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Main Developments in Competition Law and Policy 2025 – India

Bharat Budholia, Kirthi Srinivas, Varnika Agarwal (AZB & Partners)

April 2, 2026

Part I: Antitrust Enforcement

Introduction

2025 marked a pivotal chapter for antitrust enforcement in India, with the Competition Commission of India (CCI) issuing approximately 50 orders spanning investigations, closures, and final determinations. The year witnessed landmark developments: the first-ever settlement order under the newly introduced settlement and commitment regime, decisive appellate rulings reshaping dominance assessments, and a comprehensive market study on artificial intelligence. The Supreme Court's Schott Glass judgment introduced a rigorous 'effects analysis' requirement for abuse of dominance cases, whilst high-profile investigations into Asian Paints, PVR INOX, and Google captured significant attention.

New Investigations: Scrutiny Across Sectors

The CCI continued testing allegations of exclusionary practices across diverse sectors, directing the Director General (DG) to investigate where evidence indicated potential market harm.

Asian Paints: A Recurring Target

The CCI launched its second investigation from amongst the sixth overall complaint-against Asian Paints Limited, this time following a complaint by Birla Opus Paints (a division of Grasim Industries Limited), a new market entrant. The allegations centered on abuse of dominance in the decorative paints market, including: threats to dealers through reduced credit, higher targets, and withheld perks; pressure on third parties such as landlords and suppliers to avoid rivals; and loyalty incentives tied to exclusivity rather than performance. Considering Asian Paints' approximately 40% market share, extensive dealer network, and strong financial metrics, the CCI concluded that Asian Paints was dominant in FY 2024-25 and directed an investigation.

Notably, similar allegations were considered in 2022 when JSW Paints filed a complaint.1 That matter was closed after the DG investigation, with the CCI accepting Asian Paints' commercial justifications and noting JSW's ability to add dealers during the relevant period. This closure was upheld by the NCLAT on appeal.

Asian Paints subsequently challenged the new investigation before the Bombay High Court and Supreme Court, citing similarities with the earlier JSW complaint. Both courts rejected this plea, finding the allegations were materially different.

Virtual Print Fee Controversy in Cinema

The issue of Virtual Print Fee (VPF) remained notable, with the CCI investigating PVR INOX following a complaint by the Film and Television Producers’ Guild of India. 2The CCI directed investigation against PVR INOX in relation to allegations pertaining to levy of VPF as a precondition for film exhibition, whilst exempting Hollywood studios and offering preferential sunset clauses to major studios such as Viacom and Yash Raj Films. Notably, the CCI did not direct investigations against Qube and UFO Moviez observing similar issues were addressed it in an earlier case.3

Sports and Agricultural Sectors

The CCI proceeded against the Basketball Federation of India (BFI)4 for abuse of dominance, continuing its close scrutiny of sports authorities following reviews of the Board of Control for Cricket in India, Table Tennis Federation of India, and Hockey India. In previous cases, the CCI has imposed penalties and cease-and-desist orders against sports bodies for conduct incompatible with the Act.

Additionally, the CCI investigated Rashtriya Chemicals and Fertilizers Limited (RCF) for alleged tying of subsidised urea with non-subsidised NPK agricultural products, acknowledging RCF's dominant position with over 40% market share in Maharashtra.

Final Orders: Enforcement Actions and Closures

Trade Associations and Liquor Industry

Reiterating that trade associations can become breeding grounds for collusive conduct, the CCI directed three liquor associations in Maharashtra to cease restrictive practices, including: issuing circulars prescribing uniform margins, discounts, and payment terms (amounting to price-fixing); and requiring manufacturers to obtain Letters of Introduction and No Objection Certificates to launch new products.5 Whilst the associations and their office bearers were found liable, no monetary fines were imposed given mitigating factors including first-time offence and the associations' non-commercial nature.

Digital Cinema Services

The CCI found UFO Moviez, Scrabble Digital, and Qube Cinema Technologies6 liable for imposing vertical restraints through tie-in arrangements, exclusive supply agreements, and refusal to deal with Cinema Theatre Owners. Penalties of INR 10.4 million and INR 16.6 million were imposed on UFO and Qube respectively, alongside directions to refrain from re-entering restrictive agreements.

