The Sentinel – Quarterly news bulletin in competition law (October 2025)

We’re back with a fresh edition of ‘The Sentinel’ - CMS INDUSLAW’s quarterly chronicle of all things competition law. From significant decisions of the Competition Commission of India (“CCI”), National Company Law Appellate Tribunal (“NCLAT”), various High Courts, and the Hon’ble Supreme Court of India (“SC”) to key policy shifts in the age of artificial intelligence (“AI”) and digital regulation, this edition captures the pulse of India’s evolving competition ecosystem.

And for those short on time, a distilled and delightful reckoner of key developments from the second quarter (“Q2”) of the financial year (“FY”) 2025-26 awaits in the flowchart below.

OVERVIEW OF ENFORCEMENT CASES  

Decisions by the SC

a. Private settlement leads SC to dismiss CCI’s appeal against the Delhi High Court order quashing investigation against Ericsson and Monsanto, murking the jurisdiction issue. ₁

On September 02, 2025, the SC dismissed the CCI appeal against the Delhi High Court (“DHC”) Division Bench (“DB”) order quashing investigations against Telefonaktiebolaget LM Ericsson (“Ericsson”) and Monsanto Holdings (P.) Ltd. (“Monsanto”) following settlement between the parties, while leaving open the broader question of the CCI’s jurisdiction vis-à-vis the Patents Act.

Background of proceedings before the CCI, the Single Bench DHC, and the Division Bench of the DHC

The matter originated from the CCI’s directions to investigate: (i) Ericsson on November 12, 2013 ₂ , and January 16, 2014 ₃  over allegations of imposing unfair licensing terms for its standard essential patents in telecommunications; and (ii) Monsanto on February 10, 2020 ₄ , over allegations of charging excessive royalties on genetically modified seeds. In response, both Ericsson and Monsanto knocked on the doors of the DHC challenging the jurisdiction of the CCI contending that the said allegations fell squarely within the domain of the Patents Act, 1970 (“Patents Act”).

However, by separate orders, the Single Judge Benches (“SJB”) of the DHC dismissed both Ericsson’s ₅  and Monsanto’s ₆  writ petitions holding that there was no repugnancy between the Patents Act and the Competition Act, 2002 (“Competition Act”). The SJB observed that while certain aspects may overlap, the two statutes operate in distinct spheres, and the Competition Act is intended to be in addition to, and not in derogation of the other statutes, including the Patents Act.

On appeal, a DB of the DHC reversed the SJBs’ findings, holding that matters relating to patent licensing fall within the exclusive jurisdiction of the controller of patents (“COP”), thereby ousting the jurisdiction of the CCI. The DB noted that Chapter XVI of the Patents Act, introduced through an amendment in 2003, provides a comprehensive framework to address unreasonable licensing conditions and abuse of patent rights. Given that the Patents Act is a special statute, it would prevail over the more general provisions of the Competition Act in case of any conflict. Consequently, the DB set aside the CCI’s investigation against Ericsson and Monsanto, prompting the CCI to approach the SC. ₇

Findings of the SC

The SC dismissed the CCI’s appeal, effectively endorsing the DB’s ruling that since a settlement had been reached between the parties, the very substratum of the CCI’s proceedings stood extinguished. However, the SC did state that if any questions of law remained, they could be addressed in some other appropriate case.

View: The SC’s ruling appears to lend judicial legitimacy to private settlements between parties without competition law authority intervention (a practice uncommon in competition law, given that such proceedings are in rem rather than in personam). Given that the private settlement was a key factor for the SC for upholding the DHC DB's order, it remains to be seen whether the turf between CCI and CoP has been settled for good or will be tested again."

b. The SC finds no procedural breach, restores CCI’s penalties on the office bearers of the Kerala Film Exhibitors' Federation and strengthens appellate oversight ₈

On September 26, 2025, the SC allowed the CCI's appeal and restored its order ₉  imposing monetary penalties and behavioural remedies on the office-bearers of the Kerala Film Exhibitors Federation (“KFEF”) in relation to KEFF’s violation of Section 3(3)(b) of the Competition Act.

Background of proceedings before the CCI and the COMPAT

Th proceedings were initiated on an information filed by M/s. Crown Theatre (“CT”), a single screen theatre, alleging that:

1. KFEF threatened film distributors that their films would not be screened in theaters owned by KFEF members, if those distributors offered their films for exhibition at CT’s theatre; and
2. KFEF halted screening of newly released Tamil and Malayalam movies at CT by calling for a strike/ban on exhibition of films by its members at CT’s cinema halls.

Accordingly, the CCI found KFEF to have violated the provisions of the Competition Act by limiting/controlling provision of services and imposed a penalty of INR 82,414.52 (approximately USD 947 ₁₀ ) on KFEF along with behavioural remedies.  The CCI also imposed a penalty of INR 56,397.07 (approximately USD 650) and INR 47,778.6 (approximately USD 550) on Mr. P.V. Basheer Ahmed and Mr. M.C. Bobby, respectively, the then office bearers of KFEF ₁₁ . Further, CCI directed Mr. P.V. Basheer Ahmed and Mr. M.C. Bobby to not associate with KFEF (and vice versa) with respect to its affairs, including administration, management and governance, for a period of two years.

On appeal, the erstwhile Competition Appellate Tribunal ₁₂  (“COMPAT”) upheld the CCI’s finding on merits but set aside penalties and behavioural directions against the office bearers (i.e., Mr. P.V. Basheer Ahmed and Mr. M.C. Bobby) given that:

1. No separate notice had been issued to them proposing to impose penalty and to debar them from participating in KEFE’s affairs; and
2. No opportunity of hearing had been afforded to them to represent their cause, thereby violating the principles of natural justice.

