Relevant product market - relevant geographic market - dominant position - abuse of dominant position - imposition of unfair or discriminatory conditions - denial of market access - limitation of technical or scientific development - leveraging dominance into adjacent markets - anti steering / link out restrictions - mandatory and exclusive use of platform billing - intent flow v. collect flow integration - data access and use from platform transactions - remedies under Section 27 - penalty under Section 27(b)Relevant product market - relevant geographic market - Delineation of the following relevant markets: market for licensable OS for smart mobile devices in India; market for app stores for Android OS in India; market for apps facilitating payment through UPI in India. - HELD THAT: - On a combined examination of demand and supply side substitutability, product characteristics, network effects, technical differences and stakeholder submissions, the Commission adopts the DG's market delineation. Smart mobile OSs are distinct from feature phone and desktop OSs; licensable smart mobile OSs form a single product market distinct from non licensable (captive) OSs. App stores are platform specific and app stores for Android OS constitute a distinct market given lack of substitutability with app stores of non Android OSs, sideloading, web apps and preinstallation. Apps facilitating payments through UPI are a distinct product market because of UPI's unique features (VPA, push/pull flows, interoperability, real time settlement) and their rapid adoption in India. The Commission determines the relevant geographic market as India for each market. [Paras 393, 394]The three relevant markets are delineated as: (a) licensable OS for smart mobile devices in India; (b) app stores for Android OS in India; and (c) apps facilitating payments through UPI in India.Dominant position - indirect network effects - barriers to entry - Assessment that Google enjoys dominant position in the market for licensable mobile OS for smart mobile devices in India and in the market for app stores for Android OS in India. - HELD THAT: - On the evidence of sustained and overwhelming market shares for Android, Google's control over Android development and compatibility regimes (CDD/CTS/MADA/AFA), entrenched indirect network effects between OS users and app developers, high switching costs, availability and breadth of apps on Google Play, and material barriers to entry and expansion for rivals, the Commission concurs with the DG that Google occupies a position of strength enabling it to operate independently of competitive forces in the two identified markets. [Paras 395]Google is held dominant in the market for licensable mobile OS for smart mobile devices in India and in the market for app stores for Android OS in India.Mandatory and exclusive use of platform billing - imposition of unfair or discriminatory conditions - anti steering / link out restrictions - denial of market access - limitation of technical or scientific development - data access and use from platform transactions - Whether Google's policy mandating exclusive use of Google Play Billing System (GPBS) for paid apps and certain in app purchases, together with anti steering restrictions and related practices, amounts to abuse of dominant position under Section 4(2) of the Act. - HELD THAT: - The Commission finds that Google's Payments Policy (as part of DDA/DPP/GPTS) required developers distributing paid apps or offering in app digital purchases on Play to use GPBS, prohibited in app steering to alternative payment methods, and imposed service fees (15-30%) and settlement practices that disadvantage app developers. Given Google's dominant role and Play Store's gatekeeper function, making Play access contingent on exclusive use of GPBS imposes an unfair and unilateral condition on developers, restrains their contractual freedom, forecloses payment processors from processing IAPs on Play, disincentivises development of alternative in app payment solutions, and enables Google to access competitively sensitive transaction data while providing developers only aggregated/truncated data. These practices distort incentives, impair innovation by third parties, and amount to unfair/discriminatory conditions, denial of market access and limitation of technical development. The Commission therefore upholds the DG's conclusions and finds contraventions of Section 4(2)(a)(i), 4(2)(a)(ii), 4(2)(b)(ii), 4(2)(c) and 4(2)(e). [Paras 312, 313, 315, 392]Google's mandatory/exclusive GPBS requirement, anti steering provisions, discriminatory application of fees and related practices constitute abuse of dominant position in contravention of Section 4(2)(a)(i), 4(2)(a)(ii), 4(2)(b)(ii), 4(2)(c) and 4(2)(e) of the Act.Intent flow v. collect flow integration - self preferencing - denial of market access - leveraging dominance into adjacent markets - Whether Google's differential technical integration that enabled a superior intent flow payment experience for Google Pay while third party UPI apps on Play were limited to the more cumbersome collect flow amounted to unlawful discrimination and leveraging of dominance. - HELD THAT: - The Commission accepts the DG's finding that intent flow integration provides a materially superior, lower latency, fewer step user experience compared with collect flow, and that Google enabled intent flow for its own UPI app while other UPI apps were integrated via collect flow on Play. Given Play's gatekeeper role and network effects, this differential treatment advantaged Google Pay on Play and increased transactions, data access and downstream commercial value for Google. The discrimination lacks objective technical justification in the record and has the effect of foreclosing rivals and leveraging Google's dominance in OS/app store markets into the UPI app market. The conduct is therefore held to contravene Section 4(2)(a)(ii), 4(2)(c) and 4(2)(e). [Paras 354, 355, 357, 359]Google's intent flow/collect flow differential integration amounted to discriminatory conduct and leveraging of dominance in breach of Section 4(2)(a)(ii), 4(2)(c) and 4(2)(e).Remedies under Section 27 - cessation and desist directions - data access transparency - nondiscrimination - Remedial directions issued to Google to cease and desist from the abusive practices found and to adopt specific conduct changes. - HELD THAT: - Pursuant to Section 27, the Commission directs Google immediately not to enforce anti competitive clauses identified in this order and, within three months, to (inter alia) allow app developers to use third party billing/payment processors for paid apps and IAPs; remove anti steering restrictions; not restrict users' in app access to developer features; publish a clear data policy and provide developers competitively relevant transaction/consumer data generated by their apps subject to safeguards; refrain from imposing unfair or disproportionate conditions or fees and ensure transparency on services and pricing; and desist from discriminating between Google's UPI app and other UPI apps. The Commission sets timelines for compliance and establishes a confidentiality regime for case records. [Paras 395, 396, 397]Google is directed to cease the specified anti competitive measures with immediate effect, implement remedial changes within three months, and report compliance to the Commission.Penalty under Section 27(b) - relevant turnover - provisional penalty - Imposition of a provisional monetary penalty on Google and the basis for its computation and revision. - HELD THAT: - After considering statutory factors, Google's submissions, and the evidence on relevant turnover presented by Google, the Commission provisionally imposes a penalty of 7% on the average relevant turnover for FY 2018 19, 2019 20 and 2020 21 as submitted by Google. The Commission computes the provisional penalty and directs Google to deposit the amount within 60 days, while making clear that the penalty is provisional and subject to revision on Google furnishing the requisite audited financial details within 30 days. [Paras 416, 417, 418]A provisional penalty of 7% on the average relevant turnover for the three preceding financial years is imposed; Google to deposit the amount and furnish supporting financial particulars for finalisation.Preinstallation and placement agreements - default status - Preinstallation and prominence of Google Pay on devices: no conclusive finding on abuse; selected aspects left open for further examination. - HELD THAT: - The DG found that Google has RSAs and placement bonus arrangements with OEMs that result in pre installation and prominent placement of Google Pay on some devices, and that other UPI apps also secure preinstallation arrangements. The Commission notes the DG did not find sufficient evidence to conclude abuse concerning preinstallation per se, but observed that default status and tying aspects (including implications of default payment app settings and RSAs) were not fully explored. The Commission therefore declines to make a definitive finding on preinstallation/default status at this stage and leaves these aspects open for further examination. [Paras 364, 366, 367]No final finding of abuse is made regarding preinstallation; matters concerning default status and tying in RSAs/placement agreements are left open for further consideration.Final Conclusion: The Commission delineates three relevant markets (licensable smart mobile OS in India; Android app stores in India; UPI apps in India), holds Google dominant in the first two, and finds that Google abused its dominance by mandating exclusive use of Google Play Billing, imposing unfair/discriminatory terms and fees, restricting steering, denying market access to payment processors, limiting technical development and self preferencing its UPI product via superior integration; it directs immediate cessation of the identified practices, prescribes specific remedies and data/transparency obligations, and levies a provisional monetary penalty (subject to finalisation on submission of audited financial particulars).

Horizontal agreement - price fixation - limitation or control of provision of services - appreciable adverse effect on competition (AAEC) - presumption under Section 3(3) of the Competition Act, 2002 - cease and desist orderHorizontal agreement - price fixation - appreciable adverse effect on competition (AAEC) - presumption under Section 3(3) of the Competition Act, 2002 - Whether OP-1 to OP-10 contravened Section 3(3)(a) read with Section 3(1) of the Competition Act, 2002 by collectively determining freight tariffs for container trailer services. - HELD THAT: - The Commission examined the minutes of association meetings (notably 09.08.2014) and subsequent circulars and correspondence relied upon by the DG, which showed collective decisions to increase carriage rates and communications directing members to follow the same. Section 3(3) being presumptive, the finding that prices were fixed at association meetings gave rise to the presumption of AAEC. OP-1's explanations - general rise in input costs, financial distress of its members, and participation of CFS representatives and Chennai Port Trust in meetings - were considered but found insufficient to rebut the statutory presumption. The Commission held that trade association activity cannot cloak coordinated conduct that fixes prices; participation by other stakeholders or facilitation by port authorities does not alter the collusive character of the decisions. Having regard to the material on record and the DG's analysis corroborating widespread acceptance/implementation of the fixed rates, the Commission concluded that OP-1 to OP-10 engaged in conduct falling within Section 3(3)(a) read with Section 3(1). [Paras 72, 77, 79, 81, 82]OP-1 to OP-10 found to have contravened Section 3(3)(a) read with Section 3(1); directed to cease and desist from the anti-competitive conduct.Horizontal agreement - limitation or control of provision of services - appreciable adverse effect on competition (AAEC) - presumption under Section 3(3) of the Competition Act, 2002 - Whether OP-1 to OP-10 contravened Section 3(3)(b) read with Section 3(1) of the Competition Act, 2002 by imposing a restriction limiting the number of trailers CFS operators could ply. - HELD THAT: - The DG relied on the minutes of the meeting dated 07.07.2010 and subsequent references in communications and meetings indicating a ceiling of 20 trailers per CFS and a mechanism by which additional requirements were to be given to member TOAs. The DG also noted the port's pass-endorsement practice and empirical data showing most CFSs adhered to the 20-trailer ceiling. The Commission held that such collective restriction on the number of trailers amounted to limiting and controlling provision of transport services within the meaning of Section 3(3)(b), and OP-1 to OP-10 failed to rebut the presumption of AAEC with materially cogent evidence. Accordingly, the conduct was held to contravene Section 3(3)(b) read with Section 3(1). [Paras 33, 34, 35, 71, 82]OP-1 to OP-10 found to have contravened Section 3(3)(b) read with Section 3(1); directed to cease and desist from the anti-competitive conduct.Presumption under Section 3(3) of the Competition Act, 2002 - Whether OP-11 and OP-12 were liable under Section 3(3) of the Act for the same conduct. - HELD THAT: - The DG did not find contravention against OP-11 and OP-12 and accordingly did not include them in the initial transmission of the non-confidential report; the Commission noted the DG's finding. The Informant contested the exoneration and argued that mere participation in meetings could suffice to shift burden; however, the Commission recorded the DG's conclusion that no contravention was established against OP-11 and OP-12 on the material before it and proceeded accordingly. The Commission proceeded ex parte against parties who did not file objections; it did not overturn the DG's non-findings as to OP-11 and OP-12 in the operative directions. [Paras 35, 36, 58, 68]No contravention found against OP-11 and OP-12 by the DG; the Commission did not hold OP-11 and OP-12 liable on the material before it.Final Conclusion: The Commission upheld the DG's findings that OP-1 to OP-10 engaged in anti-competitive horizontal conduct - collectively fixing trailer tariffs and imposing restrictions on the number of trailers CFS operators could ply - thereby contravening Section 3(3)(a) and Section 3(3)(b) read with Section 3(1) of the Competition Act, 2002; OP-1 to OP-10 were directed to cease and desist from the impugned conduct. No contravention was found by the DG against OP-11 and OP-12, and the Commission did not record their liability on the material before it.

