Strides Shasun Limited — Combination C-2015/11/341
- Case No.C-2015/11/341
Ratio decidendi
The rule this decision rests on
Where a combination involves pharmaceutical formulations, the relevant product market is defined at the molecule level, so formulations based on the same active pharmaceutical ingredient form a separate relevant product market. A combination is not likely to cause an appreciable adverse effect on competition where the parties have no overlap at that molecule level. Where the acquirer is engaged in the upstream supply of an input, it is not likely to cause an appreciable adverse effect on competition through a vertical link if it does not sell in India any such input that can be used in the target business. Having assessed the combination against the factors in section 20(4), the Commission may approve it under section 31(1) where it is not likely to have an appreciable adverse effect on competition in India. Such approval is revoked if the information provided by the acquirer is found to be incorrect.
Written by Miss Lucy from the judgment below, not taken from a headnote.
Judgment
As delivered
Notice u/s 6(2) of the Competition Act, 2002 given by Strides Shasun Limited
Order under sub-section (1) of Section 31 of the Competition Act, 2002 (“Act”)
CORAM: Mr. Ashok Chawla Chairperson
Mr. Sudhir Mital Member
Mr. U. C. Nahta Member
Mr. M.S. Sahoo Member
Mr. G. P. Mittal Member
Legal representative: DSK Legal
1. On 20.11.2015, the Competition Commission of India (“Commission”) received a notice given under sub-section (2) of Section 6 of the Act (“Notice”), by Strides Shasun Limited (“Acquirer”). The Notice was filed pursuant to the execution of various transaction documents between the Acquirer and Johnson and Johnson (“J&J”), N R Jet Enterprises Private Limited (“NR Jet”) and Johnson and Johnson Private Limited (“J&J India”) on 21.10.2015. As per the information given in the Notice, the proposed combination relates to the acquisition of certain intangible assets viz. trademarks, goodwill and know-how pertaining to certain products by the Acquirer from J&J, NR Jet and J&J India (“Target Business”).
COMPETITION COMMISSION OF INDIA For Greater Good
2. The proposed combination falls under Section 5(a) of the Act.
3. The Acquirer is a public limited company and is stated to be engaged in the development and manufacturing of pharmaceutical products. J&J is stated to be a publicly held corporation listed on New York Stock Exchange. J&J, through its various subsidiaries, is engaged in research and development and manufacture and sale of a broad range of products related to human health and well-being. J&J India is a company incorporated in India and is stated to be a subsidiary of J&J. Its business activities can be categorized into three segments viz, pharmaceuticals, consumer healthcare and medical devices. NR Jet is a private limited company incorporated in India and is stated to be a subsidiary of J&J India. As per the information given in the Notice, at present, NR Jet does not have any commercial operations.
4. In relation to the pharmaceutical formulations business, the Commission in its previous orders defined the relevant product market at the molecule level i.e. the medicines/formulations based on the same active pharmaceutical ingredient (API) constitute a separate relevant product market. It is observed from the information given in the Notice that there is no overlap between the parties to the combination at the molecule level. It is also noted that the Acquirer is also engaged in the API business which is the primary input in the manufacturing of formulations. In this regard, it has been submitted that the Acquirer does not sell any API in India which can be used as an input in the Target Business.
5. Considering the facts on record and the details provided in the Notice given under sub-section (2) of section 6 of the Act and assessment of the proposed combination on the basis of factors stated in sub-section (4) of Section 20 of the Act, the Commission is of the opinion that the proposed combination is not likely to have an appreciable adverse effect on competition in India and therefore, the Commission hereby approves the same under sub-section (1) of section 31 of the Act.
6. This order shall stand revoked if, at any time, the information provided by the Acquirer is found to be incorrect.
COMPETITION COMMISSION OF INDIA For Greater Good 7. The Secretary is directed to communicate to the Acquirer accordingly.
This page reproduces a public judgment and a summary of it. It is research material, not legal advice, and it is no substitute for advice from an advocate on your own facts.
Research this judgment with Miss Lucy
Ask what it holds, what has followed it, and what it means for your matter — in plain English, with the citations.
Try Miss Lucy free