Introduction
As part of the 2008 budget changes, stamp duty for stocks and shares that were previously chargeable with £5 duty, whether fixed or ad valorem, are exempt from stamp duty from 13th March 2008.
Before March 2008, certain transfers of shares and securities attract a fixed stamp duty charge of £5. These included: instruments transferring shares otherwise than on sale (such as transfers between nominees); declarations of trust (provided they do not constitute a sale); and replacement or second copies of instruments. The Finance Bill 2008 expands this category.
Additionally, ad valorem stamp duty is charged on instruments that transfer shares and securities on sale. The duty used to be calculated at the rate of 0.5 per cent of the consideration given for the transfer and rounded up to the nearest £5. Therefore any transaction where the consideration was £1,000 or less attracted £5 stamp duty and had to be presented to HMRC. This created a huge administrative burden for very little reward. These forms must be self certified by completing the back of the form and do not requiring processing by the Stamp Office. Instead, they can be sent straight to company registrars
The changes will not affect transfers of securities where no instrument is executed. These will continue to attract Stamp Duty Reserve Tax (SDRT) in the normal way.
How will the changes affect the electronic transfer of shares held in CREST?
The changes will not affect electronic transfers of stock. Such transfers attract Stamp Duty Reserve Tax (SDRT) and do not require an instrument of transfer to be completed.
The consideration threshold being introduced for stamp duty will not apply for SDRT. SDRT will continue to be collected in respect of all transactions where consideration is given. Most electronic transactions are effected via the CREST system, the operation of which remains unchanged.
The new transfer form
The changes require a new transfer form to be used. The front of the form remains unchanged. The current certificate on the reverse of the form is no longer required and has been removed. The new ‘self certification’ certificate has been added to the reverse of the form for transfers on sale where the consideration is £1,000 or less.
Note, there will no longer be a need to certify certain transactions on the reverse of the stock transfer form, e.g. transfers between nominees where there is no change in the beneficial ownership of the shares, and the certificate will be removed from the form.
What instruments will still need to be presented to HMRC?
Where a duplicate or counterpart document or a substitute bearer instrument is requested these instruments will still need to be presented to HMRC to be stamped to indicate that the original document was duly stamped with the correct amount of stamp duty. These instruments will however no longer be chargeable with £5 fixed duty and no payment should be included with the instrument.
What happens if I sent HMRC an instrument that no longer requires stamping?
HMRC will return the document, and payment, to the sender with a letter explaining the changes and the action required to register the transfer.
Refunds where documents have been pre-stamped with £5 fixed duty and the duty pre-paid
HMRC will refund stamp duty pre-paid on such documents where an application for refund is made within two years of 13 March 2008. Applications must be made in writing to the Stamp Office and include the original stamped documents. Applications should be sent to:
Birmingham Stamp Office 9th Floor City Centre House 30 Union Street Birmingham B2 4AR
Can the old version of the Stock Transfer Form be used after 12 March 2008?
Yes, but it is much easier to use the new form as it will be clear from the form whether an instrument requires certification or not. However, where the old version of the form is used and the instrument relates to a transfer on sale where the consideration is £1,000 or less the certificate will need to be added to the form and signed by the transferor or his solicitor or authorised agent. Where an old form is used to notify transactions that no longer require certification or stamping, only the front of the form need be completed.
Transactions still chargeable with £5 fixed duty:
1. Transfers otherwise than on sale (Paragraph 16 to Schedule 13 Finance Act 1999)
2. Declaration of use or trust (Paragraph 17 to Schedule 13 Finance Act 1999)
3. Dispositions in Scotland (Paragraph 18(2) to Schedule 13 Finance Act 1999)
4. Duplicate or counterpart documents. (Paragraph 19(1) to Schedule 13 Finance Act 1999) Documents will however still need to be presented to HMRC for denoting of the relevant particulars (Paragraph 19(2) to Schedule 13 Finance Act 1999)
5. Partition or division (Paragraph 21(3) to Schedule 13 Finance Act 1999)
6. Release or renunciation (Paragraph 22 to Schedule 13 Finance Act 1999)
7. Surrender (Paragraph 23 to Schedule 13 Finance Act 1999)
8. Transfers in connection with divorce, dissolution of civil partnership etc. (Section 83(2) Finance Act 1985)
9. Death: varying dispositions, and appropriations. The need to get such instruments adjudicated will also be removed (Section 84(8) & (9) Finance Act 1985)
10. Later cancellation of “buy-back” shares held in Treasury (Section 66(2A) Finance Act 1986)
11. Later sale of Treasury “buy-back” shares to incoming investors (Paragraphs 1(5) to Schedule 13 Finance Act 1999)
12. Transfers between depositary receipts systems (Section 67(9) Finance Act 1986)
13. Transfers between clearance services (Section 70(9) Finance Act 1986)
14. Transfers between depositary receipts and clearance services (Section 72A (1) (b) Finance Act 1986)
15. Substitute bearer instruments (Paragraph 6 to Schedule 15 Finance Act 1999). Documents will however need to be presented to HMRC for denoting with the relevant particulars
Relevant Net Lawman document templates
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