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HMRC internal manual

Stamp Taxes on Shares Manual

Collectives: contributions, mergers and other matters: mergers, partitions and reconstructions of authorised unit trusts and Open-Ended Investment Companies - Stamp Duty

HM Revenue & Customs (HMRC) accepts that following the principles established in the case of Save & Prosper Securities Ltd v CIR (Sp.C 251), an amalgamation, partition or reconstruction of Authorised Unit Trusts (AUTs) or Open-Ended Investment Companies (OEICs) (or sub-funds of a AUT or OEIC) that takes its effect under a scheme of arrangement will not be regarded as a transfer on sale and therefore is not subject to ad valorem Stamp Duty.

For this to be the case the scheme of arrangement, however, must take its effect by virtue of:

  • Section 251 of the Financial Services and Markets Act 2000 or Regulation 21 of the Open-Ended Investment Companies Regulations 2001 (SI 2001/1228); and
  • The appropriate section of the Financial Conduct Authority Handbook of Rules & Guidance.

See STSM101030 for the meaning of an AUT.

See STSM101050 for the meaning of an OEIC.

See STSM107050 for stamp implications on the conversion of an authorised unit trust to an OEIC.

See STSM107060 for stamp implications on the amalgamation of an authorised unit trust to an OEIC.