Locus to file information under Section 19(1) - market definition: licensable mobile OS for smart mobile devices - market definition: app stores for Android OS - market definition: market for apps facilitating payment through UPI - prima facie dominance and assessment - mandatory use of app store payment system and Google Play In App Billing - self preferencing, exclusivity and pre installation of an app - investigation under Section 26(1) - insufficient evidence for search ranking and search advertisement manipulation - sectoral regulator jurisdiction over data localisation and payment system complianceLocus to file information under Section 19(1) - Whether the Informant must be an aggrieved party with invasion of a legal right to file an Information under Section 19(1) - HELD THAT: - The Commission held that the statutory scheme contemplates an inquisitorial regime and that Parliament substituted 'complaint' with 'information' to enable the Commission to act in rem. There is no statutory qualification requiring the Informant to be a victim or to demonstrate invasion of legal rights before the Commission proceeds. Precedent of the predecessor tribunal supports that the Commission may act on information, anonymous complaints or suo moto material provided the Commission is prima facie satisfied that a case exists. Accordingly, the contention premised on Samir Agarwal is rejected as inconsistent with the statutory scheme and prior rulings. [Paras 24, 25, 26, 27, 28]The Informant need not be an aggrieved party to file an Information; the Commission rejects the preliminary objection based on locus.Market definition: licensable mobile OS for smart mobile devices - market definition: app stores for Android OS - market definition: market for apps facilitating payment through UPI - prima facie dominance and assessment - Appropriate relevant product markets for prima facie assessment and whether Google is prima facie dominant in those markets - HELD THAT: - Relying on its earlier order in Case No. 39 of 2018 and on features of the services, the Commission formed a prima facie view that the markets for (i) licensable mobile OS for smart mobile devices, (ii) app stores for the Android OS, and (iii) apps facilitating payment through UPI are the appropriate relevant markets for assessment. Feature phone OS and non licensable OS are not adequate substitutes for licensable smart mobile OS from the OEM perspective; Play Store constitutes the dominant source for Android app distribution and side loading/file sharing require empirical verification as constraints; UPI apps possess distinct technical and user interface features (P2P/P2M, VPA, real time 24x7) distinguishing them from other digital payment methods. On the basis of available material, the Commission is prima facie satisfied that Google is dominant in the first two markets and that the UPI apps market is a separate relevant market for prima facie assessment. [Paras 35, 36, 37, 38, 39]The three stated markets are accepted for prima facie assessment and Google is prima facie dominant in the licensable smart mobile OS and Android app store markets; the market for UPI apps is a distinct relevant market.Mandatory use of app store payment system and Google Play In App Billing - Whether conditioning listing on Google Play upon mandatory use of Play's payment system and Google Play In App Billing raises a prima facie concern under Section 4 - HELD THAT: - The Commission observed that Play's requirement that developers use its billing system for paid apps and in app purchases restricts developers' choice of payment processors and, given Play's dominant position as the principal distribution channel, means Google controls a significant volume of downstream payments. The alleged commission (30% or 15%) and the mandatory tie may increase competitors' costs, reduce incentives to innovate, and lead to foreclosure or internalisation of advantages by Google. While Google advances pro competitive and security justifications for an integrated billing system, these contentions are matters for detailed investigation and factual verification by the DG. On prima facie appraisal, the practice appears to raise issues under Section 4(2)(a) and related provisions. [Paras 47, 50, 51, 52, 53]Prima facie view that mandatory use of Play's payment system and associated commission raises an unfair condition under Section 4(2)(a) and warrants detailed investigation.Self preferencing, exclusivity and pre installation of an app - intent flow versus collect flow - Whether Google afforded exclusivity or preferential treatment to Google Pay via intent flow integration, pre installation, prominent placement and related practices raising concerns under Section 4 - HELD THAT: - The Commission noted admitted technical differences between intent and collect flows on Play, with intent flow offering a smoother automated transition and thereby prima facie better user experience that could advantage Google Pay. Allegations that Google restricts other UPI apps from equivalent integration, that it promotes Google Pay via pre installation agreements with OEMs and promotional placement, and that such conduct may create status quo bias and deny market access to rivals were treated as raising prima facie concerns. Though Google claims optionality and commercial incentives rather than compulsion, the Commission found it necessary to examine the nature of OEM agreements, available contractual incentives, and whether rival UPI apps are permitted equivalent technical integration. Consequently, these allegations are prima facie regarded as potentially unfair, discriminatory and leveraging conduct under Section 4(2) requiring investigation. [Paras 50, 54, 55, 56, 57]Prima facie view that exclusivity/pre installation and intent flow advantages to Google Pay may amount to unfair/discriminatory practices and leveraging under Section 4; detailed investigation directed.Insufficient evidence for search ranking and search advertisement manipulation - Whether the Informant's allegations of search result manipulation and preferential search advertising in Play (and other Google properties) justify an investigation - HELD THAT: - The Commission acknowledged the importance of search and ad placement for app discovery but observed that the screenshots produced by the Informant were isolated and contradicted by screenshots filed by the Opposite Parties, indicating dynamic results. In absence of corroborative empirical material showing systemic bias or manipulation, the Commission concluded that mere solitary screenshots do not establish a prima facie case. Google has explained its ranking and ad auction mechanisms and asserted treatment of its services as separate advertisers. Given the lack of concrete evidence, the Commission declined to order investigation on search ranking and search advertising manipulation. [Paras 66, 67, 68, 69, 70]No investigation ordered on allegations of search ranking and search advertisement manipulation for want of corroborative evidence.Sectoral regulator jurisdiction over data localisation and payment system compliance - Whether allegations concerning data localisation, NPCI/RBI compliance and the efficacy of user consent should be adjudicated by the Commission - HELD THAT: - The Commission noted the Informant's assertions about Google Pay's data handling and potential non compliance with NPCI/RBI directives but observed that such issues fall within the remit of sectoral regulators. Google placed on record regulatory filings and contended that NPCI and RBI matters are subject to judicial proceedings. The Commission recorded that compliance with sectoral regulations is to be examined by the concerned regulator and noted material indicating NPCI's approval and RBI's stance that Google is a TPAP, but did not undertake a final adjudication on these regulatory questions. [Paras 71, 72, 73, 74, 75]Data localisation and NPCI/RBI compliance issues are matters for the sectoral regulators and do not form the basis for a separate Commission adjudication at this prima facie stage.Investigation under Section 26(1) - Whether a detailed investigation by the Director General should be directed into the prima facie contraventions identified - HELD THAT: - Having identified prima facie concerns regarding mandatory use of Play's billing system, alleged unfair terms and potential leveraging and exclusionary effects favouring Google Pay (including pre installation and intent flow advantages), and having found the markets and Google's dominance appropriate for assessment, the Commission determined that these aspects merit a detailed factual investigation. The Commission emphasised that its observations are prima facie and not final, that the DG may examine confidentiality claims and cross examine the Informant where appropriate, and that the DG must conduct the probe without being swayed by the Commission's prima facie findings. [Paras 77, 79, 80, 81, 82]DG directed to investigate the identified prima facie contraventions under Section 26(1) and report within 60 days; Commission's observations are prima facie and not final.Final Conclusion: The Commission (i) rejected the locus objection and held that any person may file an Information under Section 19(1) in the inquisitorial scheme; (ii) accepted for prima facie assessment the three relevant markets (licensable smart mobile OS, Android app stores, and UPI apps) and found Google prima facie dominant in the first two; (iii) found prima facie concerns in respect of mandatory use of Play's billing system and related commission, and in respect of self preferencing/exclusivity/pre installation and intent flow advantages to Google Pay, warranting a DG investigation under Section 26(1); (iv) declined to investigate allegations of search ranking and search advertisement manipulation for want of corroborative evidence; and (v) left sectoral questions on data localisation and NPCI/RBI compliance to the relevant regulators. The DG is directed to complete the investigation and submit a report within 60 days.

Inquisitorial jurisdiction of the Competition Commission - relevant product market delineation - market for Over The Top (OTT) messaging apps through smartphones in India - market for UPI enabled digital payments apps in India - dominance and network effects - tying/ bundling and tying test - leveraging of dominance - prima facie case and closure under Section 26(2) of the Competition ActInquisitorial jurisdiction of the Competition Commission - locus of informant - maintainability of the information filed by the Informant before the Commission - HELD THAT: - The Commission held that under the Act the proceedings are inquisitorial and an informant need not be an aggrieved party. The legislative amendments and jurisprudence establish that the Commission may act on any information, suo motu or otherwise, to investigate anti competitive conduct in rem. Precedents and statutory scheme were relied upon to show that the motive or personal interest of the informant is subordinate to the Commission's duty to protect market competition. The Commission therefore rejected the Opposite Parties' preliminary objection on locus and refused to dismiss the information on that ground. [Paras 66]Preliminary objection on locus rejected; information is maintainable and not liable to be dismissed on grounds of informant's lack of aggrievement or alleged forum shopping.Relevant product market delineation - market for Over The Top (OTT) messaging apps through smartphones in India - market for UPI enabled digital payments apps in India - identification of the relevant product and geographic markets for assessment under Section 4 - HELD THAT: - The Commission analysed functional features and substitutability among consumer communications services and rejected WhatsApp's submission to treat the market as a broad 'user attention' market. Focusing on primary features, it held that WhatsApp operates in the 'market for OTT messaging apps through smartphones' and took India as the relevant geographic market. For payments, the Commission agreed with the Informant that UPI enabled third party payment applications constitute a distinct product market and adopted the 'market for UPI enabled digital payments apps in India' as the second relevant market for assessment. [Paras 75, 76, 78]First relevant market defined as 'market for OTT messaging apps through smartphones in India'; second relevant market defined as 'market for UPI enabled digital payments apps in India'.Dominance and network effects - prima facie dominance - whether WhatsApp is prima facie dominant in the identified OTT messaging market - HELD THAT: - Having regard to available usage data as a proxy, direct network effects, lack of interoperability, and the relative position of competitors, the Commission found that WhatsApp exhibits features of market power in the delineated OTT messaging apps market. Although quantitative market share data for India was imperfect, public trends and the combined strength of group entities supported a prima facie finding of dominance in the relevant market. [Paras 84, 85, 88]WhatsApp is prima facie dominant in the 'market for OTT messaging apps through smartphones in India'.Tying/ bundling and tying test - Section 4(2)(d) - whether the embedding/pre installation of WhatsApp Pay in WhatsApp messenger amounts to anti competitive tying/bundling under Section 4(2)(d) - HELD THAT: - Applying the conventional tying conditions-(i) separate products, (ii) dominance in the tying product, (iii) coercion/absence of choice, and (iv) foreclosure potential-the Commission found that (i) the two products are distinct and (ii) WhatsApp is prima facie dominant, but (iii) there was no established compulsion because WhatsApp Pay requires separate voluntary registration and activation and (iv) there was insufficient evidence of likely foreclosure given an already competitive UPI payments market and WhatsApp Pay's limited beta rollout. On the factual record, the fourth condition (anticompetitive effect) was not satisfied and the allegation was premature. [Paras 92, 95, 96, 97, 98]Allegation of tying/bundling under Section 4(2)(d) not made out; no prima facie case established.Section 4(2)(a)(i) - imposition of unfair condition - whether mere presence or pre installation of WhatsApp Pay on users' devices constitutes imposition of an unfair condition under Section 4(2)(a)(i) - HELD THAT: - The Commission observed that the existence of an application on a smartphone does not equate to usage or transaction. WhatsApp Pay remains disabled until users voluntarily register, accept separate terms, and link bank accounts; non activation means no transaction occurs. In the absence of explicit or implicit coercion removing user discretion, mere embedding/pre installation does not amount to imposition of an unfair condition under Section 4(2)(a)(i). [Paras 91]Allegation under Section 4(2)(a)(i) not established.Leveraging of dominance - Section 4(2)(e) - whether WhatsApp has leveraged its dominance in the OTT messaging market to enter or protect the UPI payments market in contravention of Section 4(2)(e) - HELD THAT: - The Commission held that leveraging requires restrictive or abusive conduct by a dominant firm to use its position in one market to affect competition in another. Given (i) the voluntary nature of WhatsApp Pay activation, (ii) the competitive and established nature of the UPI market with several strong players, and (iii) the limited extent of WhatsApp Pay's beta operations, there was insufficient basis to conclude that WhatsApp had leveraged dominance to foreclose competition. The allegation was therefore not made out on the material before the Commission. [Paras 99]Allegation under Section 4(2)(e) not established.Data access and misuse - competition concern vs. data protection - whether the Informant's allegations regarding misuse of consumer data, data localisation non compliance and targeted advertising raised actionable competition concerns - HELD THAT: - The Commission recognised that data practices can raise antitrust issues but found the Informant's pleadings lacked concrete, specific factual allegations and evidence linking data practices to anti competitive effects. The claims relied largely on news reports and did not provide particulars enabling competition analysis. Issues of data localisation and security were considered not to raise competition concerns warranting investigation by the Commission on the record before it. [Paras 100, 101, 102]No prima facie competition concern established from the data related allegations; no further enquiry warranted on that basis.Prima facie case and closure under Section 26(2) of the Competition Act - whether there exists a prima facie case to proceed to investigation under Section 26(1) of the Act - HELD THAT: - After considering market delineation, dominance, and the substance of allegations under Sections 4(2)(a)(i), 4(2)(d) and 4(2)(e), and in the absence of concrete evidence on data misuse, the Commission concluded that the information does not disclose a prima facie contravention of Section 4. The Commission therefore exercised its power under Section 26(2) to close the matter rather than direct an investigation. [Paras 103, 104]No prima facie case found; information closed under Section 26(2) of the Competition Act.Final Conclusion: The Commission sustained the information for consideration (rejecting the locus objection), delineated the relevant markets as 'OTT messaging apps through smartphones in India' and 'UPI enabled digital payments apps in India', held WhatsApp to be prima facie dominant in the OTT messaging market, but found the allegations of imposition, tying/bundling, leveraging and data related competition harm unsubstantiated on the record and, accordingly, closed the information under Section 26(2).

