STSM021420 - Scope of Stamp Duty on shares: Stamp Duty - basics of a charge: Transfers of unlisted securities to connected companies 바카라 사이트“ How the rule will apply

When the Stamp Duty market value rule for unlisted securities applies

It applies where:

바카라 사이트˘ An instrument transfers the beneficial interest in unlisted securities to a company or a company바카라 사이트™s nominee for consideration;

바카라 사이트˘ The person transferring the securities is connected with the company or is the nominee of a person connected with the company; and

바카라 사이트˘ The consideration given for those securities is (wholly or in part) the issue of shares.

The legislation does not specify that the new shares need to be issued to any particular person or by any particular person

Calculation of Stamp Duty under the market value rule for unlisted securities

When it applies, Stamp Duty is charged based on:

  • The value of the consideration given for the unlisted securities; or
  • If higher, the market value of the unlisted securities.
Unlisted securities

Unlisted securities are any 바카라 사이트śStock or Marketable Securities바카라 사이트ť (see STSM021040) which fall outside the definition of a 바카라 사이트śListed Security바카라 사이트ť.

Listed securities are stock or marketable securities which are regularly traded (see STSM042100) on a regulated market, a multilateral trading facility or a recognised foreign exchange. Regulated market, multilateral trading facility and recognised foreign exchange have the same meaning as in section 80B Finance Act 1986.

Connected companies

Section 1122 of CTA 2010 (connected persons) specifies the circumstances where a person is connected with a company for the purposes of the Stamp Duty market value rule for unlisted securities.

Determining the value of an unlisted security

For the purposes of the Stamp Duty unlisted securities market value rule, 바카라 사이트śMarket value바카라 사이트ť has the same meaning as in the Taxation of Chargeable Gains Act 1992 (TCGA 1992), section 272(1): 바카라 사이트śthe price which those assets might reasonably be expected to fetch on a sale in the open market바카라 사이트ť and is to be determined in accordance with sections 272 and 273 of TGCA 1992.

In cases where it proves difficult to accept the market value figure provided by the customer, officers may refer it to HMRC Shares & Assets Valuation (SAV), who can check if the declared market value is acceptable. Guidance on how to make a submission to SAV can be found at CG59560.