Stamp Duty on Share Transfers

NOTE
Please see Information Circular 75 for details of changes to stamp duty announced in the State Budget 2015-16

As part of the State Budget 2015-16 share transfer stamp duty was abolished on share transfer instruments executed on or after 18 June 2015. The abolition does not apply to a transfer of shares executed on or after 18 June 2015 pursuant to a contract of sale or other agreement entered into before 18 June 2015.

Conveyance duty applies to a share transfer under which a person acquires a share in a company that confers a right to possession of a dwelling that is owned and administered by the company, generally referred to as a company title scheme.

If the share transfer instrument is not liable to duty, this is not required to be stamped.

Land holder duty pursuant to Part 4 of the Stamp Duties Act 1923 continues to apply.

Share transfers pre 18 June 2015

The transfer, either by way of sale or gift, of shares in a company that is not quoted on a recognised Stock Exchange is subject to stamp duty on the market value of the shares or consideration, whichever is greater. The rate of stamp duty charged is $0.60 cents per $100 or part of $100.

The transfer of shares not by way of sale or gift may be exempt from stamp duty depending on the nature of the transaction.

From 1 July 2001 stamp duty is not charged on the transfer of shares for companies that are quoted on the Australian or other recognised Stock Exchanges.

What is required?

The share transfer document must be stamped.

The types of share transfers listed below can be stamped by an authorised user via RevenueSA Online (if you are not an authorised ReveueSA Online user contact RevenueSA for more information). All of these share transfers are exempt from Stamp Duty:

• In Specie Distribution;
• Trustee to Trustee (no other doc);
• Trustee to Trustee with Stamped Deed;
• Pursuant to a Will or Intestacy.

You can refer to the Stamp Duty Document Guide for more detailed notes on these document types.

All other share transfers are required to be presented to RevenueSA to have the appropriate stamp duty determined. The share transfer document must be submitted with a completed Application for Stamp Duty Assessment, which can be obtained from RevenueSA, together with:

• a copy of any valuation of shares made in connection with the transfer. Refer to Circular No 166; or
• a certified Balance Sheet and detailed Profit and Loss statements for the previous three years; and
• if different classes of shares have been issued, the rights of each such class must be fully stated and a copy of the Memorandum and Articles of Association must be produced; and/or
• if a Nominee Company, the following details are required:
  
  - latest Balance Sheet or detailed schedule of assets and liabilities;
  - description of property which is held in trust; and
  - market value of property.

Rate of Stamp Duty

Stamp duty on the transfer, either by way of sale or gift, of shares not quoted on a recognised Stock Exchange is charged at the rate of 60 cents per $100 or part of $100.