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Contents

Official guidance
Stamp Taxes on Shares Manual

STSM041000 · Exemptions and reliefs: exemptions

  • STSM041010 · 'Exemption' or 'relief'
  • STSM041020 · Securities exempt from stamp duty are generally exempt from Stamp Duty Reserve Tax (SDRT)
  • STSM041030 · Stamp Duty Reserve Tax (SDRT) repaid/charge cancelled where an instrument is duly stamped
  • STSM041040 · Government securities and miscellaneous exemptions
  • STSM041050 · Loan capital exemption (Stamp Duty) - general
  • STSM041060 · Loan capital exemption - exceptions
  • STSM041065 · Loan capital exemption – Hybrid Capital Instruments
  • STSM041067 · Loan capital exemption – Securitisation and insurance-linked securities (ILS)
  • STSM041070 · Loan capital exemption - miscellaneous
  • STSM041080 · Securities issued or raised by non-UK companies Stamp Duty Reserve Tax (SDRT)
  • STSM041090 · Granting/issuing of options
  • STSM041100 · Permanent Interest Bearing shares (PIBs)
  • STSM041110 · Sales of Bearer securities - general
  • STSM041120 · Sales of Bearer securities - exemptions
  • STSM041130 · Issue of company stocks and shares
  • STSM041140 · Interests in depositary receipts and equities within unelected clearance services
  • STSM041150 · Charities - Stamp Duty exemption
  • STSM041160 · Charities - Stamp Duty Reserve Tax (SDRT) exemption
  • STSM041170 · Charities - CREST and Stamp Duty Reserve Tax (SDRT)
  • STSM041180 · Depositary interests in foreign securities
  • STSM041190 · Other non-Stamp Duty Acts that apply to stamp duty
  • STSM041200 · Units in a unit trust scheme or shares in an open-ended investment company
  • STSM041210 · Authorised unit trust scheme (and OEIC) mergers
  • STSM041220 · Conversion of an authorised unit trust to an OEIC
  • STSM041230 · Amalgamation of an authorised unit trust with an open-ended investment company
  • STSM041240 · Demutualisation of insurance companies
  • STSM041250 · Treasury shares
  • STSM041260 · Growth market shares - stamp duty exemption
  • STSM041270 · Growth market shares - SDRT exemption
  • STSM041280 · Growth market shares - SDRT exemption - depositary interests/CREST depositary interests
  • STSM041285 · Growth market shares – SDRT and Stamp Duty exemption – Depositary Receipts
  • STSM041290 · Growth market shares - recognised growth markets - how to qualify as a recognised growth market
  • STSM041300 · Growth market shares - recognised growth markets - how to qualify as a recognised growth market - the market capitalisation condition
  • STSM041310 · Growth market shares - recognised growth markets - how to qualify as a recognised growth market - 20% compounded annual growth test condition
  • STSM041320 · Growth market shares - recognised growth markets - how to qualify as a recognised growth market - application process
  • STSM041330 · Growth market shares - recognised growth markets - list of recognised growth markets
  • STSM041400 · Exemptions and reliefs: exemptions: exemption for Share Incentive Plans
  • STSM041500 · Exemptions and reliefs: exemptions- Financial institutions in resolution - overview
  • STSM041510 · Exemptions and reliefs: exemptions: Financial institutions in resolution - resolution stabilisation options
  • STSM041520 · Financial institutions in resolution - supplemental, reverse and onward transfers
  • STSM041530 · Financial institutions in resolution - stamp duty exemption on certain transfer instruments and orders
  • STSM041540 · Financial institutions in resolution - stamp duty reserve tax (SDRT) exemption on certain transfer instruments and orders
  • STSM041550 · Financial institutions in resolution: Stamp Duty - exceptions
  • STSM041560 · Qualifying Asset Holding Companies
  • STSM041570 · PISCES Overview
  • STSM041580 · PISCES – Stamp Duty and SDRT Exemption
  • STSM041590 · PISCES – When a transfer is exempt
  • STSM041600 · PISCES – How to claim the exemption
  • STSM041610 · PISCES – Application of other STS reliefs and exemptions in relation to PISCES shares
  • STSM041620 · PISCES – Examples of PISCES share transfers
  • STSM41400 · Exemptions and reliefs: exemptions: exemption for Share Incentive Plans
  1. Exemptions and reliefs: exemptions: contents
  2. Exemptions and reliefs: exemptions: growth market shares - recognised growth markets - how to qualify as a recognised growth market - the market capitalisation condition

STSM041300 | Exemptions and reliefs: exemptions: growth market shares - recognised growth markets - how to qualify as a recognised growth market - the market capitalisation condition

From HM Revenue & Customs · Stamp Taxes on Shares Manual

A market can apply to be a recognised growth market if it is a recognised stock exchange or (with effect from 1 January 2024) a Financial Conduct Authority (FCA) regulated multilateral trading facility (MTF) and meets one of two conditions - see STSM041290.

The market capitalisation condition (section 99A(5)(a) FA 1986)

The condition is that a majority of companies trading on the market must be companies with market capitalisations of less than £450 million (since 1 January 2024, the previous limit was £170million).

A company’s market capitalisation is calculated by taking the average of the closing market capitalisations of the company on the last trading day of each calendar month (or part of a calendar month) in the qualifying period.

The ‘qualifying period’ is the shorter of:

  1. the last three calendar years preceding the relevant time; or

  2. the period beginning with the day that the company is admitted to trading on the market and ending at the end of the last calendar year preceding the relevant time.

A company is disregarded in the calculation where it is admitted to trading on the market in the calendar year in which the relevant time falls.

The ‘relevant time’ is any time that the market qualifies.

As the market capitalisation condition tests are backward looking (i.e., they are applied to past calendar years) a market must have had a company or companies admitted to trading on it in the calendar year prior to the year in which the condition is tested – so a brand new market will not be able to meet this condition until the second calendar year it has had companies admitted to trading on it.

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