bengaluru/mumbai, June 3 -- In the Tata folklore, some outsiders who played an influential role in building the group were deemed "more Tata than the Tatas". Among them: Tata Group founder Jamsetji Tata's nephew Nowroji Saklatwala; financial wizard A.D. Shroff; and former Tata Sons Ltd vice-chairman Noshir Soonawala, 92. In recent times, Farokh Subedar, 71, a chartered accountant and Tata veteran who worked closely with Soonawala and four Tata Sons chairmen, also figures in that list as a key confidant of Noel Tata. Tata, who chairs Tata Trusts, drafted Subedar, who retired from Tata Sons in 2017, to bridge the group's past and present to shape its future. Tata Sons faces a possible stock market listing, prompted by Reserve Bank of India (RBI) regulations. Noel Tata and the majority of Tata trustees oppose the listing. Subedar, who for much of his 42-year stint with the group has played an instrumental role, shares Tata's view. In a nearly hour-long virtual meet with Mint, the former chief operating officer and company secretary at Tata Sons, explained why Tata Sons should not go public. He stressed on the uncertainty a listing would bring. Tata Sons has "privately held businesses such as Air India, Tata Electronics, and others. Investing Rs.10,000 or Rs.20,000 crore is the norm. Once we are listed, those transactions would require approval from public investors, such as PE (private equity) firms. "So there [will be] uncertainty. You don't know how the proxy advisory firms will recommend voting on that resolution. I recall that around 2015, shareholders rejected the remuneration of the MD (managing director) of Tata Motors (a listed group company). So there is a risk," he said. He recalled an incident at Tata Finance from the early 2000s. "In those days, people would deposit Rs.3,000 or Rs.5,000 in a fixed deposit. During that time, about Rs.500 crore in deposits had to be repaid. So, Mr. (Ratan) Tata took that issue to the Tata Sons board and said, 'We will have to deal with this'... At first, we did not know the quantum of the hole. There was a run on the company. People were worried that the company would go bust. So, the immediate task was to restore confidence. "The message the Tata Sons board gave us was that even if it is premature (repayments), we should allow them. People had invested in the company based on the Tata name. "This brought back confidence to the depositors and the run on deposits petered down... This was made possible because it operated within the group's existing structure, being a closely held company. "Now, if we had been listed, the support to Tata Finance depositors or lenders. may not have been permitted by the minority shareholders as it is not in their short-term interest. [Tata Sons] taking over an asset like Air India [in 2022] might not have happened as it would have also required minority shareholder approval," Subedar said. Subedar also recalled an incident where the Tata Group remitted Rs.7,000 crore to NTT DoCoMo, honouring a shareholder agreement with the Japanese telecom company. The RBI classified Tata Sons as an upper-layer non-banking financial company (NBFC) in September 2022 and directed it to list on the stock exchanges by September 2025. In early 2024, Tata Sons repaid all its debt and had a cash surplus, and sought the central bank's permission to be removed from the list. The central bank has not disclosed whether Tata Sons could be granted an exemption from an IPO. In April, RBI issued another directive stating that shadow banks with assets exceeding Rs.10 billion needed to be listed. Tata Sons had standalone assets of Rs.1.75 trillion. "With all due respect to the RBI, I don't think there is any systemic risk in continuing to operate under the current structure," Subedar said. "Our portfolio is so diverse and spans various industries."...