DELHI HIGH COURT UPHOLDS CCI’S POWER TO IMPLEAD BUILDERS’ ASSOCIATION OF INDIA IN ALLEGED CEMENT CARTELISATION PROCEEDINGS

The Delhi High Court, by its judgment dated 8 September 2026, dismissed the appeal filed by UltraTech Cement Limited (UltraTech) challenging the order of the Competition Commission of India (CCI) impleading the Builders’ Association of India (BAI) to participate in proceedings initiated by the CCI against cement manufacturers under Section 26(1) of the Competition Act, 2002 (Act). The CCI had permitted BAI to present its opinion on the investigation report and inspect the non-confidential records, having regard to its substantial interest in the proceedings.

The proceedings arose from complaints received by the CCI concerning alleged anti-competitive conduct by grey cement manufacturers, including allegations of cartelisation and abnormal increase in cement prices. The CCI initiated a suo motu investigation in 2019 and the Director General (DG) submitted its investigation report in July 2022. BAI, an association representing builders and a significant consumer of cement, subsequently sought impleadment in the proceedings. The CCI allowed the application, finding that BAI had substantial interest in the outcome and that its participation would facilitate a meaningful inquiry.

UltraTech challenged the CCI’s order on the grounds that BAI’s earlier application for impleadment had already been rejected, and that UltraTech was not afforded an opportunity of hearing before BAI was permitted to participate in the proceedings. The High Court rejected these contentions, observing that the CCI had sufficiently recorded its satisfaction regarding BAI’s substantial interest in the proceedings, particularly in view of BAI’s position as an association representing builders and a significant consumer of grey cement.

The Court also rejected the challenge based on natural justice, observing that UltraTech had knowledge of BAI’s participation and the disclosure of the non-confidential DG report to BAI. Importantly, the Court emphasised that proceedings before the CCI are directed towards protecting the public interest, and an interested person or entity may be permitted to participate where such participation assists the CCI in arriving at a correct and informed conclusion. The Court held that such impleadment does not determine any substantive rights of the parties and that the appellant could not claim to be dominus litis in proceedings undertaken by the CCI in furtherance of the competition law framework.

Accordingly, the High Court upheld the CCI’s decision to implead BAI and dismissed UltraTech’s appeal, while noting that BAI’s participation would remain confined to the non-confidential portion of the DG’s investigation report.

CCI FINDS TRUSTEES’ ASSOCIATION OF INDIA AND CERTAIN DEBENTURE TRUSTEES GUILTY OF FIXING DEBENTURE TRUSTEESHIP FEES

The CCI, by its order dated 2 September 2026, held the Trustees’ Association of India (TAI), IDBI Trusteeship Services Limited (IDBI Trustee), Axis Trustee Services Limited (Axis Trustee) and SBI CAP Trustee Company Limited (SBI CAP), along with identified individuals, liable for fixing benchmark pricing for debenture trusteeship services, in contravention of Sections 3(3)(a) and 3(3)(b) read with Section 3(1) of the Act. The CCI found that the conduct involved fixing the prices/fees for debenture trusteeship services and limiting or controlling the provision of such services.

The proceedings arose from information filed by Muthoot Finance Limited (Muthoot Finance) alleging that TAI and its member debenture trustees had collectively agreed to increase and standardise the fees charged for trusteeship services. Muthoot Finance had alleged that, pursuant to TAI’s decision, its debenture trustee, IDBI Trustee, quoted substantially higher fees for a proposed INR 982 crore NCD issuance and stated that the revised fee structure saw a manifold increase in the minimum fee in less than a year.

The CCI’s investigation found that TAI had, through meetings held in 2018, 2019 and 2021, discussed and fixed minimum or benchmark pricing for debenture trusteeship services. In particular, at its meeting dated 23 March 2021, TAI fixed a benchmark floor price which its members were required to follow, while also contemplating action against members who deviated from the prescribed pricing. The investigation further found that TAI monitored compliance with the benchmark pricing and sought to ensure that both members and non-members adhered to it, including instances where a debenture trustee was directed to withdraw or revise a bid quoted below the benchmark.

The OPs challenged the CCI’s jurisdiction on the ground that DTs are regulated by the Securities and Exchange Board of India (SEBI). The CCI rejected the contention that the benchmark pricing was mandated or approved by SEBI. It noted that the relevant SEBI framework required disclosure of the fee structure and its rationale, but did not authorise TAI to prescribe a minimum fee on behalf of its members. The CCI also observed that SEBI had itself indicated that the matter of pricing was a commercial aspect of the debenture trustee business.

The CCI accordingly found that TAI’s conduct of fixing benchmark pricing, requiring members and non-members to adhere to such pricing, monitoring compliance and threatening or contemplating action against non-adhering trustees had the effect of limiting customers’ effective choice and controlling the supply of debenture trusteeship services, thereby causing an appreciable adverse effect on competition.

The CCI also found IDBI Trustee and SBI CAP liable for supporting and implementing TAI’s benchmark pricing arrangement, including by requiring other debenture trustees to adhere to the prescribed pricing. Axis Trustee was also held liable, as its CEO, who was simultaneously the President of TAI, played an active role in monitoring compliance with the benchmark pricing. The CCI further held that the newly constituted Trustees’ Association of India (New TAI) would be treated as the successor-in-interest of the earlier TAI.

Accordingly, the CCI directed TAI, New TAI and the concerned debenture trustees to cease and desist from the contravening conduct. However, considering mitigating factors, including that TAI had no income during the period of contravention and that the concerned trustees had charged fees below the benchmark pricing in a number of instances, the CCI did not impose any monetary penalty on the opposite parties or the individuals held liable under Section 48. The CCI cautioned that any continuation or recurrence of the conduct would be treated as recidivism, with aggravated consequences.

