Reed Smith Client Alerts

The Stamp Duties (Agreements for Sale of Equity Interests) (Remission) Rules 2018 (the Remission Rules) came into effect in Singapore on 11 April 2018. They reverse a number of prior amendments to the Stamp Duties Act (Cap. 312)(the Stamp Duties Act) relating to the payment of stamp duty, which were made on 11 March 2017 (the 2017 Amendments), giving clarification to the intended changes to the Stamp Duties Act. The 2017 Amendments provided that, when a transfer of shares took place, stamp duty would be payable upon the signing of the agreement rather than at completion of the transaction. This caused concern and confusion for investors. Therefore, the reversion to the payment of stamp duty upon completion of a transfer of shares (unless certain exceptions apply) is seen as a welcome development.

Authors: Matthew Gorman Kendra MacDonald Carolyn Chia, Resource Law LLC; Tania Teng, Resource Law LLC

The 2017 Amendments

The 2017 Amendments resulted in agreements for the sale of stock or shares becoming chargeable as "conveyances on sale", which meant that the relevant duty point for the sale was effectively the time of the execution of the agreement, rather than at the execution of the instrument of transfer on completion of the transaction.

The 2017 Amendments also addressed and aligned the imposition of stamp duties payable on both direct and indirect acquisitions and disposals of residential properties, and introduced an additional conveyance duty (ACD), which applies to acquisitions and disposals of equity interests in property holding entities where certain conditions are met.