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HMRC internal manual

Partnership Manual

HM Revenue & Customs
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Indirect, capital and transfer taxes and other tax obligations: VAT and partnerships: Stamp Duty Land Tax (SDLT): SDLT & Partnerships: General

For the purposes of SDLT:

  • A chargeable interest held by or on behalf of the partnership is treated as held by or on behalf of the other partners, and
  • A land transaction entered into for the purposes of a partnership is treated as entered into by or on behalf of the partners, and not by or on behalf of the partnership as such.

This also applies to a partnership with its own legal personality. Thus, the general principle of tax transparency for direct taxes also applies to SDLT.

FA03/S104 and FA03/SCH15 set out the responsibilities of partners and how stamp duty land tax applies in relation to the acquisition of interests in land by partners or partnerships. Detailed guidance can be found at SDLTM33000 onwards.

Where a partnership enters into a transaction as a purchaser, anything required or authorised to be done by or in relation to the purchaser is required to be done or authorised by or in relation to all of the responsible partners. The partners are jointly and severally liable to pay any SDLT on the purchase. As such, members of Limited Partnerships and Limited Liability Partnerships are unable to benefit from limited liability in respect of SDLT liabilities arising as a result of transactions entered into by the partnership.