IHT412 form: unlisted shares and control holdings

IHT412 is the HMRC schedule called “Inheritance Tax: unlisted stocks and shares and control holdings (IHT412)”. Executors send it with form IHT400 to list private company shares, AIM and other shares HMRC does not treat as listed, and any holding that gave the deceased control of a company, together with any Business Relief claimed. A new version, dated 04/26, applies the Business Relief changes for deaths on or after 6 April 2026.

What is the IHT412 form?

IHT412 is a supplementary schedule to the IHT400. GOV.UK says to use it with the IHT400 to give details of any stocks or shares that are:

• listed on the Alternative Investment Market (AIM) or traded on Off Exchange (OFEX)
• held in a private limited company, a Business Expansion Scheme or a business start up scheme
• listed on a recognised stock exchange where the deceased had control of the company

GOV.UK published a new version of the form on 6 April 2026 and added a Welsh translation on 28 May 2026. Use the 04/26 version for current estates. Our guide to completing the IHT400 explains where the schedule sits in the full account, and ordinary listed shares go on the separate schedule covered in our page on the IHT411 form.

What counts as a control holding?

The IHT400 notes define a control holding as a holding of stocks and shares that gives a person control of a company, and say a person has control if they hold more than 50% of the voting powers on questions affecting the company as a whole. Control changes which part of IHT412 a holding goes in and which IHT400 box it feeds. The IHT400 has box 65 for traded unlisted and unlisted shares except control holdings, and box 67 for control holdings of unlisted, traded unlisted and listed shares.

What does each part of IHT412 ask?

The form has five parts. Each uses the same columns: company name and type of share, number held, price per share at the date of death, total value, dividend due, whether the shares were owned for at least 2 years before death, and the Business Relief due at 100% and at 50%.

Part	Shares covered	Control?	Business Relief columns
1	Traded unlisted shares, such as AIM, marked “AIM shares” where relevant	No	100% and 50%
2	Unlisted shares in private companies, BES or BSS	No	100% and 50%
3	Unlisted shares in private companies, BES or BSS	Yes	100% and 50%
4	Traded unlisted shares	Yes	100% and 50%
5	Listed shares	Yes	50% only

How does Business Relief work on IHT412 from 6 April 2026?

The 04/26 form sets out the rules for deaths on or after 6 April 2026:

• relief at 100% on the combined value of qualifying agricultural and business property is limited to £2.5 million, and qualifying property above that gets 50% relief
• the £2.5 million counts gifts of qualifying property made on or after 30 October 2024 and within 7 years of death, as well as property in the estate and in trusts
• unused allowance of a late spouse or civil partner may be transferred to the estate, with a claim made within 4 years of the survivor’s death or within 6 months of the personal representatives starting to act
• shares in companies on markets that are not listed for HMRC purposes, such as AIM, can now only qualify for 50% relief

The form also says you cannot deduct Business Relief on unlisted shares that were subject to a binding contract for sale at the date of death, unless the sale was to reconstruct or amalgamate the company. Traded unlisted shares quoted on a recognised foreign stock exchange do not get Business Relief, and the form suggests checking the company’s website and the list of recognised exchanges. Business and partnership interests and assets go on form IHT413, which we cover in claiming Business Relief on IHT413. The wider relief rules are on our Inheritance Tax Business Relief page, and AIM is covered in Business Relief on AIM shares.

How are unlisted shares valued for IHT412?

GOV.UK says unlisted shares are valued at open market value, and that you may need to contact the company secretary or accountant. Face value is not automatically acceptable: GOV.UK gives the example that the face value of 1,000 £1 shares is unlikely to be the market value. You can ask HMRC’s Shares and Assets Valuation team to consider the value. GOV.UK says AIM and OFEX shares can be valued in the same way as quoted shares. Our guide to valuing unquoted shares for IHT covers the approach in more depth. HMRC’s manual notes that IHT412 also records whether the shares were held for the required two year period, which is the column F answer.

Can the tax on these shares be paid by instalments?

The 04/26 form says that from 6 April 2026 you can pay tax by instalments on any unlisted shares that qualify for Business Relief. Shares that do not qualify for relief may still be paid by instalments if one of the following applies:

• the tax could not be paid in one sum without undue hardship
• at least 20% of the tax the same person is liable for is on assets that qualify for instalments, including the shares
• the shares are worth more than £20,000 and represent at least 10% of the nominal value of the company’s share capital, or of the ordinary share capital for ordinary shares

Where a non control holding qualifies for instalments, the form says to enter its value in IHT400 box 66, not box 65. Our page on Inheritance Tax instalments explains how the payments work.

What are the deadlines and what happens next?

IHT412 goes with the IHT400, which GOV.UK says must be submitted within 12 months of the death. Inheritance Tax is due by the end of the sixth month after the person died, so for a January death it is due by 31 July, and HMRC charges interest on late payment. See when Inheritance Tax is due.

Points that are easy to miss include entering private company shares at face value, claiming 100% relief on AIM shares, overlooking a binding contract for sale, and leaving the 2 year ownership column blank.

Illustration only. Sunita died in August 2026 owning 60% of the ordinary shares in the family trading company, which she had held for 15 years, and a small portfolio of AIM shares bought 5 years earlier. Her executors put the company shares in part 3, because more than 50% of the votes gave her control, and answer Yes in the 2 year column. They enter the AIM shares in part 1, marked “AIM shares”, with relief in the 50% column only. They check whether the company holding uses up any of the £2.5 million 100% allowance before working out the relief columns, and ask the company’s accountant for a valuation.

Frequently asked questions

Do AIM shares go on IHT412 or IHT411?

IHT412. GOV.UK lists shares on AIM or traded on OFEX among those to report on this form.

What if a listed company holding gave the deceased control?

It goes in part 5 of IHT412, not on IHT411, and the form allows Business Relief at 50% only for that part.

Can I enter private company shares at their nominal value?

Not automatically. GOV.UK says face value is unlikely to be the market value and the shares should be valued at open market value.

Do I need IHT413 as well?

IHT413 is the schedule for business and partnership interests and assets. Shares are listed on IHT412, with Business Relief shown in the relief columns.

If HMRC opens a check into your return, tax investigation insurance pays your accountant’s fees. Solar Protect cover pays up to £100,000 with no excess; it never pays tax, interest or penalties. Read how our cover works or get a quote.

Sources

• GOV.UK: Inheritance tax forms
• GOV.UK: Inheritance tax unlisted stocks and shares and control holdings iht412
• assets.publishing.service.gov.uk: IHT412 0426
• assets.publishing.service.gov.uk: IHT400 2022 Notes 04 26final
• GOV.UK: Valuing stocks and shares for inheritance tax
• GOV.UK: manual page IHTM18011
• GOV.UK: Inheritance tax to pay
• GOV.UK: Paying inheritance tax

Reviewed by Christine Anderson, Broker, Solar Protect. Last reviewed 8 November 2026. Part of Accountapedia, the Solar Protect guide to UK tax and accounting. This page is general information, not personalised advice.