Findings of the SC

Aggrieved by the COMPAT’s order setting aside the penalty and directions on the ground that no opportunity of hearing was afforded to KFEF’s office bearers, the CCI appealed before the SC. Analysing the CCI’s notice dated June 10, 2015 (“June 2015 Notice”), issued to KEFF’s office bearers, the SC held that the June 2015 Notice categorically identified the contraventions and the office bearers responsible for KFEF’s conduct. Additionally, it also forwarded the Director General, CCI’s (“DG”) investigation report to KEFF’s office bearers, invited replies/objections, sought financial and income particulars, and fixing the date for hearing (July 27, 2015). As such, the SC held that the June 2015 Notice was sufficient and fulfilled all the requirements under the law; and the Competition Act did not contemplate a separate penalty hearing.

In relation to proportionality, the SC held that the penalties and behavioural directions were both proportionate and warranted, given that both office bearers actively enforced the KFEF’s directives to control and restrict the exhibition of new movies across Kerala. Despite ample opportunity, they had failed to produce any evidence to demonstrate that the anti-competitive decisions were taken without their knowledge or that they had exercised all due diligence to prevent such conduct.

Moreover, the SC observed that an appellate authority’s powers are coordinate with those of the original authority, and it can even modify/substitute the penalty without remitting the matter to the original authority. Accordingly, the SC allowed the CCI’s appeal and reinstated its order in full.

View: By reinstating CCI’s penalties on the office bearers, the SC clarified that procedural fairness was duly observed, as the office bearers had been adequately notified and heard. Importantly, the SC also clarifies that appellate authorities are more than procedural checkpoints. They can modify or substitute penalties directly, without remitting matters to the original authority. Thus, the ruling reinforces that appellate authorities have more teeth, and appellate review is a substantive safeguard in enforcement, not a perfunctory formality.

Decisions of the High Court

a. The Bombay High Court puts colour back into the CCI’s palette: Dismisses writ petition challenging DG’s probe against Asian Paints ₁₃

On September 11, 2025, a DB of Bombay High Court (“BHC”) dismissed Asian Paints Limited’s (“Asian Paints”) writ petition challenging the CCI’s order dated July 01, 2025 which directed the DG to investigate alleged abuse of dominance by Asian Paints in the decorative paints market ₁₄ .

Background of proceedings before the CCI

The proceedings were initiated based on information filed by Grasim Industries Limited (“Grasim”) ₁₅  alleging that Asian Paints abused its dominant position, in the relevant market namely, “market for manufacture and sale of decorative paints in the organized sector in India”, by, inter alia:

1. Offering arbitrary discounts/condonations/incentives to dealers in exchange for exclusivity;
2. Threatening the dealers against stocking Grasim’s paints by: (a) reducing the credit limit and revision of service levels; (b) increasing sales targets and recalling their benefits such as foreign travel; and (c) reducing customer leads, termination of relations with institutional customers and taking other punitive actions like reduction in product offerings, low priority for servicing orders, opening competing dealerships in vicinity, etc., for the dealers that stocked Grasim’s paints.
3. Directing its dealers to return/not use/not install the tinting machines supplied by Grasim;
4. Restraining suppliers of essential raw materials, from providing goods and services to Grasim;
5. Coercing landlords, clearing and forwarding (“C&F”) agents and transporters to refrain from engaging with Grasim, restricting logistics and transportation of goods; and
6. Subjecting Grasim to a fake smear campaign, etc.

The CCI agreed with Grasim’s delineation of the relevant market, and based on: (a) market share of Asian Paints as submitted by Grasim ₁₆  and sourced from the public domain ₁₇ ; (c) Asian Paint’s size and resources vis-à-vis its competitors ₁₈ ; (d) its extensive dealer network leading to vertical integration ₁₉ ; and (v) and high entry barriers in terms of financial resources and technical expertise, it found Asian Paints to be dominant in the relevant market.

The CCI observed that Asian Paints, by restraining its dealers from dealing with Grasim and by enforcing exclusivity, imposed unfair conditions amounting to exploitative conduct. Further, by restraining suppliers of essential raw materials from providing goods and services to the Grasim, as well as by coercing landlords, C&F Agents and transporters to refrain from engaging with Grasim, Asian Paints seemed to be prima facie creating barriers to new entrants in the relevant market as well as partially foreclosing competition. Accordingly, the CCI concluded that Asian Paint’s conduct prima facie caused appreciable adverse effect on competition (“AAEC”) and the CCI directed the DG to initiate an investigation against Asian Paints.

Proceedings before the BHC

Before the BHC, Asian Paints argued that:

1. Similar allegations had been previously investigated pursuant to information filed by JSW Paints Private Limited and Sri Balaji Traders (“JSW Case”), where the CCI had found no contravention. Under Section 26(2-A) of the Competition Act ₂₀ , the CCI was jurisdictionally barred from re-inquiring into substantially the same facts and issues.
2. It was not afforded an oral hearing before the issuance of the investigation order; and
3. Two different versions of the order were uploaded on the CCI website with substantial differences, though both directed DG investigation.

The DB of the BHC rejected all three arguments and held that:

1. An order under Section 26(1) of the Competition Act is administrative in nature and not a judicial order. Therefore, no right to hearing arises at prima facie stage.
2. The allegations and factual matrices of the JSW Case and the information filed by Grasim were materially different. The CCI was aware of the JSW Case and had still chosen to direct an investigation against Asian Paints in the present case based on its independent prima facie opinion. Section 26(2-A) of the Competition Act is an enabling and discretionary provision and does not preclude the CCI from examining new information involving distinct facts, legal provisions, and different parties.
3. The first order uploaded on July 1, 2025, was an unsigned draft inadvertently published online, while the signed order issued on July 2, 2025, was authentic and officially communicated to the parties.

In light of the above observations, the BHC dismissed the writ petition.

View: The instant order reinforces the limited scope of judicial interference at the investigation stage under Section 26(1) of the Competition Act. The BHC rightly reiterated that such orders are administrative and do not warrant pre-decisional hearings, thereby preventing enterprises from stalling probes on procedural grounds. Its interpretation of Section 26(2-A) as discretionary, not prohibitive, gives the CCI operational latitude to examine new information even if prior complaints involved similar players/markets.

