Singapore legislation
Clause 8
Clause 8
Amendment of First Schedule
The First Schedule to the principal Act is amended by inserting, immediately after Article 3, the following Article:“3A.CONVEYANCE OF EQUITY INTERESTS IN PROPERTY‑HOLDING ENTITIES OR ENTITIES WITH OWNERSHIP INTERESTS IN PROPERTY-HOLDING ENTITIES(1)Conveyance of equity interests in a PHE Duty A or duty B or both (as applicable).Duty A is the sum total of the amounts in paragraphs (a) and (b) for a PHE that is a Type 1 PHE, the sum total of the amounts in paragraphs (c) and (d) for a PHE that is a Type 2 PHE, and the sum total of the amounts in paragraphs (c) and (d) for a PHE that is both a Type 1 PHE and a Type 2 PHE.Duty B is the amount in paragraph (e) for a PHE that is a Type 1 PHE, the amount in paragraph (f) for a PHE that is a Type 2 PHE, and the amount in paragraph (f) for a PHE that is both a Type 1 PHE and a Type 2 PHE.(a)Market value of the underlying property of the PHE under paragraph (a) of the definition of “underlying property” in section 23(21)The sum of the following: For every dollar of the first $180,000 For every dollar of the next $180,000 For every dollar exceeding $360,000(b) (c)Market value of the underlying property of the PHE under paragraph (b) of the definition of “underlying property” in section 23(21)The sum of the following: For every dollar of the first $180,000+ For every dollar of the next $180,000+ For every dollar exceeding $360,000+(d) +(e) (f) +Where —
U is —
if, as a result of the conveyance, the grantee becomes a significant owner of the PHE, and this is the first time the grantee becomes such significant owner since the effective date, the difference between —
the sum of the equity interests in the PHE beneficially owned by the grantee following the conveyance, and the equity interests in the PHE beneficially owned by each of the grantee’s associates, acquired on or after the effective date; and
the lowest amount, at any time in the period between the effective date and the time of execution of the conveyance, of the sum of —
(BA)the equity interests in the PHE beneficially owned by the grantee; and (BB)the equity interests in the PHE beneficially owned by each of the grantee’s associates;
if, as a result of the conveyance, the grantee becomes a significant owner of the PHE at any time other than that mentioned in sub‑paragraph (i), the difference between —
the sum of the equity interests in the PHE beneficially owned by the grantee following the conveyance, and the equity interests in the PHE beneficially owned by each of the grantee’s associates; and
the lowest amount, at any time in the period between the date of the most recent conveyance by which the grantee ceased to be a significant owner and the time of execution of the conveyance, of the sum of —
(BA)the equity interests beneficially owned by the grantee; and (BB)the equity interests in the PHE beneficially owned by each of the grantee’s associates; or
if, after the conveyance, the grantee remains a significant owner of the PHE, the total number of all equity interests in the PHE conveyed under the conveyance to the grantee;
U1 is the amount of equity interests specified in section 23(8) that are comprised in the conveyance;
V is the total amount of all equity interests in the PHE;
W is the market value, at the time of execution of the conveyance, of the underlying property of the PHE under paragraph (a) of the definition of “underlying property” in section 23(21);
W1 is the market value, at the time of execution of the conveyance, of the underlying property of the PHE under paragraph (b)(i) of the definition of “underlying property” in section 23(21);
W2 is the market value, at the time of execution of the conveyance, of the underlying property of the PHE under paragraph (b)(ii) of the definition of “underlying property” in section 23(21); and
X is the percentage of the equity interests that the PHE (being a Type 2 PHE) beneficially owns (including indirectly by applying section 23(18)) in a Type 1 PHE.(2)Conveyance of equity interests in an entity with ownership interests in a PHE Duty C or duty D or both (as applicable).Duty C is the sum total of the amounts in paragraphs (a) and (b) for a PHE that is a Type 1 PHE, the sum total of the amounts in paragraphs (c) and (d) for a PHE that is a Type 2 PHE, and the sum total of the amounts in paragraphs (c) and (d) for a PHE that is both a Type 1 PHE and a Type 2 PHE.Duty D is the amount in paragraph (e) for a PHE that is a Type 1 PHE, the amount in paragraph (f) for a Type 2 PHE, and the amount in paragraph (f) for a PHE that is both a Type 1 PHE and a Type 2 PHE.(a)Market value of the underlying property of the PHE under paragraph (a) of the definition of “underlying property” in section 23(21)The sum of the following: For every dollar of the first $180,000 For every dollar of the next $180,000 For every dollar exceeding $360,000(b) (c)Market value of the underlying property of the PHE under paragraph (b) of the definition of “underlying property” in section 23(21)The sum of the following: For every dollar of the first $180,000+ For every dollar of the next $180,000+ For every dollar exceeding $360,000+(d) +(e) (f) +Where —
