Comparative Guides
Welcome to Mondaq Comparative Guides - your comparative global Q&A guide.
Our Comparative Guides provide an overview of some of the key points of law and practice and allow you to compare regulatory environments and laws across multiple jurisdictions.
Start by selecting your Topic of interest below. Then choose your Regions and finally refine the exact Subjects you are seeking clarity on to view detailed analysis provided by our carefully selected internationally recognised experts.
Results: 4 Answers
Merger Control
3.
Notification
3.1
Is notification voluntary or mandatory? If mandatory, are there any exceptions where notification is not required?
 
India
A combination must be mandatorily notified to the Competition Commission of India (CCI), subject to the applicability of the target exemption and the Schedule I exemptions (see question 2.7).

For more information about this answer please contact: P. Ram Kumar from Talwar Thakore & Associates
3.2
Is there an opportunity or requirement to discuss a planned transaction with the authority, informally and in confidence, in advance of formal notification?
 
India
The Competition Act does not explicitly provide for an opportunity to discuss a transaction with the CCI prior to notification. However, in accordance with international best practices, an informal pre-filing consultation with officers of the CCI is possible. Such pre-filing consultations are intended to assist the parties in submitting a complete and accurate notification, which will expedite the merger clearance process. However, the views expressed by the CCI officers during such consultations are informal and are not binding on the CCI.

For more information about this answer please contact: P. Ram Kumar from Talwar Thakore & Associates
3.3
Who is responsible for filing the notification?
 
India
In case of an acquisition, the acquirer is responsible for filing the notification. In case of a merger or amalgamation, the notification must be filed jointly by the merging or amalgamating parties; this is also usually the practice in the case of joint ventures.

For more information about this answer please contact: P. Ram Kumar from Talwar Thakore & Associates
3.4
Are there any filing fees, and if so, what are they?
 
India
A transaction must be notified to the CCI in the prescribed form. The Combination Regulations provide for three types of forms:

  • Form I (short form);
  • Form II (long form); and
  • Form III (intimation form).

The filing fees are INR 1.5 million for Form I and INR 5 million for Form II. Form III, used to notify acquisitions by certain financial institutions, is a mere intimation and thus no filing fee is chargeable.

For more information about this answer please contact: P. Ram Kumar from Talwar Thakore & Associates
3.5
What information must be provided in the notification? What supporting documents must be provided?
 
India
The notifying parties are required to provide information on their business activities worldwide and in India, along with an analysis of relevant market definitions and the impact of the transaction on competition in the relevant market(s) in India.

In the case of an acquisition, the binding agreement for acquisition must be submitted. In the case of a merger or amalgamation, the board resolutions of both parties approving the transaction must be submitted.

In terms of supporting documents, the parties are required to submit copies of their annual reports/financial statements and presentations prepared by or for the management or board. In addition, certain procedural documents - such as a letter authorising the legal representatives and the parties’ declaration of the accuracy of information and documentation submitted - must be filed. This is an indicative list of documents and may vary on a case-to-case basis.

The CCI, through its Notes to Form I, has clarified the quantum and scope of information and documents to be submitted in a Form I notification. Where a notification does not conform to the requirements of the Notes to Form I, the parties incur the risk of invalidation.

For more information about this answer please contact: P. Ram Kumar from Talwar Thakore & Associates
3.6
Is there a deadline for filing the notification?
 
India
There is no deadline to notify the CCI of a transaction. However, parties are prevented from closing a transaction (both globally and in India) without CCI approval.

For more information about this answer please contact: P. Ram Kumar from Talwar Thakore & Associates
3.7
Can a transaction be notified prior to signing a definitive agreement?
 
India
No. A transaction cannot be notified prior to signing of definitive agreements or passing of the board resolutions approving the transaction.

For more information about this answer please contact: P. Ram Kumar from Talwar Thakore & Associates
3.8
Are the parties required to delay closing of the transaction until clearance is granted?
 
India
The Competition Act imposes a standstill obligation such that a transaction cannot be closed until either CCI approval has been received or a period of 210 calendar days has passed since filing of the notification. The CCI, through its decisional practice, has clarified that the standstill obligation applies to both local and global closing. In Baxter/Baxalta (C-2015/07/297), the CCI held that a global transaction cannot be closed without its approval. In this case, notwithstanding the existence of a local separation agreement, the CCI clarified that where a global transaction meets the financial thresholds under Section 5 of the Competition Act, the parties must notify the global transaction to the CCI (and not merely the India separation/India transaction), and cannot close the global transaction without its approval.

For more information about this answer please contact: P. Ram Kumar from Talwar Thakore & Associates
3.9
Will the notification be publicly announced by the authority? If so, how will commercially sensitive information be protected?
 
India
Yes. Upon filing of a notification, the CCI publishes a short (less than 500 words) non-confidential summary of the transaction on its website. This summary is submitted by the parties along with the notification.

For more information about this answer please contact: P. Ram Kumar from Talwar Thakore & Associates