Clause 55

by deleting “2015” in subsections (1) and (2)(b)(ii) and substituting in each case “2020”;

by inserting, immediately after the words “an acquisition” in subsection (3)(a) and (c), the words “made during the period from 1 April 2010 to 31 March 2015 (both dates inclusive)”;

by deleting the words “or (c), as the case may be, occurs.” in subsection (3)(d) and substituting a semi‑colon;

by inserting, immediately after paragraph (d) of subsection (3), the following paragraph:“(e)any other acquisition the date of which falls within the qualifying period in which the acquisition referred to in paragraph (c) occurs and is before 1 April 2016.”;

by inserting, immediately after subsection (4), the following subsections:“(5) In this section, each of the following is also a qualifying acquisition of ordinary shares in a target company by an acquiring company or an acquiring subsidiary:

an acquisition made during the period from 1 April 2015 to 31 March 2020 (both dates inclusive) that results in the acquiring company and its acquiring subsidiaries owning together in total 20% or more but 50% or less of the total number of ordinary shares in the target company where —

before the date of the acquisition, such total ownership was less than 20% of the total number of ordinary shares in the target company; and

in the financial year of the acquiring company in which the date of the acquisition falls, there is no acquisition referred to in paragraph (b);

an acquisition made during the period from 1 April 2015 to 31 March 2020 (both dates inclusive) that results in the acquiring company and its acquiring subsidiaries owning together in total more than 50% of the total number of ordinary shares in the target company where, before the date of the acquisition, such total ownership was 50% or less of the total number of ordinary shares in the target company;

any other acquisition the date of which falls within the qualifying period in which the acquisition referred to in paragraph (a) or (b), as the case may be, occurs;

an acquisition made on or after 1 April 2015 but before 1 April 2016 that results in the acquiring company and its acquiring subsidiaries owning together in total 75% or more of the total number of ordinary shares in the target company where —

before the date of the acquisition, such total ownership was more than 50% but less than 75% of the total number of ordinary shares in the target company;

in the financial year of the acquiring company in which the date of the acquisition falls, there is no acquisition referred to in paragraph (a) or (b); and

before 1 April 2015 and not earlier than 12 months before the acquisition, the acquiring company or its acquiring subsidiary had made an acquisition of ordinary shares of any amount in the target company;

any other acquisition the date of which falls within the qualifying period in which the acquisition referred to in paragraph (d) occurs, and is before 1 April 2016.(6) For the purposes of subsection (5)(c) and (e), the qualifying period is determined as follows:

in the first instance, the qualifying period is the financial year of the acquiring company in which the acquisition referred to in subsection (5)(a), (b) or (d) (as the case may be) occurs;

where the other acquisition referred to in subsection (5)(c) or (e) relates to an acquisition in subsection (5)(b) or (d) and the acquisition referred to in subsection (5)(b) (if applicable) occurs before 1 April 2016, the acquiring company may elect, in such form and manner and within such time as the Commissioner may specify (which must be after the financial year referred to in paragraph (a)), to replace the qualifying period referred to in paragraph (a) with a prescribed period (which must be a period within which the acquisition referred to in subsection (5)(b) or (d) (as the case may be) occurs);

where the acquiring company claims a deduction under section 37L of the Income Tax Act (Cap. 134) in connection with the acquisition referred to in subsection (5)(a), (b) or (d) (as the case may be), then the qualifying period is, instead of the period referred to in paragraph (a) or (b) (as the case may be), the same period as that for which acquisitions are qualifying acquisitions for the purposes of its claim under section 37L of that Act.”;

by deleting subsections (7) and (8) and substituting the following subsections:“(7) The maximum amount of relief from duty to be allowed under subsection (1) with respect to all qualifying acquisitions of ordinary shares in all target companies by an acquiring company and all its acquiring subsidiaries in a financial year of the acquiring company is determined in accordance with subsections (8) to (8F).(8) Subject to subsection (8A), where the qualifying acquisitions in the financial year —

