Post-acquisiton advice required
Discussion
A bit of advice please. Apologies for long post but thought detail would be required to set the scene. Most is probably superfluous.
My employer was acquired last summer, and the two businesses found new premises the other side of London for a new head office. Most out-of-London staff and the acquiring firm moved from to London for the job, my previous employment was already in London. From my existing employer - Firm A for sake of argument - 20% of staff (we were a small business, trying to keep this vague as possible) were made redundant.
My position had an incumbent at the acquiring firm, who was deemed more suitable for the role, and so I have a new role within the same department. Supposedly level pegging in terms of seniority - I would disagree with that across all areas except when you look at the team structure flow chart. It's not the end of the world mind you, I've been able to recruit someone to work for me as an assistant and it is providing managerial experience that I did not have before.
Some letters were sent and discussions were had around the time of acquisition. In short, respective HR departments told us that a TUPE arrangement was not required based on the nature of the deal between the two parties. I've zero experience of what is required and when, and have never been through this situation before.
My benefits from my previous employer were better on the whole. Marginal things, but better. More flexibility over carried holiday from one year to the next, better healthcare insurance, a voluntary dental plan etc. Most of our policies were extended to the end of calendar year 2013, and our new ones from our new employer began in 2014.
I've never received a revised contract since I joined the original firm some 7 years ago, and, across that period of continual employment, my role has changed a few times within the firm. Salary and discretionary bonus has increased with it.
HR have created a new limited company that all the HR and benefits services will run from. I was asked to sign a letter almost two months ago to agree to move my contract of employment from within the group (a plc) from Firm A (my previous employer) to Firm B (the new services company). I was told my current terms and conditions of my employment (quoting the date I signed my contract from 7 years ago) would remain unchanged.
I informed HR that before I did this, I wanted a copy of my current terms (lord knows what I've done with my contract and some paperwork from back then - I've moved house 4 times and my filing system was not in place then!). They've not done that, so I've not signed the form and neither has a director or the company secretary from Firm B or the new employer Firm A. As far as I'm concerned, nothing has changed.
Fast forward to tax year-end and I get my letter from HMRC and I spot the fact that it states my employer is Firm B. So looks like they've gone and executed without my consent.
Moving on, my new private health cover from Firm B has excluded a condition (that could re-manifest itself later in life) I reported in the paperwork I filled in, that I suffered from back when I was a child. I have it in writing from my previous health cover provider with Firm A that I had NO exclusions on my policy. Does my new employer not have to match my previous cover level?
I have no new contract, no new formal job description, no idea of my remuneration (other than basic salary) so have no idea if I'm going to be stiffed when it comes to bonus time and I am carrying out tasks that were agreed to move to others in the business who are digging their heels in. I am not obstructive and it doesn't come in my nature, but I feel like I am now being taken for a ride.
What here can I tackle and how do I go about doing it? Am I being a moaning git or is there any credibility in my concerns?
- Have new employers at Firm B/ the HR dept. dropped the ball anywhere in the transfer of my employment? I feel like I need a new formal job description and revised up to date contract before I sign ANYTHING (although it looks like my employer has gone and changed anyway, given the HMRC letter above).
- Were they right to go and change my employer without my consent? (it wouldn't surprise me if they didn't have a copy of my existing terms either)
- Should my health cover and other benefits not match the existing policies and terms I had in place?
Thanks for reading and any advice.
P.S. I'm pretty bitter about the whole acquisition. Having spoken to some old colleagues that were here and left post-acquisition, and catching sight of some spreadsheets I shouldn't have done) there are staff on considerably higher salaries than me, in more junior roles than me with less experience in those positions (in fact would've worked for me in my role at Firm A, had we been a larger organisation!) who were then getting train travel + a-few-k as part of their job moving to London. Naturally, I have no way of raising this as an issue as there is no way I should know this sort of info. But leaves a permanent sour taste in my mouth.
My employer was acquired last summer, and the two businesses found new premises the other side of London for a new head office. Most out-of-London staff and the acquiring firm moved from to London for the job, my previous employment was already in London. From my existing employer - Firm A for sake of argument - 20% of staff (we were a small business, trying to keep this vague as possible) were made redundant.
My position had an incumbent at the acquiring firm, who was deemed more suitable for the role, and so I have a new role within the same department. Supposedly level pegging in terms of seniority - I would disagree with that across all areas except when you look at the team structure flow chart. It's not the end of the world mind you, I've been able to recruit someone to work for me as an assistant and it is providing managerial experience that I did not have before.
Some letters were sent and discussions were had around the time of acquisition. In short, respective HR departments told us that a TUPE arrangement was not required based on the nature of the deal between the two parties. I've zero experience of what is required and when, and have never been through this situation before.