Abuse of dominant position - relevant market delineation - market for online intermediation services for booking of hotels in India - market for franchising services for budget hotels in India - dominance in platform/online intermediation markets - across platform parity agreements (retail Most Favoured Nation / price and room parity) - denial of market access - predatory pricing - excessive / unfair commission - misrepresentation of availability / fake bookings - investigation under Section 26(1) of the Competition Act, 2002 - collective dominance not recognised under Section 4Collective dominance not recognised under Section 4 - abuse of dominant position - Collective allegation of abuse of dominant position under Section 4 by more than one entity jointly. - HELD THAT: - The Commission held that Section 4 of the Act prohibits unilateral abusive conduct by a dominant player and does not envisages the concept of two or more entities being treated as collectively dominant for the purposes of Section 4. Reliance was placed on the Commission's earlier reasoning in Fast Track Call Cabs matter to conclude that allegations framed as collective abuse fall outside the statutory framework of Section 4 and are therefore not maintainable as such. [Paras 32]Allegation of collective dominance under Section 4 is rejected as being beyond the legal framework of the provision.Relevant market delineation - market for online intermediation services for booking of hotels in India - market for franchising services for budget hotels in India - Relevant product and geographic markets for assessment of the Opposite Parties' conduct. - HELD THAT: - From the perspective of hoteliers (the affected side of the platform), the Commission determined that MMT-Go should be assessed in the 'market for online intermediation services for booking of hotels in India' because online intermediation platforms provide distinct intermediation services and are not interchangeable with offline channels or direct booking for the purposes of market definition. For OYO, on the basis of earlier detailed consideration (Case No. 03 of 2019) and the nature of its franchise model, the relevant product market is the 'market for franchising services for budget hotels in India'. The geographic market for OYO's franchising services was taken to be India. [Paras 37, 38, 39, 40, 41]Relevant markets delineated as: (a) for MMT-Go - market for online intermediation services for booking of hotels in India; (b) for OYO - market for franchising services for budget hotels in India (geographic market: India).Dominance in platform/online intermediation markets - abuse of dominant position - Prima facie assessment of dominance of MMT-Go and OYO in their respective relevant markets. - HELD THAT: - Having defined the relevant markets, the Commission examined available market share information and market realities. In the delineated online intermediation market MMT-Go (as a group) prima facie holds a dominant position, including reliance on MMT-Go's own investor presentation showing substantial domestic online market share. By contrast, on the basis of its earlier order in Case No. 03 of 2019 and unchanged market dynamics, OYO was prima facie found to be a significant player but not unambiguously dominant in the franchising market. [Paras 43, 46, 47, 48, 49]Prima facie MMT-Go is dominant in the market for online intermediation services for booking of hotels in India; OYO is a significant player in the franchising market but not prima facie dominant.Across platform parity agreements (retail Most Favoured Nation / price and room parity) - denial of market access - predatory pricing - excessive / unfair commission - misrepresentation of availability / fake bookings - hotel service fee - Whether the various factual allegations (APPAs/price and room parity, denial of market access, predatory pricing, excessive commission, misrepresentation/fake bookings, discriminatory service fee) warrant further investigation under the Act. - HELD THAT: - The Commission examined the allegations and the contractual clauses cited. Clause 1.3 in MMT-Go's contracts prima facie reflects broad room and price parity obligations (wide APPAs) that, given MMT Go's prima facie dominance, may have foreclosure and consumer welfare effects and thus merit scrutiny under Sections 3(4) and 4. Allegations of exclusion of competitors (denial of market access) in relation to Treebo and Fab Hotels, and of preferential commercial arrangements between MMT and OYO, appear capable of adversely affecting competition and merit investigation. Claims of deep discounting/predatory pricing, excessive commission structures and additional incentive constructs, manipulation of listings (delisting shown as 'no availability') and allegations of discriminatory service fees were all found to be potentially abusive conduct; absent full information on costs, market structure and practices, the Commission refrained from final findings but concluded these matters should be investigated. The Commission declined to make a prima facie finding of abuse against OYO on the fake booking allegation because OYO was not prima facie dominant in its market. [Paras 59, 60, 61, 62, 63]A prima facie case is made out that the listed practices of MMT Go (and certain arrangements involving OYO) may contravene Sections 3(4) and 4; these matters are directed to be investigated by the Director General. No prima facie abuse finding is made against OYO on the fake booking allegation given its non dominant prima facie position.Investigation under Section 26(1) of the Competition Act, 2002 - Direction to initiate detailed investigation and scope of that investigation. - HELD THAT: - On the basis of the prima facie findings on market definition, dominance and potentially abusive/restrictive practices, the Commission directed the Director General to carry out a detailed investigation under Section 26(1) into alleged contraventions of Sections 3(4) and 4 by MMT Go and OYO, and to investigate any other party found to be involved. The Commission emphasised that the observations are prima facie and do not constitute final opinions on merits; the DG is to investigate without being influenced by the Commission's observations and report within 150 days. [Paras 64, 65, 66]Directed detailed investigation by the DG into the identified matters and permitted expansion of scope to other involved parties; report to be submitted within 150 days.Final Conclusion: The Commission rejected the concept of collective dominance under Section 4, delineated the relevant markets (MMT Go: online intermediation for hotel booking in India; OYO: franchising services for budget hotels in India), found prima facie dominance of MMT Go and that OYO is a significant but not prima facie dominant player, and held that the pleaded parity clauses, exclusionary and pricing practices, commission arrangements, listing practices and related allegations are prima facie capable of contravening Sections 3(4) and/or 4. The Director General is directed to carry out a detailed investigation into these matters (and into other parties if implicated) and to submit a report within 150 days.

Enterprise - relevant market - dominant position - abuse of dominant position - foreclosure and refusal to deal - non-compete restraints and restrictions on movement of players - proportionality of regulatory restraints to preserve integrity of sport - direction for investigation by the Director GeneralEnterprise - VFI is an enterprise within the meaning of the Act for the purposes of competition assessment. - HELD THAT: - The Commission examined VFI's constitution, bye laws and functions and found that VFI has a mandate to organise national and international championships and collects affiliation and other fees, thereby undertaking economic activity. On this basis, the Commission concluded that VFI falls within the definition of an enterprise under Section 2(h) of the Act and is subject to competition law scrutiny. [Paras 21]VFI is prima facie an enterprise and amenable to analysis under the Act.Relevant market - market for organization of professional volleyball tournaments/events in India - market for services of volleyball players in India - Relevant product and geographic markets were delineated for assessing the allegations. - HELD THAT: - Considering the nature of the allegations, the Commission identified two separate relevant product markets: the market for organisation of professional volleyball tournaments/events (from the spectator/end-consumer perspective) and the market for services of volleyball players (as input services required by organisers). Given VFI's national regulatory role and homogeneous conditions of competition across India, the geographic dimension of both product markets was held to cover the territory of India. [Paras 23, 24, 25]The relevant markets for adjudication are (a) organisation of professional volleyball tournaments/events in India and (b) services of volleyball players in India.Dominant position - proportionality of regulatory restraints to preserve integrity of sport - VFI prima facie enjoys a dominant position in the delineated relevant markets. - HELD THAT: - The Commission noted that VFI is the sole national-level volleyball federation, vested with regulatory powers (selection, approvals, permissions) and is the predominant purchaser of players' services. These regulatory powers together with its economic role and position in the pyramid of sports governance give VFI a position of strength enabling it to operate independently of competitive forces or affect the market. Consequently, on a prima facie basis, VFI appears to be dominant in both the market for organisation of professional volleyball events and the market for services of volleyball players. [Paras 30, 31]VFI prima facie holds a dominant position in the two relevant markets identified.Abuse of dominant position - foreclosure and refusal to deal - non-compete restraints and restrictions on movement of players - direction for investigation by the Director General - Certain clauses of the Agreement prima facie impose anti-competitive restrictions and the matter is directed to the Director General for detailed investigation. - HELD THAT: - On a prima facie review of the Agreement as it stood prior to amendment, the Commission found clauses that (i) barred organisation of other volleyball leagues of similar nature across levels and territories for ten years, (ii) contained non-compete undertakings by VFI not to engage in similar events, and (iii) restricted players participating in Baseline's league from taking part in other tournaments (including potential clashes with national/international events). A collective reading indicated potential foreclosure of the market for organisation of professional volleyball events and constraints on the supply of players' services, which may not be necessary to promote or preserve the integrity of the sport. While VFI later amended certain clauses and filed affidavits, the Commission observed that the prima facie anticompetitive character of the original clauses warrants a full investigation. Consequently, the Commission directed the Director General to investigate whether the conduct amounts to contravention of the Act and to report within a specified period; the DG is also permitted to investigate any additional anti-competitive conduct uncovered during the probe. The Commission emphasised that its observations are prima facie and do not constitute a final view on merits. [Paras 44, 45, 46, 47, 48]The Director General is directed to investigate the matter and submit a report within 150 days; the Commission's prima facie findings do not determine final liability.Final Conclusion: The Commission held, on a prima facie basis, that VFI is an enterprise and that the relevant product/geographic markets are (a) organisation of professional volleyball tournaments/events in India and (b) services of volleyball players in India; VFI appears prima facie dominant and certain clauses of the VFI-Baseline agreement prima facie raise issues of foreclosure, refusal to deal and unjustified non compete restraints affecting players. The matter is ordered to be investigated by the Director General, with liberty to examine any additional anti competitive conduct, and the Commission's observations are not a final adjudication on the merits.