include an acquisition mentioned in subsection (3)(a) or (c); and

does not include an acquisition mentioned in subsection (5)(a), (b) or (d),the maximum amount of relief from duty allowed is $200,000.(8A) Where the qualifying period is the financial year of the acquiring company and the financial year exceeds 12 months, the maximum amount of relief from duty to be allowed to the acquiring company with respect to all the acquisitions to which subsection (8) applies for each of the following periods must not exceed $200,000:

the first 12 months of that financial year;

the remaining period of that financial year.(8B) Subject to subsection (8C), where the qualifying acquisitions in the financial year —

include an acquisition mentioned in subsection (5)(a), (b) or (d); and

does not include an acquisition mentioned in subsection (3)(a) or (c),the maximum amount of relief from duty allowed is $40,000.(8C) Where the qualifying period is the financial year of the acquiring company and the financial year exceeds 12 months, the maximum amount of relief from duty to be allowed to the acquiring company with respect to all the acquisitions to which subsection (8B) applies for each of the following periods must not exceed $40,000:

the first 12 months of that financial year;

the remaining period of that financial year.(8D) For the purposes of subsection (8), where subsection (4)(b) or (c) applies, the qualifying acquisitions to which subsection (8) applies are treated as occurring in the financial year of the acquiring company in which the acquisitions referred to in subsection (8)(a) occur.(8E) For the purposes of subsection (8B), where subsection (6)(b) or (c) applies, the qualifying acquisitions to which subsection (8B) applies are treated as occurring in the financial year of the acquiring company in which the acquisitions referred to in subsection (8B)(a) occur. (8F) Where the qualifying acquisitions in the financial year —

include an acquisition mentioned in subsection (3)(a) or (c); and

include an acquisition mentioned in subsection (5)(a), (b) or (d),the maximum amount of relief from duty allowed iswhere Ais the lesser of —

the total amount of ad valorem stamp duty chargeable on all of those qualifying acquisitions that are acquisitions mentioned in subsection (3); and (ii)$200,000, andBis the lesser of —

the total amount of ad valorem stamp duty chargeable on all of those qualifying acquisitions that are acquisitions mentioned in subsection (5); and (ii)the balance after deducting A from $40,000 or, if the balance is negative, zero.(8G) Subsections (8) to (8F) are subject to the rules made under subsection (18).”;

by inserting, immediately after the words “subsection (4)(a)” in subsection (11)(a), the words “or (6)(a)”;

by inserting, immediately after the words “subsection (3)(a) or (c)” in subsection (11)(a)(ii), the words “or (5)(a), (b) or (d)”;

by inserting, immediately after the words “subsection (4)(b)” wherever they appear in subsection (11)(b), the words “or (6)(b)”;

by inserting, immediately after the words “subsection (4)(c)” in subsection (11)(c), the words “or (6)(c)”;

by inserting, immediately after the words “subsection (4)(b) or (c)” in subsections (11A) and (18)(a), the words “or (6)(b) or (c)”;

by inserting, immediately after subsection (18), the following subsection:“(18A) Without affecting the generality of subsection (18)(b), the Minister may, in the case of a qualifying acquisition referred to in subsection (5), prescribe such conditions as the Minister considers necessary to ensure that the acquiring company or acquiring subsidiary is not merely a passive shareholder of the target company, including requiring the company or subsidiary to exert significant influence (within the meaning of FRS 28, or SFRS for Small Entities, as amended from time to time) over the target company.”;

by inserting, immediately after the definition of “financial year” in subsection (19), the following definition:“ “FRS 28” means the financial reporting standard known as Financial Reporting Standard 28 (Investments in Associates and Joint Ventures) made by the Accounting Standards Council under Part III of the Accounting Standards Act (Cap. 2B);”; and

by inserting, immediately after the definitions of “holding company” and “subsidiary” in subsection (19), the following definition:“ “SFRS for Small Entities” means the financial reporting standard known as Singapore Financial Reporting Standard for Small Entities made by the Accounting Standards Council under Part III of the Accounting Standards Act;”.