Assignment of a Commercial Lease

Stamp duty

Duty is on the ASSIGNMENT itself, not on the rent the Lease reserves, and it is charged as a conveyance, not as a lease. All figures checked as described in the file header. WHY A CONVEYANCE, NOT A LEASE: "Lease" in s.2(16) of the Indian Stamp Act, 1899 covers the GRANT of a lease and does not extend to the ASSIGNMENT of one already granted. An assignment of a leasehold interest for consideration is therefore, on the general law, a "Conveyance" as defined in s.2(10) — an instrument transferring property inter vivos not otherwise specifically provided for — and is charged ad valorem on the value transferred, not on a term-banded rent percentage. PUNJAB: this drafting could not locate an entry in Schedule I-A to the Indian Stamp Act, 1899 as applied to Punjab that charges a transfer of leasehold rights at a rate lower than an ordinary conveyance, the way Chandigarh's own schedule does (below). Absent such an entry, this Deed is charged under entry 23 of Schedule I-A: 5% duty, plus the Social Infrastructure Cess at 1% under section 3-D of the Act as applied to Punjab, plus the Punjab Infrastructure Development Board fee at 1% and the Special Infrastructure Development Fee at 0.25%, both under the Punjab Infrastructure (Development and Regulation) Act, 2002 — 7.25% in total, the same rate and components this platform's Sale Deed template states for a sale of freehold property. Registration fee is 1% of the same value, capped at Rs 2,00,000; facilitation charges are Rs 1,000 up to Rs 10 lakh, Rs 3,000 from Rs 10 lakh to Rs 30 lakh, Rs 5,000 above that; pasting fee Rs 200. Confirm at the Sub-Registrar's counter, before the stamp is bought, that no lower entry in fact applies — this is the point in this Deed's stamping position this drafting is least confident of, and it is the first substantive item this template's drafter flags for a lawyer to check. CHANDIGARH: the Administration's published Rates of Stamp Duty & Registration Fees schedule at revenue.chd.gov.in — the same schedule this platform's Sale Deed template uses, its footer recording a last update of 3 May 2022 — separately charges "transfer of lease rights by way of sale" at 3%, distinctly lower than the 5% it charges on a freehold sale. That is exactly what this Deed is, so 3% is the rate. Registration fee is 1% of the same value capped at Rs 10,000, plus a pasting fee of Rs 20. BOTH: the value on which duty is computed is the higher of the Assignment Consideration this Deed states and the market or Collector-rate value of the unexpired leasehold interest actually transferred — not simply the Collector rate for the freehold land, which overstates what a residual leasehold term is worth. This template does not compute that valuation; the person completing it has to arrive at it, in the same way this platform's Sale Deed template leaves the higher-of comparison to the person completing that deed. No family or gender concession is stated for either jurisdiction: the Sale Deed template records a Punjab concession for a female buyer and a Punjab exemption for a transfer between blood relations, and both apply to entry 23 conveyances of the ordinary kind; whether either extends to this narrower conveyance of a leasehold assignment was not established for this drafting, so neither is relied on here. Under-stamping: the deficiency plus a penalty of up to ten times it fall on whoever this Deed names to bear the duty, and the instrument is impounded until paid.

Registration

Compulsory, independently of whatever term the Lease itself had left to run when it was first registered. An assignment of a leasehold interest of more than Rs 100 in value is an instrument that "purports or operates to... assign... any right, title or interest... to or in immovable property" within s.17(1)(b) of the Registration Act, 1908 — the general provision, not the lease-specific s.17(1)(d) the Commercial Lease Deed template relies on — and virtually every assignment of a commercial tenancy clears that figure. Present within four months of execution (s.23); the Registrar may condone a further four months on a fine of up to ten times the registration fee (s.25); after eight months it cannot be registered at all. An unregistered assignment of this kind does not affect the Premises and cannot be used as evidence of the transfer under s.49 — the Assignee is left, at best, with a claim in damages against the Assignor, and no answer at all to a Landlord who chooses to treat the Assignor as still its only tenant. PUNJAB: Sub-Registrar or Joint Sub-Registrar of the tehsil in which the Premises lie (S.A.S. Nagar for Mohali/IT City); book the appointment on Easy Registry, the Punjab NGDRS instance at easyregistry.punjab.gov.in; pay the stamp duty, the three add-on levies, the registration fee, the facilitation charge and the Rs 200 pasting fee against the challan; and attend with the Landlord, the Assignor, the Assignee and two witnesses, whose photographs and biometrics are captured at the counter. Whether any further, revenue-side update is needed for a change of tenant under a leasehold interest — as distinct from a change of owner, which triggers a jamabandi mutation — was not established for this drafting; ask at the counter. CHANDIGARH: Sub-Registrar, U.T. Chandigarh, 30 Bays Building, Sector 17 — presentation 12.00 noon to 1.00 pm, registration 3.00 to 5.00 pm, collection 9.00 to 11.00 am; book and pay on revenue.chd.gov.in. Registration fee 1% capped at Rs 10,000, plus Rs 20 pasting. Copy count: the checklist this platform's Sale Deed template used states triplicate for a freehold sale and duplicate for everything else, but does not itself state a figure for a transfer of lease rights, which is what this Deed is and which that checklist does not separately address either — ask at the counter, and expect to need at least three, one for each of the Landlord, the Assignor and the Assignee. Where the Premises stand on a site the Landlord itself holds from the Estate Officer or the Chandigarh Housing Board, that authority's own permission for the change of tenant — separate from, and in addition to, the Landlord's consent this Deed records — may also be required before the assignment can safely proceed.

Notarisation

Not an alternative to registration, and adds nothing where registration follows, exactly as for the Lease itself. Use the notary for what travels alongside this Deed rather than for the Deed itself: a board resolution or other authority letter for whichever Party signs through a representative, and — where the Assignor gives one — a declaration of no other subsisting assignment, charge or sub-letting of the Premises inconsistent with this one. A power of attorney used to execute or present this Deed needs s.33 Registration Act, 1908 authentication (registering officer, magistrate, or abroad: notary plus consular attestation, and in Chandigarh, Finance Department embossing) before execution.

Witnesses

Two witnesses, and they must attend the registration, exactly as for the Lease itself. Chandigarh adds a real qualification: under para 127, Punjab Registration Manual, the FIRST witness must be known to the Sub-Registrar (councillor/gazetted officer/advocate in sectors; Lambardar/Sarpanch/Member Panchayat rural), and both witnesses must be known to each other. Punjab: two identifying witnesses with photo ID, captured at the Sub-Registrar's office alongside the Parties. What gates registration is attendance: the Landlord, the Assignor and the Assignee in person with photo ID/PAN, photographed, thumb impressions; a company through its authorised signatory with board resolution; an absent executant needs a s.33-authenticated power of attorney.