Exclusive distribution agreement - resale price maintenance - territorial allocation / market infiltration policy - restriction on online sales - appreciable adverse effect on competition (AAEC) - relative market power - agreement among enterprises at different stages or levels of the production chain - facilitation of cartel / concerted conduct at retailer level - Section 3(4) of the Competition Act, 2002 - Section 3(3) of the Competition Act, 2002Restriction on online sales - exclusive distribution agreement - appreciable adverse effect on competition (AAEC) - Restriction imposed by OP-1 on distributors/retailers from selling Vivo products via online platforms does not contravene Section 3(4) and does not cause or is not likely to cause AAEC in the market for sale and distribution of smartphones in India. - HELD THAT: - The Commission found that Vivo products were readily available to consumers through multiple e-commerce portals and via the official Vivo e-store, and that the Primary Distribution Agreement between OP-2 and OP-1 related to offline sales and did not grant OP-1 exclusive rights over online sales. Given availability of alternative channels and absence of supply withholding to consumers, the contested clause in the Secondary Distributorship Agreement did not directly restrict consumer access or withhold supply and therefore was not likely to cause AAEC. The Informants also had the option to exit the distributorship and no exit barriers were established.No contravention of Section 3(4)(c) insofar as the restriction on online sales is concerned.Territorial allocation / market infiltration policy - agreement among enterprises at different stages or levels of the production chain - appreciable adverse effect on competition (AAEC) - The Market Infiltration Policy (MIP) enforced by OP-1 (territorial/geographic restrictions and penalties for infiltration) does not, on the material before the Commission, cause or is likely to cause AAEC in the relevant market and therefore does not contravene Section 3(4)(c). - HELD THAT: - The Commission accepted that OP-1 enforced the MIP, but OPs justified the policy on grounds of protecting investments of distributors/retailers, preventing counterfeits through IMEI tracking, enabling accurate computation of rewards, and preventing predatory pricing. The Informants did not dispute that they were free to deal in other brands within or outside their territory. In light of the facts, prior Commission reasoning in similar matters, and absence of evidence of foreclosure, entry/exit barriers, or consumer harm, the MIP was not found to produce AAEC in the market for sale and distribution of smartphones in India.No contravention of Section 3(4)(c) on account of the MIP.Resale price maintenance - minimum operating price (MOP) - appreciable adverse effect on competition (AAEC) - The imposition of a suggested Minimum Operating Price (MOP) by OP-1, resulting in alleged resale price maintenance, does not, on the record, cause or is likely to cause AAEC in the relevant market and thus does not contravene Section 3(4)(e). - HELD THAT: - The Commission noted the presence of multiple distributors and retailers, extensive online availability, and intense inter-brand competition in the smartphone market. The Informants failed to establish that the MOP produced adverse effects on competition or that distributors were locked in without alternatives. Given consumer access to competitive prices and the distributors' ability to switch brands, the MOP did not amount to RPM causing AAEC.No contravention of Section 3(4)(e) in relation to the MOP/RPM allegation.Facilitation of cartel / concerted conduct at retailer level - Section 3(3) of the Competition Act, 2002 - The allegation that the OPs facilitated or contributed to a cartel among retailers under the aegis of AIMRA in contravention of Section 3(3) is not substantiated by evidence and is rejected. - HELD THAT: - The Informants advanced a general allegation of OPs facilitating a retailer-level cartel but did not implead any retailers or AIMRA or furnish tangible evidence to substantiate facilitation or concerted conduct. The OPs controverted the claim and the Commission found the allegation to be unsubstantiated on the record.No case made out for contravention of Section 3(3).Relative market power - appreciable adverse effect on competition (AAEC) - OPs do not possess such relative market power as to cause AAEC on the basis of combined or single-brand market shares as per the material on record. - HELD THAT: - The Commission examined publicly available market-share data (IDC, shipment data) and the parties' submissions regarding corporate relationships. The Informants' contention that the market shares of brands alleged to be part of a single corporate group (BBK brands) should be aggregated was not supported by evidence of common control or shared decision-making. On the available data, the OPs did not demonstrate market dominance or sufficient influencing power to cause AAEC.Market power insufficient to establish AAEC; combined-market-share aggregation claim rejected for lack of evidence of common control.Final Conclusion: The Commission, after examining the Information, submissions and available market data, found no prima facie case of contravention of Sections 3(4) or 3(3) of the Competition Act, 2002 by the Opposite Parties and accordingly closed the matter under Section 26(2).

Abuse of dominant position - Denial of market access - Preferential access / discriminatory access to co-location services - Prima facie inquiry under Section 26(1) and closure under Section 26(2) - Non-discriminatory provision of services - Jurisdiction of the Commission to examine discriminatory and abusive conductAbuse of dominant position - Preferential access / discriminatory access to co-location services - Denial of market access - Prima facie inquiry under Section 26(1) and closure under Section 26(2) - Whether the information alleging that the National Stock Exchange provided preferential and discriminatory co-location access amounting to abuse of dominant position and denial of market access warranted investigation under Section 26(1) of the Act or should be closed under Section 26(2). - HELD THAT: - The Commission considered the Informant's allegations that NSE provided preferential access to certain trading members through its co-location services, thereby restricting provision of services to others and causing denial of market access in contravention of Section 4(2)(b)(ii) and Section 4(2)(c). The Commission noted that the policy and fee structure for co-location were required to be non-discriminatory and that SEBI and other agencies were investigating related complaints, including forensic and TAC examinations which had reported concerns about preferential access. While recognising that discriminatory and abusive conduct falls within the Commission's jurisdiction and can be independently examined, the Commission found that the allegations were still at the investigation stage before SEBI and that the exact role of the OP in the alleged discriminatory provision of co-location services had not been established. In the absence of sufficient cogent facts and data attributing the discriminatory practices to the OP, the Commission declined to embark upon a full inquiry and concluded that it would not be appropriate to delve into the allegations at that stage. [Paras 21, 22]Information closed under Section 26(2) of the Act for lack of sufficient prima facie material to proceed with an inquiry.Final Conclusion: The Commission observed that while the subject matter-preferential/discriminatory co-location access and potential denial of market access-falls within its jurisdiction, the allegations against NSE were under ongoing investigation by SEBI and other agencies and there was insufficient cogent material before the Commission to form a prima facie view; accordingly the information was closed under Section 26(2) of the Competition Act, 2002.

Relevant market delineation - dominant position in the market for Processors for Servers in India - denial of market access by withholding essential interoperability information - discriminatory refusal to deal as abuse under Section 4(2)(c) - limitation of production and technical development as abuse under Section 4(2)(b) - prima facie determination and remand for investigation to the Director GeneralRelevant market delineation - dominant position in the market for Processors for Servers in India - The relevant product market is market for Processors for Servers in India and the OP is prima facie dominant in that market. - HELD THAT: - The Commission held that the conduct complained of related to denial of design files necessary to make products compatible with the OP's micro processors, and therefore the relevant product market is the market in which that conduct occurred - i.e., Processors for Servers. Under the Explanation to Section 4 of the Act, dominance is to be assessed in India; having regard to the material on record (including an earlier Commission decision relied upon by the Informant), the OP is prima facie in a position of strength in the market for Processors for Servers in India. [Paras 21, 22, 23]Relevant market held to be Processors for Servers in India and OP prima facie dominant in that market.Denial of market access by withholding essential interoperability information - discriminatory refusal to deal as abuse under Section 4(2)(c) - limitation of production and technical development as abuse under Section 4(2)(b) - prima facie determination and remand for investigation to the Director General - Prima facie abuse of dominance by the OP through discriminatory refusal to provide the complete set of reference design and simulation files, contrary to Section 4(2)(c) and Section 4(2)(b), and the matter is directed for investigation by the DG. - HELD THAT: - The Commission found that although the OP had provided some collateral via its portal, material gaps remained (including non provision of certain IBIS simulation files and other important documents) and the OP had not furnished a cogent justification for treating the Informant differently from ODMs/OEMs. The Commission rejected the preliminary contention that SPICE files furnished were an adequate explanation for non provision of IBIS files without a reasonable justification for the discriminatory treatment. On the basis of these prima facie findings, and in view of unresolved factual questions about the completeness and parity of files provided and the reasons for differential treatment, the Commission directed a detailed investigation by the Director General into whether the OP abused its dominance by denying access to reference design and simulation files in a discriminatory manner, and also directed the DG to examine the role of responsible officers under the Act. [Paras 41, 57, 58, 59]Prima facie abuse found in refusal to provide complete reference and simulation files; DG directed to investigate the alleged violations of Section 4(2)(c) and Section 4(2)(b) and to examine responsibility of officers.Final Conclusion: The Commission, having held prima facie that the OP is dominant in the market for Processors for Servers in India and that there is a prima facie case of discriminatory denial of reference design and simulation files contrary to Section 4(2)(c) and (b), has directed the Director General to investigate the matter (including any additional anti competitive conduct and the role of responsible officers); the observations are prima facie and do not constitute a final adjudication on the merits.

Services provided by online marketplace platforms for selling goods in India - relevant geographic market - dominant position - abuse of dominant position - market definition - network effects - violation of Section 4 of the Competition Act, 2002Market definition - Services provided by online marketplace platforms for selling goods in India - relevant geographic market - Relevant product and geographic market for assessing alleged abuse by Flipkart - HELD THAT: - The Commission examined whether separate markets should be delineated for Flipkart India (B2B wholesaling) and Flipkart Internet (marketplace/B2C). Having regard to the allegations made (which principally concerned the conduct of the marketplace operator, Flipkart Internet), the Commission held that the impugned conduct could be examined with reference to a single relevant market. It distinguished online retail stores from online marketplace platforms, noting the presence of network effects on marketplaces and the different commercial characteristics of inventory-based retail versus marketplace models. On geographic scope, the Commission found conditions of competition for online marketplaces to be homogeneous across India. Consequently, the relevant market was defined as "Services provided by online marketplace platforms for selling goods in India." [Paras 19, 24, 25, 26, 27]The relevant market is "Services provided by online marketplace platforms for selling goods in India" and the relevant geographic market is India.Dominant position - network effects - abuse of dominant position - violation of Section 4 of the Competition Act, 2002 - Whether Flipkart (Flipkart Internet) is dominant in the defined relevant market and whether there is a prima facie case of abuse under Section 4 - HELD THAT: - The Commission considered market shares and market structure based on material on record and public-domain information. While acknowledging Flipkart's size and resources and that incumbency advantages arise from network effects, the Commission noted the presence of multiple marketplace players (including Amazon, Paytm Mall, SnapDeal, ShopClues) and observed that Amazon is a close and substantial competitor. Entry into marketplace platforms was regarded as possible, indicative of limited entry barriers. The Informant's asserted market-share figures lacked credible sourcing. On this assessment of the market construct and competition dynamics, no single player was found to command dominance in the marketplace market at this stage of its evolution. As dominance was not established, the question of abuse under Section 4 did not arise on the material before the Commission. [Paras 28, 29, 30]Flipkart Internet is not established to be dominant in the relevant market and no case of abuse under Section 4 is made out on the record.Market definition - structural link - preferential treatment - Allegation of preferential treatment arising from historical structural links between Flipkart entities and WS Retail - HELD THAT: - The Informant alleged preferential treatment through a structural link between Flipkart entities and an exclusive seller (WS Retail). The Commission noted the Informant's own admission that any structural link between Flipkart Internet and WS Retail existed only until 2012, and further noted that WS Retail was no longer a seller on the Flipkart marketplace after 11 April 2017. Flipkart also submitted that arrangements by Flipkart India with B2B customers were non-exclusive and at arm's length, with no restraints on resellers. The Informant did not place material to substantiate ongoing preferential or exclusive arrangements. On these facts, the concern of present preferential treatment attributable to an historical structural link was not sustained. [Paras 6, 11, 31]No present preferential treatment by reason of any structural link with WS Retail is established.Interim relief - Section 33 - Requests for interim relief restraining alleged preferred sellers or combinations pending investigation - HELD THAT: - The Informant sought interim relief under Section 33 to restrain alleged preferred sellers and to prohibit combinations involving the Opposite Parties until investigation. The Commission conducted preliminary conferences, considered the material and submissions, and found no prima facie case of abuse of dominance against Flipkart (nor against Amazon). Given the absence of a made-out case under Section 4 on the available record, no basis was shown to grant the interim remedies sought. [Paras 1, 8, 9, 32, 33]The prayers for interim relief and for prohibition of combinations pending investigation are not granted.Investigation closure - violation of Section 4 of the Competition Act, 2002 - Final disposition of the Information filed under Section 19 alleging contravention of Section 4 - HELD THAT: - After examining the allegations, submissions, and available material, and having defined the relevant market and assessed dominance, the Commission concluded that no case of contravention of Section 4 was made out against the Opposite Parties. The Commission also took on record submissions denying abusive conduct and noted regulatory constraints and compliance obligations applicable to marketplace operators. The Commission extended its reasoning to Amazon, considered as a key market player, and found no case against it on the market construct and reasons given. [Paras 30, 31, 32, 33, 34]The Information is ordered to be closed forthwith under Section 26(2) as no contravention of Section 4 is established.Final Conclusion: The Commission defined the relevant market as services provided by online marketplace platforms for selling goods in India (geographic market India), found no single player dominant in that market on the material before it, held that no contravention of Section 4 of the Competition Act, 2002 was made out against the Opposite Parties (and similarly found no case against Amazon), refused the interim reliefs sought, and closed the Information under Section 26(2).

