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HMRC internal manual

Stamp Taxes on Shares Manual

Scope of stamp duty on shares: stamp duty: basics of a charge: transfer of partly paid up shares

Shares are sometimes allotted at a fixed price but with an initial payment of part of that sum. The balance of the price will be due to be paid at some later date or, perhaps, in more than one instalment on a number of dates. These are known as partly paid shares and the liability to pay the further sums, when called upon to do so by the company, falls upon the registered holder of the shares at the date of the further call.

Partly paid shares can be transferred. The assumption of the liability to pay the further calls is not treated as part of the consideration for the transfer. Only the consideration expressed on the stock transfer form is charged with Stamp Duty, with one exception.

The exception is that if there is an agreement to sell the partly paid shares and subsequent to its execution but prior to the transfer a call is paid. If the shares are expressed to be transferred paid up to an extent greater than when the bargain was made, the amount of the calls paid between the bargain and the transfer is included as part of the chargeable consideration.