Stamp Duty in Tanzania: Which Business Documents Attract It

This page is the stamp-duty operating file: which business documents Cap. 189 charges, on what base, by which date and at which desk. It is not a capital-gains note and not a land-registration manual.

• Tax on the gain from the same share sale: capital gains tax on shares
• The land instrument under the conveyance or lease: certificate of occupancy, derivative right or sublease
• Stamped history of a target company: the diligence file

As at 14 September 2026. Confirm the live Schedule and rates on tra.go.tz; this file rests on the Stamp Duty Act and its Schedule, administered by the Commissioner General under the Tax Administration Act Cap. 438.

Cap. 189 charges the paper, not the bargain

Stamp duty is a tax on instruments. The charging provision reaches every document of a class the Schedule lists that is executed in Mainland Tanzania, and every document executed elsewhere that concerns Mainland property or business once it arrives. A sale settled by handshake and bank transfer attracts nothing; written into a conveyance, a lease, a share-transfer form or a debenture, it meets its Schedule row the day it is signed. The Commissioner General administers the Act under Cap. 438; assessment, stamping, impounding and penalties sit with the stamp-duty section of each TRA regional office: Ilala, Kinondoni and Temeke for Dar es Salaam. Stamp duty is not a Union tax; Zanzibar is covered below.

Two restrictions come before any stamp

An impressed stamp certifies that duty was paid and validates nothing else. The Land Act Cap. 113 lets a non-citizen (including a Tanzanian company majority-owned or controlled by non-citizens) occupy land only for investment through a derivative right issued via the Tanzania Investment and Special Economic Zones Authority (TISEZA). A conveyance of a granted right of occupancy straight to such a buyer can be stamped at TRA and then refused by the Registrar of Titles; the duty is spent and the plot has not moved. GN No. 487A of 2025 reserves a list of business categories to citizens: a lease or franchise installing a non-citizen in one of them is a stamped document for a business that will not be licensed. Screen the parties against both first.

Ad valorem rows and fixed rows

Ad valorem rows take a percentage of a value the instrument states or the desk assesses; fixed rows take a flat shilling amount whatever the deal is worth. Rates are those TRA publishes on its stamp-duty page; fixed amounts move by Finance Act, so reread them on tra.go.tz once before budgeting.

A facility letter for an unsecured loan is an agreement row. The security behind it (the mortgage deed or the debenture over the company’s assets) is a separate ad valorem instrument on the sum secured, and the promissory note the bank takes alongside has its own row. The last column is the Act’s default when the contract is silent; a share purchase agreement may shift it, but the registrar reads the paper, not the cost clause, so whoever needs the registration presents it stamped.

Thirty days from signature, or from arrival

An instrument executed on the Mainland must be stamped within thirty days of execution, which the desk reads as the date of the last signature. One executed abroad about Mainland property has thirty days from first arriving in Mainland Tanzania. A share-transfer form signed in Dubai on 1 August and couriered to Dar es Salaam on 20 August has a window closing on 19 September, not 31 August; the waybill evidences arrival. Each signed counterpart is an instrument in its own right: a lease executed in three originals is three documents at the desk.

What an unstamped instrument costs

Section 47 of Cap. 189 makes an instrument that is not duly stamped inadmissible in evidence for any purpose, and bars any public officer from acting on, registering or authenticating it. BRELA will not record a share transfer or register a debenture without the stamp, and the charge-registration deadline under the Companies Act Cap. 212 keeps running while the paper sits. A landlord suing on an unstamped lease, or a lender enforcing an unstamped mortgage, meets the objection at the first hearing.

The court or officer may impound the instrument and admit it once the duty and the statutory penalty on the deficiency are paid. Late presentation at TRA is regularised the same way: duty, the penalty the Act fixes on the shortfall, and Cap. 438 interest: on figures from the assessment, not from memory. TRA’s published summary adds a criminal limb: an offence under the Act carries a fine not exceeding TZS 50,000, imprisonment for up to two years, or both. A security that cannot be enforced is not security.

