Stories
Tata Trusts Proposes Merger to Shed CIC Tag, Keep Tata Sons Unlisted

- •Tata Trusts proposes merging Tata Electronics Systems Solutions Private Limited (TESS) and Tata Consulting Engineers (TCE) with Tata Sons Private Limited.
- •The restructuring aims to remove Tata Sons from regulatory definitions of a non-banking financial company (NBFC) and a core investment company (CIC), allowing it to remain unlisted.
- •Noel Tata, chairman of Tata Trusts, initiated the proposal, aligning with resolutions from Sir Dorabji Tata Trust and Sir Ratan Tata Trust to keep Tata Sons unlisted.
- •The merger would give Tata Sons substantial operating revenues, with operating revenues projected to be 64.3% of total income, thus avoiding NBFC classification.
- •The restructured entity's investments in group companies would fall below the 90% threshold for CICs, making it an investment and operating company.
Key Questions Answered
Tata Trusts proposed merging Tata Electronics Systems Solutions Private Limited and Tata Consulting Engineers into Tata Sons to shed its core investment company and NBFC status, thereby avoiding a mandatory public listing.
By absorbing the two operating, non-financial companies, the restructured entity's operating revenues would reach Rs 1,05,043 crore, accounting for 64.3 percent of its total income. This allows Tata Sons to bypass the RBI's principal business criteria for NBFC classification and reduce group investments below the 90 percent threshold for CICs.
The Tata Sons board must first review and approve the restructuring proposal put forward by Tata Trusts and subsequently apply to the Reserve Bank of India for a no-objection certificate.