Closures: Commercial Justifications Prevail

The CCI demonstrated willingness to close matters where exclusionary conduct lacked evidence, was commercially justified, or was shaped by sectoral regulations-underscoring its insistence on demonstrable market harm. For instance, the CCI investigated GMR Hyderabad International Airport for alleged abuse of dominance through non-renewal of a Line Management Services licence. Whilst GMR was found dominant in the upstream market for airport access, the CCI held that the non-renewal was commercially justified based on space constraints and operational requirements, and did not foreclose competition.

Similarly, allegations against IREL (India) Ltd (holding over 90% market share) for excessive pricing and denial of market access were closed due to lack of evidence and the conduct being materially shaped by statutory frameworks governing atomic minerals.

Dawn Raids: Proactive Cartel Investigation

The CCI continued deploying its dawn raid powers, conducting raids on six paper mills in one instance and five advertising agencies alongside two industry bodies in another. With around 16 dawn raids conducted to date, the CCI demonstrates its willingness to use these powers in cartel investigations where evidence tampering is a concern.

Settlements and Commitments: A New Chapter

The settlement and commitment regime, introduced in March 2024, allows entities to resolve antitrust investigations relating to vertical agreements and abuse of dominance, aiming to reduce protracted litigation and ensure quicker market corrections.

Google's Landmark Settlement

The CCI issued its maiden order under Section 48A of the Competition Act, accepting Google's settlement proposal regarding barriers to entry in the smart TV market. The investigation concerned Google's requirement that OEMs install YouTube to access the PlayStore and mandatory pre-installation of proprietary applications. Under the settlement, Google agreed to offer a standalone PlayStore licence and flexibility for partners to use competing operating systems, with compliance commitments spanning five years. This marks a significant precedent for adoption of alternative resolution mechanisms in Indian antitrust enforcement.

Appellate Developments: Courts Shape the Legal Landscape

Appellate courts proactively examined the CCI’s interpretation and application of competition law, issuing several consequential rulings this year.

The Schott Glass Judgment: Raising the Evidentiary Bar

In the landmark Schott Glass judgment,7 the Supreme Court mandated that the CCI undertake an ‘effects analysis' to establish abuse of dominance, requiring credible evidence through economic parameters and market outcomes. The Court affirmed that mere size or success is not an offence, and dominant firms will not be sanctioned without tangible proof of competitive harm-providing significant clarity that objective commercial considerations are valid parameters in assessing violations.

WhatsApp and Data Privacy Intersection

The NCLAT upheld the CCI’s finding of abuse of dominance by WhatsApp whilst setting aside the five-year blanket ban on data sharing between WhatsApp and Meta.8 The CCI’s jurisdiction over privacy and data-related practices for antitrust purposes was upheld. With the Digital Personal Data Protection Act, 2023 enacted, potential dual scrutiny by competition and data protection regulators creates interesting dynamics.

Jurisdictional Boundaries: Ongoing Debates

The CCI's jurisdiction over matters intersecting with other regulatory domains remained contested. The Supreme Court upheld the Delhi High Court's Ericsson ruling, finding the CCI lacked jurisdiction over matters where parties had privately settled. Conversely, the Kerala High Court rejected JioStar's jurisdictional challenge, ruling that the Act is 'special' legislation prevailing over the TRAI Act-an appeal dismissed by the Supreme Court at admission stage. These conflicting rulings suggest jurisdictional boundaries require further Supreme Court clarification.

Conversely, the Kerala High Court rejected JioStar's jurisdictional challenge, ruling that the Act is ‘special’ legislation prevailing over the Telecom Regulatory Authority of India Act, 1997.9 The Supreme Court dismissed the appeal at the admission stage. These conflicting rulings in Ericsson and JioStar suggest jurisdictional boundaries may require further clarity from the Supreme Court.

Global Turnover Penalty Challenge

Apple has challenged the 2024 amendment empowering the CCI to impose penalties based on global turnover, arguing it is unconstitutional and contrary to the Supreme Court’s Excel Crop Care judgment endorsing 'relevant turnover' principles. The matter is currently pending with the Delhi High Court which has since issued notice to the Government of India and the CCI to reply to Apple’s challenge.