Appreciable adverse effect on competition - horizontal overlap - vertical foreclosure - licensing of audio-visual content - operation and wholesale supply of TV channels - retail supply of audio-visual content (OTT) - supply of advertising airtime - character merchandising - licensing of music rights - licensing of publication rights - interactive media - market delineation left open - Section 6 notice and combination review under Section 31(1)Horizontal overlap - production and supply of films - market delineation left open - Proposed combination will not have an appreciable adverse effect on competition in the production and supply of films to third party distributors and exhibitors in India (including sub segments English, Bollywood and Regional films). - HELD THAT: - The Commission treated relevant market delineation as open but on the record found that combined market shares for English and Bollywood films declined between 2016 and 2017; the hit driven nature of film production causes year to year variability; significant global and domestic competitors would continue to constrain the Parties; distributors and exhibitors retain negotiating power post release. For regional films the Parties' combined share was negligible. On these bases the Commission concluded there is no likelihood of AAEC in this segment. [Paras 7]No appreciable adverse effect on competition in production and supply of films.Horizontal overlap - licensing of audio-visual content - market delineation left open - Proposed combination will not have an appreciable adverse effect on competition in the licensing of audio visual contents in India (sub segments: film content rights, sports content rights, and non film/non sports content). - HELD THAT: - The Commission noted the Parties produce a small proportion of total films licensed for broadcast and that TWDC is effectively absent from mass appeal sports rights in India (ESPN has no mass appeal TV rights and has licensed rights to Sony). The Parties' positions in non film/non sports content are also insignificant. Accordingly, the Commission found no AAEC concern in these licensing sub segments. [Paras 7]No appreciable adverse effect on competition in licensing of audio visual content.Horizontal overlap - operation and wholesale supply of TV channels - Proposed combination will not have an appreciable adverse effect on competition in the operation and wholesale supply of TV channels in India across identified sub genres (Films, Infotainment & Lifestyle, Kids, Hindi GEC, English GEC, Regional GEC, Music, Sports). - HELD THAT: - Using viewership based market shares supplied by the Parties, the Commission assessed each sub genre and found that combined shares were either modest or met significant competitive constraint from other incumbents (e.g., Zee, Sony, Discovery, TV18, Turner, Sun). In the Kids sub segment TWDC had a strong share but 21CF was insignificant and other competitors remain. For sports, 21CF's share is sizeable but the combination does not change market dynamics for reasons earlier noted. Overall, the Parties would face continued competitive constraints post combination. [Paras 7]No appreciable adverse effect on competition in operation and wholesale supply of TV channels.Retail supply of audio-visual content (OTT) - horizontal overlap - Proposed combination will not have an appreciable adverse effect on competition in the retail supply of audio visual content in India (including OTT services and DTH related retail supply). - HELD THAT: - The Parties' combined OTT market share was estimated at 30-35% with negligible incremental impact from TWDC; the sector is characterised by multiple strong competitors (Netflix, Amazon Prime, YouTube, ErosNow, SonyLIV, Voot, etc.) that would continue to constrain the Parties. Although 21CF has equity in Tata Sky (DTH), there is no overlap between the Parties in DTH retail supply and regulatory measures and rival DTH operators mitigate foreclosure risk. [Paras 7, 12]No appreciable adverse effect on competition in retail supply of audio visual content.Supply of advertising airtime - vertical relationship - Proposed combination will not have an appreciable adverse effect on competition in the supply of advertising airtime on television channels. - HELD THAT: - The Commission observed that television advertising frequently is not confined to a single genre and viewers are largely genre agnostic; 21CF's market share in advertising airtime is around 20-25% and the incremental share from the combination is insignificant. These factors mean the combination does not materially change advertising market dynamics. [Paras 7]No appreciable adverse effect on competition in supply of advertising airtime.Character merchandising - consumer products - Proposed combination will not have an appreciable adverse effect on competition in the supply of consumer products via character merchandising (licensing of intellectual property). - HELD THAT: - The Parties engage in character merchandising primarily through licensing of intellectual property; their combined presence in this business is insignificant and therefore cannot cause AAEC. [Paras 7]No appreciable adverse effect on competition in character merchandising/consumer products.Licensing of music rights - Proposed combination will not have an appreciable adverse effect on competition in licensing of music rights in India. - HELD THAT: - Both Parties are present as licensors of music but each has an insignificant market share in this segment; on this basis the Commission found no competition concern. [Paras 7]No appreciable adverse effect on competition in licensing of music rights.Licensing of publication rights - Proposed combination will not have an appreciable adverse effect on competition in licensing of publication rights in India. - HELD THAT: - Neither Party publishes books in India; their presence is limited to licensing IP to third party publishers and combined revenues from publishing licensing are insignificant, eliminating AAEC concerns in this segment. [Paras 7]No appreciable adverse effect on competition in licensing of publication rights.Interactive media - Proposed combination will not have an appreciable adverse effect on competition in interactive media in India. - HELD THAT: - The Parties overlap in interactive media via licensing of IP and audio visual content to game developers and telecom/value added service providers, but their combined market share is insignificant and other competitors remain, so no AAEC is likely. [Paras 7]No appreciable adverse effect on competition in interactive media.Vertical foreclosure - upstream licensing vs downstream wholesale/retail - Proposed combination will not enable the Parties to foreclose competitors in identified vertically related markets (licensing of audio visual content upstream vs wholesale supply of TV channels and retail supply; advertising upstream vs OTT downstream; licensing of music upstream vs sub licensing downstream; and operation/wholesale TV channels upstream vs DTH retail downstream). - HELD THAT: - The Commission identified relevant vertical relationships but found that in each case the Parties' presence is either insignificant or subject to sufficient competitive constraints from other players and regulatory measures (including TRAI orders in DTH/tariff regulation). Consequently, the Parties would lack the ability to foreclose rivals post combination. [Paras 9, 10, 11, 12]No likelihood of vertical foreclosure or AAEC in the identified vertical markets.Section 6 notice and combination review under Section 31(1) - appreciable adverse effect on competition - Overall conclusion under sub section (1) of Section 31: the Proposed Combination is not likely to have an appreciable adverse effect on competition in India. - HELD THAT: - Having considered the notice under Section 6(2), the submissions and materials provided by the Acquirers, and the factors in Section 20(4), the Commission assessed horizontal and vertical overlaps across identified markets and found no AAEC. The order also records that it shall be revoked if the information provided by the Acquirers is found incorrect and that the information is confidential under Section 57. [Paras 13, 14, 15]Commission concluded the Proposed Combination is not likely to have an appreciable adverse effect on competition and recorded the order under Section 31(1).Final Conclusion: The Commission, after assessing the notified combination under the procedure following the Section 6 notice and applying the factors in Section 20(4), found no appreciable adverse effect on competition in India across the analysed horizontal and vertical markets and accordingly recorded the order under sub section (1) of Section 31; the order is subject to revocation if information provided is found incorrect and the submitted information is confidential.

Appreciable Adverse Effect on Competition - private injury versus competition concern - jurisdiction of the Commission - closure under Section 26(2) of the Competition Act - non-applicability of restrictive trade practice provisions in purely contractual disputesNon-applicability of restrictive trade practice provisions in purely contractual disputes - Appreciable Adverse Effect on Competition - The allegations do not constitute a contravention of the provisions of Section 3 of the Act. - HELD THAT: - The Commission examined the nature of the allegations and the relationship between the parties and found that the Informants and the Opposite Parties are neither at the same level of the market nor part of the same production or supply chain. The dispute arises from alleged non performance of a Development Agreement, dishonour of cheques and related grievances, which are private/contractual in character and do not disclose any conduct causing an Appreciable Adverse Effect on Competition. Consequently, the factual matrix does not engage the restrictive trade practice provisions for which Section 3 is invoked. [Paras 18, 19]No case of contravention of Section 3 of the Act is made out.Jurisdiction of the Commission - private injury versus competition concern - closure under Section 26(2) of the Competition Act - The information falls outside the jurisdiction of the Commission and is to be closed under Section 26(2). - HELD THAT: - Having concluded that the matter discloses only a private injury and lacks any competition concern, the Commission held that the complaint lies beyond its remit. The Development Agreement and related Memoranda of Understanding substantiate that the dispute is contractual in nature and appropriate for adjudication by civil or other competent fora. In view of this absence of jurisdictional competence to entertain competition law claims on the present facts, the Commission exercised the power to terminate the proceedings and close the information under the statutory provision permitting such disposal. [Paras 20, 21]The information is ordered to be closed forthwith under Section 26(2) of the Act and the Informants are directed to seek redressal from an appropriate forum.Final Conclusion: The Commission found no competition law violation; the matter is a private contractual dispute outside its jurisdiction and the information is closed under Section 26(2) of the Competition Act, 2002.

Deemed liability of officers under Section 48(1) - personal liability for active participation under Section 48(2) - imposition of monetary penalty on officers based on average income - mitigation and remission of penalty in view of corporate acceptance and cooperation - closure of proceedings for lack of specific adverse findingDeemed liability of officers under Section 48(1) - personal liability for active participation under Section 48(2) - Liability of four individual officials for contravention by their respective companies - HELD THAT: - The Commission upheld findings in the Main Order that, by virtue of the positions held and the material evidencing involvement, the four named individuals are liable in relation to their companies' contravention. For the managing directors, the presumption under the proviso to Section 48(1) operated and they failed to rebut that presumption by showing lack of knowledge or due diligence. For individuals whose active involvement was shown by contemporaneous material (including call recordings and emails), liability under Section 48(2) was recorded. The Commission therefore proceeded to treat these individuals as responsible for the contravention committed by their companies. [Paras 9, 172, 177, 178, 179]Shri Glenn M. Saldanha, Shri M. Srinivas Reddy, Shri Bharat Pandya and Shri Rakesh Shah are held liable under Section 48(1) and/or 48(2) for the contravention by their respective companies.Imposition of monetary penalty on officers based on average income - Quantification and imposition of penalty on the four officials at the rate of 1% of average income for 2013-14 to 2015-16 - HELD THAT: - In exercise of powers under Section 27 read with Section 48, the Commission calculated penalties on the four individuals at 1% of their respective average incomes computed from the ITRs for the three specified financial years. The averages were computed from the disclosed incomes for 2013-14, 2014-15 and 2015-16 and converted into specific penalty amounts as set out in the order. [Paras 10, 11, 13]Penalties quantified at 1% of average income for 2013-14, 2014-15 and 2015-16 are imposed on the four officials in the amounts specified in the order.Mitigation and remission of penalty in view of corporate acceptance and cooperation - Extension of mitigation benefit to officials of a company that received a remission - HELD THAT: - The Commission applied the mitigating circumstances it had earlier taken into account while reducing the corporate penalty of Hetero Healthcare (viz., admission of guilt, assurance against recurrence and lack of refusal to supply) to the company's officials. Consequently, the penalties payable by Shri M. Srinivas Reddy and Shri Bharat Pandya were remitted by 40% and re-quantified accordingly. [Paras 11, 12]A 40% remission is extended to Shri M. Srinivas Reddy and Shri Bharat Pandya and their penalties are recomputed accordingly.Closure of proceedings for lack of specific adverse finding - Disposal of proceedings against several pharmaceutical companies named in the investigation for which no specific adverse finding was recorded - HELD THAT: - The Commission observed that the Investigation Report contained no specific adverse findings against a list of pharmaceutical companies arraigned as opposite parties. The informants failed to establish contravention by those parties during the proceedings. Therefore, and without prejudice to any future or other investigation, the Commission decided not to proceed further against those companies and disposed of any applications by them seeking deletion of their names. [Paras 15, 16, 17]Proceedings against the listed pharmaceutical companies are closed for the present matter and applications for deletion of their names are disposed of.Direction for payment of imposed penalty - Timeframe for deposit of the imposed penalties - HELD THAT: - Having quantified the penalties, the Commission directed that the individuals deposit the prescribed amounts within a stipulated period from receipt of the order, thereby giving them a finite timeline for compliance with the monetary obligations imposed. [Paras 14]The individuals are directed to deposit the penalty amounts within 60 days of receipt of this order.Final Conclusion: The Commission affirmed individual liability of four officials under Section 48(1) and/or 48(2), imposed penalties on them computed at 1% of their average incomes for 2013-14 to 2015-16 (with 40% remission for two officials), directed payment within 60 days, and closed proceedings against various other pharmaceutical companies for which no specific adverse finding was recorded in the Investigation Report.

