Imagine Treasury crawling into your fridge and eating the last slice of melktert. You didn’t touch it, but somehow you’re paying for it. That’s roughly how the “stealth tax” in the 2025 draft tax bill felt to unit trust investors.
By The Money Maze | Listen to the episode: Spotify
For millions of South Africans, unit trusts are where the long-term saving happens: retirement top-ups, school fees, slowly building wealth while still paying off the car you regret. Treasury calls them collective investment schemes, or CISs, which sounds like a BMW options pack.
In August 2025, National Treasury published the draft Taxation Laws Amendment Bill, the TLAB. Tucked inside were changes that tax specialists at Webber Wentzel called a “stealth tax” on unit trust investors.
How unit trust fund mergers worked
Fund managers sometimes merge two funds. Fund A marries Fund B, you swap your Fund A units for Fund B units, and you carry on compounding. Under section 44 of the Income Tax Act, that has been tax-neutral. No capital gains tax until you actually sell.
Like your cousin changing her surname at the wedding. You don’t pay anything. You eat the cake and go home.
The draft proposal: a dry tax
The draft TLAB proposed taking CIS mergers out of that section 44 relief. If Fund A merged into Fund B, you’d be treated as if you sold your Fund A units and bought Fund B units. Instant capital gains tax on any growth.
The catch: you didn’t choose the merger. The fund manager did. And you received no cash. That’s a dry tax: a tax bill with no money in your hand. Either pay it from your own pocket or sell some units to keep SARS happy. Either way, compounding takes a knock.
Webber Wentzel’s Joon Chong and Graham Viljoen pointed out that Treasury’s explanatory memorandum gave no evidence that section 44 relief had actually been abused by CISs. Investors would pay for a theoretical problem.
The section 42 change
The draft also proposed scrapping section 42 “asset-for-share” relief for all CISs. Section 42 lets you transfer an asset, such as listed shares, into a company or fund in exchange for shares or units, without triggering tax at that point.
Treasury’s worry was specific. An investor transfers shares with big gains into a CIS, the CIS sells them, and because a CIS doesn’t pay CGT when it sells, the gain could escape tax. Industry suggested limiting the change to closely held funds. The draft went for a blanket approach instead. Like banning Castle Lager because one oke got rowdy at the rugby.
What happened next
Here’s the good news, and why you should always read past the first headline.
After public comment, Treasury withdrew the proposed change to section 44. CIS mergers stay tax-neutral, partly because fund mergers are run by the manager and regulated under the Collective Investment Schemes Control Act. Moonstone reported this as Treasury conceding on one proposal and holding firm on the other.
Treasury is still going ahead with a narrower section 42 change, aimed at cases where individual investors use asset-for-share deals to avoid CGT. And it moved the start date for that change, and related securities transfer tax changes, to 1 January 2027 to allow more consultation. Parliament’s Select Committee on Finance report in February 2026 confirmed the section 44 amendment was withdrawn and the section 42 change was more targeted.
Why investors should care anyway
Even though the worst part was dropped, the episode is a useful reminder.
South Africa needs people to save. The deal with unit trusts has always been simple: invest, compound, pay tax when you sell. Changing that halfway through would have hurt the ordinary saver who never touched their portfolio. It could also have stopped fund managers from merging small, inefficient funds, which keeps costs higher and returns lower.
And it shows that public comment works. Industry bodies like ASISA, tax firms and investors pushed back, and Treasury listened on the part that would have hit ordinary unit holders hardest.
What to watch in 2027
If you ever plan to move a portfolio of shares into a unit trust in exchange for units, rather than selling and buying, the section 42 change could matter to you from 2027. Speak to a tax practitioner before doing anything clever. For most people adding money by debit order, nothing changes.
Stokvel Starter Pack
- CIS: collective investment scheme, the official name for a unit trust.
- Section 44: tax relief for mergers. For CIS mergers, the proposed removal was withdrawn.
- Section 42: asset-for-share relief. A narrower change is still coming, from 1 January 2027.
- Dry tax: a tax bill with no cash received to pay it.
- TLAB: the Taxation Laws Amendment Bill, Treasury’s annual tax tweak package.
Takeaway: Read draft tax bills, but don’t panic at drafts. This stealth tax was mostly stopped before it reached your unit trust. The bit that survived is narrower and delayed.
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More from The Money Maze
- ETF vs Unit Trusts, NAV and TER Explained
- Dividends Explained: Yield, Key Dates and Reinvesting
- How to Start Investing in South Africa (Without the Jargon)
- Mergers and Acquisitions Explained
Sources
- Explanatory memorandum on the draft Taxation Laws Amendment Bill 2025, National Treasury, 16 Aug 2025.
- National Treasury targets CIS tax avoidance in draft TLAB 2025, Webber Wentzel, 2025.
- New laws hiding a ‘stealth tax’ on South Africans, BusinessTech, 2025.
- Treasury concedes on one CIS tax proposal, holds firm on another, Moonstone, 2025.
- Report of the Select Committee on Finance on the 2025 Taxation Laws Amendment Bill, Parliamentary Monitoring Group, 23 Feb 2026.
This is not financial advice.
