India Merger Control Thresholds 2026

Last checked against the official text on 15 October 2026. Authority: Competition Commission of India.

Current thresholds

Who reviews, and is filing mandatory

Combinations (acquisitions, mergers and amalgamations) in India are reviewed by the Competition Commission of India (CCI) under Sections 5 and 6 of the Competition Act, 2002. The Act requires a person or enterprise proposing a combination to give notice to the CCI (Section 6(2)), so filing is mandatory for a transaction that meets the tests below and is not exempt.

The regime is suspensory. Section 6(2A) provides that no combination comes into effect until the CCI has passed an order under Section 31 or until 150 days have passed from the day notice was given, whichever is earlier. The 150 days replaced an earlier 210 days through the Competition (Amendment) Act, 2023, which also changed Section 6(2): notice is given after the triggering document (for example a board approval or the agreement) but before the combination is consummated, rather than within 30 days of it.

The CCI must form its prima facie opinion within 30 days of receiving the notice (Section 29(1B), inserted by the 2023 amendment). A notice is ordinarily filed in Form I; the parties may opt for Form II, and where the CCI requires the information in Form II to form its prima facie opinion, it directs the party to file a Form II notice (Regulation 5 of the Combinations Regulations, 2024).

The asset and turnover tests in force since 7 March 2024

Section 5 of the Act sets asset and turnover limbs. A transaction is within Section 5(a), 5(b) or 5(c) if it meets the enterprise-level limbs or the group-level limbs, and asset and turnover limbs are alternatives. The values in the Act were enhanced by 150% for the purposes of Section 5 by Ministry of Corporate Affairs notification S.O. 1130(E), published on 7 March 2024 and effective from publication. That notification states the enhancement, not the resulting numbers. The figures below are the original values in the Act with the enhancement applied, and they match the table in the CCI's own guide.

Enterprise level (in an acquisition, the acquirer and the target together; in a merger or amalgamation, the resulting enterprise). Either combined assets in India above INR 25 billion (INR 2,500 crore), or combined turnover in India above INR 75 billion (INR 7,500 crore). Section 5 also has a worldwide limb, counting assets or turnover in India and outside India together, expressed in US dollars with a minimum India component; those values are set out in the CCI's guide and are not restated in the table on this page.

Group level (the group to which the target, or the enterprise remaining after a merger, would belong). Either assets in India above INR 100 billion (INR 10,000 crore), or turnover in India above INR 300 billion (INR 30,000 crore). A parallel worldwide limb, in US dollars with a minimum India component, applies at group level as well; see the CCI's guide.

One crore is ten million, so INR 2,500 crore is INR 25 billion. Section 5(b) applies a parallel set of tests where a person that already controls an enterprise in a similar, identical or substitutable business acquires control of another. The explanations to Section 5 govern how assets and turnover are measured, including the treatment of a part of a business that is being acquired.

Deal value threshold

Since 10 September 2024, Section 5(d) of the Act (inserted by Section 6 of the Amendment Act and brought into force by S.O. 3846(E)) adds a test based on transaction value. A transaction connected with the acquisition of control, shares, voting rights or assets of an enterprise, or a merger or amalgamation, falls within Section 5 if its value exceeds INR 20 billion (INR 2,000 crore) and the enterprise being acquired, taken control of, merged or amalgamated has substantial business operations in India.

Regulation 4 of the Combinations Regulations, 2024 states what counts toward the value: every valuable consideration, direct or indirect, immediate or deferred, in cash or otherwise, including consideration for covenants imposed on the seller, for inter-connected steps, for certain arrangements payable within two years, for call options assuming full exercise, and for payments tied to future outcomes at the best estimate. The same regulation provides that future payments are not discounted and that transaction costs such as advisers' fees are not included.

The Regulations deem substantial business operations in India to exist if any one of three routes is met: for digital services, the number of business users or end users in India is at least 10% of the global number; gross merchandise value in India over the 12 months before the relevant date is at least 10% of the global figure and more than INR 500 crore; or turnover in India in the preceding financial year is at least 10% of global turnover and more than INR 500 crore. For digital services the INR 500 crore floor does not apply to the gross merchandise value and turnover routes.

