MSP Nominees Pty Ltd v Commissioner of Stamps (SA)

MSP Nominees Pty Ltd appealed to the High Court of Australia against a decision of the Full Court of the Supreme Court of South Australia concerning the assessment of stamp duty. The dispute arose from the redemption of units in a unit trust scheme, where the register of units recorded the cancellation of those units. The Commissioner of Stamps had assessed stamp duty on the basis that this cancellation constituted a deemed conveyance of property.

The High Court was required to determine whether the cancellation of units upon redemption constituted an "instrument evidencing a deemed conveyance" within the meaning of section 71(15) of the *Stamp Duties Act 1923* (SA). This involved considering whether the unit holder, by redeeming their units, had effectively surrendered or renounced their beneficial interest in, or in relation to, the trust property. The Court also had to interpret the meaning of "transfer" as used in the relevant section of the Act.

The Court reasoned that the redemption of units under the trust deed did not involve a transfer of property in the ordinary sense, nor did it constitute a surrender, release, or renunciation of a beneficial interest by the unit holder. Instead, the Court viewed the redemption as a contractual right exercised by the unit holder to have their units cancelled and to receive a proportionate share of the trust's assets. The cancellation recorded in the register was merely evidence of this contractual event and not an instrument that effected a conveyance or transfer of property. Consequently, the appeal was allowed with costs, and the orders of the Supreme Court were set aside, with the appeal to that Court being dismissed with costs.