Securitisation transactions have historically been structured in
a manner so as not to attract ad valorem stamp duty in any
Australian State or Territory. This was achieved through the
adoption of Clayton's contracts (which permits an offer to
assign receivables to be accepted by conduct alone without
requiring that the acceptance be evidenced in writing).
Over time, each Australian State and Territory (other than South
Australia) either abolished, or afforded exemptions from, any
ad valorem stamp duty applicable to securitisation
transactions, thereby reducing the necessity for securitisation
transactions to rely upon Clayton's contracts.
By contrast, South Australia did not offer a broad exemption in
respect of ad valorem stamp duty arising in respect of
securitisation transactions (it offered a limited transfer of
mortgage exemption). Accordingly, the Clayton's contract
(essentially redundant in the other Australian States and
Territories) was retained largely
