Whether CCK has the power to initiate an inquiry in relation to Vision/DOOM combination

after expiry of one year from the date on which the combination was consummated?

The CCK has the power to initiate the inquiry after expiry of one year from the date on
which Vision/doom transaction was consummated [A.] It is in consonance with section 20(1)
of the Act. [B.] One Year time requirement is a mere technical non-compliance.

A. It is in consonance with section 20(1) of the Act.

1. It is humbly submitted before the tribunal that Section 20(1) of the Act 1 reads as “The
Commission may, upon its own knowledge or information relating to acquisition referred to
in clause (a) of section 5 or acquiring of control referred to in clause (b) of section 5 or
merger or amalgamation referred to in clause (c) of that section, inquire into whether such a
combination has caused or is likely to cause an appreciable adverse effect on competition in
India:

Provided that the Commission shall not initiate any inquiry under this sub-section after the
expiry of one year from the date on which such combination has taken effect.”2

2. Regulation (1) of the combination regulations 3 reads as “Where the parties to a

combination fail to file notice under sub-section (2) of section 6 of the Act, the Commission
may under sub-section (1) of section 20 of the Act, upon its own knowledge or information
relating to such combination, inquire into whether such a combination has caused or is likely
to cause an appreciable adverse effect on competition within India.”4

8. In the case of Amazon.com NV Investment Holdings LLC5, the CCI initiated penalty
proceedings against Amazon in June 2021 for its acquisition of a 49% shareholding of Future
Coupons Private Limited, where the transaction was approved by the CCI in November
2019 and closed in December 2019.6 This case highlights that the CCI will not be bound by
any limitation period or restriction whatsoever from reopening a case and suspending its
merger clearance in case of misrepresentation or concealment of material facts.7

1
The Competiton, Act 2002.
2
Ibid.
3
The Competition Commission of India (Procedure in regard to the transaction of business relating to
combinations) Regulations, 2011.
4
Ibid.
5
Combination Case No. C-2019/09/688.
6
Ibid.
7
Ibid.
3. In the facts and circumstances of the Present case Ultron via Vision acquired a 11% share
into the entity of Doom, which was eligible to be notified to the CCK under Section 6(2) of
the Act, as Doom already has a turnover of over KNR5000 crore, there were vertical overlaps
present in the business activities of Vision and Doom, therefore it was not eligible for
exemption under Section 6(2) of the Act and Schedule I of the Combination regulations.

4. It is further submitted that with regards to the above transaction, the CCK issued a show
cause notice to the APPELLANT with respect to Vision/Doom transaction which was
consummated on 19th February 20218, the CCK took Suo-moto cognizance of the same, It
while assessing the combination application submitted by Stark ED 9 came across the fact that
there was another investment done by Vision into DOOM which it did not notify.

2. Thereby, in its notice to the APPELLANT on 11 March, 202110, it asked why the said
transaction was not notified and why investigation in respect of such combination should not
be conducted.

3. The APPELLANT in its response said that there were no vertical or horizontal overlaps
present between the business activities of Vision and DOOM and therefore benefitted from
exemption under schedule I of the combination Regulation. 11 Thereafter the CCK decided to
not interfere with such combination.

4. It is to be noted that Vision at the time in December 2020 when Ultron acquired a majority
stake in it, Vision was able to diversify and entered into a new line of business, supplying
ED-tech software solutions. It also internally started working on developing a new Learning
Management and its own mobile learning app to bring its education platform online.12

5. A learning management system (LMS) is a software application or web-based technology

used to plan, implement and assess a specific learning process. It is used for virtual-learning
practices and, in its most common form, consists of two elements: a server that performs the
base functionality and a user interface that is operated by instructors, students and
administrators.

8
¶ 13 Moot Problem.
9
¶ 13 Moot Problem.
10
¶ 14 Moot Problem.
11
The Competition Commission of India (Procedure in regard to the transaction of business relating to
combinations) Regulations, 2011.
12
¶ 4 Moot Problem.
6. DOOM the enterprise in which Vision has acquired a 11% stake provides a video
transmission service named “Flash”, which is very fast and efficient, and Vision also had
plans to launch its online education services before it acquired a stake into DOOM, and since
video transmission service is a very essential feature for a online education platform to
succeed, without Video transmission a online education platform cannot function as the
lectures delivered online would be attended by the viewer through the same, therefore there
existed a Vertical relationship between the business activities of the DOOM and Vision.

