Sections 8E to 8G explained: this guide covers what it means, who it applies to, the step-by-step process, documents required, fees, due dates and penalties in India — so you can stay compliant with confidence and avoid costly mistakes.
Sections 8E, 8F and 8G of the Indian Stamp Act, 1899 add three more exemptions from duty, each tied to a specific transaction. Section 8E covers the conversion of a bank branch into a wholly owned subsidiary and the transfer of a bank's shareholding to a holding company. Section 8F covers transfers of financial assets to an asset reconstruction company. Section 8G covers certain transfers of immovable property by Government companies.
Each section begins "Notwithstanding anything contained in this Act or any other law for the time being in force" and says the transaction shall not be liable to duty. Section 8E needs the conversion or transfer to be in terms of a scheme or guidelines of the Reserve Bank of India. Section 8F needs the transfer to be under section 5 of the 2002 securitisation Act in favour of an asset reconstruction company. Section 8G needs prior approval of the Central or State Government. The latest of the three, section 8G, was inserted by Act 13 of 2021 with effect from 28 March 2021.
How to read this article
This article is based on the consolidated text of the Act consulted (latest amendment shown: Act 13 of 2021); later amendments should be checked. It explains the central Act only. Stamp duty on most instruments is fixed by the law and schedule of the State where the instrument is executed, so the State must be checked for any document that is not within these exemptions. For transactions of this size, a legal due diligence review helps confirm that each document in the chain actually falls within the section relied on.
The footnotes show: section 8E inserted by Act 4 of 2013, section 17 and the Schedule (with effect from 17 January 2013); section 8F inserted by Act 44 of 2016, section 43 and the First Schedule (with effect from 1 September 2016); and section 8G inserted by Act 13 of 2021, section 126 (with effect from 28 March 2021). The copy prints the footnote numbers out of step on these pages, with two footnotes numbered 2, so the official text should be checked if a particular footnote matters.
Section 8E: conversion of a bank branch, and transfer of a bank's shareholding
The heading reads "Conversion of a branch of any bank into a wholly owned subsidiary of bank or transfer of shareholding of a bank to a holding company of bank not liable to duty". Two limbs:
- (a) conversion of a branch of a bank into a wholly owned subsidiary of the bank, or transfer of shareholding of a bank to a holding company of the bank, in terms of the scheme or guidelines of the Reserve Bank of India, shall not be liable to duty; or
- (b) any instrument, including an instrument of, or relating to, transfer of any property, business, asset whether movable or immovable, contract, right, liability and obligation, for the purpose of, or in connection with, such a conversion or transfer in terms of the scheme or guidelines issued by the Reserve Bank of India in this behalf, shall not be liable to duty.
The Explanation defines "bank" as any of seven kinds: a banking company as defined in clause (c) of section 5 of the Banking Regulation Act, 1949; a corresponding new bank (clause (da) of the same section); the State Bank of India constituted under section 3 of the State Bank of India Act, 1955; a subsidiary bank as defined in clause (k) of section 2 of the State Bank of India (Subsidiary Banks) Act, 1959; a Regional Rural Bank established under section 3 of the Regional Rural Banks Act, 1976; a Co-operative Bank as defined in clause (cci) of section 5 of the Banking Regulation Act, 1949; and a multi-State co-operative bank as defined in clause (cciiia) of that section. It also says "Reserve Bank of India" means the Bank constituted under section 3 of the Reserve Bank of India Act, 1934. The scheme or guidelines themselves are not in the text consulted.
Section 8F: transfer of financial assets to an asset reconstruction company
The heading is "Agreement or document for transfer or assignment of rights or interest in financial assets not liable to stamp-duty". It reads, in outline: any agreement or other document for transfer or assignment of rights or interest in financial assets of banks or financial institutions under "section5" of the Securitisation and Reconstruction of Financial Assets and Enforcement of Security Interest Act, 2002 (54 of 2002), in favour of any asset reconstruction company, as defined in clause (ba) of sub-section (1) of section 2 of that Act, "shall not be liable to duty under this Act".