Decisions of the NCLAT

a. NCLAT reaffirms CCI’s findings on bid-rigging concerning soil testing tenders

In a set of connected appeals, the NCLAT on September 16, 2025 ₂₁ , and September 23, 2025 ₂₂ , upheld the CCI order ₂₃  penalising nine companies ₂₄  for bid-rigging in relation to two tenders invited by the Department of Agriculture, Government of Uttar Pradesh for soil sample testing.

Proceedings before the CCI

The CCI’s investigation stemmed from evidence of coordinated bidding – including the use of identical documents, fake certificates, shared auditors and addresses, and consecutive serial numbers on term-deposit receipts and stamp papers. The CCI found that the bidders had divided territories, engaged in cover ₂₅  and rotational bidding ₂₆ , and submitted bids from a common IP address. Several entities with no soil-testing experience had produced fabricated documents to qualify as bidders. The CCI held that since bid rigging is a pernicious form of anti-competitive practice and imposed at the rate of 5% of the average turnover for the three preceding financial years, i.e., 2017-2020 on the nine companies and their office bearers.

Proceedings before the NCLAT

Before the NCLAT, the appellants argued that:

1. They were not in the business of soil testing, had no prior experience, and were roped in by third parties who managed their tender submissions.
2. There can be no collusion between related firms – since they had a common set of ownership/management, therefore, the decision-making was common for all the companies, making them a single economic entity.
3. The CCI’s findings were based on circumstantial family or business connections, not on proof of any incriminating evidence that could demonstrate a “meeting of minds”.
4. The DG’s probe was procedurally flawed, and cross-examination of key individuals was denied, violating natural justice.
5. The penalties were disproportionate, as they had no turnover from soil testing and therefore, penalty should only apply to relevant turnover.

Rejecting the appellant’s arguments, the NCLAT held that:

1. The links between entities were undeniable, i.e., common directors, addresses, and inter-company payments indicating a coordinated bidding strategy.
2. The appellants were independent business entities with separate legal personality, separate commercial interests, and no common controlling ownership. Mere fact of being categorized as “related parties” for certain transactions does not merge their economic identity into one. In fact, participation of related firms in the same tender undermines the independence and secrecy of competitive bidding.
3. The appellants colluded through the fake experience certificates, identical invoices, and submission of bids from common IP addresses. Appellants’ explanations, such as “I don’t know” or “clerical mistake”, failed to rebut DG’s evidence.
4. The CCI’s investigation and hearing process did not violate natural justice, as appellants were given adequate opportunity to respond.
5. The penalties imposed were within the CCI’s discretion, and 5% of average turnover was reasonable in light of the proven collusion. In cases where entities are first time bidders, ‘relevant turnover’ would result in a ‘NIL’ penalty and defeat the deterrent purpose of the penalising section of the Competition Act. However, considering the limited role of certain participants, their penalties were reduced to 3% of the average turnover.

Decisions by the CCI:

In Q2 of FY 2025-26, the CCI issued a total of 16 orders in relation to enforcement matters. Of these, the CCI:

1. Passed 1 (one) order finding contravention and imposed penalties;
2. Directed the DG to investigate 6 (six) information;
3. Declined to investigate 7 (seven) information relating to allegations of abuse of dominance and anti-competitive agreements;
4. Declined to investigate 1 (one) information relating to similar facts as already been decided previously by the CCI ₂₇ ; and
5. Disagreed with the DG’s findings of contravention and closed 1 (one) investigation.  

A summary of the noteworthy cases is set out below:

a. Old habits die hard: The CCI penalises FPBAI for price fixing and controlling supply of books ₂₈

On July 1, 2025, the CCI imposed a penalty of INR 2,56,649 (approximately USD 2,950) on Federation of Publishers’ and Booksellers’ Association in India (“FPBAI”) along with behavioural directions for fixing foreign exchange conversion rates and controlling supply of books and journals in India, in contravention of the provisions of the Competition Act.

The informant ₂₉  alleged that FPBAI:

1. Fixed and inflated currency exchange rates for import and export of books and journals, charging rates higher than those published by the Reserve Bank of India;
2. Capped discounts that could be offered by its members to Indian libraries and institutions; and
3. Limited and controlled the supply of books and journals by fixing terms of supply, regulating credit period, fixing re-sale prices, and issuing advisories to libraries and other institutions to not engage with non-empaneled vendors/ distributors.

The DG, upon conducting investigation as directed by the CCI, found that:

1. FPBAI’s sub-committee, Good Offices Committee (“GOC”) determined exchange conversion rates of ten foreign currencies at a mark-up of 3–5% over bank rates, benefitting only a few booksellers who were importers but resulting in losses for a majority of other booksellers, amounting to price fixing;
2. FPBAI did not withdraw its earlier circulars containing restrictive discount clause from public domain and also did not issue advisory to sensitise its members – a remedy which was directed by the CCI in a previous order in 2021 ₃₀ . This conduct was considered as amounting to price fixing;
3. FPBAI’s circulars prescribing commercial terms were widely circulated and effectively mandatory, controlling the market for books in India. The failure to withdraw outdated advisories led many libraries to continue insisting that suppliers be FPBAI members, amounting to limiting/controlling supply; and
4. Three office bearers of FPBAI ₃₁   were were also held liable for their roles in formulating and enforcing these anti-competitive policies.

The CCI concurred with the DG’s findings and held that:

1. GOC’s monthly exchange rates and circulars, though described as indicative, were effectively binding on members (failure to comply with which could result in cancellation of membership), resulting in inflated prices and limiting the freedom to discount;
2. Despite CCI’s previous order ₃₂  directing remedy and imposing penalty on FPBAI, FPBAI failed to withdraw outdated circulars banning discount caps, creating de facto market restrictions; and
3. The fixing of conversion rates imposed upon the members of the book industry resulted in higher prices to the end consumers. Moreover, the circulation of approved vendor lists coupled with non-withdrawal of earlier advisory (pertaining to deal with members only) had the potential to foreclose the opportunity for non-member booksellers, resulting in entry barriers for new entrants as well as the risk of driving existing competitors out of the market.
4. KEFF’s office bearers were liable for a cumulative penalty of INR 3,76,305 (approximately USD 4,350).

