NY Tax L § 270 (2021)
2021 New York Laws TAX - Tax Article 12 - Tax on Transfers of Stock and Other Corporate Certificates 270 - Amount of Tax.

§  270.    Amount  of  tax.    1.    There is hereby imposed and shall immediately accrue and be collected a tax, as herein  provided,  on  all sales,  or  agreements to sell, or memoranda of sales and all deliveries or transfers of shares or certificates  of  stock,  or  certificates  of rights   to   stock,   or   certificates  of  interest  in  property  or accumulations, or  certificates  of  deposit  representing  certificates taxable  under  this  article,  in  any domestic or foreign association, company  or  corporation,  or  certificates  of  interest  in   business conducted  by  a  trustee or trustees, made after the first day of June, nineteen hundred five, whether made upon or shown by the  books  of  the association,  company,  corporation, or trustee, or by any assignment in blank, or by any delivery, or by any paper or agreement or memorandum or other evidence of sale or transfer, whether intermediate or  final,  and whether  investing  the  holder with the beneficial interest in or legal title to said stock, or other certificates taxable hereunder, or  merely with  the  possession  or  use thereof for any purpose, or to secure the future payment of money, or the future transfer of any  such  stock,  or certificates.    The  purchase, redemption or other reacquisition of its own shares by a corporation is subject to tax under this article  unless such shares are cancelled on reacquisition pursuant to the provisions of section  five hundred fifteen of the business corporation law, or unless within one year of the  date  of  such  purchase,  redemption  or  other reacquisition,  such shares are cancelled by an appropriate amendment to the corporation's certificate of incorporation or by action of the board of directors of such corporation.   2.  Except as otherwise provided by section two hundred  seventy-a  of this  chapter, the tax imposed by this section shall be two and one-half cents for each share, except in cases where the shares  or  certificates are  sold,  in  which  cases  the  tax  shall  be at the rate of one and one-quarter cents for each share where the selling price  is  less  than five  dollars per share; two and one-half cents for each share where the selling price is five dollars or  more  per  share  and  less  than  ten dollars  per  share; three and three-quarters cents for each share where the selling price is ten dollars or more per share and less than  twenty dollars  per share and five cents for each share where the selling price is twenty dollars or more per share.   3.   It shall  be  the  duty  of  the  person  or  persons  making  or effectuating  the  sale  or transfer, including the person or persons to whom the sale or transfer is made, to  pay  the  tax  provided  by  this article; provided, however, that this subdivision shall not apply to any sale  or  transfer  wherein  the  vendor or transferor is a governmental entity or international organization which is not subject to the tax.   4.  The payment of such tax shall be denoted by an adhesive  stamp  or stamps affixed as follows:  In the case of a sale or transfer, where the evidence  of  the  transaction  is  shown  only  by  the  books  of  the association, company, corporation or trustee, the stamp shall be  placed upon  such  books,  and  it  shall  be  the duty of the person making or effectuating such sale  or  transfer  to  procure  and  furnish  to  the association,  company,  corporation or trustee the requisite stamps, and of such association, company, corporation or trustee to affix and cancel the same.  Where the transaction is effected by the delivery or transfer of a certificate,  the  stamp  shall  be  placed  upon  the  surrendered certificate and canceled; and in cases of an agreement to sell, or where the  sale  is effected by delivery of the certificate assigned in blank, there shall be made and delivered by the seller to the buyer, a bill  or memorandum  of such sale to which the stamp provided for by this article shall be affixed and canceled.  Every such bill or memorandum of sale or agreement to sell shall show  the  date  of  the  transaction  which  it  evidences,  the  name of the seller, the stock, or other certificate, to which it relates, and the number of shares thereof.  All such  bills  or memoranda  of sale shall bear a number upon the face thereof and no more than one such bill or memorandum of sale made by the seller on any given day  shall bear the same number.  The aforesaid identification number of the bill or memorandum of  sale  shall  in  all  cases  be  entered  and recorded  in  the  book  of  account  required to be kept by section two hundred seventy-six of this  chapter;  and  no  further  tax  is  hereby imposed  upon  the delivery of the certificate, or upon the actual issue of a new certificate when the original certificate is accompanied by the duly stamped memorandum of sale as herein provided.   