INDIA Law and Practice Contributed by: Anshuman Sakle, Anisha Chand, Pranjal Prateek and Soham Banerjee, Khaitan & Co
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1. Legislation and Enforcing Authorities 1.1 Merger Control Legislation Merger control in India is governed by the Competition Act, 2002 (the “Competition Act”), supplemented by rules and regulations formulated by the Competition Commission of India (CCI) and notifications issued by the Ministry of Corporate Affairs, Government of India (MCA). The major subordinate legislation governing merger control includes: • Competition Commission of India (Combination) Regulations, 2024 (the “Combination Regulations”); • Competition (Criteria for Exemption of Combina - tions) Rules, 2024 (the “Exemption Rules”); • Competition (Criteria of Combination) Rules, 2024; and • Competition (Minimum Value of Assets and Turno - ver) Rules, 2024. Additional guidance on interpretational issues involv - ing merger control can also be received from case officers of the CCI by way of a pre-filing consultation (PFC). The PFC is an oral non-binding consultation process that can be undertaken on a named or no- names basis. 1.2 Legislation Relating to Particular Sectors The Competition Act is the only legislation that gov - erns merger control in India. No specific legislation deals with merger control for foreign transactions/ sectoral investment.
Foreign investment in India is not governed by the Competition Act but is governed by other legislation, including: • the Foreign Exchange Management Act, 1999; • the (Indian) Foreign Direct Investment Policy; and • relevant circulars/press notes issued by the Reserve Bank of India and the Ministry of Com - merce and Industry. 1.3 Enforcement Authorities The CCI, India’s statutory competition regulator, has exclusive jurisdiction to enforce the Competition Act and its allied regulations. Under the Indian merger control regime, the CCI assesses whether a transaction exceeding any one of the prescribed notification thresholds is likely to cause an appreciable adverse effect on competition (AAEC) in India. No other regulatory authority or civil court can dis - charge this function.
2. Jurisdiction 2.1 Notification
The Indian merger control regime is mandatory and suspensory in nature. Accordingly, every transaction that exceeds the notification thresholds must seek an approval from the CCI unless such transaction is exempted from notification requirements under rel -
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