Relevant market for organisation of professional domestic cricket leagues/events in India - dominant position - abuse of dominant position by denial of market access - exclusionary conduct in downstream markets (media rights tenders) - prima facie case and investigation under Section 26(1) of the Competition Act, 2002Relevant market for organisation of professional domestic cricket leagues/events in India - dominant position - The relevant market was delineated and BCCI was held to prima facie occupy a dominant position in that market. - HELD THAT: - Relying on the facts pleaded by the Informant and the Commission's prior reasoning in the Surinder Singh Barmi matter, the Commission concluded that the appropriate market for competition analysis is the market for 'organisation of professional domestic cricket leagues/events in India' (paragraph 25). The Commission observed that by virtue of the pyramid structure of sports governance, endorsement by ICC, historical evolution, monopoly status, control over infrastructure and players, and authority to grant approvals and ancillary rights, BCCI prima facie enjoys a dominant position in that relevant market (paragraphs 26-28). These factors collectively establish the competitive strength and entry barriers that substantiate a prima facie finding of dominance for the purposes of proceeding to investigation. [Paras 25, 26, 27, 28]The Commission prima facie treats BCCI as dominant in the market for organisation of professional domestic cricket leagues/events in India.Abuse of dominant position by denial of market access - exclusionary conduct in downstream markets (media rights tenders) - A prima facie case was found that BCCI abused its dominant position by excluding the Informant from participating in the market, including by foreclosing participation in media-rights tenders, amounting to denial of market access under Section 4(2)(c). - HELD THAT: - The Commission examined allegations and documentary material showing sustained exclusionary measures against the Informant (ICL), including blacklisting from media-rights bids and tender clauses disqualifying bidders engaged in litigation with BCCI (paragraphs 30-31). The record, including ICC Board minutes and the formulation of eligibility conditions in BCCI tenders, supported the view that such measures were targeted to foreclose the Informant (paragraphs 30-33). The Commission noted that although some exclusionary acts began prior to enforcement of Section 4, the conduct continued thereafter, and the downstream denial of opportunity to bid for media rights (IPL) constitutes exclusion that prima facie contravenes Section 4(2)(c) (paragraphs 29-33). The Commission emphasised that sports federations with sanctioning authority can gain competitive advantage by setting approval conditions, and in this instance BCCI appears to have taken such advantage to exclude a rival. [Paras 29, 30, 31, 32, 33]A prima facie case of abuse of dominant position by denial of market access (Section 4(2)(c)) is made out against BCCI.Prima facie case and investigation under Section 26(1) of the Competition Act, 2002 - The matter was directed to be investigated by the Director General; the Commission remitted the case for detailed inquiry without expressing a final opinion on merits. - HELD THAT: - Having found a prima facie case of dominance and exclusionary abuse, the Commission exercised its power under Section 26(1) to direct the Director General to carry out a detailed investigation (paragraphs 34-36). The Commission specified a time-frame for the DG's report and clarified that observations in the order do not constitute a final view on merits and that the DG must conduct the investigation unimpaired by those observations (paragraphs 34-35). The Secretary was directed to forward the information and documents to the DG (paragraph 36). [Paras 34, 35, 36]The case is directed to the Director General for detailed investigation under Section 26(1); no final determination on merits is recorded by the Commission at this stage.Final Conclusion: The Commission delineated the relevant market as organisation of professional domestic cricket leagues/events in India, held that BCCI prima facie occupies a dominant position and that there is a prima facie abuse by denial of market access (notably exclusion from media-rights tenders) contrary to Section 4(2)(c); the matter is remitted to the Director General for detailed investigation under Section 26(1), without any final expression on merits.

Abuse of dominant position - Dominant position in the relevant market - Tie in arrangement - Exclusive supply agreement / refusal to deal - Resale price maintenance (RPM) and discount control mechanism - Territorial allocation / exclusive distribution - Anti competitive restraints under Section 3(4) - Unfair conditions in purchase or sale under Section 4(2) - Prima facie inquiry and direction for investigation under Section 26(1)Dominant position in the relevant market - Market delineation - motorcycles and scooters - Relevant product and geographic markets were prima-facie delineated and dominance assessed for each market. - HELD THAT: - Based on available sales data and consideration of product characteristics and consumer preferences, the Commission prima-facie treated motorcycles and scooters as distinct product markets and the relevant geographic market as India. In the market for manufacture and sale of motorcycles in India, the OP's market share (third place) did not prima-facie indicate dominance and thus did not merit investigation for abuse. In the market for manufacture and sale of scooters in India, the OP consistently held a high market share with apparent entry barriers (capital costs), and prima-facie enjoyed a dominant position warranting examination for abuse. [Paras 5]Motorcycles and scooters are prima-facie separate relevant product markets; OP not prima-facie dominant in motorcycles market but prima-facie dominant in scooters market.Unfair conditions in purchase or sale under Section 4(2) - Tie in arrangement - Compulsory purchases and mandated sources - Prima facie finding that mandatory sourcing and other contractual stipulations imposed on dealers amounted to unfair conditions under Section 4(2). - HELD THAT: - The Commission found prima-facie that the OP had imposed mandatory requirements on dealers to purchase oil, lubricants, batteries, certain accessories, AMC/EW/RSA booklets, advertising services and merchandise from designated sources, often at higher prices, and enforced these by threats of penalty or termination. Such restrictions were held prima-facie to be unfair conditions in purchase or sale of goods/services and to merit examination as abuse of dominant position in the scooters market under Section 4(2)(a)(i) and Section 4(2)(d). [Paras 5]Prima-facie satisfied that the mandatory sourcing and related contractual conditions constitute unfair conditions under Section 4(2) and warrant investigation.Anti competitive restraints under Section 3(4) - Exclusive supply agreement / refusal to deal - Resale price maintenance (RPM) and discount control mechanism - Territorial allocation / exclusive distribution - Prima facie determination that various contractual restraints amounted to anti competitive restrictions under Section 3(4) read with Section 3(1). - HELD THAT: - The Commission, at the prima-facie stage, identified multiple practices that fall within the inclusive scope of Section 3(4): (a) mandatory sourcing of oils, batteries, accessories and nominated finance/insurance partners as exclusive supply agreements/refusal to deal likely to foreclose suppliers and raise prices; (b) mandatory use of a designated advertising agency and contingent purchase of AMC/EW/RSA booklets as tie in or exclusive supply arrangements; (c) implementation and monitoring of resale price maintenance and discount caps (including mystery shoppers and penalties) as contraventions of Section 3(4)(e); and (d) allocation of territorial limits to dealers as an exclusive distribution practice restricting intra brand competition. On these bases the Commission was prima facie satisfied that the restraints could cause appreciable adverse effect on competition and contravene Section 3(4) read with Section 3(1). [Paras 5]Prima facie satisfied that the identified contractual restraints amount to anti competitive practices under Section 3(4) read with Section 3(1) and merit investigation.Exclusive supply agreement / refusal to deal - De facto exclusivity and prior permission clauses - Prima facie conclusion that the clause requiring prior written consent for dealing with competing products (Clause 10.14) did not, on the material on record, amount to de facto exclusivity or a refusal to deal. - HELD THAT: - The Commission observed that Clause 10.14 permits dealers to deal in competing products with prior written consent and that, absent material showing de facto measures preventing dealers from dealing with other products, a mere stipulation of prior permission is commonly aimed at preserving dealer resources and brand equity. No material on record suggested effective restrictions amounting to exclusive supply or refusal to deal; consequently, the clause did not prima-facie constitute an exclusive supply obligation or refusal to deal. [Paras 5]Clause requiring prior written consent for competing business did not, prima-facie, establish exclusivity or refusal to deal.Prima facie inquiry and direction for investigation under Section 26(1) - Direction to the Director General to investigate the prima facie findings within a specified time. - HELD THAT: - Having recorded prima facie satisfaction on contraventions of Section 4 and Section 3(4), the Commission directed the Director General to cause an investigation into the matter and complete the same within 60 days from receipt of the order, while clarifying that observations in the order do not constitute final opinions on merits and the DG must conduct an independent investigation. [Paras 6, 7, 8]DG directed to investigate the matter and complete the investigation within 60 days; observations in the order are not final findings on merits.Final Conclusion: The Commission, after prima facie examination, delineated motorcycles and scooters as separate markets, found the OP prima facie dominant in the scooters market (not in motorcycles), was prima facie satisfied that multiple mandatory sourcing requirements, RPM, territorial restrictions and other contractual stipulations offend Section 4(2) and Section 3(4) read with Section 3(1), but did not find prima facie de facto exclusivity in the prior permission clause; the matter is directed to the Director General for investigation to be completed within 60 days, without prejudice to final adjudication.

