• Where CCI disagrees adversely with a DG report exonerating a party or finds contravention on grounds materially different from the DG report, principles of natural justice require CCI to apprise the party of the points of disagreement to enable an effective response (Yoginath D. Bagde analogy).
• Here, the CCI concurred with the DG, so no additional notice was needed beyond forwarding the report and seeking replies.

d) Behavioural remedies and corollary directions to individuals

• Section 27 empowers CCI to impose monetary penalties and behavioural/structural remedies to effectively halt and deter anti-competitive conduct. The Court contrasts this with the MRTP era’s largely toothless cease-and-desist orders to emphasize the Competition Act’s remedial teeth.
• Behavioural remedies typically run against the enterprise. However, corollary directions that incidentally restrain office-bearers (e.g., disassociation from governance) may be essential to ensure the enterprise remedy is not frustrated. Such corollary measures remain primarily remedies against the enterprise’s conduct, implemented via the individuals who controlled it.

e) Section 48 and individual liability

• Section 48(1) deems office-bearers “in charge of, and responsible for” the association’s business to be in contravention alongside the association, unless they prove lack of knowledge or due diligence. Section 48(2) extends liability where contravention occurred with consent, connivance, or neglect.
• The DG expressly identified R2 and R3 as key decision makers; evidence indicated their active involvement. They offered no credible evidence of lack of knowledge or due diligence. The deeming liability was thus attracted.

f) Proportionality and expedition

• Excel Crop Care embeds proportionality within Section 27. The Court found the modest monetary penalties and two-year disassociation justified, particularly given recidivism (prior 7% penalties in Case No. 45/2012). The measures were not shocking or excessive.
• SAIL’s call for expeditious process is reiterated to warn against procedural accretions (like a second penalty notice) that can be weaponised to delay and undermine competition enforcement.

g) Fundamental rights

• The Article 19(1)(c) argument—that personal liability and disassociation orders chill associational rights—was rejected. Anticompetitive boycotts are unethical and unlawful; reasonable restrictions under Article 19(4) permit the Competition Act’s enforcement architecture.

3) Statutory Developments (post-2023) and the Court’s stance

• Section 26(9) (inserted w.e.f. 18 May 2023) now expressly requires a show-cause notice “indicating the contraventions alleged” and a reasonable hearing before an order under Section 27. The 2024 General Regulations (Regulation 22(8)-(9)) implement this.
• Regulation 49(2) (2024) clarifies that for persons proceeded against under Section 48, forwarding the investigation report and/or the Section 26(9) show-cause is deemed to be the show-cause for penalty. The Court noted these amendments but decided the case under the prior regime. The ratio still informs interpretation: even under the amended regime, one post-DG show-cause aimed at contraventions suffices; a separate penalty-specific notice is not mandated.

Impact and Implications

Procedural clarity and uniformity

• Single-notice standard affirmed: Parties can expect one consolidated opportunity after the DG report to contest contraventions, address mitigating/aggravating factors, and submit financials. The CCI need not issue a second penalty-specific show-cause.
• Natural justice calibrated: A further notice is only necessary if the CCI proposes to differ adversely from a DG report that exonerates or proceeds on materially new grounds.

Enforcement efficacy

• Behavioural remedies strengthened: Corollary directions binding office-bearers are permissible where necessary to ensure effectiveness. Expect greater use of governance-linked remedies in association cases, procurement cartels, and platform abuse matters.
• Individual exposure under Section 48: Office-bearers and executives who are “in charge of” operations face real personal liability. The due diligence defence must be proved, not asserted, with contemporaneous records.
• Recidivism matters: Prior penalties can aggravate sanctions; separate notice on past record is not required.

Interface with the 2023/2024 framework

• The explicit show-cause command in Section 26(9) does not upend the logic of a single, rolled-up hearing. Regulation 49(2) confirms that forwarding the DG report can constitute the show-cause for Section 48 persons.
• Appeals to NCLAT (from 2017) and further to the Supreme Court remain an important check on proportionality and remedy tailoring, limiting the need for remands purely on notice grounds.

Sectoral lessons (associations and trade bodies)

• Film associations and similar trade bodies must avoid boycotts, “do-not-deal” directives, release bans, or pressure tactics affecting third parties’ competitive choices; these are per se problematic under Section 3(3)(b), inviting both enterprise and personal liability.
• Association governance should embed competition compliance frameworks, including training, a veto mechanism against anti-competitive motions, legal pre-clearance for circulars, and clear minutes showing dissent to risk-inducing resolutions.

Complex Concepts Simplified

• Director General (DG) report: After a prima facie order, the DG investigates and files a report. That report and its annexures are shared with parties, who can file objections and be heard before the CCI decides.
• Single-stage hearing: The Competition Act, pre-2023, envisaged a single hearing after the DG report covering both liability and penalty. Even post-2023, Section 26(9) requires a show-cause on contraventions, not a separate penalty-specific hearing.
• Section 48 deeming liability: If an enterprise (including an association) contravenes the Act, those in charge and responsible are deemed in contravention too, unless they prove lack of knowledge or that they exercised all due diligence.
• Behavioural vs. structural remedies: Behavioural remedies change how a firm behaves (e.g., cease-and-desist, non-discrimination, governance changes, compliance programs). Structural remedies change market structure (e.g., divestiture). Behavioural remedies can include necessary corollary directions to office-bearers to make them effective.
• Proportionality: Penalties must fit the gravity and circumstances—deterring future breaches but not being excessive. Past violations can influence the response.
• From MRTP to Competition Act: MRTP largely offered cease-and-desist orders with weak deterrence. The Competition Act empowers direct and calibrated penalties and remedies to protect consumer welfare and free trade.

Practical Guidance for Enterprises and Office-Bearers

• Treat DG report service as your show-cause: File comprehensive objections addressing contravention, mitigation, and proportionality. Provide accurate financials/income data proactively.
• Build the due diligence defence: Maintain contemporaneous evidence of steps opposing anti-competitive proposals, legal advice sought, compliance vetoes exercised, and corrective measures taken.
• Competition compliance: Implement training, pre-clearance for association communications, and a red-flag escalation protocol. Document dissent against any collective boycott or discriminatory directive.
• Prepare for behavioural remedies: Be ready to accept and implement governance restrictions, compliance programs, and non-association directions where misconduct is found.
• Appeal on proportionality—not notice technicalities: Given this judgment, focus appellate challenges on proportionality, factual error, or misapplication of law rather than the absence of a penalty-specific second notice.

Conclusion

This ruling settles a recurrent procedural debate in Indian competition enforcement: a single, post-DG report notice and hearing suffices for both liability and penalty under the pre-2023 regime, and the law does not mandate a separate penalty-specific show-cause. By tying the opportunity of hearing to the contravention rather than the precise remedial outcome, the Court preserves procedural fairness while curbing dilatory tactics that could blunt the Act’s deterrent edge.

Equally significant is the Court’s endorsement of behavioural remedies that may incidentally bind office-bearers. Anchored in Section 27 and reinforced by Section 48’s deeming liability, the judgment confirms that the CCI’s remedial toolkit extends to governance-targeted directives where necessary to neutralize anti-competitive conduct. The proportionality yardstick remains the controlling check, with appellate review providing a robust safeguard.

For trade associations and their leaders, the message is unambiguous: collective boycotts and pressure tactics will trigger both entity-level and personal consequences, and the CCI can and will craft remedies that bite. For procedure, this is now the touchstone precedent—notice is to answer the contravention, not to negotiate the penalty, and time is of the essence in protecting the competitive process and the interests of consumers.