeking a hearing before any change in trustees was recorded, before a change report under section 22 had been filed.
The 1989 share transfer, now closed: A complaint of June 2026 by trustee Vijay Singh sought an independent inquiry into the 1989 transfer of 833 Tata Sons shares from the Navajbai Ratan Tata Trust to the late Naval H Tata. By an order of September 2, 2026, the Commissioner closed the complaint, finding the transfer lawful and requiring no further inquiry. According to the Tata Trusts’ account of the order, the Commissioner relied on the statutory compulsions behind the sale, the documentation and a valuation agreed with the wealth tax commissioner.
The purpose of the caveats is transparent. Having watched SRTT paralysed by an order passed without hearing, the Trusts do not want SDTT, the single largest shareholder in Tata Sons, to suffer the same fate on the eve of a reconvened AGM.
The Act contains no express caveat provision corresponding to Section 148A of the Code of Civil Procedure (CPC). The Commissioner and his officers, however, exercise civil court powers in inquiries and the practice of entertaining caveats has long been followed in the Commissioner’s offices. The better view is that a caveat, even where not strictly statutory, gives effect to a rule of natural justice that the Commissioner is bound to observe in any case. Sections 41D and 47 contemplate inquiry and hearing. Section 41E, modelled on Order XXXIX CPC, permits urgent interim relief, but the ordinary rule remains that an ex parte injunction must be exceptional, must record reasons and must be followed by an early hearing.
If the May 2026 directions were indeed passed without hearing, the proliferation of caveats is less a sign of litigiousness than a rational response to a forum perceived as willing to act first and hear later.
First, where does trust administration end and corporate governance begin? The Commissioner’s jurisdiction is over the trust, its property and its trustees. Shares in Tata Sons are trust property and how a trust votes them is an act of administration. But a direction that disables a trust from exercising shareholder rights altogether has consequences that fall on the company, its other shareholders and its directors, none of whom are before the Commissioner. A carefully drafted order would preserve the trust’s ability to exercise voting rights, perhaps subject to conditions, while the inquiry into its internal composition proceeds. The Commissioner has the tools to do so. The choice not to has made the Commissioner, however unintentionally, a participant in the contest over who chairs Tata Sons.
Second, what is the remedy for a Section 30A breach? The amendment fixes a ceiling but does not say which of the excess perpetual trustees ceases to be perpetual, or by what process the board is to be brought into compliance. A freeze on the trust’s functioning that has now run for over five months is not a remedy the Section contemplates. The appropriate course would be a time-bound direction to regularise the board, failing which the Commissioner may act under Section 47 or frame a scheme. Freezing the trust while the question remains open affects the beneficiaries, including grants reportedly worth about ₹400 crore, for a defect in the trustees’ composition.
Third, how far back may the Commissioner reach? The 1989 complaint concerned a transaction 37 years old. The Commissioner’s powers to inquire into loss or misapplication of trust property are wide, but they are not untouched by questions of delay, acquiescence and the availability of evidence. The closure of that complaint on September 2, on a reading of the documents and the valuation, shows the value of testing such complaints at the threshold, before the reputational damage of a public investigation has been done.
The Charity Commissioner is a quasi-judicial authority whose orders are subject to appeal and to the supervisory jurisdiction of the Bombay High Court. The following would go a long way towards restoring confidence in the process:
Hearing before freezing: No order disabling a public trust from functioning should be passed without notice, save in a genuine emergency, and any ex parte order should be returnable within days.
Ring-fencing shareholder rights: Interim orders against shareholding trusts should expressly state whether they extend to the exercise of voting and nomination rights in investee companies.
Time-bound inquiries: Inquiries under Sections 41B to 41D affecting large trusts should carry a defined timeline.
Consolidation: Multiple complaints concerning the same group of trusts should be heard together, by one officer, to avoid inconsistent directions.
Legislative attention: The State may consider whether trusts holding controlling stakes in large companies need specific provisions, so that disputes over control of a company are not fought through the back door of trust law.
Ratan Tata’s legacy rests on the idea that the Trusts own Tata Sons for public good, not private control. The irony of 2026 is that the statute meant to protect that public character is now the instrument through which private factions contend for control. The Charity Commissioner cannot decline jurisdiction that the Act confers. But the Commissioner can exercise it with restraint, transparency and a careful eye on the consequences beyond the trust deed. The caveats now on file are a request for exactly that: to be heard before being bound. In a dispute of this magnitude, that is not too much to ask.
VP Singh is an advocate practicing in the Supreme Court and a former Member, NCLAT and former Member (Judicial), NCLT.
Views are personal.