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HMRC internal manual

Stamp Taxes on Shares Manual

Scope of stamp duty on shares: stamp duty: basics of a charge: shares held on an overseas branch register

Paragraph 8 Schedule 14 Companies Act 1985 (to be superseded by Section 133(3) Companies Act 2006 with effect from 1 October 2009) states “An instrument of transfer of a share registered in an overseas branch register (other than such a register kept in Northern Ireland) is deemed to be a transfer of property situated outside the United Kingdom and, unless executed in a part of the United Kingdom, is exempt from stamp duty chargeable in Great Britain.” Such documents therefore do not require stamping.

It should be noted that this exemption is limited to the actual instrument of transfer i.e. that which transfers the ownership.