The interview was conducted by Swastika Saha and Yusra Abidi, Editors at CCCPL. Mr. Soham Banerjee offers insights into the practical functioning of India’s competition law regime, focusing on merger control, regulatory scrutiny, and the evolving enforcement approach of the CCI. Drawing from his experience in advising on complex transactions, he discusses the maturation of the Green Channel framework, challenges posed by competition distortions arising from government policy interventions, and the interplay between competition law and insolvency proceedings in light of recent Supreme Court jurisprudence. He also reflects on the impact of newer regulatory tools such as the deal value threshold and the relevance of international exposure in shaping competition law practice in India.

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The following questions aim to capture Mr. Soham Banerjee’s reflections on his journey in competition law:

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1. The Green Channel route was introduced to expedite approvals of combinations with no overlapping markets or linkages. However, recent Competition Commission of India (CCI) orders have demonstrated strict scrutiny and imposed penalties for inaccurate self-certifications. From your experience, how well do you think the Green Channel framework has balanced the objective of faster clearances with the need to ensure robust scrutiny against potentially anti-competitive combinations?

 

Soham Banerjee: The Green Channel route was introduced with the objective of eliminating the waiting period for transactions that did not present any horizontal, vertical, or complementary overlaps. Over time, the orders of the CCI have clarified that the benefit must be interpreted strictly, and that parties cannot rely on a purposive approach to secure Green Channel approval, where even minor, non-problematic overlaps are present. Consequently, parties and their counsel now undertake detailed and comprehensive competition assessments prior to electing the Green Channel route, ensuring that only transactions that unequivocally satisfy the eligibility criteria are notified under this mechanism.

While this has resulted in a relative decline in the volume of Green Channel filings, it reflects a more deliberate, responsible, and mature use of the framework, thereby achieving an appropriate balance between expedited approvals and robust regulatory scrutiny.

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2. While the Competition Act, 2002, has been quite effective in curbing anti-competitive practices by private enterprises, one persistent challenge to ensuring a genuinely competitive market in India stems from distortions created by government policies themselves. For instance, as TSR Subramaniam highlights in “The Journey through Babudom and Netaland”, the government once kept polyester prices artificially high to benefit select companies, which distorted the textile market to the extent that, unlike global trends, cotton became cheaper than polyester in India. How can India better address anti-competitive outcomes arising from government interventions or regulatory design, rather than purely private conduct?

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Soham Banerjee: The Competition Act empowers the CCI to examine anti-competitive conduct by government enterprises when they operate as market participants. However, distortions arising from price controls, subsidies, or preferential policy frameworks are fundamentally policy-driven and fall outside the scope of pure competition law scrutiny.

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While it’s acknowledged that such interventions must be evaluated in a holistic manner, taking into account both the underlying public policy objectives and the need for market efficiency, in the absence of state aid prohibitions comparable to those in the European Union, it must be noted that the legislative framework of Indian competition law does not envisage the use of competition rules to rebalance or override policy decisions.

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Having said the above, strengthening competition advocacy within government and embedding competitive neutrality in policy design would go a long way in reducing unwanted distortions.

 

3. The Supreme Court in Independent Sugar Corporation Ltd. v. Girish Sriram Juneja ruled that CCI approval must mandatorily precede Committee of Creditors (CoC) approval of resolution plans involving combinations. How do you view The Insolvency and Bankruptcy Code (Amendment) Bill, 2025, which, by allowing CoC approval before CCI clearance, seemingly contradicts this judgment?

 

Soham Banerjee: The Supreme Court in Independent Sugar Corporation Ltd. v. Girish Sriram Juneja has correctly held that approval of the CCI must precede approval by the CoC in respect of resolution plans that involve notifiable combinations. This sequencing ensures that the CoC evaluates resolution plans with full knowledge of whether the CCI has granted approval unconditionally, subject to conditions, or with specific remedies.

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Permitting the CoC to approve a resolution plan prior to the CCI’s determination could create uncertainty regarding the implementability of the approved transaction and could consequently result in delays in the insolvency resolution process. Accordingly, the requirement of obtaining prior approval from the CCI is both logical and consistent with the scheme and objectives of the Competition Act.

 

4. The CCI recently introduced a new deal value threshold (DVT) of ₹2000 crore for mandatory merger filings. How do you assess the impact of this stricter threshold on merger control scrutiny and the broader Merger and Acquisition landscape in India?

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Soham Banerjee: The introduction of the deal value threshold represents a significant expansion of India’s merger control framework. While the primary intent behind this threshold was to capture high-value digital and technology transactions that do not meet the conventional turnover or asset-based thresholds, its implementation has also resulted in an increased number of notifications from more traditional sectors that would not otherwise have required approval from the CCI.

 

Notwithstanding this collateral impact, the introduction of the deal value threshold underscores the CCI’s intent to align with global regulatory trends and to ensure that significant transactions with potential competitive implications do not escape scrutiny.

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5. Having pursued an LLM in Competition Law in the Netherlands, how significant do you believe international exposure is in shaping a career in this field within the Indian context?

 

Soham Banerjee: Pursuing an LLM in competition law in a foreign jurisdiction, including the Netherlands, offers significant exposure to advanced enforcement models and comparative legal frameworks, particularly within the European Union. For Indian law students, such academic and practical experience facilitates the development of a global perspective on market regulation, economic analysis, and competition policy.

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While India’s competition law regime has evolved into a robust and sophisticated framework, international academic exposure can further strengthen analytical capabilities and adaptability. These skills can have a profound impact on introducing thought leadership in the development of the Indian competition law landscape.

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Advocate Soham Banerjee is a counsel at Khaitan and Co. He specializes in Competition and Antitrust law. He has extensive experience in advising and representing clients before the CCI, the National Company Law Appellate Tribunal (NCLAT), and constitutional courts in matters related to merger control, cartel investigations, abuse of dominance, and digital platform regulation. He publishes ‘Grey Future Looms for Green Channel Merger Filings in India’ which explains recent CCI orders and enforcement practice showing tighter post-hoc scrutiny of green-channel (deemed approval) filings