View: The instant order is a textbook reminder that industry associations cannot hide behind tradition/legacy or “indicative” guidelines to dictate market terms. Despite being penalised in 2021, FPBAI continued issuing circulars and advisories that dictated exchange rates, capped discounts, and effectively constrained competition, hurting smaller players. Thus, repeating anti-competitive behaviour only amplifies financial and reputational consequences.

b.  Another day, another Google investigation: The CCI keeps Google on its toes by clubbing ADIF’s complaint with ongoing probe against Google’s ad-tech practices ₃₃

On August 1, 2025, the CCI directed the DG to conduct an investigation against Alphabet Inc., Google LLC, Google Ireland Limited, Google Asia Pacific Pte Limited and Google India Private Limited (collectively, “Google”) in relation to information, filed by Alliance of Digital India Foundation ₃₄  (“ADIF”). ADIF alleged that Google engaged in self-preferencing and market foreclosure in the online display advertising services ₃₅  market by:

1. Tying its Publisher Ad Server/Supply Side Platform (“SSP”) with its Ad Exchange, restricting publishers from using competing SSPs; and offering them as a single function;
2. Linking access to its vertical’s YouTube ad inventory to the use of its SSP Display & Video 360 which ultimately leads to denial of market access to other Demand Side Platform; and
3. Leveraging practices such as dynamic allocation, ‘last look’ advantage, non-participation in header bidding, open bidding, unified pricing rules to self-prefer its own SSP and disadvantage rivals.

Google inter alia contended that aforesaid allegations are already subject matter of investigation before the DG in four cases ₃₆  (collectively, “Publishers Case”) for over three years, adding another information pertaining to allegations around similar products would not introduce any novel issue that could be examined by the DG in the ongoing investigation. However, the CCI held that ADIF represents the stakes of major stakeholders in this ecosystem and that the investigation in the Publishers Case was still active with the last direction on investigation being passed only in January 2025.  Accordingly, the CCI clubbed the present matter as well with the ongoing investigation in the Publishers Case.

c.  The CCI directs investigation against Rashtriya Chemicals and Fertilizers for tying of other fertilizers with the sale of Urea ₃₇

On August 6, 2025, the CCI directed the DG to conduct an investigation against Rashtriya Chemicals and Fertilizers Limited (“RCFL”) in relation to an information ₃₈  alleging tying of other fertilizers with the sale of Urea. The informant alleged that since the maximum selling price of Urea is fixed, manufacturers such as RCFL are unable to increase its price and instead take advantage by compelling dealers and farmers to purchase additional (non-subsidized) products along with Urea.

Relying on CCI’s decisional practice ₃₉ , the Informant proposed the relevant market as “sale and supply of Urea in the State of Maharashtra” (“Urea Market”) since Urea possesses distinct chemical composition and its end use is not substitutable with other fertilizers. In relation to dominance, the informant submitted that RCFL enjoys sustained market power (exceeding 40%) enabling it to operate independently of competitive constraints, and it is way ahead of its closest competitor. Consequently, the informant argued that RCFL’s violated the provisions of the Competition Act by:

1. Forcefully tying the purchase of other commodities with purchase of Urea, and therefore, imposing an unfair condition on dealers/farmers. This also resulted in denial of market access to the relevant market for sale of other products, like Nitrogen Phosphate Potash, to the dealers who solely deal in such products.
2. Leveraging its dominant position in the Urea Market to protect its business in the supplementary “market for sale and supply of other agricultural products in the State of Maharashtra” while also foreclosing and engaging in denial of market access to other players in the secondary market.
3. Imposing the requirement of purchase of other products (such as water-soluble fertilizers, etc.) as a pre-condition to purchase Urea.

The CCI concurred with the informant’s assessment of RCFL’s dominance in the Urea Market and observed that:

1. RCFL’s conduct of tying would result in harm to dealers and end consumers (farmers) who were denied the choice to acquire other products. Such conduct also led to: (a) foreclosure of market for dealers/competitors who solely sold the tied-in product(s); and (b) creation of entry barriers for other smaller competitors.
2. RCFL’s imposing the condition of purchase of other products with the purchase of Urea prima facie resulted in imposition of unfair condition..
3.  The sale and supply of Urea is regulated in terms of inter-alia, quantity and geographical area of supply. Accordingly, RCFL’s conduct could not be said to deny market access to the other manufacturers of Urea.
4. Various representations ₄₀ , media reports ₄₁ , and instructions issued by the Government ₄₂ , etc. established a prima facie case of RCFL imposing supplementary obligations on the purchase of Urea.
5. By tying the sale of other products RCFL leveraged its dominant position in the Urea Market to enter into or to protect the market for other products.

Accordingly, the CCI found a prima facie case warranting investigation against RCFL and directed the DG to examine the matter further.

View: By way of the instant order, the CCI signals its intent to scrutinize how dominance in price-regulated markets can be leveraged to distort competition.

d. Operational justifications valid defence: the CCI closes probe against GMR for alleged abuse of dominant position ₄₃

On September 15, 2025, the CCI closed the investigation against GMR Hyderabad International Airport Limited (“GMR”) and its wholly owned subsidiary GMR Aero Technic Limited (“GAT”) in relation to alleged abuse of dominant position.

Previously, on October 3, 2019, the CCI had directed an investigation in relation to an information ₄₄  alleging that GMR ₄₅  had refused to renew the informant’s licence for airside space at Rajiv Gandhi International Airport, Hyderabad (“RGIA”), and induced airlines to avail services from its subsidiary GAT, a direct competitor of the informant in providing maintenance, repair and overhaul services of aircrafts (“MRO Services”) at RGIA. Further, GMR engaged in exclusionary conduct by poaching informant’s technical employees and leveraging its position as the airport operator to deny market access in the provision of line maintenance services (“LMS”) – a subset of the MRO Services.