5.  The tax imposed by this section shall not apply to the  following, provided  the  transaction  in each case is accompanied by a certificate setting forth the facts or such other certificate or record as  the  tax commission may require:  (a)    A  sale,  agreement to sell, memorandum of sale, or delivery or transfer of shares or certificates of stock or any certificates  taxable under this section, made on an organized securities exchange within this state  registered  with  the  securities  and exchange commission of the United States, of less than one hundred shares and less than the unit of trading on such exchange, by any person, firm, company,  association  or corporation  registered  with  such  exchange,  and  engaged thereon, as dealer in less than the unit of trading;  (b)  An agreement evidencing the deposit of certificates as collateral security, which certificates are not actually sold, or such certificates so deposited, or transfers of such certificates to the person with  whom they are deposited as collateral security or to a nominee of such person or  from  one  nominee  of  such  person  to  another, provided the same continue to be held by such person or nominee or nominees as  collateral security  as  aforesaid,  or  the retransfer of such certificates to the depositor;  (c)  Transfers or deliveries of certificates pursuant to  a  statutory provision,  to  a trustee or public officer to secure the performance of obligations, or retransfers or redeliveries of such certificates to  the transferer or depositor;  (d)    Transfers  of  certificates  from  the name of a fiduciary to a nominee of such fiduciary, or from one  nominee  of  such  fiduciary  to another,  provided  the  same  continue  to  be  held by such nominee or nominees for the same purpose for which they would be held  if  retained by such fiduciary, or from the nominee to such fiduciary;  (e)  Transfers of certificates from the name of the owner thereof to a custodian  where  the certificates are to be held or disposed of by such custodian for and subject to the instructions of the owner, or from  the name  of  such  custodian  to  the  owner  by whom the certificates were transferred to such custodian, or from the name of such custodian  to  a nominee  of  such  custodian,  or  from one nominee of such custodian to another, provided the same continue  to  be  held  by  such  nominee  or nominees  for  the same purpose for which they would be held if retained by such custodian, or from the nominee to such custodian;  (f)  Mere loans of stock or certificates, or the return thereof;  (g)  Deliveries or transfers from the name of the owner  to  a  broker for  sale,  or deliveries by or transfers from the name of a broker to a customer for whom and upon whose order he has purchased the same;  (h)   Deliveries  or  transfers  of  shares  or  certificates  from  a corporation to its registered nominee, or from one registered nominee of such  corporation  to  another  such  nominee,  provided  the  shares or certificates continue to be held by such nominee for  the  same  purpose  for  which  they  would be held if retained by such corporation, or from such nominee to such corporation.  (i)    Transfers  or  deliveries  of  shares  or certificates upon the instructions of a broker,  whether  doing  business  as  a  corporation, partnership  or  individually,  from  his  name  or from the name of his customer to such broker's registered nominee for the purpose of  holding such  shares  or  certificates subject to the instructions of a clearing corporation affiliated with any securities exchange in  this  state,  as agent for such broker, and transfers or deliveries upon the instructions of  such  clearing corporation from the name of such broker's registered nominee to such broker or customer.  For the purposes of this paragraph, the term "broker" shall include any banking corporation or trust company incorporated under the laws of this  or  another  state  of  the  United States and any bank organized under the laws of the United States.  (j)    Transfers  or  deliveries  of  shares  or certificates upon the instructions of a depositor in a system  for  the  central  handling  of securities   (including   the   clearing   and  settling  of  securities transactions) (a) established  by  a  national  securities  exchange  or association  registered  with  the securities and exchange commission of the United States or (b) maintained by a clearing corporation as defined in section 8--102 of the uniform commercial code, from the name of  such depositor or his nominee or from the name of his customer or the nominee of  such  customer  to the registered nominee of any such system for the purpose of holding such  shares  or  certificates,  as  agent  for  such depositor, and transfers or deliveries upon the instructions of any such depositor from the name of the registered nominee of such system to same depositor,  customer  or nominee.  