Thursday, June 25, 2020
The Irish Revenue has updated its guidance on stamp duty to clarify a number of issues related to the conditions for companies to avail themselves of associated companies relief.
Section 79 of the Stamp Duties Consolidation Act 1999 provides for a stamp duty exemption where property is transferred between two companies whose association is so close that the transfer is effectively little more than a change in the nominal ownership of the property, with the underlying control remaining the same. This exemption is known as associated companies relief.
The qualifying conditions for the relief relate to: the type of transfer, the transfer of beneficial ownership, the degree of association between the transferor and the transferee, and the type of entities (bodies corporate) involved.
The clarifications to the guidance relate to the retention of property within a corporate group post transfer, including the type of property that, by its nature, ceases to exist; and the extinguishing of shares in a transferred company following its liquidation.
The clarifications also cover: the application of practices to both transferee and transferor; the holding of the issued share of capital of foreign bodies corporate; change in ownership of shares in listed companies post transfer; timing of transfers of property and series of mergers; and liquidations and mergers under foreign law.