TUPE—business transfers
TUPE—business transfers

The following Employment guidance note provides comprehensive and up to date legal information covering:

  • TUPE—business transfers
  • Business transfers defined
  • An economic entity
  • A transfer of an economic entity
  • Transfers over a period
  • Date of transfer
  • Share sales
  • Intra-group transfers
  • Retention of identity following the transfer
  • Transfer of part of a business or undertaking
  • more

Relevant transfers under the Transfer of Undertakings (Protection of Employment) Regulations 2006, SI 2006/246 (TUPE 2006) are:

  1. business transfers—involving the transfer of an undertaking or business, or part of an undertaking or business situated immediately before the transfer in the United Kingdom to another person where there is a transfer of an economic entity that retains its identity following the transfer

  2. service provision changes—involving a change in the provider of a service (outsourcing, insourcing or a change in contractor) where certain conditions are satisfied

This Practice Note considers business transfers. Service provision change transfers are considered separately, in Practice Note: TUPE—service provision changes. For further information on TUPE and other employment issues in an outsourcing context, see Practice Note: Outsourcing—employment issues.

However, it is important to note that a transfer may be both a business transfer and a service provision change transfer: a putative transfer should be analysed under both tests.

Business transfers defined

A business transfer under TUPE 2006 occurs where there is:

  1. a transfer of an undertaking or business (or part of an undertaking or business)

  2. situated immediately before the transfer in the United Kingdom

  3. to another person

  4. where there is a transfer

  5. of an economic entity

  6. and the economic entity retains its identity after the transfer

There are therefore three key elements:

  1. an undertaking or business, or part