CCI Merger Control in India: The New Deal Value Threshold Every Dealmaker Must Know

India's merger control regime underwent a fundamental transformation on 10 September 2024, when the Competition Commission of India (CCI) introduced the Deal Value Threshold (DVT) — a new trigger for mandatory pre-merger notification that captures high-value technology and startup acquisitions that previously escaped CCI scrutiny because the target had minimal assets or revenues. This shift, implemented through an amendment to the Competition Act, 2002, reflects India's determination to regulate deals in the digital economy where market power is measured in data and user bases, not physical assets. With 134 combinations approved by the CCI in 2025 — one of the most active years in the past decade — any business involved in M&A activity in India must understand the new notification thresholds before signing a deal.

The CCI merger notification framework now operates on two parallel tracks. The traditional Asset and Turnover Thresholds remain in force: a combination requires CCI approval if the combined assets of the parties exceed Rs 2,000 crore in India (or Rs 8,000 crore globally), or their combined turnover in India exceeds Rs 6,000 crore (or Rs 24,000 crore globally). The de minimis exemption — which previously exempted transactions where the target had assets below Rs 450 crore or turnover below Rs 1,250 crore in India — continues for traditional threshold-triggered deals. However, the newly introduced Deal Value Threshold requires mandatory filing where: (a) the total value of the transaction is Rs 2,000 crore or more (approximately USD 240 million), AND (b) the target enterprise has 'substantial business operations in India' — assessed by reference to active users, subscribers, customers, or revenue generated in India. Critically, the de minimis exemption does NOT apply to DVT-triggered deals, so even a small Indian startup acquired for a large sum will require CCI approval.

For dealmakers, the practical implications are significant. Technology acquisitions, platform deals, and startup acquisitions by large corporates or foreign multinationals now carry mandatory CCI filing obligations that were not triggered under the old framework. The concept of 'material influence' — which the CCI has used to assert jurisdiction over minority stake acquisitions and board representation deals — has also been clarified, extending CCI's reach to transactions that may not formally constitute a majority acquisition. The CCI's merger review timeline is 30 working days for Phase I (extendable to 150 days for Phase II complex cases). Deal counsel must now build CCI filing timelines into transaction structures, including standstill obligations (not closing before CCI clearance) and gun-jumping risk management.

The CCI has also updated its merger filing fees and its Form I / Form II templates following the 2024 amendments, and the Commission issued revised FAQs on merger control in 2025 to guide practitioners through the new regime. Failing to file a notifiable combination, or closing before CCI clearance, constitutes a violation of the Competition Act and can attract penalties of up to 1% of combined assets or turnover. Sansa Kanoon Pranali Partners advises on CCI merger control assessments, filing strategy, and preparation of combination notices for domestic and cross-border transactions. If you are structuring a deal involving Indian targets or operations, contact us at sansalegal.com for a threshold assessment before signing.