TUPE & employee transfers
TUPE governs what happens to employees when a business or part of it changes hands, and in many cases staff transfer automatically with their existing rights, terms, and liabilities. This removes the ability to choose which employees move and creates legal and financial exposure if not managed properly; early advice ensures TUPE is identified, obligations are met, and risks such as inherited claims, consultation failures, and post-transfer restrictions are controlled before they disrupt the transaction.
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How we support you with TUPE and employee transfers
We advise on TUPE and employee transfer issues, focusing on whether staff transfer automatically, what liabilities move with them, and how obligations are managed before and after completion.
- Assessing whether TUPE applies to the transaction
- Identifying which employees transfer and what liabilities follow
- Advising on information, consultation, and employee risk
- Drafting and negotiating TUPE protections and indemnities
TUPE can apply when a business, part of a business, or certain services transfer from one party to another. Where it applies, employees usually move automatically with their existing rights, continuity of service, and many associated liabilities.
This means parties cannot simply decide who transfers and who does not. Problems often arise around which employees are assigned to the transferring business, what historic liabilities move across, and whether information and consultation duties have been handled properly.
We help you identify the TUPE position early, assess the employee and liability risks, and ensure the transaction documents properly reflect and protect your position before completion.
How we guide you through TUPE and employee transfers
TUPE issues must be handled early so you understand whether employees transfer, what liabilities follow, and how obligations are managed before completion. We guide you through each stage so risk is identified, controlled, and properly reflected in the transaction.
Assessing whether TUPE applies
We analyse the structure of the transaction or service change to determine whether TUPE applies and the legal consequences that follow.
Identifying employees and managing risk
We identify which employees are assigned to the transferring business, what rights and liabilities move with them, and how exposure is managed through the transaction.
Compliance and implementation
We guide you through information and consultation obligations, manage documentation, and ensure TUPE risks are properly addressed before and after completion.
Key issues in TUPE and employee transfers
TUPE can significantly affect a transaction by transferring employees and liabilities automatically. The real risk lies in misidentifying who transfers, misunderstanding obligations, or failing to manage exposure properly.
When TUPE applies
TUPE may apply to business transfers or service provision changes. Whether it applies depends on the substance of the arrangement, not how the deal is described.
Which employees transfer
Employees assigned to the transferring business usually move automatically. Determining who is assigned can be complex and directly affects liability exposure.
Transfer of liabilities
Rights and liabilities connected to transferring employees can pass to the new employer, including historic claims, unpaid entitlements, and ongoing obligations.
Consultation and dismissal risk
There are legal obligations to inform and, in some cases, consult employees. Dismissals or changes connected to the transfer can create significant legal risk if not handled correctly.
Whatever your situation, our solicitors can provide clear, confidential guidance tailored to you.
Whatever your situation, our solicitors can provide clear, confidential guidance tailored to you.
TUPE & Employee Transfers FAQs
Answers to common questions on TUPE, employee transfers, liability exposure, and how obligations are managed in practice.
What is TUPE and when does it apply?
TUPE applies when a business, part of a business, or certain services transfer from one party to another. It depends on the substance of the arrangement rather than how the deal is described, and can apply to sales, outsourcing, insourcing, and retendering situations.
Do employees transfer automatically under TUPE?
In most cases, yes. Employees assigned to the transferring business usually move automatically to the new employer with their existing terms, continuity of service, and many associated rights and liabilities.
Can you choose which employees transfer?
No. If TUPE applies, the transfer happens by law. The key issue is identifying which employees are assigned to the transferring business, not selecting who moves.
Do employment liabilities transfer to the buyer?
Often they do. Liabilities connected to transferring employees can pass to the new employer, including unpaid wages, accrued rights, and certain employment claims, unless properly addressed in the transaction structure and documentation.
Can terms of employment be changed after the transfer?
Generally not if the change is connected to the transfer. TUPE places strict limits on changing terms and conditions, and attempts to do so can be ineffective or create legal risk.
Are there obligations to inform or consult employees?
Yes. There are legal duties to inform employees about the transfer and, in some cases, to consult with them. Failing to meet these obligations can lead to financial penalties and disruption.
Clear, structured advice on TUPE and employee transfers
TUPE can fundamentally change how a transaction works by transferring employees and liabilities automatically. Early advice ensures you understand whether TUPE applies, which employees will transfer, and how obligations and risks are managed before they create disruption or unexpected cost.
Initial assessment
We assess whether TUPE applies and identify which employees are likely to transfer, along with the key risks connected to their employment.
Clear next steps
You are given a direct explanation of employee transfer risks, consultation obligations, and how TUPE will affect the transaction in practice.
Drafting and risk allocation
We draft and negotiate protections, including indemnities, to ensure liability exposure is properly managed between the parties.
Compliance and completion
We guide you through information and consultation requirements and ensure TUPE obligations are met so the transfer proceeds without avoidable issues.
There is no obligation. Making an enquiry allows you to understand TUPE risk early and avoid costly issues during the transaction.
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