My benefits from my previous employer were better on the whole. Marginal things, but better. More flexibility over carried holiday from one year to the next, better healthcare insurance, a voluntary dental plan etc. Most of our policies were extended to the end of calendar year 2013, and our new ones from our new employer began in 2014.
I've never received a revised contract since I joined the original firm some 7 years ago, and, across that period of continual employment, my role has changed a few times within the firm. Salary and discretionary bonus has increased with it.
HR have created a new limited company that all the HR and benefits services will run from. I was asked to sign a letter almost two months ago to agree to move my contract of employment from within the group (a plc) from Firm A (my previous employer) to Firm B (the new services company). I was told my current terms and conditions of my employment (quoting the date I signed my contract from 7 years ago) would remain unchanged.
I informed HR that before I did this, I wanted a copy of my current terms (lord knows what I've done with my contract and some paperwork from back then - I've moved house 4 times and my filing system was not in place then!). They've not done that, so I've not signed the form and neither has a director or the company secretary from Firm B or the new employer Firm A. As far as I'm concerned, nothing has changed.
Fast forward to tax year-end and I get my letter from HMRC and I spot the fact that it states my employer is Firm B. So looks like they've gone and executed without my consent.
Moving on, my new private health cover from Firm B has excluded a condition (that could re-manifest itself later in life) I reported in the paperwork I filled in, that I suffered from back when I was a child. I have it in writing from my previous health cover provider with Firm A that I had NO exclusions on my policy. Does my new employer not have to match my previous cover level?
I have no new contract, no new formal job description, no idea of my remuneration (other than basic salary) so have no idea if I'm going to be stiffed when it comes to bonus time and I am carrying out tasks that were agreed to move to others in the business who are digging their heels in. I am not obstructive and it doesn't come in my nature, but I feel like I am now being taken for a ride.
What here can I tackle and how do I go about doing it? Am I being a moaning git or is there any credibility in my concerns?
- Have new employers at Firm B/ the HR dept. dropped the ball anywhere in the transfer of my employment? I feel like I need a new formal job description and revised up to date contract before I sign ANYTHING (although it looks like my employer has gone and changed anyway, given the HMRC letter above).
- Were they right to go and change my employer without my consent? (it wouldn't surprise me if they didn't have a copy of my existing terms either)
- Should my health cover and other benefits not match the existing policies and terms I had in place?
Thanks for reading and any advice.
P.S. I'm pretty bitter about the whole acquisition. Having spoken to some old colleagues that were here and left post-acquisition, and catching sight of some spreadsheets I shouldn't have done) there are staff on considerably higher salaries than me, in more junior roles than me with less experience in those positions (in fact would've worked for me in my role at Firm A, had we been a larger organisation!) who were then getting train travel + a-few-k as part of their job moving to London. Naturally, I have no way of raising this as an issue as there is no way I should know this sort of info. But leaves a permanent sour taste in my mouth.
Edited by Tobeman on Thursday 22 May 20:42
It is impossible to tell from your post whether or not there has been a transfer of a business in which you worked from one entity to another. If there has, then TUPE applied to it. If TUPE applied, your previous contract terms must continue to apply.
If your employer A was simply acquired by a share purchase there would be no TUPE transfer, as a change in the ownership of a limited company does not change the identity of the employer.
If there has been no transfer of a business, it might be that your contract provides for you to work for or have your employment transferred to another company within the corporate group, but it is impossible to say whether this is so without seeing the contract.
A transfer of a business between two companies within one corporate group IS a TUPE transfer. This was decided by the European Court of Justice in a case that I did ages ago called Allen v Amco. If the employer thinks that an intra group transfer within two separate companies is not covered by TUPE, it is wrong. It might be, however, that there has been no transfer of the full business but for corporate reasons there is to be a service company that employs the staff and lends them out to operating companies. This might or might not be a TUPE transfer but that depends on the facts.
You should politely enquire of the employer what has happened and why, and state that you reserve all your rights for the time being.
If your employer A was simply acquired by a share purchase there would be no TUPE transfer, as a change in the ownership of a limited company does not change the identity of the employer.
If there has been no transfer of a business, it might be that your contract provides for you to work for or have your employment transferred to another company within the corporate group, but it is impossible to say whether this is so without seeing the contract.
A transfer of a business between two companies within one corporate group IS a TUPE transfer. This was decided by the European Court of Justice in a case that I did ages ago called Allen v Amco. If the employer thinks that an intra group transfer within two separate companies is not covered by TUPE, it is wrong. It might be, however, that there has been no transfer of the full business but for corporate reasons there is to be a service company that employs the staff and lends them out to operating companies. This might or might not be a TUPE transfer but that depends on the facts.
You should politely enquire of the employer what has happened and why, and state that you reserve all your rights for the time being.
Edited by anonymous-user on Sunday 25th May 06:41
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