CCI DECLINES INTERIM RELIEF AGAINST ALLEGEDLY RESTRICTIVE TERMS OF MRS. INDIA INC.

The CCI, by its order dated 3 September 2026 under Section 33 of the Act, rejected the interim relief sought by Rinima Borah Agarwal (Informant) against Mrs. India Inc. (OP), a sole proprietorship firm run by Smt. Mohini Sharma. The Informant had alleged that certain clauses in the terms governing participants and winners were unfair, restrictive and discriminatory, and sought a stay on their operation pending investigation.

The proceedings arose from information filed by the Informant alleging contravention of Sections 3 and 4 of the Act. The CCI, by its order dated 2 June 2026, had formed a prima facie view that certain clauses in the Participants’ Terms and Conditions dated 23 October 2024 and the Winners’ Terms and Conditions dated 27 October 2024 raised competition concerns and had accordingly directed the DG to investigate the matter.

Before the CCI, the Informant sought, inter alia, a stay on the operation and enforcement of the identified clauses and an order restraining the OP from communicating any direction that would restrict or dissuade her from joining or participating in other competitions during the pendency of the proceedings.

The CCI, however, observed that the reliefs sought by the Informant were, in substance, final reliefs. Since the matter was already under investigation before the DG, granting the requested relief at the interim stage would effectively pre-judge the issues that remained to be determined in the proceedings. Relying on the Supreme Court’s decision in Competition Commission of India v. Steel Authority of India Ltd., the CCI held that there was no case for exercising its powers under Section 33 of the Act and rejected the application for interim relief.

The CCI also rejected the Informant’s separate request for an opportunity of hearing before deciding the application for interim relief. It observed that Regulation 32 of the CCI (General) Regulations, 2024 contemplates a hearing where an interim order is made against a party, but does not require the CCI to hear an Informant before rejecting an application for interim relief, particularly where an investigation is already underway. The CCI clarified that its observations do not amount to a final expression of opinion on the merits and will not affect the investigation.

CCI CLOSES PROCEEDINGS AGAINST GOOGLE FOLLOWING CHANGE IN LAW PROHIBITING ONLINE REAL-MONEY GAMES

The CCI, by its order dated 8 September 2026, closed the proceedings against Google LLC, Alphabet Inc., Google India Private Limited and Google India Digital Services Private Limited in relation to allegations of abuse of dominant position concerning the distribution, advertising and payment facilitation of online real-money games (RMGs). The proceedings arose from allegations by Winzo Games Private Limited (WinZo) that Google had selectively permitted only Daily Fantasy Sports and Rummy applications on Google Play and Google Ads, while excluding other RMG applications.

The CCI had, in November 2024, formed a prima facie view that Google was dominant in the relevant markets and that its selective onboarding and advertising policies raised competition concerns. Google subsequently filed a commitment application under Section 48B of the Act, proposing to allow legally permissible RMGs on Google Play and Google Ads, subject to specified conditions.

During the commitment proceedings, the Promotion and Regulation of Online Gaming Act, 2025 came into force, prohibiting the offering and advertising of online money games, as well as the facilitation of payments for such games. The CCI observed that this resulted in a fundamental change in the legal framework, as there was no longer a lawful RMG market in which Google could selectively provide access to certain categories of games. Further, Google had already closed its RMG Pilot Programme and ceased accepting RMG advertisements from January 2026.

The CCI therefore held that the reliefs originally sought by WinZo could no longer be granted and that continuing the inquiry would serve no useful purpose. It accordingly recalled its Section 26(1) direction dated 28 November 2024 and closed the inquiry under Section 36(1) of the Act, clarifying that the closure did not amount to any finding on the merits of the alleged anti-competitive conduct.

CCI FINES LLOYDS METALS FOR GIVING EFFECT TO COMBINATION BEFORE APPROVAL

The CCI, by its order dated 8 September 2026, held Lloyds Metals and Energy Limited (LMEL) in contravention of the standstill obligation under Section 6(2A) of the Act and imposed a penalty of INR 15 lakh under Section 43A.

The proceedings concerned a corporate guarantee of INR 1,745 crore provided by LMEL in connection with debentures issued by Mahaprabhu Projects Private Limited (MPPL), a company controlled by a promoter of Thriveni Earthmovers Private Limited (TEMPL), pending approval of LMEL’s proposed combination with Thriveni Earthmovers and Infra Private Limited (TEIL).

The combination, approved by the CCI on 13 May 2025, involved LMEL acquiring 79.82% of TEIL, the demerger of the mining development and operations business of TEMPL into TEIL, and TEIL’s acquisition of 99.83% of Lloyds Surya Private Limited. During the CCI’s review, it came to light that LMEL had issued the corporate guarantee on 12 March 2025, before the CCI had approved the combination.

LMEL argued that the guarantee was merely a credit-support mechanism to secure the deferred consideration payable to TEMPL’s shareholders and was backed by an equal counter-guarantee from TEMPL. It also submitted that the arrangement was temporary, reversible and did not result in any change of control.

The CCI rejected these submissions, holding that the guarantee and related issuance of debentures effectively enabled TEMPL’s promoters to receive funds before closing, thereby functioning as a prepayment of consideration. The CCI emphasised that the purpose of the standstill obligation is to preserve the parties’ independence pending approval, and that the existence of a counter-guarantee or the reversibility of the arrangement does not, by itself, address the risk of competitive harm arising from premature implementation.

Accordingly, the CCI held that the corporate guarantee framework and issuance of debentures had given effect to the combination in breach of Section 6(2A) and imposed a penalty of INR 15 lakh on LMEL under Section 43A.

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The information contained in this document is intended for general information and does not constitute legal advice. Readers are advised to seek specific legal advice on any matters discussed above. The views expressed in this document are personal.