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HMRC internal manual

Stamp Duty Land Tax Manual

Scope: What is chargeable: Transfer of rights: General FA03/S45

A purchaser’s rights under a contract for a land transaction may be transferred to a third party before the contract is completed.

Such a transfer can take the form of a sub-sale, assignment or any other transaction that results in the third party being entitled to acquire all or part of the subject matter of the contract. Any such transaction is referred to for Stamp Duty Land Tax (SDLT) purposes as a ‘transfer of rights’.

Although the broad effects of a sub-sale and an assignment are the same, the ways in which they operate are different, see SDLTM01060a.

In the legislation and in the guidance material that follows at SDLTM01080 the initial contract between vendor and sub-seller is referred to as the original contract and the sub-sale, assignment or other transaction between sub-seller and sub-purchaser is referred to as the secondary contract.