The copy prints "section5" without a space; the sense is section 5. Note also that this section ends "under this Act" and does not add "or any other law", unlike sections 8E and 8G. The elements are:
- a document for transfer or assignment of rights or interest in financial assets;
- the assets are of banks or financial institutions, and the transfer is under section 5 of the 2002 Act; and
- the transferee is an asset reconstruction company as defined in that Act.
For what an asset reconstruction company is and how such transfers work in practice, see our posts on asset reconstruction companies and the SARFAESI Act process. Those posts concern the 2002 Act; nothing in them changes the words of section 8F.
Section 8G: strategic sale, disinvestment and closure by a Government company
The heading is "Strategic sale, disinvestment, etc., of immovable property by Government company not liable to stamp duty". It covers "any instrument for conveyance or transfer of a business or asset or right in any immovable property from a Government company, its subsidiary, unit or joint venture":
- (i) by way of strategic sale or disinvestment or demerger or any other scheme of arrangements or through any law, to another Government company or to the Central Government or any State Government or to the development financial institution established by any law made by Parliament; or
- (ii) which is to be wound up, closed, struck-off, liquidated or otherwise shut down, to another Government company or to the Central Government or any State Government,
and the condition that follows is "after approval of the Central Government or the State Government, as the case may be". The instrument "shall not be liable to duty under this Act". The Explanation says "Government company" has the meaning in clause (45) of section 2 of the Companies Act, 2013 (18 of 2013).
The three sections compared
| Section | Transaction | Condition printed | Wording on other laws |
|---|---|---|---|
| 8E | Branch to wholly owned subsidiary; bank shareholding to holding company; related instruments | In terms of scheme or guidelines of the Reserve Bank of India | "under this Act or any other law" |
| 8F | Transfer of financial assets to an asset reconstruction company | Under section 5 of the 2002 Act; ARC as defined there | "under this Act" only |
| 8G | Conveyance of business, asset or right in immovable property by a Government company | After approval of the Central or State Government; transferee as listed | "under this Act" only |
A worked example
Bharat Infra Corporation Limited is a Government company. Its subsidiary has stopped operations and is to be wound up. Under limb (ii) of section 8G, a conveyance of the subsidiary's land to another Government company is not liable to duty under the Act, provided the Central or State Government has approved the transfer. If the same land were instead sold to a private buyer, section 8G would not apply, because the transferee is not one of those the section names. The buyer's sale deed would be an ordinary conveyance whose duty is fixed by the State where it is executed.
On a bank side: a bank's board approves converting a branch into a wholly owned subsidiary in line with an RBI scheme. The deed transferring business and assets to the new subsidiary is within 8E(b) only if it is for the purpose of, or in connection with, that conversion and in terms of the scheme or guidelines. A separate commercial lease signed by the subsidiary the next year with a landlord is not.
Need help checking a restructuring or asset transfer?
Exemptions like these depend on conditions that sit outside the stamp law, such as approvals and schemes. Before you rely on one, a legal due diligence exercise can confirm the approval, the parties and the exact document that the exemption is meant to cover.
Key takeaways
- Section 8E: RBI-scheme conversions and shareholding transfers of banks, and related instruments, are not liable to duty.
- Section 8F: documents transferring financial assets to an asset reconstruction company under section 5 of the 2002 Act are not liable to duty under this Act.
- Section 8G: certain transfers of immovable property by a Government company, after approval, are not liable to duty.
- Each exemption depends on conditions in its text: a scheme or guidelines, a statutory provision and an approval respectively.
- The copy prints "section5" in 8F; the sense is section 5.
Read next
- Sections 8B to 8D of the Indian Stamp Act, 1899: exchange corporatisation, warehouse receipts and receivables
- Section 9 of the Indian Stamp Act, 1899: power to reduce, remit or compound stamp duty
- Section 8A of the Indian Stamp Act, 1899: securities issued to and held through a depository
- Stamp duty exemptions: when no duty is payable
Disclaimer: Based on the consolidated text of the Indian Stamp Act, 1899 published by the Department of Revenue, whose latest amendment shown is Act 13 of 2021, as consulted on 2 October 2026. Only the central text is covered: stamp duty on most instruments is fixed by the law and schedule of the State where the instrument is executed, and State amendments, rules, notifications and later amendments should be checked. This article is general information, not legal advice; check the official text before acting.