Practice Area

Competition Law

Overview

The Competition Act, 2002 prohibits anti-competitive agreements, abuse of dominant position, and combinations that appreciably adversely affect competition in India. The Competition Commission of India has steadily expanded the scope and pace of its enforcement activity — imposing significant penalties on companies across sectors and showing a clear willingness to investigate markets, conduct dawn raids, and take up suo motu matters. Corpus Lawyers advises businesses on competition law compliance, merger filings, and representation in CCI proceedings.

CCI Merger Filings — Combination Notifications

Analysis of merger filing thresholds under Section 5 of the Competition Act, 2002; preparation and filing of combination notifications in Form I and Form II before the Competition Commission of India; and management of the CCI review process including responses to requests for information and Phase II reviews.

Anti-Competitive Agreements — Section 3 Advisory

Advisory to companies on the legality of commercial arrangements under Section 3 of the Competition Act, including horizontal agreements between competitors, vertical agreements in distribution arrangements, exclusive dealing, resale price maintenance, and market sharing.

Abuse of Dominant Position — Section 4 Advisory

Advisory to dominant enterprises on conduct that may constitute abuse of dominant position under Section 4, including predatory pricing, refusal to deal, tying and bundling, and discriminatory commercial terms — with a focus on structuring commercial practices that achieve business objectives without competition law exposure.

CCI Investigation Defence

Representation of companies in CCI investigation proceedings, including response to Director General investigation orders, managing dawn raids, preparing submissions to the CCI, appearing at oral hearings, and managing settlement and commitment applications.

Competition Compliance Programmes

Design and implementation of competition law compliance programmes for companies operating in concentrated markets or with significant market shares, including training, internal audit frameworks, and standard operating procedures for commercial practices.

Landmark Authorities and Doctrinal Framework

The Competition Act, 2002 establishes the three substantive prohibitions — anti-competitive agreements under Section 3, abuse of dominant position under Section 4, and mandatory notification of combinations exceeding the prescribed thresholds under Sections 5-6. The Competition Commission of India (CCI), established under the Act, and the National Company Law Appellate Tribunal (NCLAT), exercising appellate jurisdiction since 2017, form the enforcement architecture.

The Competition (Amendment) Act, 2023 introduced structural reforms. A deal-value threshold was added for combination notification — transactions exceeding INR 2,000 crore with substantial Indian business operations require notification irrespective of the traditional asset-or-turnover thresholds. A settlement-and-commitment framework under Sections 48A and 48B allows parties to settle proceedings or offer commitments to terminate Section 19 investigations. Penalty calculation was tightened, with relative turnover thresholds replacing the earlier broader-turnover approach.

The Combination Regulations and the notification thresholds operate with a de-minimis exemption (target asset or turnover below prescribed floors), a green-channel route for certain passive investments, and a short-form or long-form notification depending on the overlap profile. Timeline discipline — Phase I within 30 working days and Phase II within 150 working days — is generally adhered to, though complex cases take longer. Gun-jumping penalties for consummated-before-clearance transactions continue to be imposed.

Leniency under Section 46, read with the CCI (Lesser Penalty) Regulations, 2009 as amended, offers structured penalty reductions for cartel members cooperating with the investigation. The first-in-time applicant can receive up to 100 percent reduction; subsequent applicants receive progressively smaller reductions. Leniency strategy for multi-jurisdictional cartel matters requires careful sequencing across regulators to manage the discovery exposure.

Current Doctrinal Shifts and Live Questions

Deal-value threshold — interpretive boundaries. The 2023 introduction of the deal-value threshold creates a new trigger. What constitutes “substantial business operations in India” for a target is being worked out in the CCI’s early decisions. Deal teams must now run the threshold analysis at the letter-of-intent stage, not at the definitive-agreement stage.

Digital-markets enforcement. CCI investigations into large digital platforms have accelerated since 2022. Investigations covering search, app-store, advertising-technology, and e-commerce marketplace conduct are now a recurring feature of the enforcement landscape. The proposed Digital Competition Bill, modelled on the EU Digital Markets Act framework, would introduce ex ante obligations on designated gatekeepers — a shift from the current ex post enforcement model.

Settlement and commitment framework uptake. The 2023 settlement-and-commitment framework is gradually being used. Early cases suggest the framework works best for factually contested matters where the cost of full investigation exceeds the value of a structured settlement. The framework’s interaction with compensation claims before the CCI and the NCLAT continues to develop.

Abuse of dominance and relevant-market definition. Relevant-market definition remains a primary battleground in Section 4 investigations. The CCI’s increasingly granular approach to product-market definition and geographic-market definition — particularly in two-sided digital-platform markets — has materially affected the dominance assessment and consequently the abuse findings. Defendants increasingly contest market definition at the preliminary investigation stage.

Compliance Architecture — Competition Risk Management

Corporate competition-compliance programmes have matured since 2019. A current-standard programme integrates a written competition policy, dawn-raid protocols, sales-practice training, bid-process discipline for public procurement contexts, and a whistle-blower channel integrated with the leniency framework. Compliance governance sits within the legal or compliance function with reporting to the audit committee.

Merger-control calendar management has become a transactional workstream in its own right. For cross-border transactions, the India CCI notification runs alongside US, EU, UK, and other jurisdictional filings; sequencing, information consistency, and remedy coordination across jurisdictions form the core of the workstream. Transactions that treat the India filing as a residual exercise routinely face timeline slippage and, in complex cases, remedy risk.