Salve : The NCLAT used a curious interpretation. The Ministry of Corporate Affairs has also filed an appeal against the observations made by the NCALT.
Salve : After the new Act came in 2013, we asked the Registrar to add the name 'Private' to Tata Sons. The Registrar did it. By statutory definition, we are private. The NCLAT came down heavily on the Registrar for allowing the adding of 'private'.
CJI Bobde : The Article giving power to direct selling of shareholder is Article 137?
Salve : Yes. It is an unusual Article. At interim stage, we undertook not to invoke it against CyrusMistry.
Salve : The NCLAT overlooked the fact that the primary contract between the shareholders and the company is the Articles of Association.
Salve : The curious thing which has happened in the case is that there is a provision in Tata Son's Articles which restricts the transfer of shares. It also has a remarkable feature that the Board could direct a shareholder to sell shares.
Salve : Tata Sons Ltd is a company of considerable vintage. It was created in 1917.
CJI : Was it a public limited company?
Salve : Never. It has always been a private company.
Salve : This(Chairmanship) is not a post as understood in service law. In Company Law, this is designation.