The Competition Commission of India considered a joint notice from Greenko Energy Holdings and Orix Corporation regarding a proposed share acquisition combination. The Commission found no appreciable adverse effect on competition in India.
Proposed combination approved as it is not likely to cause an appreciable adverse effect on competition.
This page shows the compact analysis of this judgement. The full analysis — procedural history, issue-by-issue holdings with ratio and obiter, advocates, and paragraph-level evidence for every claim — is being added to the record in batches and will appear here when this judgement has been through it.
COMPETITION COMMISSION OF INDIA
(Combination Registration No. C-2020/09/770)
12th November 2020
Notice under Section 6 (2) of the Competition Act, 2002 jointly filed by Greenko Energy Holdings and Orix Corporation
CORAM:
Mr. Ashok Kumar Gupta Chairperson
Ms. Sangeeta Verma Member
Mr. Bhagwant Singh Bishnoi
Member
Order under Section 31(1) of the Competition Act, 2002
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Combination Registration No. C-2020/09/770
(hereinafter, Wind SPVs Acquisition and GEH Shares Acquisition, are collectively referred to as, “ Proposed Combination ”).
1 Cambourne holds approximately 65.80% equity stake in GEH. It is a special purpose vehicle organised as a private limited company in Singapore.
2 GIC Group is a group of investment holding companies managed by GIC Special Investments Private Limited (GICSI).
3 GVL Group holds approximately 17.7% equity stake in GEH. GVL Group is comprised of Greenko Ventures Limited, GVL Investments Limited, GVL (Mauritius) Limited, GVL Management Services Limited, and Horizones Capital Partners Limited in each of which Mr. Anil Kumar Chalamalasetty and Mr. Mahesh Kolli have a beneficial interest. The ultimate beneficial owners of GVL Group are Mr. Anil Kumar Chalamalasetty and Mr. Mahesh Kolli.
4 Green Rock holds approximately 16.50% stake in GEH. It is acting in its capacity as trustee of the Green Stone A 2014 Trust established by deed of settlement between Abu Dhabi Investment Authority (“ ADIA ”) and Green Rock for the benefit of ADIA.
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Combination Registration No. C-2020/09/770
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Combination Registration No. C-2020/09/770
company of Orix Group; and (b) GEH (target in the GEH Shares Acquisition) by assuming that GEH includes Orix Wind SPVs. It is submitted that the overlaps between Orix and GEH are considered between SRWPL (including its controlled entities), which is the only Orix entity apart from Orix Wind SPVs engaged in power generation in India and GEH (including Orix Wind SPVs).
5 As on the date of the Notice, GEH had not yet acquired equity stake in Teesta Urja Limited (TPTL is a subsidiary of Teesta Urja Limited), however since the transaction has already been approved by the Commission in March 2020 (Combination Registration No. C-2019/12/714), GEH had mapped potential overlaps with TPTL.
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Combination Registration No. C-2020/09/770
in each of the segments such as NTPC, Adani Green, S B Energy, Azure Power, Acme Solar, and Tata Power.
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3 issues framed by the court
Whether the proposed acquisition of 100% equity stake in Orix Wind SPVs by GEH and acquisition of 24% stake in GEH by Orix likely to cause appreciable adverse effect on competition.
Whether the relevant market for horizontal and vertical overlaps in the power generation sector needs to be delineated for this combination.
Whether the combined market share of the parties in defined relevant markets indicates a likely adverse effect on competition.
3 provisions across 1 enactments
Greenko Energy Holdings and Orix Corporation
Ashok Kumar Gupta
Sangeeta Verma
Bhagwant Singh Bishnoi
As recorded by the court registry
Judgements on the same questions, provisions and authorities, from every court
