Hong Kong: Stamp duty group relief only available to associated companies with issued share capital
Court of Appeal decision
Court of Appeal decision
The Court of Appeal (COA) on July 5, 2024, overturned a lower court’s decision (read TaxNewsFlash) and held that stamp duty relief for intra-group share transfers under section 45 of the Stamp Duty Ordinance (SDO) (s.45 relief) is only available to associated companies satisfying the 90% association requirement via issued share capital.
Because the transferor in the intra-group share transfer was a UK limited liability partnership without share capital, the court found that s.45 relief was not available to the transfer.
The case is: John Wiley & Sons UK2 LLP and Another v The Collector of Stamp Revenue.
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David Ling | davidxling@kpmg.com
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