The SP Group has slapped a notice for damages against the board members of Tata Sons, individually and collectively, questioning their
complicity in the decision to block the Mistry family from raising funds against the security of Tata Sons shares that they own.
The notice sought an explanation from the Board members, particularly the independent directors whether oppressive action that causes prejudice to a minority shareholder was with their concurrence.
The SP group in their counter affidavit to Tata's application to block the pledge of shares had highlighted there is no restriction in the Articles of Association of Tata Sons that prohibit the pledge of shares.
Further, the SP Group stated that the Tatas had failed to disclose a crucial fact that the lending documents entered into by SP Group had a specific covenant that lenders would comply with the Articles of Association of Tata Sons in the event that a pledge of shares were ever invoked.
The SP Group stated that the Tatas were intentionally misleading the Hon'ble Supreme Court by suppressing this vital information. The Mistry Firms had stated that Tata's application to block funding, one day after definitive documents were signed with a global investor, showed the vindictive, prejudicial and oppressive nature of the action by Tata Sons.
An SP Group spokesperson stated that this move was solely intended to inflict irreparable harm on the SP Group. Further, the spokesperson stated that the malafide motive of Tatas move was further evident by the fact that Tatas kept their application on hold, purportedly for curing defects, despite moving a plea for urgency before the Supreme Court.
The Mistry Firms stated that under the Companies Act, the Independent Directors on the Tata Sons Board were duty bound to protect the interests of minority shareholders. The Board members were called upon to respond to the notice, failing which the SP Group would seek appropriate remedies including a claim for damages for the harm inflicted on the SP Group.
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