Section 43A explained: this guide covers what it means, who it applies to, the step-by-step process, documents required, fees, due dates and penalties in India — so you can stay compliant with confidence and avoid costly mistakes.
Section 43A of the Competition Act, 2002 allows the Commission to impose a penalty on a person or enterprise that fails to give notice of a combination, breaks the standstill period, or does not give information asked for in an inquiry into a combination. The 2023 Act substituted the whole section: the penalty is now discretionary and is measured against turnover, assets or the value of the transaction, whichever is highest.
The Commission may impose a penalty of up to one per cent. of the total turnover or assets or the value of the transaction referred to in clause (d) of Section 5, whichever is higher, of the combination. It applies where notice is not given under Section 6(2) or 6(4), where Section 6(2A) is contravened, or where information is not submitted in an inquiry under Section 20(1). A proviso gives thirty days to give a fresh notice where an earlier notice was found void.
How this article reads the Act
This article follows the consolidated text of the Act published by the Competition Commission of India (amendments shown up to the Finance Act, 2017), read with the Competition (Amendment) Act, 2023 as published in the Gazette of India on 11 April 2023. Section 43A was substituted by clause 30 of the Competition (Amendment) Act, 2023, so the explanation below is from the substituted text. The 2023 change applies from the date notified for that provision; the notification is not in the sources consulted and should be checked. No commencement date is given. If you are planning a deal, our financial and legal due diligence team can map where notice is needed.
The section as substituted in 2023
The marginal heading in the consolidated text is "Power to impose penalty for non-furnishing of information on combinations"; the gazette prints the heading "Power to impose penalty for non-furnishing of information on combination". The substituted Section 43A reads: "If any person or enterprise fails to give notice to the Commission under sub-section (2) or sub-section (4) of section 6 or contravenes sub-section (2A) of section 6 or submit information pursuant to an inquiry under sub-section (1) of section 20, the Commission may impose on such person or enterprise, a penalty which may extend to one per cent., of the total turnover or assets or the value of transaction referred to in clause (d) of section 5, whichever is higher, of such a combination".
The sentence is printed in the gazette as "or submit information"; that looks like a slip for "submits" and is flagged here, not corrected.
The four triggers
- No notice under Section 6(2). Section 6(2) is the ordinary notice of a proposed combination. After the 2023 amendment it is given "after any of the following, but before consummation of the combination". Our article on Section 6(1) to (3) sets this out.
- No notice under Section 6(4). Section 6(4), inserted in its new form in 2023, lets a combination that fulfils prescribed criteria give a notice in a specified form on payment of a specified fee; the criteria are "as may be prescribed" and are not in the sources. See Section 6(4) to (9).
- Contravening Section 6(2A). Section 6(2A) is the standstill: no combination comes into effect until the stated period from the notice, or an order of the Commission under Section 31, whichever is earlier. The period is one hundred and fifty days after the 2023 amendment (two hundred and ten days as printed in the consolidated text).
- Not submitting information in an inquiry under Section 20(1). Section 20(1) lets the Commission inquire into whether a combination causes or is likely to cause an appreciable adverse effect on competition; see Section 20.
The measure of the penalty
The ceiling is one per cent., of "the total turnover or assets or the value of transaction referred to in clause (d) of section 5, whichever is higher". Clause (d) of Section 5 is the value-of-transaction limb inserted by the 2023 Act, with the figure of rupees two thousand crore printed there; our article on Section 5 thresholds lists it. The asset and turnover values of Section 5 can be revised by notification under Section 20(3); the current notified values should be checked. Section 43A itself prints only the one per cent. cap, not a minimum.
The proviso: thirty days after a void notice
The proviso reads: "Provided that in case any person or enterprise has given a notice under sub-section (4) of section 6 and such notice is found to be void ab initio under sub-section (6) of section 6, then a notice under sub-section (2) of section 6 may be given by the acquirer or parties to the combination, as may be applicable, within a period of thirty days of the order of the Commission under sub-section (6) of that section and no action under this section shall be taken by the Commission till the expiry of such period of thirty days."