7. It is therefore humbly submitted that the reply in Show cause notice by APPEALANT was
incomplete and it did not disclose about the upcoming online education services Vision was
going to launch, the contention by the APPELLANT that there existed no Horizonal or
Vertical relationship between the business activities of Vision and DOOM and the said
combination is exempted under Schedule I of the Combination regulations 13 is wrong and
misplaced, The APPELLANT have concealed the facts in the present case.

9. It is hereby further submitted that the case at hand does not involves initiating any fresh
inquiry into Vision-Doom transaction but a mere reopening of case, since this present case
involves concealment of facts by the APPELLANT, and Section 20(1) of the Act 14 gives
power to the commission to inquire into combinations, and in the cases where concealment of
facts is involved, the Commission while deciding such cases has put aside the time bar
highlighted in Section 20(1) of the Act.

10. Therefore on the basis of submission given above it can be concluded that, in the present
case the CCK is empowered to inquire about Vision/DOOM transaction even after one year
from the date on which it was consummated.

B. One Year time requirement is a mere technical non-compliance.

11. It is humbly submitted before the tribunal that the time limitation provided in section
20(1) of the Act15 is a crucial aspect of the competition law framework in Krakoa. The time
limitation is a procedural requirement that restricts the Competition Commission of Krakoa
(CCK) to initiate an investigation into a potential violation of the competition law within one
year of the occurrence of the alleged violation.

13
The Competition Commission of India (Procedure in regard to the transaction of business relating to
combinations) Regulations, 2011.
14
The Competition Act, 2002.
15
Ibid.
12. However, in exceptional cases, the CCK can override this time limitation in the interest of
promoting fair competition and protecting the interests of consumers. For instance, the CCK
may initiate an investigation into an alleged violation even after one year, if it is established
that the violation has had a lasting impact on the market and is likely to continue in the
future. Cases when there is a complex investigation that requires more time or when the
impact of the anti-competitive practice is far-reaching and long-lasting. In such cases, the
Competition Commission of Krakoa (CCK) has the power to extend the time limit to
complete the investigation.

13. In the case of M/S. TATA Engineering & Locomotive Co. Ltd v. State of Bihar &
Others16 the Supreme Court held that the time limit specified in the Limitation Act is a
technical requirement and not a bar to the exercise of jurisdiction. The Court further held that
the limitation period should be treated as a procedural aspect of the law and can be waived in
the interest of justice.

14. In the light of submissions given and reasoning applied in the case above, it is hereby
contended that the market position has also changed since the Vision-Doom transaction was
consummated, as on 10 May 2022 Vision holds a 30% market share in online education
business, it nearest rival Marvel has a share of 10%, further Acquisition of Majority stake by
the Ultron into Stark-Tech, has raised competitive concerns in Krakoa, as Stark-Ed is a
wholly owned subsidiary of Stark-Tech, Stark-Ed is also a major online education software
service solution provider in Krakoa whose share in Upstream market is 30% would indirectly
be controlled by Ultron.

15. It is further submitted that, Since Ultron already enjoys control over Vision in Krakoa,
There’s a possibility that Ultron/Stark-Tech merger in U.S.A would to lead lessening of
Competition in Krakoa’s online Ed-tech software Market as this may restrict availability of
most advanced education software named Jarvis to market players other than Vision, as both
entities would be controlled by Ultron, It would definitely favour Vision owing to conflict of
interest, which in turn will distort competition in Favour of Vision in Krakoa’s online
education market, owing to a already huge share of Vision in it.

16. Further it is submitted that Vision getting ED-tech software favours from Stark-Ed, and
on top of that Vision’s 11% share in the fastest and latest video-streaming service named
DooM would surely raise serious anti-competitve concerns in Krakoa’s online education

16
1965 AIR 40.
Market, it will end small players operating in the market, It will surely bring far reaching
consequences for Online education market in Krakoa.

13. Thereby, while the time limitation is a technical requirement, it is not an absolute bar to
the CCK's powers to investigate into anti-competitive practices. The CCK can and does
override this limitation in the interest of better competition in the market, Therefore in the
light of the arguments given above it can be concluded that CCK has the power to initiate an
inquiry into Vision/DooM transaction after one year from the date it was consummated.