Tata Sons Probe Finds Code Violation But No Personal Gain

Tata Sons’ internal investigation has flagged serious disclosure failures by group company secretary Suprakash Mukhopadhyay, involving his family’s wealth management firm, Divinion, as per a news report.  

The report by a three-member committee, comprising Nupur Mallick, the head of Tata Sons human resources, Eruch N. Kapadia, a finance executive at Tata Sons, and Sidharth Sharma, the general counsel at Tata Group, identified lapses in transparency but stopped short of calling the breach deliberate.  

The committee noted that there were lapses in Mr. Mukhopadhyay’s part in making “adequate and timely disclosure.”   

Report Findings  

According to the committee’s report, the following issues were found:  

• Non-disclosure of Mukhopadhyay’s personal and familial links to Divinion.  

• Soliciting former Tata executives and external advisors to join or support the Divinion.  

• CSR-linked transactions between Tata entities and Divinion, including a grant from Tata Investment and a Tata STRIVE center at Divinion premises.  

These activities, as per the report, raised potential conflicts of interest under the Tata Code of Conduct.  

Despite the lapses, the committee concluded that there was no evidence of intent to profit personally or compromise Tata Sons’ interests. Findings reported that there appeared to be no intentional breach of the Tata Code of Conduct or “mala fide intent”. 

Governance experts like V. Balakrishnan, former CFO of Infosys, said a deeper probe might be warranted. 

CSR Funds Used for Family Property Deal  

The probe found that ₹20 lakh from Tata Investment’s CSR fund was used to buy a Kolkata property from Mukhopadhyay’s in-laws for Divinion’s use. He confirmed this in the committee’s inquiry, noting it was intended to build a school under the Divinion Foundation Trust.  

Ownership and Listing of Divinion  

The committee clarified that Divinion was incorrectly listed as a Tata Group company in 2022 by Tata Pension Management, due to its ties to Mukhopadhyay’s family. The process was later corrected in 2023 to exclude firms owned by relatives of Tata executives.  

Background and Corporate Context  

Mukhopadhyay, a long-time Tata employee, joined Tata Sons in 2017 after a stint at TCS under Chairman Chandrasekaran. His family’s firm, Divinion, has grown rapidly in recent years and manages a Sebi-registered investment fund.  

Tata Sons is the principal holding company of the Tata Group, owning stakes in 26 listed companies and generating over $165 billion in cumulative revenue by March 2024.  

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Conclusion  

The internal report outlines serious disclosure gaps by a senior executive but confirms no intent to mislead or gain personally. The board’s response will set the tone for Tata Sons’ governance culture.  

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