Further update to Company Reconstructions and Amalgamations guidance

Following representations at the recent meeting of the TALC Direct and Capital subgroup, Revenue has updated the Stamp Duty Manual for company reconstructions and amalgamations under section 80 SDCA 1999. The guidance has been updated to confirm that Revenue accepts that the transfer of a 100 percent shareholding of a company carrying on a business in its own right constitutes the transfer of an undertaking.  

The manual has also been updated with the deletion of the following paragraph: 

“In certain circumstances, the holding of an investment may constitute an undertaking, if there is active (as opposed to passive) ownership of the investment concerned. In this regard, Revenue will generally accept that a 100% shareholding may constitute an undertaking for the purposes of section 80.”