The Mergers and Acquisitions (M&A) scheme was introduced in Budget 2010 and enhanced in Budgets 2012, 2015 and 2016.
Under the M&A scheme, when a Singapore company acquires ordinary shares in another company from 1 Apr 2010 to 31 Mar 2015, stamp duty relief would be granted on the instruments executed for the acquisition if the conditions in the Stamp Duties (Relief from Stamp Duty Upon Acquisition of Shares of Companies) Rules are met.
In Budget 2015, the M&A scheme was extended for 5 years until 31 Mar 2020 and the following changes were made:
- To align with the lowering of the cap for qualifying M&A deals from $100 million to $20 million, the cap for stamp duty relief under the M&A scheme was correspondingly lowered from $200,000 to $40,000 (i.e. $20 million x 0.2%) for each financial year
- The “12-month look-back period” for step acquisitions that straddle across financial years was removed to simplify the scheme
- A new shareholding threshold of 20% with safeguard conditions was introduced to support SMEs in taking their first step to grow locally and offshore
- The 75% shareholding threshold was removed
For more details on the Budget 2015 changes, please see Excerpt from Budget 2015 Annex A-6 (PDF, 155KB).
In Budget 2016, to support more M&As, the existing cap for qualifying M&A deals was doubled from $20 million to $40 million. Correspondingly, the cap for stamp duty relief under the M&A scheme was increased to $80,000 for each financial year.
This change applied to instruments executed from 1 Apr 2016 to 31 Mar 2020.
For a more detailed description and explanation of the stamp duty relief, please refer to the Income Tax & Stamp Duty: Mergers and Acquisitions Scheme (Sixth Edition) (PDF, 395KB).
In Budget 2020, it was announced that the relief would be allowed to lapse i.e. not applicable to instruments executed on and after 1 Apr 2020.
Please note that adjudication fees will be payable, irrespective of whether the instrument qualifies for relief under Section 15A of the Stamp Duties Act.