Tata Trusts vice-chairmen Venu Srinivasan and Vijay Singh have defended the trusts’ engagement with the Reserve Bank of India over the proposed stock market listing of Tata Sons, arguing that an adverse regulatory decision should not be read as a failure of advocacy.

In a joint letter replying to senior advocate Darius Khambata, the two wrote that the record does not support his description of the outreach, and that the engagement was a sustained process running since 2023 that included discussions with the regulator, repayment of the holding company’s borrowings and an application to surrender its registration.

The exchange has opened a public split at the top of the $100-billion-plus Tata group over whether its holding company should list, and how hard it should push the central bank on the question.

The regulatory chain

The RBI classified Tata Sons as an upper-layer non-banking financial company in September 2022. Under the framework that applies to that category, upper-layer NBFCs must list their shares within three years.

The three-year listing clock ran from that September 2022 classification, and the deregistration route was intended to remove the obligation altogether rather than defer it.

To avoid the listing requirement, Tata Sons repaid its outstanding borrowings and applied to the RBI in March 2024 to deregister as a core investment company. The company argued it no longer met the criteria that required it to remain registered as an NBFC, a route that could have allowed it to stay privately held.

In September 2026 the RBI rejected the deregistration application, putting mandatory listing back at the centre of the debate over the company’s future.

What the letter says

Srinivasan and Singh said the engagement with the RBI began in 2023 and led to the debt repayment and the March 2024 deregistration filing. “The record does not support that description,” they wrote, adding: “The trustees were kept informed throughout, and neither you nor any other trustee described the effort as inadequate at the time.”

They added that if Khambata meant by advocacy an effort to secure preferential treatment or to circumvent the applicable rules, “then that would not be consistent with the Tata model you seek to uphold.” Discussions with the regulator continued beyond the first round of engagement, they said, and the outcome should not be treated as evidence that the company’s efforts fell short.

Khambata’s criticism

The letter responds to Khambata, who stepped down as a trustee of Tata Trusts earlier this week. He had questioned the effectiveness of Tata Sons’ engagement with the RBI on listing and criticised the handling of the company’s board meeting on September 17, which he called a “day of infamy” for the Tata group.

In a letter dated November 2, he also described listing as an existential threat to Tata Trusts and warned that it would decouple Tata Sons from the trusts and damage the model on which the group rests.

Trusts would stay shareholders

Srinivasan and Singh rejected that framing. “The Trusts would remain shareholders of Tata Sons before and after listing, and their shareholding, dividends and the philanthropy those dividends fund would be unaffected,” they wrote. The letter points to the link between Tata Sons dividends and the trusts’ philanthropy, a connection both sides of the dispute treat as central.

On the claim that listing endangers the institution, the two said they had seen no evidence for it. They cited Novo Nordisk, Hershey, Lundbeck and Demant, each controlled or anchored by a foundation or trust and each listed. Closer to home, they noted, Tata Consultancy Services is listed and controlled by Tata Sons, and its standing as a Tata institution has never been questioned.

“In our view, an institution’s character is preserved by the quality of its governance and accountability, not by its listing status,” they wrote. Disclosure and accountability, they argued, “bring discipline to how capital is allocated; they do not limit vision.”

The split inside the group

Both vice-chairmen hold positions that differ from the trusts’ leadership on the question. Srinivasan sits on the Tata Sons board as a nominee director alongside Tata Trusts chairman Noel Tata, and Singh was a nominee director until September 2025. Both have backed a listing; Tata Trusts passed a resolution in July 2025 favouring keeping the holding company privately held.

Noel Tata has opposed the proposed listing and has suggested restructuring the holding company as an alternative. That would keep Tata Sons out of the market while attempting to satisfy the regulatory requirement through a different corporate structure.

The RBI’s September decision has added urgency to the choice between pursuing a listing and restructuring to preserve private status, a decision that will shape the ownership structure, disclosure obligations and governance of the company at the top of the Tata group.

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