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HMRC internal manual

Stamp Duty Land Tax Manual

Application of exemptions and reliefs: Group Relief - Para 27

Where a liability arises within Sch15, para27 provides that group relief is available where the conditions of Sch7 are met

The primary requirement of Sch7 is whether the companies concerned are within a group structure and this depends upon the status of the companies involved: they must be bodies corporate and, to as to establish a group structure, they must have issued share capital.

The status of a partnership for general taxation purposes depends on the nature of that partnership.

English Partnerships and English Limited Partnerships have no legal personality and are therefore transparent for UK taxation purposes.

Scottish Partnerships and Scottish Limited Partnerships do have a separate legal personality so generally are not transparent. However, they do not have body corporate status.

Limited Liability Partnerships are bodies corporate (Limited Liability Partnership Act 2000).

Whilst the status of the partnership is relevant for Sch7 it is not for Sch15, as para2 of that Schedule states that liability to SDLT is that of the partners not the partnership.

Where there is a transfer of a chargeable interest to or from a partnership in applying para2 we look through the partnership to the partners.

When looking at transfers to or from group companies where there is a partnership in the group structure the type of partnership determines whether the provisions of Sch7 can apply.