Shares, Stocks and Marketable Securities

  1. Transfers of stocks and marketable securities
  2. Share Warrants to Bearer
  3. Issue of shares

1. Transfers of stocks and marketable securities

1.1 Transfer Forms

Transfers of stocks and marketable securities are chargeable to stamp duty at a rate of 1% of the amount or value of the consideration paid (subject to rounding down to the nearest € when the calculation results in an amount which is not a multiple of €1) unless the consideration is €1,000 or less (see section 2).

1.2 Transfer Forms where the consideration is €1,000 or less

Where the consideration for the transfer is €1,000 or less and the transfer does not form part of a larger transaction or of a series of transactions in respect of which the amount or value, or the aggregate amount or value, of the consideration which is attributable to stocks or marketable securities exceeds €1,000, the instrument is exempt from stamp duty and a stamp duty return should not be filed.

Where the consideration for a particular transfer of stocks or marketable securities is €1,000 or less but the transfer forms part of a larger transaction or of a series of transactions in respect of which the amount or value, or the aggregate amount or value, of the consideration which is attributable to stocks or marketable securities exceeds €1,000, the instrument is chargeable to stamp duty at 1% of the amount or value of the consideration paid (subject to rounding down to the nearest € when the calculation results in an amount which is not a multiple of €1) and a stamp duty return should be filed.

1.3 Gifts

Gifts of stocks and marketable securities are also within the charge to stamp duty. Where the transfer is the result of a gift then the value of the stocks or marketable securities is substituted for the amount or value of the consideration paid and the provisions of sections 1 and 2 apply.

1.4 CREST

Where the transfer, whether on sale or by gift, takes place electronically through the CREST system the rate of stamp duty is 1% regardless of the amount or value of the consideration for the sale, or the value of the stocks and marketable securities in the case of a gift, i.e. the threshold of €1,000 mentioned in section 2 does not apply and there is no rounding down to the nearest € when the calculation results in an amount which is not a multiple of €1.

1.5 Options

The transfer of an option over any share in stock is also within the charge to stamp duty at the rates applicable to the transfer of stocks and marketable securities.

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2. Share Warrants to Bearer

The issue of a share warrant to bearer is also within the charge to stamp duty. The rate of duty is 3% and it applies to the nominal value of the shares (subject to rounding down to the nearest € when the calculation results in an amount which is not a multiple of €1).

Section 66(9) of the Companies Act 2014, which came into effect on 1 June 2015, prohibits the issue of share warrants to bearer.

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3. Issue of shares

3.1 Contracts relating to the issue of shares for a consideration other than cash

The Companies Act 2014 does not contain an equivalent provision to section 58 of the Companies Act, 1963. Section 58 required that, where a contract relating to the issue of shares for a consideration other than cash had not been reduced to writing, a Form B6 (Form 52) had to be completed and filed with the Companies Registration Office (CRO), setting out the details of the contract. Under Section 58(2) the completed Form B6 (Form 52) was deemed to be an instrument for stamp duty purposes and a stamp duty return had to be filed.

The facility to download copies of the Form B6 from the CRO website was withdrawn on 1 June 2015. Therefore, in cases where section 58 applied and the person concerned had not downloaded a Form B6 prior to 1 June 2015, there will be no instrument to attract a stamp duty charge and as there is no instrument a stamp duty return should not be filed.

Where a contract relating to the issue of shares for a consideration other than cash is reduced to writing, the contract may attract a charge to stamp duty under pdfSection 31 of the Stamp Duties Consolidation Act 1999 (PDF, 81KB), in which case a stamp duty return will need to be filed.

3.2 Companies Capital Duty (CCD)

Companies Capital Duty (CCD) was introduced in the Finance Act, 1973 (sections 67 to 75, now consolidated in sections 114 to 122 of the Stamp Duties Consolidation Act, 1999 (SDCA)) as a result of Ireland’s entry to the European Community in 1973. For information on CCD, see pdfStamp Duties Notes for Guidance (PDF, 85KB).

While CCD was abolished with effect from 7 December 2005, the charge remains on transactions with an effective date prior to 7 December 2005.

The following transactions give rise to a charge to CCD:

  • the formation of a capital company including the conversion into a capital company of a company, firm, association or legal person which is not a capital company,
  • an increase in the issued share capital or assets of a capital company, and
  • the transfer to Ireland either of the effective centre of management or the registered office of a capital company.

(a) Transactions which occurred before 7 December 2005

Where a transaction occurred before 7 December 2005 and is subject to CCD, relevant forms for completion are as follows:

  • pdfForm B5External link (PDF, 1.6MB), which is a return of allotments, in accordance with sections 114 to 122 of the SDCA;
  • pdfForm 25B (PDF, 76KB), which is a statement relating to a chargeable transaction pursuant to section 116 (b), (e), (f), (g) or (h) of the SDCA.

Forms B5 and 25B, together with payment of the CCD, interest and prescribed CRO filing fee should be submitted directly to the Customer Service Team, National Stamp Duty Office, Dublin Region, Office of the Revenue Commissioners, Cross Block, Dublin Castle, Dublin 2.

Sections 115, 119, 120 and 120A of the SDCA provide for a number of exemptions, reliefs and restrictions to the charge. Where a transaction is exempt, restricted or relieved by virtue of sections 115, 119, 120 or 120A of the SDCA and the effective date of the transaction is prior to 7 December 2005, a completed Form B5 together with the prescribed CRO filing fee should be sent to the Customer Service Team, National Stamp Duty Office, Dublin Region, Office of the Revenue Commissioners, Cross Block, Dublin Castle, Dublin 2 for that Office to determine whether or not the transaction falls within one or other of these sections of the SDCA. In making their determination, the Revenue Commissioners may request the submission of relevant documentation in addition to the Form B5.

(b) Transactions which occurred on or after 7 December 2005

Completed Forms B5 in respect of transactions which occurred on or after 7 December 2005 should not be sent to Revenue. Instead, they should be sent, together with the prescribed CRO fee, directly to the Companies Registration Office, O’Brien Road, Carlow, Co Carlow.

There is no requirement to complete a Form 25B in respect of transactions which occurred on or after 7 December 2005.

For more information on CCD, please contact the National Stamp Duty Office by e-mailing stampduty@revenue.ie or by telephone. The National Stamp Duty Office operates a Lo-Call 1890 telephone service Tuesday-Thursday from 10.00 to 13.00. The telephone number is 1890 482 582.

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This document is intended for guidance only. While every effort is made to ensure the accuracy of the content, it does not purport to be a legal interpretation of the relevant provisions and has no binding in law. Responsibility cannot be accepted for any liability incurred or loss suffered as a consequence of relying on any matter published herein.


Issued by the National Stamp Duty Office - August 2015


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