For the purposes of this paragraph, a "depositor" shall include such  securities  exchanges  or  associations, registered  under  a statute of the United States such as the Securities Exchange  Act  of  1934  as  amended,  and  their  affiliated   clearing corporations,   such   banks,  trust  companies,  investment  companies, insurance companies and other financial organizations as are subject  to supervision or regulation pursuant to the provisions of federal or state banking  laws  or  state  insurance  laws  and such brokers, dealers and investment companies as are registered under the Securities Exchange Act of 1934 as amended, or the Investment Company Act of 1940 as amended, if the foregoing individuals or organizations have been  accepted  by  such system for the central handling of securities as participants therein.  (k)    Transfers  or  deliveries  of  shares  or certificates upon the instructions of a depositor in a system  for  the  central  handling  of securities  as  described  in paragraph (j) of this subdivision from the name of the nominee of any such system to the name  of  the  nominee  of another  such  system,  provided  the  same  continue  to be held by the nominee of such other system for the same purpose as previously held for such depositor by the nominee of such other system.  (l)  Where the sale, agreement of sale, memorandum of  sale,  delivery or  transfer  of  a  security  is effected   in a manner which would not otherwise subject such transaction to a tax, the  tax  shall  not  apply solely by reason of the receipt or payment of cash in this state as part of  a  system  for  the  central  handling  of  securities  described in paragraph (j) of this  subdivision  or  the  making  of  an  accounting, bookkeeping or similar entry in records maintained in this state as part of such system. The tax commission shall prescribe rules and regulations to effectuate the purposes of this paragraph and paragraphs (i), (j) and (k) of this subdivision, and shall have all the rights and powers as set forth  in section two hundred seventy-six of this chapter to examine any transactions or records of any nature of such system.    6.  The tax imposed by this section  shall  not  apply  to  shares  or certificates   of   stock,  or  certificates  of  rights  to  stock,  or certificates of deposit representing certificates of the character taxed by this article, in any domestic association,  company  or  corporation, even  though  a record of the transfer is made in the stock book kept in compliance with section  ten  of  the  stock  corporation  law,  if  the transfer  is  made  upon  the  books  of  such  association,  company or corporation regularly kept at a transfer office or by a  transfer  agent outside  the state, provided the keeping of such books outside the state is necessary or convenient for the transaction of the ordinary  business affairs  of  such association, company or corporation and is approved by the tax commission, and neither the sale, nor the agreement to sell, nor the memorandum of sale, nor the delivery is made in this  state  and  no act  necessary to effect the transfer (other than the making of a record in the stock book kept in compliance  with  section  ten  of  the  stock corporation law) is done in this state.   7.    As used in this section, the term "registered nominee" means any person registered with the tax commission in accordance with such  rules and regulations as it shall prescribe.   8.    Nothing in this section contained shall be construed to impose a tax upon sales, agreements to sell, memoranda of  sales,  deliveries  or transfers of shares or certificates  (a)    issued  under  a noncorporate investment trust agreement of the fixed type and no such sale, agreement  to  sell,  memorandum  of  sale, delivery  or  transfer shall result in imposing a tax under this section on the securities held in such an investment trust; or  (b)   of an investment trust  between  the  investment  trust  and  an underwriter,  between  an  underwriter  and  a  dealer  in securities or between an underwriter or dealer and an  investor.    As  used  in  this paragraph,  the term "investment trust" means an investment trust of the management type, the shareholders of which are, upon reasonable  notice, entitled  to  require the investment trust to redeem or repurchase their shares or certificates for their proportionate interest in the  property of the investment trust, or the cash equivalent thereof, less a discount of  not  more  than three per centum thereof, and the term "underwriter" means a person, firm or corporation who has entered  into  an  agreement with such investment trust to effectuate, alone or through others, sales of shares or certificates of the investment trust.