The CCI, prima facie, delineated two relevant markets, i.e., the upstream “market for provision of access to airport facilities/premises at RGIA” (“Airport Access Market”) and the downstream “market for the provision of LMS at RGIA” (“LMS Market”). The CCI observed that GMR, as RGIA’s exclusive concessionaire, had no competitors in the upstream market and was therefore dominant. The CCI concluded that a prima facie case was found to warrant investigation for abuse of dominant position through: (i) limiting and restricting the provision of services of the informant; (ii) denial of market access (i.e., denying access to the space at the airport premises); and (iii) leveraging of its dominant position in the upstream Airport Access Market by GMR to protect the downstream LMS Market.

Following its investigation, the DG concluded that GMR had potentially limited competition in the LMS Market by denying renewal of the informant’s license, which could lead to higher prices for airlines and reduced service options. The DG noted that the exit of an existing LMS provider would narrow consumer choice and weaken market rivalry, thereby restricting competition. Further, air-side access was critical for LMS operations, and its denial amounted to market foreclosure. Further, emails from GMR encouraging airlines to shift to other LMS providers were viewed as leveraging dominance in the upstream Airport Access Market to benefit its subsidiary in the downstream LMS Market. Accordingly, the DG concluded that GMS Hyderabad abused its dominant position and violated the provisions of the Competition Act.

Disagreeing with the DG, the CCI found that non-renewal of the informant’s license for space on the airside of RGIA by GMR did not have the potential to limit and restrict the provision of LMS and technical development since: (i) exit of one player from the market would not adversely impact either the prices or the services, as the self-handling entities ₄₆  could also provide LMS to the airlines availing third party services; (ii) the informant was never out of the relevant market (i.e., the LMS Market) as it was offering services as per scheduled timings of airlines using vehicles, tools and engineers; and (iii) several LMS providers operated without space, which was indicative of the fact that space at the airport was not an essential ingredient for providing LMS.

Further, the CCI concluded that there was no denial of market access since the refusal to renew the license was justified on operational grounds, including space constraints ₄₇  and the need to prioritize airline operators over third-party service providers. Notably, apart from the informant, GMR also took space assigned to other operators including GAT ₄₈  indicating that GMR was not showing preferential treatment to any LMS provider including its own subsidiary. Additionally, the fact that the informant continued to operate without dedicated space further established that such space was not crucial for provision of LMS.

Lastly, the CCI also held that there was no evidence to suggest that GMS urged airlines to engage its subsidiary or had extended any preferential treatment to it. GAT secured business through competitive bidding or through direct approaches from airlines, without GMR’s intervention. Further, the movement of employees between entities was not deemed sufficient to establish leveraging of dominance.

Based on the above findings, the CCI concluded that no contravention of the Competition Act had been made out and accordingly closed the matter.

View: The instant order underscores CCI’s cautious approach in assessing abuse of dominance allegations, especially where operational reasoning and evidence point to legitimate conduct. The decision reflects a continued emphasis on establishing harm to competition rather than inferring abuse from mere structural or ownership ties.

OVERVIEW OF MERGER CONTROL CASES

The CCI approved 21 (twenty-one) combinations in the Q2 of FY 2025-26 including 4 (four) deemed approvals for combinations that were filed under the green channel route (“GCR”). It also issued an order with respect to an exempt combination which was notified to the CCI. Summary of the noteworthy combinations approved during this period (including combinations approved in the preceding quarter but the detailed orders of which were published during Q2 of FY 2025-26) are set out below:

Orders approved under the regular route

a.  CCI approves acquisition of 40% shareholding by Jubilant Beverages in Hindustan Coca-Cola ₄₉

On May 1, 2025, the CCI approved the proposed combination filed jointly by Jubilant Beverages Limited (“JBL”), Jubilant BevCo Limited (“BevCo”), WSSS Investments Aggregator 1 Pte. Ltd., and WSSS Investments Aggregator 2 Pte. Ltd. (“Investors”) (collectively, “Acquirers”). The Investors are part of the Goldman Sachs Group, Inc. (“GS Group”). The transaction involved a multi-layered restructuring between the Jubilant group (“Jubilant Group”), the Coca-Cola Company group (“TCCC”), and funds managed by Goldman Sachs Asset Management L.P.

The proposed combination involved: (i) JBL’s acquisition of 40% shareholding in Hindustan Coca-Cola Holdings Private Limited (“HCCH”) from Hindustan Coca-Cola Overseas Holdings Pte. Ltd. (“HCCOH”) and Bharat Coca-Cola Overseas Holdings Pte. Ltd. (“BCCOH”), both indirect subsidiaries of TCCC; (ii) Bevco’s subscription of certain compulsorily convertible preference shares (“CCPS”) in JBL; and (iii) Investors/Investors affiliates’ subscription of certain CCPS and one equity share in JBL. On conversion, the Investors would collectively hold up to 49% of the voting rights in JBL.            

Following the proposed combination, HCCH, and consequently Hindustan Coca-Cola Beverages Private Limited (“HCCB”) would be jointly controlled by JBL (with a shareholding of 40%) and HCCOH-BCCOH (with a shareholding of 60%). Further, BevCo and Investors would together hold 100% of the CCPS in JBL, with BevCo retaining control of JBL.

The CCI examined potential overlaps between: (i) the Jubilant Group ₅₀ ; (ii) the GS Group ₅₁ ; and (iii) HCCH (including its operating subsidiary HCCB). The CCI noted that there were no horizontal overlaps between the activities of these entities but identified a vertical overlap between the upstream market for the preparation and sale of Non-Alcoholic Beverage (“NAB”) in India and the downstream market for the provision of food services in India. The upstream NAB market was further assessed across four narrower product and customer segments – namely the segments for the: (i) preparation and sale of carbonated soft drinks (“CSDs”) in India; (ii) preparation and sale of non-carbonated soft drinks (“Non-CSDs”) in India; (iii) preparation and sale of NABs to the organised sector in India; and (iv) preparation and sale of NABs to organised food service providers in India.

