[ad_1]
By PTI
MUMBAI: Dramatic dismissal of Cyrus Mistry as president and director of Tata Sons and TCS violated provisions of the Companies Act, RBI rules and, more importantly , statutes of Tatas, RoC, Mumbai In an RTI response, an accusation that the Tatas vehemently refuted.
Citing the NCLT's August order dismissing Mistry's motion challenging his dismissal, Tata Sons said all processes required under the Companies Act had been followed to remove Mistry. the chairman of the group as well as the board of directors of the Tata Consultancy Services (TCS) group, jewel of the crown.
"The board of directors concerned acted in accordance with the provisions of the Companies Act and the bylaws of the company.
This was subsequently approved by both the shareholders of Tata Sons and TCS The NCLT also confirmed that the process followed for the withdrawal of Mistry was valid and in accordance with the law, "said a spokesman for Tata Sons.
The statement further stated: "All required processes have been followed in accordance with the Companies Act in the event that Mistry is removed from the TCS Board of Directors, as well as from the chair of TCS and Tata Sons."
The Tatas intervene after PTI reported earlier in the day its response to Uday Khomane's (U.C.) Uday Khomane, Deputy Registrar of Companies (RoC) of Mumbai to Shapoorji Pallonji Mistry Group .
The Tatas have also denied any reference. in RTI's response, these repeated reminders from the DRC did not allow the Tatas to obtain the desired answer by obtaining all the documentary evidence of their Mistry removal action.
"Neither TCS nor Tata Sons had received any communication from the RdC, Mumbai, regarding any non-compliance of their request in this regard," said Tatas' statement.
The Shapoorji Pallonji Mistry Group, which holds 18.
4% at Tata Sons, filed an RTI petition with the Mumbai RoC on August 31. On 31 October, the response was given on 3 October 2018. [19659003] RTI's response indicated that the manner in which Mistry had been removed from his position as Chairman of the Board of Tats Sons and as Director of TCS was contrary to the relevant legal provisions of the Companies Act, 2013; the rules of the Reserve Bank governing NBFCs; and more importantly, rule 118 of the bylaws of Tata Sons, the parent company of the diversified Tata group, registered as NBFC with the monetary authority.
PTI received a copy of RTI's response from La RoC is based on the badessment of documents provided by the Tatas as a result of the October 24, 2016 coup d'état, referring Mistry to the presidency of the group.
The report proposes an internal vision of the RoC, which is interesting, it is totally Contrary to the viewpoint adopted by the National Company Law Tribunal (CNPT), Mumbai, in August, when rejected Mistry's application challenging his dismissal.
During a coup in a boardroom, Mistry was fired from the post of president of Tata Sons on October 24th. 2016, two months less than four years in business, after being tipped to take the reins of the 103 billion USD group as the second non-Tata president, after Nowroji Saklatwala (1934-1938), in December 2012, after Ratan. Tata is retiring.
Mistry was removed from his position as Director of the SDC with 93 points.
11 percent of the vote at the special meeting of the badembly held on December 13, 2016, according to the general secretaries of his company, Parikh & Associates, who quoted section 169 (2) of the law of 2013 on corporations, read with section 115 and 100 (2) (a) for expulsion.
But TCS did not send the full representation of Mistry to all shareholders, which contravenes section 169 (4) (b) of the Companies Act, took note of the response of the Republic of Congo.
RTI's response is based on the questions posed by SP Kumar, Western Regional Director of the Republic of Great Britain in Bombay, who concluded that Tata Sons had violated Rule 118 of his AoA articles, when She deleted Mistry.
RTI's reply, available exclusively with PTI, states that "Article 118 of the AoA de Tata Sons provides that its chairman may be removed under the conditions provided for his appointment, namely by the selection committee composed of four persons and on the basis of this dismissal recommendation. " committee only the board is empowered to withdraw his airman. "
He then adds that Tata Sons" being a NBFC duly registered with the RBI, any change of direction requires the prior approval of the RBI ", which It was also not respected.
The reply also cited several irregularities relating to the AGM of December 13, 2016 convened by TCS to revoke Mistry from its board of directors as a & dquo;
TCS had adopted a letter written by the Secretary General and Chief Operating Officer of Tata Sons on November 9, 2016. Notice of Resolution to Terminate Mistry.
The reply indicated that this letter Tata Sons had been sent to TCS without proof of a resolution of the board of directors authorizing the publication of such a letter.
The answer also indicated that "it seems to first sight. TCS has not received "special notice" appropriate.
The Republic of the Pacific also indicated that the secretary of the TCS Company then "on its own" transmitted the alleged special notification of Tata Sons dated November 9, 2016 to Mistry.
"The letter of November 11, 2016, written by the VP & SC of TCS is contrary to the provisions of Article 169 (3) of the Companies Act of 2013 because the power to send such a letter is vested in the board of directors of the company, "noted the report of RoC
The ground floor further noted that" since there had been no meeting of the SDC board of directors between 9 and 11 November 2016, and in the absence of resolution of the board of directors authorizing the actions of the secretary of the SDC company, such letter and actions resulting ". would be void ab-initio. "
In addition, TCS also did not send the full representation of Mistry to all shareholders," in violation of Section 169 (4) (b) of the Companies Act " , and "The consequent resolution of EGM's deletion of Mistry dated December 13, 2016 would also be void."
The Republic of the Congo, Mumbai, in a letter dated January 25, 2017, wrote to the Regional Director of the Department of Corporate Affairs to Highlight them.
"As a verification of the relevant document further concludes that the company has violated the provisions of the Companies Act and is in compliance with it, I refer the matter to the Regional Director for the case. It verifies the results with respect to Rule 11 (2) of the Companies (Registration Offices and Fees) rules of 2014 ", reads in the letter.
RTI's Reply Cites SP Kumar, DRC Mumbai, who, in a letter of 17 February ier 2017, had stated that "the DRC has come to the conclusion that transactions are void [Annexure C point (1) to (4)] must express unequivocal words indicating whether the electronic form should be rejected or the electronic form or document, as the case may be , invalid in electronic registration within the meaning of Rule 10 (4) of the Companies (Registration and Licensing) Regulations 2014. "
However, it is unclear what follow-up the department gave to these sightings," he noted.
Mistry challenged the decision of the NCLT Mumbai that had dismissed his petition in the US. NCLAT case, in New Delhi, which would commence the hearing of the case December
Source link