Relevant market (market for radio taxi services in Bengaluru) - dominant position - abuse of dominant position - predatory pricing - interpretation of Section 4 of the Act - factors under Section 19(4) - two-sided market / network effects - countervailing buyer power - entry barriers - substitutability between aggregator and asset-owned modelsRelevant market (market for radio taxi services in Bengaluru) - substitutability between aggregator and asset-owned models - The relevant market is the market for radio taxi services in the city of Bengaluru. - HELD THAT: - The Commission examined the characteristics, intended use and substitutability of services offered by app-based aggregators and asset-owned radio taxi operators and concluded that, despite different business models, they supply functionally substitutable services to the same set of consumers. Regulatory frameworks and state taxi schemes treating aggregators as radio taxi service providers support this view. On geographic scope, transport being a State subject and the localised nature of point-to-point taxi services led to delineation of the market at the city level, namely Bengaluru. [Paras 64, 65, 66, 67, 68]Relevant product market is 'market for radio taxi services' and relevant geographic market is Bengaluru.Dominant position - factors under Section 19(4) - countervailing buyer power - ANI Technologies Pvt. Ltd. (OP) did not hold a dominant position in the relevant market during the period of investigation. - HELD THAT: - Applying the holistic framework of Section 19(4), the Commission considered market shares (number of trips and active fleet), the emergence and rapid expansion of Uber as a competitive constraint, financial resources, network effects, multi homing by drivers and riders, ease of entry under the platform model, and countervailing buyer power. Although OP achieved high market shares for part of the period, the market was dynamic and OP's share declined with Uber's expansion; network effects were insufficiently strong to prevent entry/expansion; drivers and riders could multi home and switch at negligible cost; and capital markets were accessible. On balance, these factors demonstrated effective competitive constraints such that OP could not be said to act independently of competitors or consumers. [Paras 94, 95, 96, 104, 105]OP is not dominant in the market for radio taxi services in Bengaluru.Abuse of dominant position - predatory pricing - interpretation of Section 4 of the Act - No contravention of Section 4 (abuse of dominant position by predatory pricing) is established against OP; therefore no intervention under Section 4 was warranted. - HELD THAT: - Because the scheme of the Act requires dominance as a precondition for Section 4 liability, and the Commission found OP not to be dominant, the question of abuse under Section 4 does not arise. The Commission nonetheless reviewed pricing conduct and data showing aggressive below cost pricing by both OP and Uber, but concluded that in a nascent, dynamic market interference would be inappropriate absent demonstrated dominance and conclusive evidence of anticompetitive foreclosure. Accordingly, the evidence did not establish OP's abuse of dominance under Section 4. [Paras 118, 121, 122, 123, 124]No contravention of Section 4; allegations of predatory pricing not sustained against OP.Two-sided market / network effects - entry barriers - multi homing - Network effects and capital were considered but did not operate as insurmountable entry barriers in the relevant market during the investigation period. - HELD THAT: - The Commission acknowledged that platform markets exhibit cross side network externalities which can entrench incumbents. However, in this case both OP and Uber actively competed to attract drivers and riders; multi homing was easy (apps downloadable, negligible switching costs); and entry/expansion was feasible under the platform model without large upfront fleet investment. While significant funding aided rapid expansion, there was evidence that finance markets were accessible to entrants. Consequently, network effects did not prevent effective entry/expansion nor materially insulate OP from competitive constraint. [Paras 92, 93, 94, 95, 96]Network effects and capital did not constitute insurmountable entry barriers in Bengaluru's radio taxi market during the period examined.Interpretation of Section 4 of the Act - The Act does not permit more than one independent dominant enterprise in a relevant market; the Commission rejected the argument that both OP and Uber could be simultaneously dominant. - HELD THAT: - Relying on the language and structure of Section 4 and related provisions (including the singular usage in Section 4(2), the definition of 'dominant position', and Section 19(4) factors), the Commission interpreted 'dominant position' as referring to a position of strength enabling an enterprise to operate independently of competitive forces. The Commission held that simultaneous independent dominance by two firms is inconsistent with this concept and with the Act's scheme; arguments based on penalty provision wording were rejected as misplaced. Therefore the submission that OP and Uber could both be dominant was dismissed. [Paras 112, 113, 114, 115, 116]Dual or simultaneous independent dominance of two separate enterprises in the same relevant market is not recognized under the Act; the claim that both OP and Uber are dominant was rejected.Final Conclusion: The Commission held that the relevant market is the market for radio taxi services in Bengaluru; ANI Technologies Pvt. Ltd. (OP) was not found to be dominant in that market; consequently no abuse under Section 4 (predatory pricing) was established and the matters were closed. The Commission also rejected the contention that more than one independent enterprise can be held dominant simultaneously in the same relevant market.

Resale price maintenance - Tie in arrangement - Refusal to deal / Exclusive supply agreement - Apparent ultra vires investigation by the Director General - Market definition - upstream and downstream markets - Penalty based on relevant turnoverApparent ultra vires investigation by the Director General - DG's investigation into alleged contraventions of Section 4 of the Act was beyond the Commission's mandate and is to be disregarded. - HELD THAT: - The Commission observed that the prima facie orders directing the DG to investigate (First and Second Prima Facie Orders) related only to alleged contraventions of Section 3(4) read with Section 3(1). There was no prima facie finding or direction to investigate abuse of dominance under Section 4. Relying on the Supreme Court's precedent that the DG must act within the terms of the Commission's directive, the Commission held that the DG's investigation and findings on Section 4 are ex facie void and therefore are to be disregarded. [Paras 43, 44, 45]DG's findings insofar as they relate to Section 4 are ultra vires the scope of investigation and are disregarded.Refusal to deal / Exclusive supply agreement - Market definition - upstream and downstream markets - Clause 5(iii) of the Dealership Agreement does not amount to an exclusive supply obligation or refusal to deal in contravention of Section 3(4)(b) or Section 3(4)(d) read with Section 3(1). - HELD THAT: - Clause 5(iii) requires prior written permission of the OP before a dealer may invest in businesses unrelated to the Hyundai dealership; it does not, on its face, prohibit dealers from dealing with competing manufacturers. The Commission examined the factual record and noted that over 100 Hyundai dealers operate competing-brand dealerships and that the OP had not, in practice, enforced a prohibition or demonstrably refused permission; no evidence was produced showing that either Informant requested permission and was denied. The provision therefore does not create de jure exclusivity and, on the facts, did not operate as de facto exclusivity. The clause's asserted objectives-preventing free riding and monitoring dealers' financial health-were accepted as legitimate business concerns and there is no material showing restriction of dealers in form or practice. [Paras 71, 72, 73, 74, 75]Clause 5(iii) does not contravene Section 3(4)(b) or Section 3(4)(d) read with Section 3(1) of the Act.Resale price maintenance - HMIL's Discount Control Mechanism, including monitoring by mystery shopping and penalties for dealers exceeding prescribed discounts, constitutes resale price maintenance in contravention of Section 3(4)(e) read with Section 3(1). - HELD THAT: - The Commission accepted that HMIL fixed ex showroom prices and determined dealer margins, and permitted dealers to grant discounts only within maximum levels prescribed by HMIL. HMIL implemented a Discount Control Mechanism, appointed mystery shopping agencies to monitor dealer discounts, regularly discussed price/discounts with dealers, and imposed substantial penalties and supply suspensions on dealers who exceeded permissible discounts. Such arrangements fixed minimum resale prices indirectly (by capping permissible discounts) and restricted intra brand price competition among Hyundai dealers. The Commission found no compensating consumer benefits, concluded appreciable adverse effect on competition having regard to Section 19(3) factors, and held the arrangements amounted to RPM. [Paras 83, 88, 93, 94, 116]HMIL has contravened Section 3(4)(e) read with Section 3(1) of the Act by imposing RPM through its Discount Control Mechanism.Tie in arrangement - HMIL's conduct in mandating dealers to use specified lubricants/oils and penalising use of non recommended oils amounts to a tie in arrangement in contravention of Section 3(4)(a) read with Section 3(1); warranty related justifications do not, by themselves, render such mandates lawful. - HELD THAT: - The DG found and the Commission accepted that HMIL designated two suppliers for engine oils (IOCL and Shell), issued circulars with price lists, and that dealers were required to procure those oils; certain oil grades were represented as 'genuine' and there were royalty arrangements. The Commission noted that mandating procurement from specified producers and penalising deviation tends to foreclose alternative channels, create barriers to entry, and harm consumer welfare by raising prices and limiting choice. While a manufacturer may legitimately refuse warranty where causal link to a non standard part is established, the blanket practice of mandating particular suppliers and penalising non use was found to have appreciable adverse effect on competition and thus to constitute a tie in contravention. [Paras 105, 106, 107, 108, 116]HMIL has contravened Section 3(4)(a) read with Section 3(1) by mandating use of specified lubricants/oils and penalising non compliance; cancellation of warranty for specific causally linked defects may be justified but does not validate the tying conduct.Tie in arrangement - Allegations that HMIL tied sale of cars to purchase of CNG kits from its nominated supplier and that warranty denial per se amounts to tie in were not held to be unlawful on the facts; cancellation of warranty for use of non recommended CNG kits may be objectively justified. - HELD THAT: - The DG found CEV to be the nominated supplier of CNG kits and that CEV's kits were priced substantially higher, with warranty denial where non CEV kits were fitted. The Commission recognised that where cancellation of warranty is causally linked to use of non approved kits, such a measure may be objectively justified by HMIL's legitimate interest in protecting warranty exposure and ensuring safety/compatibility. On that basis, the Commission did not find the warranty related practices to amount to a contravention of Section 3(4)(a) read with Section 3(1). [Paras 100, 101, 102, 103, 104]Warranty cancellation upon use of non CEV CNG kits may be objectively justified and does not, by itself, constitute a contravention of Section 3(4)(a) read with Section 3(1).Tie in arrangement - HMIL's arrangements with an insurance broker and issuance of dealer circulars recommending preferred insurers did not amount to an unlawful tie in under Section 3(4)(a). - HELD THAT: - Although HMIL entered into an MoU with ABIBL and issued circulars listing preferred insurers, there was no contractual clause making dealership conditional on offering only empanelled insurers. Third party evidence showed customers remained free to procure insurance from other providers and dealers continued to service such customers. Incentives were provided for using empanelled insurers but the practice was not mandatory and service levels were not withheld from customers choosing other insurers. The Commission therefore concluded that the arrangements did not cause an appreciable adverse effect on competition as required for a tie in finding. [Paras 110, 111, 112, 113, 114]HMIL has not contravened Section 3(4)(a) read with Section 3(1) in respect of insurance services.Penalty based on relevant turnover - Penalty for the established contraventions is to be computed on the basis of relevant turnover (turnover from sale of motor vehicles) and HMIL is penalised at 0.3% of average relevant turnover of the last three financial years. - HELD THAT: - Applying the Supreme Court's principle favouring 'relevant turnover' for penalty calculations, the Commission determined that the infringing conduct related to sale of motor vehicles and therefore relevant turnover is revenue from that product alone. Considering seriousness of the infringement and mitigation pleas (first time offender, compliance programme, no supra normal profits), the Commission fixed the penalty at 0.3% of HMIL's average relevant turnover for the three preceding financial years and worked out the monetary amount accordingly. HMIL was directed to deposit the penalty within 60 days. [Paras 127, 128, 129, 130, 131]Penalty imposed on HMIL at the rate of 0.3% of average relevant turnover (sale of motor vehicles) for the last three years; amount to be deposited within 60 days.Final Conclusion: The Commission disregarded the DG's Section 4 findings as ultra vires; it held that HMIL did not contravene Sections 3(4)(b)/(d) (Clause 5(iii) not an exclusive supply/refusal to deal) and did not unlawfully tie insurance or CNG warranty practices in the circumstances, but found HMIL guilty of resale price maintenance under Section 3(4)(e) read with Section 3(1) and of unlawful tie in in respect of mandated lubricants/oils under Section 3(4)(a) read with Section 3(1). HMIL was directed to cease the infringing conduct and was imposed a penalty computed at 0.3% of average relevant turnover for the last three years, payable within 60 days.

Relevant product market - relevant geographic market - dominant position - abuse of dominance - predatory pricing - prima facie case under Section 4 - scope of Competition Act versus IT Act/right to privacyRelevant product market - relevant geographic market - Delineation of the relevant market for the purposes of the enquiry - HELD THAT: - The Commission held that the relevant product market is 'the market for instant messaging services using consumer communication apps through smartphones', distinguishing such internet based instant messaging apps from traditional telecommunication services on the basis of functionality, platform and pricing differences. The Commission further held that the relevant geographic market is India, observing that while functionality of such apps is inherently cross border, the allegations concern conduct within India and conditions of competition in India are homogeneous for the product market defined. Accordingly, the relevant market was defined as instant messaging consumer communication apps through smartphones in India. [Paras 11, 12, 13]Relevant market defined as 'the market for instant messaging services using consumer communication apps through smartphones in India'.Dominant position - Whether the OP (WhatsApp) is in a dominant position in the defined relevant market - HELD THAT: - Having regard to market data and usage statistics cited in the record, including high penetration and daily usage of WhatsApp in India relative to other apps, the Commission concluded that the OP is in a dominant position in the market for instant messaging consumer communication apps through smartphones in India. The finding was based on evidence of broad user base and comparative prevalence vis a vis competitors. [Paras 14]WhatsApp is in a dominant position in the relevant market as delineated.Abuse of dominance - prima facie case under Section 4 - scope of Competition Act versus IT Act/right to privacy - Whether the OP's updated privacy policy and data sharing with Facebook, and related allegations, constitute abuse of dominance under Section 4 of the Competition Act - HELD THAT: - The Commission examined the data sharing terms of the August 25, 2016 privacy update, the availability of an opt out within 30 days, and WhatsApp's submissions regarding the purposes for which account information would be shared within the Facebook group. The Commission also noted WhatsApp's end to end encryption assurances and the stated limits on sharing user content with third parties. The Commission took into account the Delhi High Court order and the pendency of related proceedings before the Supreme Court, and observed that allegations of breach of the IT Act or a standalone right to privacy fall outside the Competition Act's purview. On the evidence and submissions, the Commission found that the data sharing and privacy policy allegations did not establish a prima facie case of abusive conduct under Section 4. [Paras 15, 16, 17]No prima facie case of abuse of dominance under Section 4 arising from the privacy policy/data sharing allegations; issues under IT Act or privacy are not matters for adjudication under the Act in this enquiry.Predatory pricing - abuse of dominance - Whether the OP's cessation of subscription fees and provision of free services constitutes predatory pricing in contravention of Section 4 - HELD THAT: - The Commission noted industry practice where multiple consumer communication apps offer services free of charge; the existence of several free alternatives; low switching costs and multi homing; and evidence of market entry and expansion by competitors. It observed that WhatsApp's decision to scrap a prior subscription fee appears consistent with competitive market conditions rather than exclusionary predatory conduct. Given the standard industry revenue models and absence of significant barriers to switching or entry, the Commission concluded that the predatory pricing allegation lacked substance and did not amount to contravention of Section 4. [Paras 18, 19]Allegation of predatory pricing not established; no contravention of Section 4 on this ground.Final Conclusion: The Commission, having delineated the relevant market and found WhatsApp to be dominant therein, determined that neither the privacy policy/data sharing allegations nor the predatory pricing allegations constituted a prima facie contravention of Section 4 of the Competition Act, 2002; accordingly the information is closed under Section 26(2) of the Act.