At a regional level, HCCB’s market share in the upstream NAB market was found to be in the range of 40–45% in the East region and 45–50% in the South and West regions. Nationally, its market shares stood at: (i) 30–35% in the segment of CSDs; (ii) 20–25% in the segment of Non-CSDs; and (iii) 25–30% in the sub-segments of NABs supplied to the organised sector and to organised food service providers. The CCI observed that these markets remained competitive due to the presence of several strong players, including PepsiCo India, Parle Agro and Red Bull. In the downstream market for food services, which was further segmented into quick service restaurants (“QSR”) and full-service restaurants (“FSR”), the Jubilant Group and GS Group had a limited presence and collectively held: (i) 0–5% shares in the organised food services market and the FSR segment; and (ii) 10–15% in the QSR segment. The CCI also noted that the revenues derived by JFL, BNHL, and RFPL from NAB sales accounted for less than 10% of their total revenues, underscoring the limited dependence of these entities on HCCB’s products.

The CCI further examined the existing supply relationships between these parties and held that these existing supply linkages were limited and unlikely to raise any competition foreclosure concerns. Accordingly, the CCI unconditionally approved the proposed combination.

b.  The CCI approves merger of Omnicom and The Interpublic Group of Companies ₅₂

On June 3, 2025, the CCI approved the merger between Omnicom Group Inc. (“Omnicom”), EXT Subsidiary Inc. (“Omnicom Merger Sub”) and the Interpublic Group of Companies, Inc. (“IPG”).

The proposed combination involved: (i) merger of Omnicom Merger Sub with and into IPG; (ii) Omnicom Merger Sub ceasing to exist, with IPG being the surviving entity, as a wholly owned subsidiary of Omnicom; and (iii) the shareholders of IPG receiving 39.4% shares in Omnicom, as consideration.

The CCI noted Omnicom and IPG’s presence in the advertising, marketing, and communications sector and identified two primary areas of overlap: (i) marketing communications services (“MCS”) in India; and (ii) media buying services (“MBS”) in India, which could be further segmented based on the type of service, type of media, size of account or type of sector. Subsequently, the CCI noted that the maximum combined market share of the parties was: (i) in the range of 15-20% with an increment of 0-5% in the MBS-Sell segment; (ii) in the range of 5-10% with an increment of 0-5% in the MBS-Procurement segment; and (iii) less than 5% in the MCS segment. Further, the parties were subject to significant competitive restraints in each of the plausible markets. Accordingly, the CCI unconditionally approved the proposed combination.

c.  The CCI approves acquisition of 84.96% shareholding by Mahindra and Mahindra in SML Isuzu ₅₃

On June 17, 2025, the CCI approved the proposed acquisition of 84.96% shareholding of SML Isuzu Limited (“SMLI”) by Mahindra and Mahindra Limited (“M&M”) from its existing promoters, Sumitomo Corporation and Isuzu Motors.

The proposed combination involved M&M’s acquisition of: (i) 43.96% shareholding of SMLI from Sumitomo Corporation; (ii) 15% shareholding of SMLI from Isuzu Motors Limited; and (iii) up to 26% shareholding of SMLI from its eligible public shareholders (pursuant to open offer requirement).

The CCI observed that both M&M and SMLI operated in the commercial vehicle (“CV”) segment within the broader automotive sector in India. Based on product segmentation adopted by the Society of Indian Automobile Manufacturers (“SIAM”), the CCI considered the following relevant markets for overlap assessment: (i) market for manufacture and sale of CVs in India; (ii) market for manufacture and sale of light commercial vehicles (“LCVs”) in India; (iii) market for manufacture and sale of medium and heavy commercial vehicles (“MHCVs”) in India; (iv) narrower market for manufacture and sale of passenger LCVs in India; (v) narrower market for manufacture and sale of goods LCVs in India; and (vi) narrower market for manufacture and sale of goods MHCVs in India. Within the goods MHCV segment, the CCI also noted overlaps in two sub-segments based on gross vehicle weight, i.e.: (a) 7.5–10 tonnes, and (b) 12–14.5 tonnes.

In the horizontal overlap assessment, the CCI observed that M&M’s market share ranged between 25–30% to 45-50% across the relevant CV, LCV and MHCV markets respectively, while SMLI’s presence was limited in the range of 0–5% to 5-10%. The CCI also noted that these relevant markets were characterised by several strong competitors including Tata Motors, Ashok Leyland, Force Motors, Maruti Suzuki, and VECV-Eicher, ensuring continued competitive pressure. Accordingly, the CCI held that the proposed combination would not significantly alter the competitive landscape.

With respect to vertical linkages, the CCI identified a potential vertical relationship between SMLI and Mahindra Accelo Limited, an M&M affiliate engaged in the supply of steel sheets used in manufacturing vehicle components such as chassis, side panelling, and structural parts. However, as there were several alternative suppliers in the market (including ArcelorMittal, Mangla Sons, and Neel Metal Products) and no supply arrangements were proposed, the CCI held that the proposed combination was unlikely to lead to foreclosure.

Regarding complementary linkages, the CCI considered the services of certain M&M affiliates that could interact with SMLI’s operations: (i) Mahindra & Mahindra Financial Services Limited (engaged in vehicle financing and leasing); (ii) Mahindra Insurance Brokers Limited (engaged in providing motor insurance); (iii) Mahindra Logistics Limited (engaged in supply chain and logistics solutions in the transport segments);  and (iv) Mahindra First Choice Wheels Limited (engaged in vehicle storage and yard rentals/management). The CCI concluded that given SMLI’s limited market presence, these potential complementarities would not raise any foreclosure related competition concerns. Accordingly, the CCI unconditionally approved the proposed combination.

d.  CCI approves acquisition by Bharat Forge of AAM India Manufacturing Corporation ₅₄

On April 22, 2025, the CCI approved the proposed combination involving Bharat Forge Limited (“BFL”) and AAM India Manufacturing Corporation Private Limited (“AAMCPL”) subject to voluntary modifications offered by the parties.

The proposed combination involved the acquisition by BFL of 100% shareholding and sole control over AAMCPL (including the e-axle assembly lines that AAMCPL would acquire from its parent company AAM Auto Component (India) Private Limited).

