CCI notifies M&A norms

Written by fe Bureau | New Delhi | Updated: May 12 2011, 08:07am hrs
The Competition Commission of India (CCI) on Wednesday announced its mergers and acquisitions (M&A) regulations, letting Corporate India to carry out deals that can have little impact on competition without any hassle.

As per this, routine mergers like creeping acquisitions and intra-group transactions wont require CCI nod. Also, parties to a global M&A deal wont need to notify the Indian regulator unless it finds a prima facie case of the deal potentially having an adverse impact on competition in the domestic market. FE had on May 7 reported that the CCIs final M&A regulations would be a significantly more lenient than the draft issued in March, in the wake of hectic lobbying by industry.

The commission has also slashed notification fees across the board.

Chairman Dhanendra Kumar said CCI would not act as a hurdle to industrial growth but help in the evolution of the economy by ensuring that competition remained healthy to the benefit of end consumers. We have tried to address broadly most of the industrys concerns. The submission forms that the concerned parties would have to fill up is among the simplest in the world, he said.

Partner at Economic Law Practises Samir Gandhi said that the exemptions would ease the burden both on the industrial houses as well as the commission.

As per the new fee structure, there would be flat slabs for two defined categories. For deals that fall under schedule 1 (which include creeping acquisitions etc.) the notification fee would be R50,000 as compared to R10 lakh earlier. In case of other transactions, the fee would be R10 lakh as compared to R40 lakh earlier.

However, despite the broad departures the CCI is yet to address some critical industry concerns, say company law experts. These relate to the contradictions between the commissions regulations and Sebis takeover code.

Head, competition law at Vaish Associates MM Sharma argued that currently the takeover code mandates that if a party is looking to acquire more than 15% stake in another company, it has to go for an open offer. For this purpose, the acquirer has to get the requisite statutory clearances within a period of 15 days failing which an interest would have to be paid to the shareholders. However the commission can take up to 30 days to clear the proposals. What happens in that case Sharma asked.