Exclusive agreements - appreciable adverse effect on competition (AAEC) - vertical agreements and the AAEC test under section 19(3) - relevant market and product substitutability - dominance and abuse of dominant positionExclusive agreements - appreciable adverse effect on competition (AAEC) - vertical agreements and the AAEC test under section 19(3) - Whether exclusive distribution arrangements between manufacturers and e portals prima facie cause an appreciable adverse effect on competition under the statute. - HELD THAT: - The Commission examined whether alleged exclusive arrangements between manufacturers and e portals produce AAEC by applying the factors in section 19(3), including creation of entry barriers, driving existing competitors out, foreclosure of competition, consumer benefits and efficiencies. On the material before it, the Commission found that the illustrated products (mobile phones, tablets, books, cameras, etc.) face competitive constraints and are not subject to monopoly or dominance. It concluded that such exclusive arrangements are unlikely to create entry barriers, do not appear to be driving existing players out, and do not presently foreclose competition. The online channel was also held to increase consumer ability to compare offers and to purchase conveniently, indicating consumer benefits and competitive pressure. Applying these considerations, the Commission found no prima facie AAEC arising from the exclusive arrangements on the record before it. [Paras 15, 16, 17]No prima facie case of contravention of the provisions relating to anti competitive vertical agreements was made out against the opposite parties on the basis of the alleged exclusive arrangements.Relevant market and product substitutability - dominance and abuse of dominant position - Whether any of the e portals (OPs) are individually dominant in the relevant market and whether abuse of dominance under the statute is established. - HELD THAT: - The Commission considered the delineation of the relevant market and accepted that individual products cannot automatically be equated with separate relevant markets; product substitutability and price constraints must be considered. Whether the e portal market is treated as a distinct market or as part of distribution, the Commission observed the presence of multiple competing online players among the arrayed opposite parties and that online retail constitutes a small share of overall retail. On the material before it, none of the OPs appeared to be individually dominant. Given the absence of a finding of dominance, the Commission did not find it necessary to proceed to adjudicate allegations of abuse of dominance. [Paras 18]No prima facie case of dominance or abuse of dominant position by the opposite parties was established on the available record.Final Conclusion: On the material and submissions before it the Commission formed a prima facie view that there was no case of contravention of either the prohibitions on anti competitive agreements or the provisions relating to abuse of dominance, and accordingly closed the matter under the statute.

Denial of market access - unfair pricing / exploitative pricing - leveraging dominance across markets - relevant product market - primary market and aftermarket distinction - cluster market for spare parts - essential facility / access to diagnostic tools and technical information - vertical restraints - exclusive supply, exclusive distribution and refusal to deal - appreciable adverse effect on competition (AAEC) - exemption for protection of intellectual property rights under section 3(5)(i) - jurisdiction of the Commission to expand scope of investigation - remedies - cease and desist, market-opening measures and penaltiesJurisdiction of the Commission to expand scope of investigation - The Commission had jurisdiction to extend the DG's investigation beyond the three parties named in the information and investigate other OEMs. - HELD THAT: - The Commission held that when forming a prima facie opinion under section 26(1) it acts in an inquisitorial and investigatory capacity and is not confined to the parties named in the initial information. The Commission's direction to the DG to investigate similar conduct by other car manufacturers was an administrative direction to enable a holistic inquiry into industry-wide practices and avoid multiplicity of proceedings. The informant's prayer had also sought inquiries against other manufacturers engaging in similar conduct. The Commission found that DG and OPs were afforded opportunity to be heard and that principles of natural justice were complied with; therefore objections to scope expansion were rejected. [Paras 20]Objections to the Commission's jurisdiction to investigate OEMs beyond those named were rejected and the extended investigation was held valid.Relevant product market - primary market and aftermarket distinction - cluster market for spare parts - systems market doctrine rejected - Sale of cars (primary market) and the aftermarket (spare parts and repair/maintenance services) are distinct relevant markets; spare parts for a brand constitute a cluster market; the 'systems market' approach was rejected for the facts of this case. - HELD THAT: - After reviewing DG findings and parties' submissions, the Commission concluded that consumers typically cannot practicably perform whole-life cost analyses, and reputational constraints do not prevent OEMs from raising aftermarket prices. Technical specificity and limited interchangeability of spare parts (and high switching costs for vehicles) create a lock-in effect, making separate aftermarket markets for spare parts and for repair and maintenance services the appropriate product-market delineation. The Commission adopted the cluster-market concept for spare parts (bundle demanded/supplied together by repairers and owners) rather than treating each individual part as a separate market. The relevant geographic market was held to be India. [Paras 20]The relevant markets are the primary market for sale of cars and separate, inter linked aftermarkets for (i) spare parts (cluster market per brand) and (ii) repair and maintenance services; the systems-market claim was rejected.Dominant position (Explanation (a) to section 4) - dependence of consumers and entry barriers - Each OEM was found to hold a dominant position in the aftermarket for genuine spare parts, diagnostic tools and related inputs for its own brand, and correspondingly in the downstream repair/maintenance aftermarket for that brand. - HELD THAT: - Applying the factors in section 19(4), the Commission found that due to technical non interchangeability of parts, OEMs effectively are the sole viable suppliers of genuine parts and diagnostic inputs for their brands; independent repairers are dependent on OEMs; dealer agreements and OES/import practices foreclose alternative supply; and entry barriers exist for independent suppliers/repairers. These circumstances confer on OEMs the ability to act independently of competitive constraints in the aftermarket (i.e., market power/dominance). [Paras 20]Each OEM was held dominant in the aftermarket for spare parts/diagnostic tools for its own brand and in the related repair/maintenance market to the extent necessary for section 4 analysis.Denial of market access - unfair pricing / exploitative pricing - leveraging dominance across markets - essential facility - access to diagnostic tools and technical manuals - OEMs abused dominance in the aftermarket in contravention of section 4(2) by (a) denying market access to independent repairers and multi brand service providers, (b) imposing unfair/exploitative prices for spare parts, and (c) using dominance in spare parts markets to protect/foreclose the repair/maintenance market (leveraging). - HELD THAT: - Investigations showed OEMs and their dealer networks restricted or prevented OESs and overseas suppliers from selling into the open aftermarket, limited over the counter availability, withheld diagnostic tools/manuals and conditioned warranties to favor authorized networks. Price-cost analyses (DG's markups on top spare parts) demonstrated substantial markups inconsistent with effective competitive constraint. Given the lock in and the practical unavailability of alternatives, these practices amounted to denial of market access (4(2)(c)), unfair terms/pricing (4(2)(a)(i) & (ii)), and leveraging of dominance (4(2)(e)). The Commission rejected defences based on reputational effects or theoretical systems market discipline. [Paras 3, 20, 22]The OEMs' practices were held to contravene section 4(2)(a)(i), 4(2)(a)(ii), 4(2)(c) and 4(2)(e) of the Competition Act.Vertical restraints - exclusive supply, exclusive distribution and refusal to deal - AAEC analysis under section 19(3) - Agreements and arrangements between OEMs and OESs, overseas suppliers and authorized dealers (exclusive sourcing, restrictions on OES sales, restrictive dealer terms) were held to cause an appreciable adverse effect on competition and thus contravene section 3(4)(b), 3(4)(c) and 3(4)(d). - HELD THAT: - The DG found contractual clauses (or practical arrangements) that prevented OESs and overseas suppliers from selling genuine spare parts in the open aftermarket, dealer agreements restricting over the counter sales, and clauses requiring dealers to source parts only from OEMs or approved vendors. Applying section 19(3) the Commission gave priority to foreclosure and entry barrier effects (clauses (a)-(c)) over claimed efficiency justifications (clauses (d)-(f)), observing that the network of similar vertical restraints across OEMs structurally foreclosed independent suppliers and repairers. The Commission also noted that the claimed IPR based justification under section 3(5)(i) was not established (see separate issue). [Paras 3, 20, 22]The Commission found contraventions of section 3(4)(b), 3(4)(c) and 3(4)(d) in respect of the OEMs' vertical agreements and arrangements.Exemption for protection of intellectual property rights under section 3(5)(i) - OEMs could not avail themselves of the section 3(5)(i) exemption; they failed to establish valid and applicable Indian IPRs or that the restrictive conditions were 'necessary' to protect such rights. - HELD THAT: - The Commission examined documentary evidence and DG findings and held that (a) many OEMs could not demonstrate ownership of applicable Indian IPRs covering the spare parts or diagnostic materials at issue, (b) technology transfer arrangements did not substitute for Indian IPR grants, and (c) copyright/design rules limit automatic copyright protection for industrially used designs. Even where IPRs existed abroad, territoriality and absence of demonstrable Indian rights or imminent grant meant the section 3(5)(i) protection was not available. Moreover, the Commission found that sale of finished spare parts in open market does not necessarily compromise IPRs and that contractual protection and labelling/licensing/royalty mechanisms could protect legitimate rights without foreclosing the aftermarket. [Paras 3, 20]The section 3(5)(i) IPR exemption was not available to the OEMs as a defence to the prohibitions in section 3(4) for the restrictions under consideration.Remedial directions - cease and desist, market opening measures - penalty - The Commission issued cease and desist directions, ordered measures to open up aftermarket access (allow OES sales, make spare parts/diagnostic tools more available, training and warranties limited), and imposed a penalty equal to 2% of average Indian turnover on each OP (with amounts specified in the order). Compliance timelines were directed. - HELD THAT: - To restore competition and consumer choice in the aftermarket the Commission directed immediate cessation of infringing conduct; required OEMs to facilitate open sale of spare parts by OESs (including under OES brands), to cease blanket warranty cancellation clauses and to permit independent repairers access (including training/diagnostic access on payment where appropriate); to publish spare parts/MRP/warranty information; and to consider standardization where feasible. The Commission fixed a 2% of turnover penalty (calculated on the bases set out in the order) and required undertakings and compliance reports (undertaking within 60 days, detailed compliance within 180 days). A stay period (per a Delhi High Court order) was noted. [Paras 22]Directed cease and desist; mandated specified market opening measures and transparency; imposed penalties at 2% of average Indian turnover with timelines for undertakings, compliance reports and payment.Final Conclusion: The Commission upheld the DG's findings and concluded that multiple automobile OEMs engaged in anti competitive conduct: vertical restraints and practices foreclosed independent suppliers and repairers, OEMs were dominant in their brand aftermarkets, and they abused that dominance by denying access, imposing unfair prices and leveraging into repair markets. The section 3(5)(i) IPR defence failed on the facts. The Commission ordered immediate cessation of the infringing conduct, directed measures to open supply and access in the aftermarket (including permitting OES sales, facilitating diagnostics/training, modifying warranty practices and public transparency), and imposed penalties equal to 2% of average Indian turnover with specified compliance timelines.