In plain terms, a party that used the short-form route of Section 6(4), and whose approval is later declared void ab initio under Section 6(6) because the combination did not meet the requirements or the information was materially incorrect or incomplete, has thirty days from the order to give an ordinary Section 6(2) notice. During that period the Commission may not act under Section 43A.
What the 2023 Amendment Act changed
| Feature | Before (consolidated text) | After (substituted by the Competition (Amendment) Act, 2023) |
|---|---|---|
| Wording of the power | "the Commission shall impose" | "the Commission may impose" |
| Triggers | Failure to give notice under Section 6(2) | Failure under Section 6(2) or 6(4); contravening Section 6(2A); not submitting information in an inquiry under Section 20(1) |
| Measure | One per cent. (printed "one percent") of the total turnover or the assets, whichever is higher | One per cent. of the total turnover or assets or the value of transaction under Section 5(d), whichever is higher |
| Proviso | None | Thirty days to give a Section 6(2) notice after a void Section 6(4) notice; no action meanwhile |
The consolidated text printed the opening as "If any person or enterprise who fails to give notice ... the Commission shall impose" and the section ended without a proviso. Only the consolidated text and the gazette are used here, so the comparison stops at what they print.
How the Commission fixes the amount
The Commission's Determination of Monetary Penalty Guidelines, 2024 (notified on 6th March, 2024) have a chapter for Section 43A. Paragraph 6(1) repeats the triggers and the one per cent. ceiling. Paragraph 6(2) lists factors the Commission may have due regard to, including consummation or part consummation of the combination without notice, violation of standstill obligations before or after filing, non-furnishing of information during an inquiry under Section 20(1), voluntary filing of notice, and the conduct of the parties, including voluntary disclosures and cooperation. Our overview of the Monetary Penalty Guidelines explains the full structure. Later amendments to the guidelines should be checked.
Practical example
Kalinga Foods Ltd (invented) signs an agreement to acquire a majority stake in a regional dairy and starts operating the dairy under its own management before the standstill has run. If the transaction was notifiable and the Commission finds the standstill was broken, Section 43A allows a penalty of up to one per cent. of the higher of the combination's turnover, assets or deal value. The deal-value limb matters most where a young target has little turnover or assets but a high price.
Need help with a combination filing?
Whether a deal needs notice, which route applies and when the standstill starts are questions to settle before signing. Our financial and legal due diligence work can include a check of the Section 5 and Section 6 position, and the steps in the Commission's process are described in the article on CCI approval for mergers and acquisitions.
Key takeaways
- Section 43A was substituted in 2023: the Commission "may" (not "shall") impose a penalty up to one per cent. of the higher of turnover, assets or the value of transaction under Section 5(d).
- It covers missed notice under Section 6(2) or 6(4), contravention of the standstill in Section 6(2A), and not submitting information in an inquiry under Section 20(1).
- A void Section 6(4) notice gives thirty days to give a Section 6(2) notice, and no action under Section 43A in the meantime.
- Check the notified asset and turnover values and the commencement of each 2023 provision.
Read next
- Sections 43, 44 and 45 of the Competition Act, 2002: other penalties for non-compliance and false information
- Section 6(1) to (3): notice of combination and the standstill period
- Regulation of combinations: Sections 5 and 6 guide
- Deal value threshold for CCI notification
Disclaimer: Based on the consolidated text of the Competition Act, 2002 published by the Competition Commission of India (amendments shown up to the Finance Act, 2017), read with the Competition (Amendment) Act, 2023 as published in the Gazette of India on 11 April 2023, and on the regulations and guidelines of the Commission as notified in 2024, as consulted on 2 October 2026. Commencement notifications, notified thresholds, rules and later amendments should be checked. This article is general information, not legal advice; check the official text before acting.