(1)Subject to subsection (9) below, subsection (2) or (3) below (as the case may be) applies where an instrument transfers relevant securities of a company incorporated in the United Kingdom to a person who at the time of the transfer falls within subsection (6), (7) or (8) below.
(2)If stamp duty is chargeable on the instrument under the heading “Conveyance or Transfer on Sale” in Schedule 1 to the Stamp Act 1891 M1, the rate at which the duty is charged under that heading shall be the rate of £1.50 for every £100 or part of £100 of the amount or value of the consideration for the sale to which the instrument gives effect.
(3)If stamp duty is chargeable on the instrument under the heading “Conveyance or Transfer of any kind not hereinbefore described” in Schedule 1 to the Stamp Act 1891, the rate at which the duty is charged under that heading shall (subject to subsections (4) and (5) below) be the rate of £1.50 for every £100 or part of £100 of the value of the securities at the date the instrument is executed.
(4)Subsection (3) above shall have effect as if “£1.50” read “£1” in a case where —
(a)at the time of the transfer the transferor is a qualified dealer in securities of the kind concerned or a nominee of such a qualified dealer,
(b)the transfer is made for the purposes of the dealer's business,
(c)at the time of the transfer the dealer is not a market maker in securities of the kind concerned, and
(d)the instrument contains a statement that paragraphs (a) to (c) above are fulfilled.
(5)In a case where —
(a)securities are issued, or securities sold are transferred, and (in either case) they are to be paid for in instalments,
(b)the person to whom they are issued or transferred holds them and transfers them to another person when the last instalment is paid,
(c)the transfer to the other person is effected by an instrument in the case of which subsection (3) above applies,
(d)before the execution of the instrument mentioned in paragraph (c) above an instrument is received by a person falling (at the time of the receipt) within subsection (6), (7) or (8) below,
(e)the instrument so received evidences all the rights which (by virtue of the terms under which the securities are issued or sold as mentioned in paragraph (a) above) subsist in respect of them at the time of the receipt, and
(f)the instrument mentioned in paragraph (c) above contains a statement that paragraphs (a), (b) and (e) above are fulfilled,
subsection (3) above shall have effect as if the reference to the value there mentioned were to an amount (if any) equal to the total of the instalments payable, less those paid before the transfer to the other person is effected.
(6)A person falls within this subsection if his business is exclusively that of holding relevant securities —
(a)as nominee or agent for a person whose business is or includes the provision of clearance services for the purchase and sale of relevant securities, and
(b)for the purposes of such part of the business mentioned in paragraph (a) above as consists of the provision of such clearance services (in a case where the business does not consist exclusively of that).
(7)A person falls within this subsection if —
(a)he is specified for the purposes of this subsection by the Treasury by order made by statutory instrument, and
(b)his business is or includes the provision of clearance services for the purchase and sale of relevant securities.
(8)A person falls within this subsection if —
(a)he is specified for the purposes of this subsection by the Treasury by order made by statutory instrument,
(b)he does not fall within subsection (6) above but his business includes holding relevant securities as nominee or agent for a person who falls within subsection (7)(b) above at the time of the transfer, and
(c)he holds relevant securities as nominee or agent for such a person, for the purposes of such part of that person's business as consists of the provision of clearance services for the purchase and sale of relevant securities (in a case where that business does not consist exclusively of that).
(9)Where an instrument transfers relevant securities of a company incorporated in the United Kingdom —
(a)to a company which at the time of the transfer falls within subsection (6) above and is resident in the United Kingdom, and
(b)from a company which at that time falls within that subsection and is so resident,
subsections (2) to (5) above shall not apply and the maximum stamp duty chargeable on the instrument shall be 50p.
(10)This section applies to any instrument executed on or after the day on which the rule of The Stock Exchange that prohibits a person from carrying on business as both a broker and a jobber is abolished.
Marginal Citations
(1)A person whose business is or includes the provision of clearance services for the purchase and sale of relevant securities of a company incorporated in the United Kingdom shall notify the Commissioners of that fact before the end of the period of one month beginning with the date on which he first provides such clearance services.
(2)A person whose business includes (but does not exclusively consist of) holding relevant securities (being securities of a company incorporated in the United Kingdom)—
(a)as nominee or agent for a person whose business is or includes the provision of clearance services for the purchase and sale of relevant securities, and
(b)for the purposes of such part of the business mentioned in paragraph (a) above as consists of the provision of such clearance services (in a case where the business does not consist exclusively of that),
shall notify the Commissioners of that fact before the end of the period of one month beginning with the date on which he first holds such relevant securities as such a nominee or agent and for such purposes.
(3)A company which is incorporated in the United Kingdom and becomes aware that any shares in the company are held by a person such as is mentioned in subsection (1) or (2) above shall notify the Commissioners of that fact before the end of the period of one month beginning with the date on which the company first becomes aware of that fact.
(4)A person who fails to comply with subsection (1) or (2) above shall be liable to a fine not exceeding £1,000.
(5)A company which fails to comply with subsection (3) above shall be liable to a fine not exceeding £100.
(6)Section 121 of the Stamp Act 1891 F1 (recovery of penalties) shall apply to fines under subsection (4) or (5) above as it applies to fines imposed by that Act.
Textual Amendments
(1)References in sections 70 and 71 above to relevant securities, or to relevant securities of a company, are to shares in or stock or marketable securities of any company (which, unless otherwise stated, need not be incorporated in the United Kingdom).
(2)For the purposes of section 70(3) above the value of securities at the date the instrument is executed shall be taken to be the price they might reasonably be expected to fetch on a sale at that time in the open market.
(3)Where section 70(3) above applies, section 15(2) of the Stamp Act 1891 M2 (stamping of instruments after execution) shall have effect as if the instrument were specified in the first column of the table in paragraph (d) and the transferee were specified (opposite the instrument) in the second.
(4)For the purposes of section 70(4) above “qualified dealer” and “market maker” have at any particular time the same meanings as they have at that time for the purposes of section 67(4) above.
Marginal Citations