LPC Law Notes Private Acquisitions Notes
A collection of the best Mergers and Acquisitions* notes the director of Oxbridge Notes (an Oxford law graduate) could find after combing through dozens of LPC samples from outstanding students with the highest results in England and carefully evaluating each on accuracy, formatting, logical structure, spelling/grammar, conciseness and "wow-factor".
In short, these are what we believe to be the strongest set of Mergers and Acquisitions notes available in the UK this year. This collection is f...
The following is a more accessible plain text extract of the PDF sample above, taken from our Private Acquisitions Notes. Due to the challenges of extracting text from PDFs, it will have odd formatting:
TUPE 2006 (TRANSFER OF UNDERTAKINGS (PROTECTION OF EMPLOYMENT) REGULATIONS 1996)
Does TUPE apply to the proposed sale? |
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TUPE applies if the proposed acquisition is classified as a "relevant transfer" (reg 3(1)):
“Economic entity” = an organised grouping of resources which has the objective of pursuing an economic activity, whether or not that activity is central or ancillary (reg 3(2)). In other words, the transfer of a business situated in the UK as a going concern. |
What is the effect of TUPE? | |
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| What if TUPE does not apply? Any rights which the employees have (e.g. normal employment claims for redundancy, unfair dismissal or wrongful dismissal) must be enforced against SELLER. i.e. no liability for B |
Which employees are automatically transferred? |
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TUPE applies to 2 categories of employees:
Only employees assigned to the relevant part being transferred will be transferred to B. Whether or not an employee is assigned to the relevant part is a question of fact, taking into account whether it "formed the organisational framework within which their employment relationship took effect" (Botzen) |
How to protect against potential claims? |
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BUYER – will want to limit liability
SELLER
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SCENARIO 1: Changing the terms and conditions of the transferred employees' contracts |
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However, change of terms and conditions may be legitimate if they are aimed at:
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Scenario 2: Dismissal of an employee by seller BEFORE completion - what claims can employee bring? | |
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Unfair Dismissal (where reason for dismissal is not fair) | |
Does TUPE apply?
NO = no unfair dismissal claim **no need to proceed**
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Buy the full version of these notes or essay plans and more in our Private Acquisitions Notes.
A collection of the best Mergers and Acquisitions* notes the director of Oxbridge Notes (an Oxford law graduate) could find after combing through dozens of LPC samples from outstanding students with the highest results in England and carefully evaluating each on accuracy, formatting, logical structure, spelling/grammar, conciseness and "wow-factor".
In short, these are what we believe to be the strongest set of Mergers and Acquisitions notes available in the UK this year. This collection is f...
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