Digital Markets and AI: Forward-Looking Regulation

On 6 October 2025, the CCI published its AI market study identifying key concerns: market concentration where few global firms control critical inputs creating structural dependence and entry barriers; anti-competitive conduct where AI can enable tacit collusion or entrench dominance via self-preferencing; and lack of transparency where opaque algorithms increase lock-in effects. Adopting a 'light touch' approach, the CCI encouraged competition-focused self-audits of AI systems, improved transparency around AI-driven decisions, and reduced entry barriers through expanded AI infrastructure and open-source frameworks-offering a roadmap for self-compliance rather than immediate intervention.

Adopting a 'light touch' approach, the CCI encouraged companies to conduct competition-focused self-audits of AI systems and improve transparency around AI-driven decisions. It also called for reducing entry barriers through expanded AI infrastructure, open-source frameworks, and strengthened data ecosystems-offering a roadmap for self-compliance rather than immediate regulatory intervention.

Conclusion: Outlook for 2026

Looking ahead to 2026, several themes will dominate. First, the Schott Glass judgment will reshape abuse of dominance cases, with increased emphasis on economic evidence and effects analysis-potentially emboldening dominant players to defend conduct more aggressively. Second, digital markets remain focal, with the AI market study signalling growing scrutiny of platform practices, algorithmic pricing, and data-driven advantages; the intersection with the Digital Personal Data Protection Act creates complex compliance considerations. Third, the settlement framework should gain traction following the Google precedent, potentially reducing litigation backlogs. Finally, jurisdictional clarity remains essential-with conflicting rulings on CCI authority vis-à-vis other regulators, businesses should monitor Supreme Court developments, and Apple's global turnover challenge could reshape penalty calculations significantly.

Part II: Merger Control

Introduction

2025 marked a significant year for merger control in India, with the Competition Commission of India (CCI) receiving approximately 150 merger filings – consistent with the preceding year. The CCI demonstrated its commitment to the Government of India's 'ease of doing business' initiative, clearing merger filings in about 52 days (inclusive of clock-stops etc.). 2025 was also the first full year after the introduction of the new deal value threshold (DVT) and by our estimates, the CCI received approximately 40 DVT filings, and this is also consistent with the uptick from 130 filings which the CCI received in CY 2024. Notably, green channel filings – where parties face no overlaps or business linkages – declined significantly to 12% of total filings in the year, down from over 20% each year during 2021-2023. The year also witnessed couple of conditional clearances, gun-jumping penalties targeting financial investors (amongst others), and enhanced regulatory guidance through revised FAQs clarifying the merger control framework.

Conditional Clearances

The CCI accorded conditional clearances for two transactions in 2025: Torrent Pharmaceuticals Limited and Bharat Forge Limited.

In the acquisition of AAM India Manufacturing Corporation Pvt Ltd by Bharat Forge Ltd,10 the CCI granted clearance conditional on hybrid remedies voluntarily offered by the parties. The remedies addressed concerns arising from overlaps involving Bharat Forge’s affiliate joint ventures (i.e., Meritor HVS (India) Limited and Automotive Axles Limited), including structural and behavioral commitments such as strict ring-fencing of management, boards, employees, and competitively sensitive information. Additional safeguards included separate branding, independent sales processes, IT firewalls, non-disclosure agreements, and competition compliance training. These commitments remain in force until December 2031 and are monitored by an independent agency appointed by the CCI.

In contrast, Torrent Pharmaceuticals Limited (Torrent Pharma)’s proposed acquisition of a controlling stake in J.B. Chemicals involved product-level overlaps addressed through hybrid remedies: the CCI accepted structural remedies such as, divestment of Calcigard (a calcium channel blocker used to treat high blood pressure) and time-bound out-licensing of Vizylac (a probiotic), alongside a behavioral commitment to allow Torrent Pharma’s continued marketing of Azovas (a calcium channel blocker used to treat high blood pressure) with capped annual price increases for the next 3 years.

Gun-jumping

The CCI imposed gun-jumping penalties in relation to five transactions: Torrent Power Limited, Goldman Sachs (India) AIF Private Limited, Matrix Pharma Private Limited, CA Plume Investments and Bequest Inc., and Manipal Health Systems Private Limited. The highest penalty of INR 4 million (approximately USD 44,000) was imposed on Goldman Sachs.