U is —
if the equity interests in the entity (called the target entity) being conveyed, together with the equity interests beneficially owned by the grantee in one or more other entities (each called a 2nd entity), would result in the grantee becoming a significant owner of the combined single entity, and this is the first time the grantee becomes such significant owner since the effective date, the difference between —
the sum of the equity interests in the target entity that are beneficially owned by the grantee following the conveyance, and the equity interests in the target entity beneficially owned by each of the grantee’s associates, that are acquired on or after the effective date; and
the lowest amount, at any time in the period between the effective date and the time of execution of the conveyance, of the sum of —
(BA)the equity interests in the target entity beneficially owned by the grantee; and (BB)the equity interests in the target entity beneficially owned by each of the grantee’s associates;
if the equity interests in the entity (called the target entity) being conveyed, together with the equity interests beneficially owned by the grantee in one or more other entities (each called a 2nd entity), would result in the grantee becoming a significant owner of the combined single entity, and this is not the first time that the grantee becomes such significant owner since the effective date, the difference between —
the sum of equity interests beneficially owned in the target entity by the grantee following the conveyance, and the equity interests in the target entity beneficially owned by each of the grantee’s associates; and
the lowest amount, at any time in the period between the date of the most recent conveyance by which the grantee ceased to be a significant owner and the time of execution of the conveyance, of the sum of —
(BA)equity interests beneficially owned in the target entity by the grantee; and (BB)the equity interests in the target entity beneficially owned by each of the grantee’s associates; or
if the grantee is already a significant owner of the combined single entity at the time of execution of the conveyance, the amount of equity interests conveyed in the target entity under the conveyance;
P is —
in the case mentioned in paragraph (a)(i), the total of the sums calculated for each 2nd entity mentioned in that provision using the formula , where —
Q is the amount of equity interests in the 2nd entity beneficially owned by the grantee, and the equity interests in the 2nd entity beneficially owned by each of the grantee’s associates, that were acquired between the effective date and the time of execution of the conveyance;
R is the total amount of all equity interests in the 2nd entity; and
S is the percentage of the equity interests that the 2nd entity beneficially owns (including indirectly by applying section 23(18)) in the PHE;
in the case mentioned in paragraph (a)(ii), the total of the sums calculated for each 2nd entity mentioned in that provision using the formula , where —
Q1 is the difference between —
(AA)the total amount of equity interests beneficially owned in the 2nd entity by the grantee following the conveyance, and the equity interests in the 2nd entity beneficially owned by each of the grantee’s associates; and
(AB)the lowest amount of equity interests beneficially owned in the 2nd entity by the grantee in the period between the date of the most recent conveyance by which the grantee, and the equity interests in the 2nd entity beneficially owned by each of the grantee’s associates, ceased to be a significant owner and the time of execution of the conveyance; and
R and S have the same meanings as in sub‑paragraph (i); and
in the case mentioned in paragraph (a)(iii), zero;
U1 is the amount of equity interests specified in section 23(8) that are comprised in the conveyance;
V is the total amount of all equity interests in the target entity;
W is the market value, at the time of execution of the conveyance, of the underlying property of the PHE under paragraph (a) of the definition of “underlying property” in section 23(21);
W1 is the market value, at the time of execution of the conveyance, of the underlying property of the PHE under paragraph (b)(i) of the definition of “underlying property” in section 23(21);
W2 is the market value, at the time of execution of the conveyance, of the underlying property of the PHE under paragraph (b)(ii) of the definition of “underlying property” in section 23(21);
X is the percentage of the equity interests that the PHE (being a Type 2 PHE) beneficially owns (including indirectly by applying section 23(18)) in a Type 1 PHE; and
Y is the percentage of the equity interests that the target entity beneficially owns (including indirectly by applying section 23(18)) in the PHE at the time of the execution of the conveyance.In this Article, the market value of the underlying property of a PHE is the amount of the value of the part of the property that is attributable to a residential purpose, as defined in paragraphs (2A), (2B) and (2C) of Article 3.”.