CCI Grants Approval under the ‘Green Channel’ Mechanism to Three Transactions

i.       Acquisition of IDBI Asset Management Ltd. (‘IAML’) and IDBI MF Trustee Company Ltd. (‘IMTL’) by Muthoot Finance Limited (‘MFL’)[1]

The notification relates to the acquisition of 100% equity shares of both IAML and IMTL by MFL.[2] MFL is a non-deposit taking NBFC registered with the Reserve Bank of India (‘RBI’) and provides secured and unsecured loan against collateral of gold jewellery. IAML’s principal activity is to act as an asset management company to the IDBI Mutual Fund (‘IDBI MF’). IMTL acts as the trustee company of IDBI MF in India. IDBI Bank holds 100% shareholding in IMTL. AZB & Partners acted for MFL in this transaction.

ii.     Acquisition of Adani Electricity Mumbai Limited (‘AEML’) and Adani Electricity Mumbai Services Limited (‘AEMSL’) by Qatar Holding LLC (‘QH’)[3]

The notification relates to the acquisition by QH of 25.1% equity shares of AEML and AEMSL from Adani Transmission Limited. QH, registered as a Foreign Portfolio Investor with SEBI, is an investment holding company of Qatar Investment Authority (‘QIA’). AEML is the licensee for an integrated power distribution, transmission and generation business. AEMSL is a newly incorporated entity and is currently not engaged in any business activity. AEMSL intends to provide certain captive services to AEML and ATL. AZB & Partners acted for QH in this transaction.

iii.   Acquisition of GVK Airport Holdings Limited (‘GVKAHL’) by Green Rock B 2014 Limited (‘Green Rock’), National Investment and Infrastructure Fund (‘NIIF’) and Indo-Infra Inc. (‘Indo-Infra’)[4]

The notification relates to acquisition of (a) shares of, and control over, GVKAHL (and / or of its affiliates); and (b) through GVKAHL (and / or through its affiliates), control over GVKAHL’s subsidiaries, Mumbai International Airport Limited (‘MIAL’) and Navi Mumbai International Airport Private Limited (‘NMIA’) by Green Rock, NIIF, and Indo-Infra. Green Rock, a trustee of Green Stone Trust has made certain investments in India and does not carry out any business activities directly in India. NIIF is an alternative investment fund with a focus to provide long-term capital to the country’s infrastructure sector. Indo-Infra is a holding company and part of the PSP group. PSP is a Canadian Crown corporation established by the Canadian Parliament under the Public Sector Pension Investment Board Act. GVKAHL is an affiliate of the GVK group. GVKAHL is a holding company for MIAL and its subsidiaries and joint ventures, and is engaged in the business of developing infrastructure facilities and investing in companies directly or indirectly developing, operating and managing airports.

[1] Combination Registration No. C-2019/12/710.
[2] CCI, by way of a gazette notification dated August 13, 2019 (‘Amendment’), introduced certain amendments to its merger control regulations, i.e., the Competition Commission of India (Procedure in regard to the transaction of business relating to combinations) Amendment Regulations, 2011. The Amendment has been in effect from August 15, 2019 and now allows transactions, that don’t involve any form of ‘overlaps’ in the activities of the parties (vertical, horizontal or ‘complementary’), to be notified to CCI under a ‘Green Channel’. Such transactions will be deemed approved on receiving an acknowledgment on filing; and parties will no longer have to wait for CCI’s approval before giving effect to them.
[3] Combination Registration No. C-2019/12/712.
[4] Combination Registration No. C-2019/12/713.

Published In:Inter Alia Special Edition - Competition Law - January 2020 [ English
Date: January 17, 2020