Torrent Power Limited faced scrutiny for failing to notify its acquisition of a 51% stake in Dadra and Nagar Haveli and Daman and Diu Power Distribution Corporation Limited. The CCI rejected its contention of exclusive jurisdiction under the Electricity Act, 2003, but imposed no penalty given mitigating factors including rigid bidding timelines, cooperation during investigation, and absence of appreciable adverse effect on competition.

Goldman Sachs11 was penalized for failing to notify its subscription to optionally convertible debentures for a minority stake in Biocon Biologics. The CCI rejected its passive investment defense12, holding that accompanying rights such as access to board minutes enable access to strategic and commercially sensitive information, thereby disqualifying the investment from the ‘ordinary course of business’ exemption.

Matrix Pharma13 and its holding entities were penalized for making material changes to the transaction structure after obtaining initial CCI approval in February 2024, without prior notification. The modifications-including changes to funding mode, introduction of undisclosed holding entities, and additions to the ownership chain. The transaction with revisions (as stated above) was consummated before the revised notification was approved in May 2024. The CCI held that such interconnected steps require prior approval, regardless of whether there is any change in control or fresh overlaps.

CA Plume Investments and Bequest Inc.14 were penalized INR 400,000 under Section 43A for an erroneous green channel filing where they incorrectly claimed no overlaps with the Target, when vertical or complementary overlaps and similar customer bases existed. The CCI’s narrowing view on how green channel route is to be applied remains a key concern for the investor community, as this is the third-instance of investors being penalized after ADIA / TPG in 2023 and Motilal Oswal Financial Services’ private equity arm in 2024.

Manipal Health Systems Pvt Ltd was penalised INR 2 million for acquiring a 39.61% equity stake in Aakash Educational Services Ltd through a debt-to-equity conversion without prior CCI approval. Despite arguments citing necessity and absence of competitive harm, the CCI reiterated that India's merger control regime is mandatory and suspensory, and consummation before notification violates standstill obligations under law.

Gun-jumping penalties have consistently ranged from INR 400,000 (USD 4,400) to INR 4 million (USD 44,000) over the past three years, indicating the CCI's measured but consistent approach to enforcement.

Increased Merger Control Scrutiny: Revised FAQs

In May 2025, the CCI published revised frequently asked questions (FAQs)15 clarifying its interpretation of the merger control framework including the newly introduced DVT. Some key additions to the previous version of the FAQs include:

1. Consultation rights: management participation rights aimed at influencing strategic decisions may be regarded as control-conferring, even absent shareholding or affirmative rights.

2. Dynamic control: control is to be inferred from changes in the degree or quality of influence, such as shifts in shareholding thresholds or changes in director appointment rights.

3. Expanded overlap assessment: the revised FAQs broadened the scope of entities to be considered for overlap assessment, going beyond the Notes to Form I:

Relevant entity	Notes to Form I	FAQs
Acquirer	Ultimate controlling entity + material affiliates	Ultimate controlling person + its controlled entities + its affiliates + affiliates of its controlled entities + controlled entities of its affiliates
Target	Target + downstream affiliates	Target + its downstream controlled entities + its downstream affiliates + affiliates of its controlled entities + controlled entities of its affiliates

4. Interconnected transactions: for interconnected transactions that are individually exempt, relaxation was provided from furnishing overlap details in horizontal, vertical, and complementary markets.

Conclusion: Outlook for 2026

Looking ahead to 2026, several themes will shape the merger control landscape in India. The CCI's continued focus on expeditious clearances, averaging 52 days, signals a maturing regulatory framework aligned with ease of doing business objectives. However, the decline in green channel filings suggests parties are exercising greater caution in assessing overlaps, likely influenced by a hyper-technical reading of the green channel provisions. Gun-jumping enforcement will remain a priority for the CCI, and as it has reiterated sharply – procedural compliance is non-negotiable – regardless of the absence of competitive harm.

Lastly, when structuring deals where combining parties have significant market shares (and especially where it involves financial investors and their portfolio companies – which may not be fully owned by such investors), it does merit one to take a hard look at possible remedies including tweaks to the governance framework (such as, dropping of certain rights, or inclusion of ring fencing framework to curtail the flow of competitively / commercially sensitive information).