The CCI observed that the proposed combination was likely to give rise to competition concerns in the axle CV market and the axle MHCV segment due to several factors. These included:

1. The parties’ high combined market shares of 35–40% and 60–65%, respectively, and their position as the two largest and equally placed market participants;
2. The nature of axle CV market (including its segments) being essentially a  bidding market as procurement of  axles by Original Equipment Manufacturers (“OEMs”) was generally undertaken through issue of request for proposals/request for quotations from third-party axle manufacturers. Further, various large OEMs typically procured axles either from BFL or AAMCPL or both. Therefore, the proposed combination would likely reduce competitive intensity in bidding markets and weaken innovation incentives for rival original equipment suppliers;
3. The likelihood of the OEMs facing limited ability to switch suppliers;
4. Significant entry barriers stemming from the parties’ entrenched market positions further restricting competition;
5. The likelihood of the proposed combination reducing the OEMs’ countervailing power.

Collectively, the above factors were seen to likely lessen competitive constraints, limit consumer choice, and increase prices.

Accordingly, the CCI issued a show cause notice (“SCN”) to the parties, requiring them to explain why a detailed investigation should not be initiated. After reviewing the parties’ responses to the SCN, and the voluntary modifications offered by BFL, the same were deemed to be insufficient to address the prima facie concerns regarding anti-competitive effects of the proposed combination. Hence, the CCI proceeded to order a Phase II in-depth investigation and instructed the parties to disclose non-confidential information about the proposed combination in the newspapers, their respective websites (as applicable) as well as the CCI’s website.

To alleviate the CCI’s concerns, BFL, inter alia, proposed updated commitments to the CCI which included behavioural commitments for a period of seven years. The behavioural commitments offered by the parties included BFL and AAMCPL: (i) maintaining independent operations; (ii) ring fencing competitively sensitive information; (iii) ensuring continued competition between affiliates; and (iv) appointing a monitoring agency to supervise the compliance of the commitments. Based on these commitments, the CCI concluded that the proposed combination is unlikely have an AAEC in India and accordingly approved the same.

Transaction not reviewed by the CCI on account of being exempt

 a. In an exceptional move, the CCI exempts intra-group share transfers within Kedaara Group involving Lenskart and Care Health Insurance ₅₅

On September 8, 2025, the CCI issued an order stating that the intra-group transfer of shareholdings within the Kedaara group involving Lenskart Solutions Limited and Care Health Insurance Limited (“Care”), were exempt and therefore did not require prior notification and approval under the Competition Act.

The notice was filed by Kedaara II Continuation Fund (“Acquirer”) for the acquisition of 1.64% equity in Lenskart from Kedaara Norfolk Holdings Limited and Kedaara Capital Fund II LLP (together, “Sellers”). Simultaneously, and in the same notice, the Acquirer also notified a second transaction involving the acquisition of shares of Care from Trishikhar Ventures LLP (“Trishikhar”), stating it to be inter-connected with the Lenskart transaction. The Acquirer, Sellers and Trishikhar were under the sole control of the Kedaara group.

The Acquirer submitted that both the Lenskart and Care transactions were intra-group transfers resulting in no change in control or acquisition of new rights, and that the filing was made purely as a matter of technical compliance in the absence of a specific exemption for intra-group restructurings ₅₆ . The Acquirer stated that the exemption on acquisition of additional shares, if read literally, would exclude transfers where no incremental shareholding was being acquired. However, the CCI clarified that restricting the exemption only to cases of incremental acquisition would defeat the scheme and intent of the Competition Act. The CCI held that since there was no change in control, rights, or shareholding of the target enterprises (i.e., Lenskart and Care) before and after the transactions, and the transactions were mere share transfers amongst the entities belonging to the Kedaara group, both the Lenskart and Care transactions were exempt and did not require notification to and approval from the CCI. The CCI left the question of inter-connectedness open as each transaction was independently exempt.

Regulatory developments

The Standing Committee on Finance releases report on CCI’s role in digital markets: Calls for refined ex-ante framework to strengthen CCI’s role in digital markets ₅₇

On August 11, 2025, the Standing Committee on Finance, Ministry of Corporate Affairs (“Standing Committee”), tabled its 25^th Report titled “Evolving Role of the Competition Commission of India in the Economy, Particularly the Digital Landscape” (“Report”). The Report evaluates the CCI’s readiness to address the challenges of the fast-evolving digital economy and examines the adequacy of India’s existing competition framework, particularly in light of the Draft Digital Competition Bill, 2024 (“DCB”).

The Standing Committee acknowledged that while digitalisation has fostered innovation, it has also led to increasing concentration of economic power in a handful of large technology platforms that serve as intermediaries between consumers and businesses due to network effects, data advantages, and platform dominance. It observed that the traditional ex-post framework under the Competition Act may likely be inadequate to pre-empt anti-competitive conduct in such markets. Consequently, it endorsed a shift towards an ex-ante regulatory regime under the DCB to prevent practices such as self-preferencing, predatory pricing, and tying or bundling by systemically significant digital enterprises (“SSDEs”).

The Standing Committee recommended that the DCB adopt a nuanced approach to regulation, balancing innovation and contestability. It urged refinement of SSDE designation thresholds, introduction of rebuttal mechanisms similar to the European Union’s (“EU”) Digital Markets Act (“DMA”), and avoidance of overlapping obligations with data protection and sectoral laws. It also called for the adoption of a National Competition Policy to harmonise policies across levels of government and strengthen the CCI’s autonomy and coordination with other regulators.

Recognising the complexity of digital markets, the Standing Committee emphasised the need to bridge institutional capacity gaps within the CCI. It noted that only 113 of 195 sanctioned posts are filled and recommended strengthening the newly established Digital Markets Division with specialised technical and data experts. Enhanced funding and cadre restructuring were also advised to bolster enforcement capabilities.

Finally, the Standing Committee stressed the importance of inter-regulatory coordination, international cooperation, and evidence-based policymaking. It noted ongoing CCI initiatives such as the “Market Study on Artificial Intelligence and Competition”’ as crucial inputs for shaping the future of digital competition regulation in India.

