Competition Law Newsletter – February 2026

The Appellate Tribunal issued a flurry of decisions in January while the Commission continued with its increasing enforcement, all of which is covered in the current edition of the DSK Legal Competition Law Newsletter.

THE CURIOUS CASE OF KAMARAJAR PORT – NCLAT OVERTURNS CCI'S DECISION AFTER SERIES OF FLIP FLOPS OVER MARKET DEFINITION

The NCLAT, vide judgment dated 21 January 2026, set aside the final order of the CCI dated 09 April 2021 and remanded the case for fresh consideration.

The information was filed by the Tamil Nadu Power Producer Association (TNPPA) against Chettinad International Coal Terminal Private Limited (CICTPL) for allegedly abusing its dominant position. Following the closure of the coal handling facility at the Chennai Port pursuant to the Madras High Court's order, CICTPL remained the sole provider of common user coal terminal services at the Kamarajar Port. According to TNPPA, CICTPL leveraged this by charging bogus coordination and liasoning fee through group companies as a condition precedent for availing coal terminal services in the Kamarajar Port.

Interestingly, at the prima facie stage in 2016, the CCI held a preliminary hearing and disagreed with the contentions of CICTPL that alternative ports like Krishnapatnam Port and Karaikal Port ought to be included in the geographic market definition. Further, the CCI found CICTPL to be dominant in coal terminal services in and around Kamarajar Port and directed the Director General (DG) to investigate.

In its first report of 2018, the DG however opined that the geographic market should include Krishnapatnam Port and not be limited to Kamarajar Port. Consequently, the DG opined that CICTPL was not dominant and thus the question of abuse did not arise.

The CCI invited responses to the report, and again held a detailed hearing post which, it sent the matter back to the DG for having considered incorrect data affecting the geographic market definition.

In its supplementary investigation report in 2019, the DG reversed its earlier opinion, concluding that the two ports (Krishnapatnam Port and Kamarajar Port) constituted separate and distinct markets, having regard to their distinct geographical locations and the transportation costs incurred by users. It further concluded that CICTPL was dominant (being the sole service provider) and had abused this dominance through the increased service charges.

This time around however, the CCI performed a volte face by relying on the observations made by the DG in the first report and concluded that users of the ports have access to both ports, thereby expanding the relevant market. On this basis, the CCI concluded that CICTPL was not dominant and dismissed the case in the final order of 2021.

The primary issue before the NCLAT was of course whether Krishnapatnam Port and Kamarajar Port were indeed substitutable from the user standpoint. Based on a review of the data available, the Tribunal noted that users generally preferred ports within their vicinity taking into account the transportation cost, road and rail network, etc.

On this basis, the NCLAT held that the CCI's expansion of the relevant market to include Krishnapatnam Port was erroneous and that CICTPL was dominant within Kamarajar Port, being the sole service provider.

The Tribunal also held that the third party service charges were abusive, yet for some unexplained reason, decided to remand the matter back to CCI for fresh consideration.

NCLAT UPHOLDS CCI'S CLOSURE OF CARTELISATION ALLEGATIONS IN EXPRESSWAY PROCUREMENT MATTER

Vide judgment dated 20 January 2026, the NCLAT dismissed an appeal filed by Apaar Infratech Private Limited and upheld the Commission's order passed under Section 26(2) of the Act, closing the proceedings.

The information had been filed by Apaar Infratech alleging anti-competitive conduct in the formulation and implementation of procurement conditions for crystalline durability admixture for the Nagpur– Mumbai Super Communication Expressway project. The Maharashtra State Road Development Corporation (MSRDC) and Nagpur Mumbai Super Communication Expressway Limited (NMSCMEL) were said to have abused their dominant position by prescribing IRC accreditation as a mandatory eligibility condition and this favoured a certain entity and its affiliates, foreclosing market access to competing suppliers, and facilitated cartelisation.

The CCI, by an order dated 24 August 2022, closed the case, holding that the material on record did not disclose any prima facie contravention.

Aggrieved, Apaar preferred an appeal before NCLAT. At the outset, NCLAT examined the allegations of cartelisation under Section 3(3). The Tribunal agreed with the CCI that the entities sought to be implicated as a cartel were either vertically related or formed part of the same economic group. It observed that for Section 3(3) of the Act to apply, the agreement must be between competitors operating at the same level of the production or distribution chain.

In the absence of any evidence of collusion between independent competitors and given the group relationship, the Tribunal held that the essential precondition for invoking the cartel provisions was not satisfied. It further noted that the informant had failed to place any cogent material demonstrating concerted action, bid-rigging, or exchange of commercially sensitive information.

On the abuse of dominance allegation, the NCLAT rejected the appellant's contention that the relevant market should be confined to the Nagpur–Mumbai Expressway project alone and upheld the CCI's delineation of the relevant market as the market for procurement of CDA for heavy infrastructure projects in India.

The Tribunal endorsed the CCI's finding that MSRDC could not be regarded as dominant in such a broadly defined market, since numerous public authorities, infrastructure developers, and private entities procure CDA across India.

NCLAT UPHOLDS CARTELIZATION DECISION IN SUPPLY OF SEWING MACHINES IN PUNE

The NCLAT, vide order dated 07 January 2026, affirmed the order of the CCI dated 17 March 2021, imposing a penalty of INR 10,00,000 each on Klassy Enterprises and two other vendors for cartelizing in the supply of picofall-cum sewing machine in the district of Pune.

While affirming the decision of the CCI, the NCLAT noted that (i) the two other sham bidders had submitted their bids from a cybercafé that belonged to Klassy, (ii) the employees of Klassy had access to the technical details of the bids submitted, and (iii) call record details which revealed sustained communication among the parties not only during the bid submission process but also during the course of the investigation conducted by the DG.

