TUPE contracts

[MrsPeacockDidIt]

Hi. Am hoping someone might be able to help with tris. We are going through what my employer is referring to as a merger but what the other company is referring to as various other things except a merger.

We've been told by our employer that will be transferred under TUPE but with 28 days to go we have nothing in writing from the other company about the transfer of contracts. Surely we should be getting an official notification from the other company confirming that our contracts are being transferred and what our role will be and who we will be reporting into. Is that the case ? And if so should we expect this soon ? My employer keeps saying not to worry but the other company keep changing the wording of what is happening with the two entities.

I have spoken to ACAS who have said that some of the wording they have used would suggest that TUPE won't apply.

I'm trying to find a solicitor who will give me a free 15 minutes as I can't afford a lot of legal advice and my company have said it won't pay as it's not necessary.

Thanks.

If TUPE applies then the information and consultation obligations lie with your current employer and you would not normally get anything from the receiving employer until the transfer takes place (obviously receiving employer has to give info to transferring employer about any changes for this to work). The effect of TUPE is that your contract is treated as always having been with the receiving employer once the transfer takes effect, so your role etc should be the same immediately after the transfer, unless you are notified that a change will be made.

Thanks Polly. That makes me feel a little easier that the onus is on my current employer and that it's not necessarily bad news that we haven't had anything from them yet.

It just feels odd because the company that will be employing us are insisiting that this is not a merger and last week also stated that there would be no legal relationship between the two companies. They told me this after I told them that a certain they task they need me to do can only be done if I have a certificate from Companies House stating the new relationship.

It's been a very stressful 8 months dealing with this and I worry that the stress is making me not think clearly !

There may be some confusion over terminology here. As I understand it, UK companies cannot merge. Either one can acquire the other by becoming the owner of its shares, or the 'undertaking' (i.e. Business) of one can be transferred to the other (this latter will usually result in a TUPE transfer of employees too).

If it's a business transfer, the two companies would not be related afterwards as a result.

TUPE is a highly convulated area and as Polly states, a merger is language rarely used in the UK.

TUPE is used under contractual law. An example of this would be where an outgoing provider of services staff would be TUPE across to the incoming provider of services.

The period of consultation would be undertaken by the incoming provider selected by a prime provider. This could result in a prime and sub-contractor arrangement.

Effectively, the incoming provider would require positions to provide the required services. TUPE protects employees from redundancy thus job matching will occur. Employees subject to TUPE do not have to go through a recruiting process. They transfer to the incoming provider and are employed with the terms and conditions of their contracts.

From what you have said, OP, if TUPE is being used, then it is not a merger. Employees under TUPE no longer have any relationship with their existing employer.

Sounds to me as though your employers are incoming providers of a service and that you may do the same job for new employers.

If an acquisition is occurring, your employers may still exist in their current form but will be owned by a larger company. You would work for your existing organisation and may well be deployed under TUPE to the acquiring organisation.