By Bill Anderson, Senior Valuation Advisor & RICS Associate, Assetica — 2026-05-08
When HMRC requires a business or share valuation, how the rules work for EMI, gifts, probate and reorganisations, and why an independent, defensible report protects you from challenge.
The most common triggers are EMI and other share option grants, gifts and transfers of shares, probate and inheritance tax, company reorganisations and demergers, and employment-related securities. Each requires a fair market value on a specific date, prepared on the correct basis.
HMRC valuations turn on the precise shareholding and rights attached. A minority stake is usually worth less per share than a controlling one, and discounts for lack of control and marketability apply. Applying these correctly is central to a defensible figure.
An independent valuation prepared to recognised standards, and agreed with HMRC where the process allows, removes uncertainty. It supports the tax treatment you have claimed and protects you from later challenge, additional tax and penalties.
When does HMRC require a business valuation?
For EMI and share option grants, share gifts and transfers, probate and inheritance tax, reorganisations, and employment-related securities. Each needs a fair market value on the relevant date.
What is a minority discount?
A reduction applied because a minority shareholding lacks control and is harder to sell. The size depends on the stake, the rights attached, and the company. Applying it correctly is essential for an HMRC-defensible valuation.
Can a valuation be agreed with HMRC in advance?
For some events, such as EMI grants, a valuation can be submitted to HMRC for agreement before the transaction, giving certainty. An independent valuer prepares and supports this submission.