View: The Report acknowledges the evolving challenges of digital markets but reinforces the need for a measured approach. While it supports exploring ex-ante tools through the proposed DCB, the existing ex-post framework under the Competition Act has thus far proven robust and adaptable to address competition concerns in the digital economy. With global discussions, including re-evaluations of the DMA in EU signalling the complexities of pre-emptive regulation, India’s focus should remain on strengthening institutional capacity, inter-regulatory coordination, and evidence-based enforcement before introducing parallel regulatory layers.

CCI releases Market Study on Artificial Intelligence and Competition: signals proactive steps to safeguard competition in a rapidly evolving ecosystem ₅₈

On October 6, 2025, the CCI published its market study titled “Market Study on Artificial Intelligence and Competition” (“AI Market Study”). The AI Market Study was initiated in April 2024 with the objective to understand the implications of Artificial Intelligence (“AI”) on competition dynamics across markets in India. Based on secondary data review, stakeholder consultation, primary data collection, empirical analysis and triangulation, the CCI established an in-depth understanding across following areas: (i) AI ecosystem analysis; (ii) emerging competition issues identification in specific user industries; (iii) AI applications and competition implications; and (iv) regulatory and legal framework analysis.

The key competition concerns as noted in the AI Market Study, are as follows:

a.  Algorithmic collusion

The AI Market Study notes that AI-driven pricing tools can facilitate tacit collusion without human input. Self-learning and signalling algorithms, capable of autonomous price adjustments and real-time market monitoring, may independently align prices across firms. Such systems can make collusive outcomes more stable and extend coordination to markets previously resistant to collusion.

b.  Algorithmic unilateral conduct

Dominant enterprises may deploy AI algorithms to engage in exclusionary or exploitative conduct such as:

1. Self-preferencing: AI systems can amplify self-preferencing by allowing dominant platforms to favour their own products or affiliates in search rankings, advertising visibility, or user recommendations. Such bias restricts consumer choice and reinforces the dominant firm’s position across markets. Techniques like default settings, exclusive integrations, and limited interoperability can further entrench power.
2. Tying and bundling: AI allows dominant firms to refine tying and bundling strategies through granular customer targeting. Platforms may integrate proprietary AI tools into widely used products such as search engines or browsers, thereby accelerating adoption while closing off entry for independent competitors. Similarly, cloud providers may bundle AI models with their infrastructure services, discouraging users from shifting to alternative providers. These practices can lock in customers and reinforce dominance across markets.
3. Price discrimination: AI-driven price discrimination leverages real-time behavioural and demographic data to segment consumers and tailor prices to their willingness to pay. While effective for revenue optimisation, such strategies raise concerns over fairness, transparency, and trust - particularly for vulnerable consumers.

c.  Entry barriers

The AI Market Study highlights the following significant barriers that contribute towards limiting new entrants in the AI market and giving established firms a competitive edge, which may ultimately result in slow innovation in the AI market.

1. Data availability: High-quality datasets are critical for AI development but often controlled by large firms. Startups rely on open-source or synthetic data, yet 36% report data is not easily accessible, and 52% acknowledge that incumbents have a significant advantage.
2. Infrastructure costs: AI development requires expensive computational resources, including graphics processing units, tensor processing units, and cloud services. Dependency on a few providers limits startups’ ability to scale and innovate independently.
3. Skilled workforce: Talent in machine learning, data science, and AI is scarce, with 66% of startups reporting difficulty in hiring skilled professionals.
4. Funding constraints: Access to venture capital or government support is limited. Most startups rely on internal funds, with only 16% securing next-level funding easily. Funding gaps pose significant challenges for growth and scaling.

d.  Network effects

Markets for foundation models and generative AI can generate indirect network effects – the more downstream applications use these technologies, the greater their value. Similarly, AI systems improve as they collect more user data, attracting additional users and further enhancing performance.  Large platforms, such as social media or e-commerce, benefit from network effects reinforced by AI, making it harder for smaller firms to compete on innovation alone. This can entrench market power and reduce overall market dynamism.

The AI Market Study has also suggested following measures to address these challenges:

a.  Self audit and competition compliance

The AI Market Study highlights self-audits by enterprises as a proactive way for businesses to spot and address AI-driven competition risks. These audits help document decision-making, detect unintended collusion or price discrimination, and implement safeguards with third-party tools or sensitive data.

b. Transparency and reducing information asymmetry

The AI Market Study notes that opaque AI systems can obscure whether outcomes are competitive or anti-competitive, undermining trust and consumer choice. Enterprises are encouraged to adopt transparency measures, such as clearly communicating the purpose of AI deployment, key decision parameters, and other information that foster stakeholder understanding. These disclosures should be in plain language, updated periodically, and avoid revealing proprietary or commercially sensitive details.

c. Reducing entry barriers

The AI Market Study notes that India’s AI ecosystem faces structural barriers, including high computational and cloud service requirements, limited access to large-scale datasets, specialised talent, and financial resources. Suggested measures include expanding national AI computing infrastructure for startups and research institutions, promoting open-source frameworks, creating accessible high-quality non-personal data repositories, developing a skilled AI workforce, and fostering international technology partnerships with knowledge transfer and cross-border data governance. These steps aim to empower startups, promote a level playing field, and support a competitive, innovation-driven AI market.

d. Regulatory capacity building

The AI Market Study highlights the need for specialised skills to address AI-related competition issues, including algorithmic collusion and discriminatory conduct. To strengthen oversight, CCI plans to enhance its technical capabilities in AI, data science, and computational methods, and track global regulatory developments. Additionally, a think tank comprising academics (in the areas of law, economics and computer sciences), technologists, and policy experts will be established to provide ongoing guidance on digital markets and AI, supporting informed and effective regulation.

View: The AI Market Study is not just an academic exercise - it’s a roadmap for shaping future enforcement and policy direction in India’s digital economy. It underscores both AI’s promise and the risks it carries - it recognizes that AI enhances innovation and efficiency, but it also raises concerns around algorithmic collusion, predatory pricing, self-preferencing, and data-driven exclusion. The CCI’s proactive approach signals India’s readiness to navigate the complex interplay between AI-driven innovation and competition law.