Target (de minimis) exemption

Section 5(e) of the Act provides that where either the assets or the turnover in India of the enterprise being acquired, taken control of, merged or amalgamated is not more than the prescribed value, the transaction does not constitute a combination under Section 5. The Competition (Minimum Value of Assets or Turnover) Rules, 2024, in force from 10 September 2024, prescribe assets of INR 4.5 billion (INR 450 crore) and turnover of INR 12.5 billion (INR 1,250 crore).

By its wording, clause (e) operates notwithstanding clauses (a), (b) and (c) of Section 5. It does not refer to the deal value limb in clause (d). This page states the text and draws no conclusion for any particular transaction.

Filing fees and review periods

Under Regulation 11 of the Combinations Regulations, 2024 the fee payable with a notice is INR 30 lakh (INR 3 million) for Form I and INR 90 lakh (INR 9 million) for Form II. Where the CCI directs a Form II notice after a Form I notice, the fee already paid is adjusted against the Form II fee if the Form II notice is given within 45 days of communication of the CCI's decision (Regulation 5(6)).

The Act provides a 30-day period for the prima facie opinion (Section 29(1B)) and a 150-day period from notice (Sections 6(2A) and 31(6)). If the CCI passes no order or direction within 150 days of the notice, Section 31(6) treats the combination as approved. If the CCI does not form its prima facie opinion as provided in Section 29(1B), the proviso to Section 31(1), inserted by Section 23(c) of the Amendment Act, treats the combination as approved.

What changed in 2024

Three steps changed the regime in 2024. First, S.O. 1130(E) of 7 March 2024 enhanced the Section 5 asset and turnover values by 150% with immediate effect. Second, the merger control provisions of the Amendment Act, including the deal value threshold in Section 5(d), the 150-day outer period and the 30-day prima facie period, came into force on 10 September 2024 under S.O. 3846(E). Third, the Minimum Value of Assets or Turnover Rules, 2024 and the Combinations Regulations, 2024 (which repeal the 2011 combinations regulations) came into force on the same day.

Earlier values are not restated on this page.

What this page does not cover

This page does not cover exemptions notified under Section 54, the green channel route under Section 6(4), detailed rules for calculating assets and turnover, the substantive test, penalties for failing to notify, the interaction with India's foreign investment rules (Press Note 3 and FEMA), or the CCI's procedures after notice. The worldwide-limb thresholds of Section 5 (in US dollars with a minimum India component) are not covered by the table; see the CCI guide. It does not state any conclusion about whether a particular transaction must be notified.

Changes log

• 15 October 2026: Page published. Figures checked against the Gazette of India texts and the CCI's published Act and Regulations.
• 10 September 2024: Deal value threshold (Section 5(d)), 150-day outer review period, the Minimum Value of Assets or Turnover Rules, 2024 and the Combinations Regulations, 2024 come into force.
• 7 March 2024: Ministry of Corporate Affairs notification S.O. 1130(E) enhances the Section 5 asset and turnover values by 150%.

Frequently asked questions

What are the Indian merger control thresholds in 2026?

The asset and turnover tests in Section 5 of the Competition Act, as enhanced on 7 March 2024, are: for the parties, assets in India above INR 25 billion or turnover in India above INR 75 billion; for the group, assets in India above INR 100 billion or turnover in India above INR 300 billion. Worldwide limbs, in US dollars with a minimum India component, also exist. Separately, a transaction value above INR 20 billion can bring a transaction within Section 5 where the target has substantial business operations in India.

Is merger filing in India suspensory?

Yes. Section 6(2A) of the Competition Act provides that no combination comes into effect until the CCI has passed its order or 150 days have passed from the notice, whichever is earlier.

What is the deal value threshold in India?

Section 5(d) applies where the value of a transaction exceeds INR 20 billion and the target has substantial business operations in India, as set out in Regulation 4 of the Combinations Regulations, 2024. It has applied since 10 September 2024.

Is there a small target exemption in India?

Section 5(e) and the Minimum Value of Assets or Turnover Rules, 2024 set target values of INR 4.5 billion in assets or INR 12.5 billion in turnover in India, at or below which the transaction is not a combination under Section 5. Clause (e) does not refer to the deal value limb in clause (d).

What is the CCI filing fee?

Regulation 11 of the Combinations Regulations, 2024 sets INR 30 lakh (INR 3 million) for a Form I notice and INR 90 lakh (INR 9 million) for a Form II notice.

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