Shapoorji Pallonji Group Files Plan In Top Court To Part Ways From Tata Group

One of the country's largest construction firms, the SP Group has an 18.37 per cent stake in Tata Sons on the back of a decades-long relationship. Tata Sons is the holding company of Tata Group.

The Shapoorji Pallonji Group on Thursday sought a formal separation from Tata Group in the Supreme Court, proposing that its stake in Tata Sons be swapped for a pro-rata stake in the Tatas' listed companies. The two conglomerates have been embroiled in a legal battle since 2016 when Cyrus Mistry, scion of the family that controls the SP Group, was sacked as chairman of Tata Sons. The Shapoorji Pallonji or SP Group, which is the largest minority shareholder in Tata Group, believes it is necessary to separate interests from the auto-to-steel conglomerate.

Here are 10 things to know:

  1. One of the country's largest construction firms, the SP Group has an 18.37 per cent stake in Tata Sons on the back of a decades-long relationship. Tata Sons is the holding company of Tata Group. The SP Group's shareholding in the country's largest business house is estimated at more than Rs 1 lakh crore.

  2. Disputes over valuation can be eliminated by doing a pro-rata split of listed assets, by way of a third-party valuation for the unlisted assets. The Tatas have already done a pro-rata brand valuation of their businesses.

  3. According to the plan submitted in the top court, the SP Group will get a non-cash settlement - which is in equities - for its interest in listed Tata Group entities.

  4. A pro-rata separation - meaning a division of assets based on the proportion of current holdings - will provide a fair and equitable solution to all stakeholders, according to the proposal.

  5. In such a scheme of separation, the value of listed companies is determined by the closing price of shares, which is published daily.

  6. The value of unlisted companies can be taken at book value or through a valuation process and adjusted for net debt - debt less cash on hand, according to the plan. An expedited valuation can be done with a third-party valuer selected by both sides, it adds. 

  7. The Supreme Court is set to resume hearings early next month on the SP Group's decision to pledge its stake in Tata Sons and raise cash for its various businesses.

  8. Last month, the top court had restricted the SP Group from transferring or pledging Tata Sons, ruling in favour of the Tata Group. The SP Group had responded to the stay by formally calling for separation from the Tata Group. The Tatas have already told the court they are ready to buy their shares owned by the SP Mistry Group.

  9. Cyrus Mistry was sacked as chairman of Tata Sons - the holding company of Tata Group - in 2016 after he fell out with group patriarch Ratan Tata over corporate governance issues at Tata companies. Since then, he has been embroiled in a legal battle claiming minority shareholder oppression and mismanagement.

  10. In January, Cyrus Mistry said he would not seek to reclaim his board seats and position as executive chairman of the salt-to-software conglomerate after a company's tribunal in December ordered he be reinstated.


Newsbeep