TUPE Transfer Eligibility Checker UK 2025 — Are You Protected in a Business Transfer?
The Transfer of Undertakings (Protection of Employment) Regulations 2006 (TUPE) is one of the most powerful pieces of employment protection legislation in the UK. When a business or service is transferred to a new employer, TUPE can mean your employment contract, pay, holidays, and length of service all transfer automatically — and dismissal connected to the transfer is automatically unfair. Use our checker to assess whether TUPE likely applies to your situation.
This is a preliminary eligibility indicator. TUPE cases are highly fact-specific. Always take advice from an employment solicitor or contact ACAS (0300 123 1100) before the transfer date if possible.
What Is TUPE and When Does It Apply?
The Transfer of Undertakings (Protection of Employment) Regulations 2006 (SI 2006/246), as amended by the Collective Redundancies and Transfer of Undertakings (Protection of Employment) (Amendment) Regulations 2014, implements the European Acquired Rights Directive into UK law. Despite Brexit, TUPE remains in force in the UK as retained EU law and will continue to apply unless Parliament legislates otherwise.
TUPE covers two distinct types of transfer:
Regulation 3(1)(a) — Business Transfer
A business transfer occurs when there is a transfer of an economic entity that retains its identity after the transfer. An "economic entity" is an organised grouping of resources — people, assets, goodwill — that pursues an economic activity. The key question (from the European Court's decision in Spijkers v Gebroeders Benedik Abattoir CV) is whether the entity retains its identity after the transfer, considering factors such as: whether assets are transferred; whether customers are transferred; whether the business continues the same type of activity; whether the majority of staff are taken on; whether specialist knowledge and goodwill transfer.
Note that a share sale does not trigger TUPE — because the employing entity (the company) does not change; only the ownership of that company does. TUPE is about the employer changing identity, not ownership of shares.
Regulation 3(1)(b) — Service Provision Change
The service provision change (SPC) type of TUPE was introduced in the 2006 Regulations (it has no direct EU equivalent and is a UK-specific creation). An SPC occurs when:
- A client engages a contractor to do work on their behalf (initial outsourcing)
- A client moves work from one contractor to another (re-tendering / change of contractor)
- A client brings the work back in-house from a contractor (insourcing)
For an SPC to trigger TUPE, there must be an organised grouping of employees in Great Britain whose principal purpose is carrying out the activities for the client, and the activities before and after the transfer must be essentially the same. There is no SPC where the activities consist wholly or mainly of the supply of goods, or where the contract is for a single specific event or task.
What Rights Does TUPE Give You?
If TUPE applies, the following rights are protected automatically on the date of transfer:
Automatic Transfer of Employment Contract
Your employment contract transfers to the new employer (transferee) with all its terms and conditions intact. This includes your salary, holiday entitlement, working hours, notice period, sick pay, enhanced redundancy pay, and any other contractual terms. Your continuity of employment is preserved — you carry over all your accrued service with the transferor.
Protection Against Dismissal
Under Regulation 7, if the sole or principal reason for dismissal is the TUPE transfer itself, the dismissal is automatically unfair. This applies even if you have less than 2 years' service (the normal qualifying period for unfair dismissal). It also applies to dismissals by the transferor (old employer) before the transfer date.
An exception applies if there is an Economic, Technical or Organisational (ETO) reason entailing a change in the workforce — for example, a genuine redundancy situation. Even then, a fair procedure must be followed.
Protection Against Changes to Terms
Under Regulation 4(4) and (9), any variation of contract whose sole or principal reason is the transfer is void and unenforceable. The employee can reject harmful changes and seek to enforce original terms. If the employer imposes the change anyway, the employee may treat this as a fundamental breach of contract (constructive dismissal) or seek a declaration from the Employment Tribunal.
Collective Agreement Transfer
Collective agreements in place at the time of transfer also transfer. The new employer inherits any collectively agreed terms, though from the date of transfer they can depart from them for genuine ETO reasons after proper consultation.
The Duty to Inform and Consult
Under Regulation 13, both the transferor and transferee must inform and consult employee representatives (recognised trade union reps or specially elected employee representatives) about the transfer long enough before the transfer to enable consultation to take place. For employers with 10 or more employees, this must begin at least 28 days before the transfer. For collective redundancy situations (100+ employees), 45 days' notice is required.
The information that must be provided includes: the fact of the transfer and the date; the legal, economic and social implications for affected employees; the measures envisaged in connection with the transfer; and information about the transferee's plans for employees (measures they envisage taking).
Failure to inform and consult entitles employees to a compensation award of up to 13 weeks' actual pay per affected employee — payable by the employer who failed in their duty (usually both employers are jointly and severally liable).
ETO Reason — When Changes Are Allowed
An Economic, Technical or Organisational (ETO) reason is a defence that allows an employer to make changes to employment contracts or even dismiss employees in connection with a TUPE transfer without it being automatically unfair. However, the ETO reason must:
- Be genuine and substantial (not a pretext for getting rid of employees or reducing costs)
- Entail a change in the workforce — meaning a change in the number of employees or the job functions performed (a change in terms alone, without reducing headcount, is not an ETO reason: Capita Hartshead Ltd v Byard)
- Be accompanied by a fair selection process and full consultation if redundancies result
Typical ETO situations include: genuine redundancies following the transfer (e.g., the new employer has duplicated roles), reorganisation of working methods (e.g., changing shift patterns), or closure of part of the transferred business.