Preemal D'Souza, School of Law, CHRIST (Deemed to be University)
Vaibhav Sanklecha, School of Law, CHRIST (Deemed to be University)
ABSTRACT
India’s corporate law regime is primarily backed by two legislations, The Companies Act, 2013 and the Competition Act, 2002. These two statutes regulate significant aspects of corporate and market governance, providing varied dimensions to this landscape, enabling the Indian jurisdiction to be at par with the other developed jurisdictions. The irony lies in the fact that, more often than not, these legislations are at crossroads with each other. Ultimately, leading to inefficiency. The Competition Commission of India and the National Company Law Tribunal continue the quest to supersede each other while often stepping into the jurisdiction granted to the other. The threshold fixed for merger control under the legislations need more accuracy for a party ambitious to engage in corporate transactions; such areas of conflict and contrast amongst the legislations have often been highlighted. The authors herein shed light on ‘fast-track mergers’ and ‘green channel’, a relatively nascent and unique mechanism which is incorporated under both these legislations in a way that creates confusion and chaos amongst the participants of transactions, as the idea behind the two remains one and the same. These legislations aim to eliminate procedural delays and bureaucrat- created difficulties inherent in the legal system. However, the intention behind incorporating them differently under two legislations persists. The nature of the provisions is aimed at implementing mergers and acquisitions or other combinations that continue to maintain the economy’s competitiveness. The authors attempt to bring out the conflict and contrast between the ‘similar but different’ provisions existent under the legislations. Towards the end of the paper, the authors suggest a middle-ground that may be implemented moving forward with the intention of reducing the inefficiency created by the overlap.
Keywords: Economic competitiveness; jurisdictional challenges; merger controls; and procedural delays
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