Portal, control number, counter, registry

1. Fix the base. For land, commission the Government Valuer’s report before signature; for shares, settle the consideration and keep the latest accounts to hand; for a lease, tabulate annual rent and any premium in shillings.
2. Declare the instrument. Open the stamp-duty service on the TRA Taxpayer Portal (taxpayersportal.tra.go.tz) under the payer’s TIN, or at the regional counter, and lodge the executed document with its supporting papers.
3. Pay on the control number. The assessment issues a GePG control number under the stamp-duty revenue code; pay it inside the thirty-day window.
4. Present every original. Take each executed counterpart and the receipt to the desk for the impressed stamp or franking on the face of the document.
5. Carry the stamped paper to the registry that acts on it. BRELA’s Online Registration System for a share transfer or debenture; the Registrar of Titles under the Land Registration Act Cap. 334 for a conveyance, lease or mortgage; the Registrar of Documents under the Registration of Documents Act Cap. 117 for a power of attorney.
6. File the trail. Keep the assessment, receipt and stamped original together for the next audit, bank KYC and buyer’s diligence.

Papers the desk asks for

The executed instrument in every counterpart. The payer’s TIN certificate and, for a company, the BRELA extract showing signing authority. For a conveyance: the certificate of title or right of occupancy, the valuation report, the sale agreement and the Commissioner for Lands’ consent to the disposition. For a share transfer: the share-transfer form, the board resolution approving registration, the share purchase agreement and, where value is tested, the last audited accounts. For a lease: the rent schedule and any premium clause. For a security: the facility letter and the deed or debenture stating the amount secured. Where an attorney signs, the power of attorney: stamped at its fixed row and registered under Cap. 117: comes first.

Illustrative arithmetic, not a quotation

A Dar es Salaam buyer takes 60% of a logistics company for TZS 1,800,000,000, the target signs a five-year warehouse lease at TZS 8,000,000 a month, and the absent seller signs through an attorney.

• Share transfer: 1% of TZS 1,800,000,000 = TZS 18,000,000.
• Lease: annual rent TZS 96,000,000; 1% = TZS 960,000.
• Share purchase agreement, as an agreement row: TZS 2,000.
• Power of attorney: TZS 2,000.
• Stamp duty across the four instruments: TZS 18,964,000.

Add the land case. The same buyer later takes a plot for a stated TZS 650,000,000 and the valuation comes back at TZS 700,000,000. The desk assesses on the higher figure: 1% of TZS 700,000,000 = TZS 7,000,000, not the TZS 6,500,000 the price implied. None of these sums is the seller’s capital-gains single instalment under the Income Tax Act Cap. 332 or a BRELA or Lands registration fee; each is a separate control number.

Where the file stalls

• A share-transfer form signed at completion in March and first shown to BRELA in July, unstamped; penalty and interest now sit in the registration cost.
• A lease priced in United States dollars with no shilling figure on its face; the desk assesses in TZS at the Bank of Tanzania rate on the execution date while the window runs.
• A land conveyance lodged without a valuation; the desk cannot fix the base and the file waits weeks for the Government Valuer.
• An instrument signed in London held back “until we register it”; the thirty days began on the courier’s delivery date.
• A bank debenture with one of three originals stamped; the lender’s copy is an unstamped one.

Zanzibar stamps its own instruments

A transfer of shares in a BPRA-registered company, a lease of premises in Unguja or Pemba and a mortgage over Zanzibar property are instruments under Zanzibar’s Stamp Duty Act, assessed and stamped by the Zanzibar Revenue Authority (ZRA) on a rate schedule this page does not reproduce. A Mainland impressed stamp carries no weight at BPRA or the Zanzibar land registry; a document signed in Dar es Salaam about Zanzibar property still falls under the island regime. Income tax on the gain remains a Union matter handled by TRA, so one Zanzibar share sale can open a ZRA stamp file and a TRA capital-gains file at once.

Desks this file does not replace

The TRA stamp-duty section assesses and stamps. The TRA income-tax desk collects the single instalment on the realisation of land or shares under Cap. 332: a different assessment, a different receipt. The Commissioner for Lands consents to a disposition and the Registrar of Titles registers it. BRELA keeps the share register and the beneficial-ownership record. The Chief Government Valuer sets the land value TRA assesses on. An advocate drafts and attests; a commissioner for oaths takes the affidavit. Zatra prepares the pack, sequences the desks and coordinates the filings; it does not practise law and does not issue the stamp.

What to confirm before you act

• Which Act governs: Cap. 189 through TRA, or Zanzibar’s Act through ZRA, decided by the seat of the property or the company.
• Whether the transferee may lawfully hold what the instrument transfers: Cap. 113 for land, GN No. 487A of 2025 for the activity.
• The Schedule row for each document, counted by counterpart, with the live rate from tra.go.tz.
• The base: valuation obtained, consideration stated in shillings, annual rent and any premium separated.
• The date the thirty days started (last signature, or first arrival), and whether payment lands before it ends.
• Which registry acts on the stamped paper next, and who presents it.