When Ratan Tata was appointed as the successor of JRD Tata at Tata Sons in 1991, he had the full backing of Pallonji Mistry, a key director and one of the largest shareholders of the company. The Mistry family’s connection with the Tatas dated back to 1936, when they first bought a stake in Tata Sons, marking the beginning of what would become an 80-year-old alliance between the two families.
Pallonji and Tata had a cordial relationship, with the former supporting the latter’s vision to streamline the empire, tighten financial controls, and diminish the influence of independent power-brokers within the Tata Group’s divisions. Pallonji never sought to interfere with Tata’s decisions or covet power for himself.
Pallonji, the patriarch of the Shapoorji Pallonji Group, held a pivotal position in Tata Sons, bolstered by his family’s nearly 18% stake in the holding company – more than Tata Trusts itself. Tata Trusts, hamstrung by its charitable status, had no direct voting rights at the time, and its actions were overseen by the charity commissioner. In 2000, Ratan Tata successfully lobbied govt to amend this, allowing the Trusts’ boards full voting control, a crucial moment that regained Tata Trusts’ influence over Tata Sons and the broader group. Pallonji backed Tata’s moves, including a decisive rights issue in 1996 designed to shore up Tata Sons’ stakes across key Tata companies. While Tata Trusts, the largest shareholder of Tata Sons, were restricted from participating, Pallonji did, further solidifying his support.
Their business ties deepened into personal bonds when Pallonji’s daughter married Tata’s half-brother Noel. Pallonji remained on Tata Sons’ board for a quarter of a century before retiring in 2005, with his son Cyrus Mistry succeeding him.
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In 2011, when it came time for choosing a successor, Tata picked Cyrus. Before stepping down, Tata amended Tata Sons’ articles of association, empowering Tata Trusts with veto powers and the right to nominate directors, effectively putting Tata Sons under the Trusts’ control. Tata retained his chairmanship at Tata Trusts, positioning himself to oversee his successor. The relationship between Tata and Cyrus unravelled within four years, leading to the latter’s removal as Tata Sons chairman in 2016. Cyrus took Tata to court, accusing the group of corporate mismanagement and the oppression of minority shareholders. Tata Sons’ decision to convert to a private limited company – severely restricting the Mistry family’s ability to sell their shares – further deepened the divide. While Pallonji passed away in June 2022, Cyrus died in a car accident in Sept 2022.
