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New Delhi: Businesses seeking to merge will need permission from the Competition Commission of India (CCI) only if their combined assets and turnover cross higher thresholds set out on Friday.
The corporate affairs ministry said the first such revision since 2016 was made in view of the changing wholesale price index and the currency exchange rate, calling it a step towards greater ease of doing business. The new thresholds, specified in two separate orders, cover both individual businesses and groups of entities, having presence either in India alone or both here and abroad.
The thresholds were originally set in the Competition Act of 2002 and revised successively. After the latest changes, the thresholds are now 150% more than the levels prescribed in the 2002 Act.
Since the 2016 revision of thresholds, transactions between businesses with combined assets of ₹2,000 crore or ₹6,000 crore turnover in India alone had warranted CCI approval. This has been revised to a combined asset threshold of ₹2,500 crore and turnover threshold of ₹7,500 crore.
In the case of businesses with cross-border presence, the threshold since 2016 has been aggregate assets of $1 billion, out of which at least ₹1,000 crore of assets should be in India or combined sales of $3 billion, out of which at least ₹3,000 crore should be from India. This has been raised to $1.25 billion assets, out of which at least ₹1,250 crore should be in India or $3.75 billion in turnover for all the parties in the transaction together, out of which ₹3,750 crore should be from India.
In the case of groups with presence only in India, the thresholds in effect since 2016 has been ₹8,000 crore of assets or ₹24,000 crore sales. These have been raised to ₹10,000 crore of assets and ₹30,000 crore of sales.
Since 2016, business groups with presence in India and abroad were required to take CCI approval if they had $4 billion assets, of which ₹1,000 crore is in India or $12 billion sales, of which ₹3,000 crore was from India. This has also been revised up to $5 billion assets inclusive of ₹1,250 crore in India or $15 billion sales, of which ₹3750 crore is from India, showed the official statement.
The government had in 2017 introduced a special carve-out to exclude certain transactions from the purview of CCI’s merger review, if the target company was small. The idea was to exclude small acquisitions by large corporations, which would have met the threshold, but were actually insignificant and did not entail any market impact. That carve-out had excluded purchases of businesses with assets less than ₹350 crore or sales less than ₹1,000 crore from CCI’s merger review. This threshold has also been raised to ₹450 crore of assets and ₹1,250 crore of sales, said the ministry’s statement.
Experts pointed out that the move benefits the industry and makes the thresholds in sync with market reality. Subodh Prasad Deo, partner at law firm Saikrishna & Associates and former additional director general at CCI welcomes the enhancement of threshold for small acquisitions. “It shows there will be no scrutiny by the CCI for a large number of transactions. It also shows that now, we are more confident that we can allow these transactions to happen without having to review them,” said Deo.
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