Therefore, the NCLAT, basis the strong circumstantial evidence indicating meeting of minds amongst the bidders, affirmed the penalty imposed on Klassy.

CCI IMPOSES PENALTY ON ALLCARGO FOR THE UNNOTIFIED ACQUISITION OF SOLE CONTROL OVER GATI EXPRESS

Vide an order dated 08 January 2026, the CCI imposed a penalty of INR 50 lakh on Allcargo Logistics Limited (Allcargo) under Section 43A of the Act, for consummating the acquisition of the remaining 30% stake in Gati Express & Supply Chain Private Limited (Gati Express) without prior notification to the Commission. The CCI held that the transaction resulted in a change in control from joint control to sole control and was therefore notifiable under Section 6(2) of the Act. By closing the transaction without filing a notice, Allcargo was found to have breached the mandatory pre-merger notification regime.

The proceedings arose from Allcargo's acquisition of 30% shareholding in Gati Express from KWEKintetsu group entities, pursuant to a Share Purchase Agreement executed on 27 March 2023, with the transaction being consummated on 08 June 2023. Prior to the transaction, Allcargo (through its subsidiary, Allcargo Gati Limited) held 70% of the shareholding, while KWE held the remaining 30%.

The CCI took suo motu cognisance of the transaction based on public domain information and called for details under Section 36(4) of the Act. The Commission observed that the transaction met the asset and turnover thresholds under Section 5 of the Act and proceeded to examine whether it qualified for exemption under Item 2 of Schedule I to the Combination Regulations 2011, (Combination Regulations, 2011 now stands replaced and repealed by the CCI (Criteria for Exemption of Combinations) Rules, 2024, with became effective from 10 September 2024), which excludes acquisitions where the acquirer already holds more than 50%, except where such acquisition results in a change from joint control to sole control.

Allcargo contended that it exercised decisive and sole control over Gati Express even prior to the transaction, and that KWE was merely a financial investor. It was further argued that there was no change in the quality of control, no competitive impact, and that the failure to notify was based on a bona fide interpretation of law.

The CCI rejected Allcargo's submissions and held that prior to the transaction, KWE's 30% shareholding conferred the statutory ability to block special resolutions under the Companies Act, 2013. The Commission expressly noted that this ability to block special resolutions amounted to a "veto" right, giving rise to negative control. Thus, the veto and reserved-matter rights contained in the shareholders' agreement, which covered key strategic and operational decisions, were considered by the Commission to be control-conferring rights.

Basis this, the Commission concluded that Gati Express was under the joint control of Allcargo and KWE prior to the transaction. With the acquisition of KWE's stake, Allcargo eliminated KWE's veto rights and acquired sole control, thereby effecting a material change in the nature of control.

The CCI clarified that arguments regarding lack of actual interference by KWE, alignment of shareholder interests, or absence of appreciable adverse effect on competition were irrelevant to the jurisdictional question of notifiability. It emphasised that control is a matter of degree, and that even negative control arising from veto rights is sufficient to attract merger notification obligations.

CCI APPROVES SAUDI FIRM'S ACQUISITION OF OLAM AGRI, FINDS NO COMPETITION CONCERNS IN INDIAN AGRIMARKETS

The CCI, vide order dated 30 September 2025, approved the indirect acquisition by Saudi Agricultural and Livestock Investment Company (SALIC) of 44.58% to up to 64.57% of the issued share capital of Olam Agri Holdings Limited (Olam Agri), which will result in SALIC holding up to 100% of Olam Agri.

The CCI noted that the parties are engaged in the agricultural sector, with SALIC being an investment company focused on agriculture and food commodity trading, and Olam Agri operating as a merchant and processor of agricultural goods. The CCI identified horizontal overlaps between the parties in four relevant markets in India: basmati rice, non-basmati rice, wholesale trading of soybean oil, and wholesale trading of sesame oilseeds. In each of these markets, the combined market share of the parties was found to be low, ranging from 0-5% to 5-10%, with several significant competitors present. The CCI therefore concluded that the combination is not likely to cause an appreciable adverse effect on competition in any relevant market.

Based on its assessment, the CCI unconditionally approved the combination.

CCI IMPOSES CEASE-AND-DESIST ORDER ON LUDHIANA FIRMS FOR COLUSIVE BIDDING IN UNDERPANTS TENDER

Vide order dated 02 January 2026 , the CCI found KKK Mills and Sankeshwar Synthetics Pvt. Ltd. (Collectively OPs) guilty of bid rigging and collusive bidding in the supply of. The case originated from a reference by the CP Cell (Master General of Ordnance Branch, Directorate General of Ordnance Services), alleging that the two parties quoted identical prices (up to two decimal points) in both an initial 2019 tender and a re-tender in 2020-21 for the procurement of woollen underpants, raising suspicions of coordination.

After a detailed investigation, the DG concluded that the identical pricing in two separate tenders, coupled with evidence of regular communication, shared business relationships (including links through a third party), coordinated bid submission timings, and email exchanges discussing other tenders and order allocations, indicated a collusive agreement. The DG also identified the relevant individuals personally liable under Section 48 of the Act.

The Commission rejected the OPs' defences, including claims of coincidence, market oligopsony, and lack of direct evidence, noting that the totality of evidence, especially repeated identical pricing, synchronized bidding, and concealed communications, established collusion.

However, considering the OPs' status as MSMEs, their long service to defence forces, and the potential financial impact, the CCI opted not to impose any monetary penalty. Instead, it issued a cease-anddesist order under Section 27(a), directing both enterprises and the individuals involved to refrain from such anti-competitive conduct in the future, with a warning that recurrence would be treated as recidivism.

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