Mr M Whittcutt, Solicitor-Advocate For the v Mr D Rogers, Solicitor — 2022

At a preliminary hearing, Employment Judge N J Roper considered whether there had been a relevant transfer under the TUPE Regulations following the 27 August 2019 share sale of James Briggs Holdings Ltd to Tetrosyl Group Limited. Mrs Jonquil Shepherd had been dismissed for redundancy on 20 October 2020 and argued that changes within the group meant that her employer's business had transferred to the second respondent.

The tribunal found that the share sale changed ownership but did not of itself transfer the first respondent's business or controlling mind. It accepted that there had been integration within the group, including changes to brand production, some reporting lines, and the movement of some production capability between the two businesses, but held that these were internal business adjustments rather than the transfer of an economic entity. The first respondent remained a separate manufacturing company with its own payroll, contracts, benefits, pension arrangements and union recognition.

Applying Regulation 3(1)(a) and the authorities cited, including Spijkers, Cheesman, Millam, Henry and ECM, the tribunal considered assets, employees, customers and continuity of activity. It noted that only two employees moved from the first respondent to Tetrosyl Ltd, with one moving back, that no intellectual property rights were shown to have been transferred out of the first respondent, and that the first respondent's business continued substantially as before. The tribunal concluded that there was no relevant TUPE transfer from James Briggs Limited to either respondent, and therefore dismissed the automatically unfair dismissal claim and the claim for failure to consult under Regulations 7(1) and 13.