TUPE or not TUPE?

If you’re looking at buying or selling a business that employs workers, you’ll probably have heard of TUPE or the TUPE Regulations.

TUPE is the acronym by which the EC Protection of Employees on Transfer of Undertakings, Regulations 2003 are better known.

When are the TUPE Regulations applicable?

When a business that employs people is transferred from one employer to another, the TUPE Regulations apply.

How do the TUPE Regulations affect the purchase of a business?

If you plan to buy a business, the TUPE Regulations impose a legal obligation on you to take any employees that are in the seller’s business.

Under the TUPE Regulations, the employees you acquire as part of the purchase will automatically take their accrued service with them. This is along with the terms and conditions of employment they enjoyed with their previous employer.

If your existing employees work under very different terms and conditions of employment, you will need to assess the viability of having two separate employment contracts in place across your new workforce.

The terms and conditions these employees work under must also be factored into your purchase price. If you don’t intend to continue to employ all members of staff in the business you’re buying post-acquisition, the cost of making them redundant must be taken into account.

How do the TUPE Regulations affect the sale of a business?

The other principal compliance requirement under the TUPE Regulations is the obligation of the seller. They must inform and consult employees about the sale to a new owner no later than 30 days before the date of the transfer.

The seller must inform employees of:

  • The date or proposed date of the transfer.
  • The reasons for the transfer.
  • The legal, economic and social implications of the transfer for employees.

Terminating employment

The TUPE Regulations make it illegal to terminate employment as a result of a transfer. Any dismissals linked to the transfer of a business are automatically void.

Employees can only be dismissed for ‘economic, technical or organisational reasons’. Any such dismissals stand a better chance of being justifiable if they are made subsequent to the transfer. The buyer must also have taken time to assess the viability of the new combined workforce of both existing and acquired employees.

As discussed above, any such economic, technical or organisational dismissals will be deemed to be redundancies and the associated costs could be significant for the buyer.

Changing terms and conditions of employment

Under the TUPE Regulations, the buyer of a business will only be in a position to change terms and conditions of employment if the transferred employees agree to the proposed changes.

Again seeking the new employees’ agreement to new terms and conditions of employment should only take place after the transfer has completed.


If you are buying a business with employees, it’s vital to make sure you have made a full enquiry into the status of employees in the selling business before deciding to complete the purchase.

If you don’t make a full enquiry into the employee situation, you could be landed with the seller’s employee liabilities under the TUPE Regulations.

If you would like further complementary advice on TUPE from an expert, our advisors are ready to take your call. Call us on 01 886 0350 or request a callback here.

Book a call with a consultant

Complete the form below and a consultant will call you as soon as possible.

Book a call with a consultant

Complete the form below and a consultant will call you as soon as possible.

Latest Resources

Seasonal workers: what employers should know

Seasonal workers
As the days get longer and the skies get sunnier (well, sometimes), summer is on people’s minds. This means that business owners, meanwhile, are starting […]

St Patrick’s Day: Have you prepared for absenteeism?

Published: March 20th 2024 Following national celebrations and public holidays like St Patrick’s day, you could find yourself down several staff members. And – as […]

What Employees Are Entitled to a Public Holiday Benefit & How Are Benefits Calculated?

public holiday
Published: March 20th 2024 From Easter Monday to St Patrick’s Day, Ireland gets ten public holidays and, with them, public holiday benefits. But what if […]

Olga Shevchenko

Director/Advocate, Immigration Advice Bureau

Olga Shevchenko specialises in immigration advocacy and consultancy, in particular, employment permit, visas, family reunification, citizenship, etc, for those seeking to visit, reside or invest in Ireland.

Olga provides extensive information, knowledge, and support to her clients, enabling access to positive solutions for people struggling to handle the immigration law.

Minister Neale Richmond

Minister of State, Department of Enterprise, Trade and Employment

Neale Richmond TD was appointed as Minister of State at the Department of Enterprise, Trade and Employment with special responsibility for Employment Affairs and Retail Business and the Department of Social Protection in January 2023.

Much of his work at the Department of Enterprise, Trade and Employment is with businesses, workers, their representative bodies and the State Agencies to ensure that the economic recovery and growth extends to all parts of the country. He works closely with the SME sector, including retail, on building resilience and on the transition to the green and digital economies.

Mark Carpenter

Director of Regulatory & Corporate Affairs, Sky

Mark Carpenter is Director of Regulatory & Corporate Affairs at Sky Ireland. In this role he has responsibility for External and Internal Communications, Public Policy and Regulatory Affairs and the company’s ‘Bigger Picture’ (CSR) programme. He also works closely with Sky Group teams on a variety of matters, in particular our partnerships with domestic broadcasters.

Prior to working at Sky, Mark worked as a Policy Officer in Houses of the Oireachtas and as a Management Consultant at Accenture. He has a BA in History from Oxford University and a PhD in Political Science from Trinity College Dublin.

Nora Cashe

Litigation and Compliance Manager, Peninsula

Nóra studied Law in Griffith College Dublin and qualified as a Barrister in 2008, practising in the area of Criminal law. She is also member of the Irish Employment Law Association.

Nora has extensive experience representing clients at Employment Tribunal hearings, Conciliation / Mediation meetings before both the Workplace Relations Commission and the Labour Court. 

Nóra is a member of the Irish Employment Law Association and engages with the WRC Adjudication Service as part of their stakeholder engagement forum.

Deiric McCann

Managing Director, Genos International Europe

Deiric McCann leads Genos International Europe – The EU division of a world-leading provider of emotional intelligence solutions. 

With over two decades experience at the highest levels of management, Deiric supports clients to develop the resilience, emotional intelligence, psychological safety and engagements of their employees.

Rhiannon Coyne

Senior HR Consultant, Graphite HRM

Rhiannon Coyne is a Senior HR Consultant at Graphite HRM and will be providing an overview of best practice on how to deal with complaints of bullying and harassment in the workplace. 

With a number of recent updates to employment laws, Rhiannon will take a closer look at employment equality and how it is interlinked to Health & Safety and what employers can learn from recent case laws.

David Begg

Chairman, Workplace Relations Commission

David Begg was appointed Chairperson of the Workplace Relations Commission (WRC) in January 2021.

David is also a professor at Maynooth University Institute of Social Sciences. Mr Begg’s extensive history in the trade union movement included leading the ESB Officers Association and Irish Congress of Trade Unions, stepping away from the latter in 2001 to chair international aid agency Concern.

David Begg was also previously a director of the Central Bank of Ireland between 1995 and 2010.