INDIA Trends and Developments Contributed by: Vaibhav Choukse, Ela Bali, Nripi Jolly and Faiz Siddiqui, JSA
The Recent Overhaul of India’s Merger Control Regime 2024 marks a watershed moment for India’s merger control regime. With the long-awaited amendments coming into effect from September 2024, the merger control regime has undergone an overhaul – reshaping both the substantive and procedural aspects of combination approv - als. To ensure smooth implementation, a host of accompanying regulations and rules were also notified in 2024, marking a decisive shift in how mergers are reviewed and regulated by the Com - petition Commission of India (CCI). A “combination” means an acquisition of control, shares, voting rights or assets – or a merger or amalgamation – that meets the prescribed juris - dictional thresholds. These thresholds are based on the asset value and turnover of the parties or group (”financial thresholds”) and the value of the transaction (deal value threshold (DVT)). A combination requires prior approval from the CCI, unless it can avail the benefit of exemp - tions issued by the Indian government. The CCI carries out an ex ante review of combinations to ensure that they do not cause an appreciable adverse effect on competition in India. To facilitate the ease of doing business in India, the de minimis exemption, which was first introduced in 2011, was periodically revised, and was last published in September 2024. Under the revised thresholds, transactions are exempt from CCI approval if the target either has an asset value not exceeding INR450 crores (USD52.39 million) or has a turnover not exceed - ing INR1,250 crores (USD145.52 million) in India. This exemption does not apply in cases where the DVT is breached.
The Indian merger control regime is mandatory and suspensory in nature, and parties cannot consummate a combination (in full or part) prior to receiving CCI approval or until the lapse of 150 days from the date of filing the merger noti - fication, whichever is earlier. Within this period, if no decision is taken by the CCI, the combi - nation would be deemed approved. However, the timelines can be extended if the information submitted is incomplete or additional informa - tion is required by the CCI. To form a prima facie view on a combination, the CCI has 30 calendar days from receiving a merger notification – failing which, it will be deemed approved. Key statistics To date, approximately 97% of the combinations have raised no competition law concerns and have been approved without much ado. None of the combinations have been blocked. Between July 2024 and May 2025 (“relevant period”), the CCI reviewed 124 combinations – out of which, 90 were reviewed under Form I (”short form”), 21 under the green channel route (GCR), and 13 under Form II (“long form”). A total of 12 transactions were notified solely on the basis of the DVT. The CCI also conditionally approved three combinations and passed orders in four instances of gun-jumping. Key changes in the law On 10 September 2024, key provisions relating to combinations were enforced, as follows. Sub - sequently, on 20 May 2025, the CCI published its much-anticipated frequently asked questions (FAQs) on merger control, providing crucial guid - ance on the amended/new provisions. Introduction of the DVT A transaction will require CCI approval if the val - ue of transaction (VOT) exceeds INR2,000 crores
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