RR 10-2024

Revenue Regulations No. 10-2024 (issued June 5, 2024) amends Sections 3, 4, 5, 6, and 7 of RR No. 10-2006, as amended, on the registration of Master Securities Lending Agreements (MSLA) and Global Master Securities Lending Agreements (GMSLA). It updates the definition of collateral, formally defines the GMSLA (references to MSLA now include the GMSLA), and clarifies that a Lender may be any natural or juridical person, including a foreign lender. It restates that securities borrowing and lending (SBL) transactions of PSE-listed shares, including delivery and return of collateral or equivalent shares, are not subject to stock transaction tax, capital gains tax, or documentary stamp tax, provided a valid MSLA is registered with and approved by the BIR, the SBL Program follows SEC rules, and it is under PSE administration and supervision; BIR approval retroacts to complete submission of the PSE-endorsed MSLA and payment of the registration fee. Non-compliant transactions are taxed as disposals/acquisitions, and all other applicable taxes continue to apply. A Multilateral MSLA may cover multiple borrowers, with later borrowers added through an Accession Agreement.