September 2026 | Excellence Enablers

M. Damodaran, Chairperson of Excellence Enablers and former Chairman of SEBI, UTI and IDBI, has raised questions about the succession-planning process at Tata Sons following Chairman N. Chandrasekaran’s decision not to seek reappointment when his current term ends on February 20, 2027.

In the September 2026 edition of the Excellence Enablers newsletter, Damodaran argues that succession planning should be a continuing board responsibility rather than a process initiated only after a leadership vacancy becomes imminent.

The article, titled “Will Delayed Decision Lead to Derision?”, refers to the Tata Sons Board meeting of February 24, 2026, at which a proposal concerning a further five-year term for the incumbent Chairman was not carried through after one Board member did not support it. According to Chandrasekaran’s resignation letter, the absence of a resolution over the following six months contributed to his decision not to offer himself for reappointment.

Damodaran questions whether the Nomination and Remuneration Committee (NRC) of Tata Sons should have initiated a structured succession exercise immediately after the February Board meeting. He notes that the NRC’s stated responsibilities include identifying individuals qualified for Board and senior-management positions and asks whether the succession of an Executive Chairman should have been addressed through that mechanism.

The article also examines the postponement of the Tata Sons Annual General Meeting and the implications of the proposed agenda concerning Chandrasekaran’s reappointment as a Director. Damodaran raises questions about whether the proposed agenda remained appropriate after the Chairman had communicated his decision not to seek reappointment as Chairman.

Referring to the earlier transition following Mr Ratan Tata’s departure as Chairman of Tata Sons, Damodaran notes that a Selection Committee had then been constituted to undertake the succession process. He contrasts that earlier process with the uncertainty surrounding the current transition.

A broader governance issue, according to Damodaran, is the relationship and structural interface between the Tata Trusts and Tata Sons. He argues that the opportunity to address these structural questions in the years following Chandrasekaran’s appointment was not fully utilised and that unresolved structural matters can become more consequential during leadership transitions.

The article also refers to reports that the Tata Trusts were considering steps towards constituting a Selection Committee and questions whether Tata Sons’ own NRC should have taken the initiative in relation to the succession of the Tata Sons Chairman.

Damodaran further points to developments at Godrej Consumer Products, where the company announced a succession shortly after its Managing Director indicated his intention to leave office. He uses the example to underline the importance of having succession mechanisms capable of responding quickly when leadership circumstances change.

The article argues that uncertainty surrounding potential successors can also have consequences for senior executives whose names enter public speculation. Damodaran observes that several senior leaders of Tata Group companies have reportedly been mentioned as possible successors and suggests that prolonged speculation can create an unnecessary situation for individuals who may or may not ultimately be considered.

Another issue highlighted in the article is the delayed decision concerning the listing of Tata Sons, in the context of the Reserve Bank of India’s regulatory framework. Damodaran also discusses the role of the Maharashtra Charity Commissioner and the importance of timely decisions on matters affecting the Tata Trusts and, consequently, the wider corporate environment.

The article concludes with an appeal for the decision-makers within the Tata Group to take responsibility for the succession process and bring clarity to the leadership transition.

Damodaran’s central message is that succession planning should not be an outcome of an unexpected event. It should be a continuing responsibility of the Board and its relevant committees, particularly in large and diversified institutions where leadership continuity affects employees, investors, business partners and other stakeholders.

About Excellence Enablers

Excellence Enablers is a corporate-governance advisory organisation focused on helping companies strengthen governance practices and add value beyond compliance and box-ticking.