F.A. 1928, s. 31. 
58 & 59 Vict. 
>. 16. 
dw. 5 
ry 
814 SECRETARIAL PRACTICE 
the stamp duty chargeable in respect of that capital, be treated as 
being reduced by either— 
(i) an amount equal to the amount of the share capital of the 
existing company in respect of which stamp duty has been 
paid, or, in the case of the acquisition of a part of an 
undertaking, equal to such proportion of the said share 
capital as the value of that part of the undertaking bears 
to the whole value of the undertaking; or 
the amount to be credited as paid up on the shares to be 
issued as such consideration as aforesaid, gud on the shaves, 
if any, to be issued to creditors of the existing company in 
consideration of the velease of debts (whether secured ov un- 
secured) due ov accruing due to them from the existing company 
or of the assignment of such debts to the transferee company, 
whichever amount is the less; and 
(B) Stamp duty under the heading ‘ Conveyance or Transfer on 
Sale’ in the First Schedule to the Stamp Act, 1891, shall not be 
chargeable on any instrument made for the purposes of or in 
connection with the transfer of the undertaking or shares, or on 
any instrument made, for the purposes of ov in connection with the 
assignment to the tramsfevee company of any debts, secuved ov 
unsecured of the existing company, nor shall any such duty be 
chargeable under section twelve of the Finance Act, 1895, on a 
copy of any Act of Parliament, or on any instrument vesting, or 
relating to the vesting of, the undertaking or shares in the trans- 
feree company: 
Provided that— 
(@) mo such instrument shall be deemed to be duly stamped 
unless either it is stamped with the duty to which it would 
but for this section be liable or it has in accordance with 
the provisions of section twelve of the Stamp Act, 1891, 
been stamped with a particular stamp denoting either that 
it is not chargeable with any duty or that it is dulv stamped 
and 
in the case of an instrument made for the purposes of or in 
connection with a transfer to a company within the mean- 
ing of the Companies (Consolidation) Act, 1908, the 
provisions of paragraph (B) of this subsection shall not 
apply unless the instrument is either— 
(i) executed within a period of twelve months from the 
date of the registration of the transferee company or 
the date of the resolution for the increase of the nominal 
share capital of the transferee company, as the case 
may be; or 
made for the purpose of effecting a conveyance or 
transfer in pursuance of an agreement which has been 
filed, or particulars of which have been filed, with the 
registrar of companies within the said period of twelve 
months; and (c) the foregoing provision with respect to