Free TUPE Transfer Letter Template

Dear James Robertson,

We are writing to you, in your capacity as an "affected employee" within the meaning of regulation 13(1) of the Transfer of Undertakings (Protection of Employment) Regulations 2006 ("TUPE"), to provide you with the written information required by reg 13(2) about a relevant transfer which will take effect on 2026-07-01. This Letter is issued by the Outgoing Employer (transferor) and is being shared with — or has been jointly agreed with — the Incoming Employer (transferee), Horizon Services Group plc (Company No. 09823456) of 45 King Street, Manchester M2 4WQ. You should keep this Letter with your employment records and may wish to take independent advice (Acas, Citizens Advice, a trade union, or a solicitor).

1.1 The transaction is a second-generation service provision change / change of contractor (Regulation 3(1)(b)(ii) TUPE 2006). The economic entity (or the organised grouping of employees principally engaged in the relevant activities) retains its identity and passes to the Incoming Employer on the transfer date — applying the Süzen v Zehnacker [1997] IRLR 255 test of an identifiable, stable activity. 1.2 Your contract of employment as IT Support Analyst (Tier 2) (continuous service from 2021-09-13) will transfer automatically to the Incoming Employer by operation of regulation 4(1)-(2) TUPE 2006. There will be no break in continuity of employment; the Incoming Employer steps into the Outgoing Employer's shoes as if it had originally been a party to your contract. 1.3 Your current principal place of work is Apex Solutions, 100 Commercial Road, London E1 1LN. Any change to your working location is addressed in the "Measures" section below. 1.4 Commercial reason for the transfer: Following a competitive retender, the managed IT support contract for the client (NorthBank Holdings) has been awarded to Horizon Services Group plc from 1 July 2026. The organised grouping of employees principally engaged in delivering those activities will transfer under reg 3(1)(b)(ii) TUPE 2006.

2.1 Legal implications. The whole of your contract of employment — except occupational pension rights (reg 10) and certain insolvency-related debts (reg 8) — transfers unchanged. All your statutory and common-law rights (unfair dismissal protection under ERA 1996 ss.94-98, discrimination protection under the Equality Act 2010, working-time rights under WTR 1998, etc.) are preserved with continuous service unbroken. 2.2 Economic implications. You will be paid by the Incoming Employer from the transfer date at the same rate of remuneration, with the same contractual benefits, holiday accrual and notice entitlement. Any contractual bonus, commission, allowances and benefits-in-kind that form part of your contract transfer with it. 2.3 Social implications. Your line-management, reporting line, place of work, working hours and day-to-day arrangements may be affected by the transfer. Any such "measures" are set out in clause 9 (Expert) below. Your right to be accompanied by a colleague or trade-union representative at any consultation meeting is preserved.

3.1 All terms and conditions of your employment — including basic pay, bonus / commission, working hours, holiday entitlement, notice period and contractual benefits — will transfer unchanged. 3.2 Any purported variation made solely by reason of the transfer is void under regulation 4(4) TUPE 2006, following Regent Security Services Ltd v Power [2007] EWCA Civ 1188. Variations remain possible only where (i) the sole or principal reason is an economic, technical or organisational reason entailing changes in the workforce (reg 4(5)(a)), (ii) the contract permits it (reg 4(5)(b)), or (iii) the variation is agreed for a reason not solely connected with the transfer (reg 4(5A)). 3.3 Your continuous-service date of 2021-09-13 will be recognised in full for all statutory and contractual purposes (qualifying periods, redundancy multiplier, sickness benefits, etc.).

4.1 Where any of your contractual terms are derived from a collective agreement, those terms transfer in their form at the transfer date under regulation 4A of TUPE 2006 (in force 31 January 2014, codifying Alemo-Herron v Parkwood Leisure Ltd [2013] EUECJ C-426/11). 4.2 The Incoming Employer is not bound by post-transfer variations to that collective agreement in any process in which it is not a participant. This "static" interpretation means later pay awards or rule changes negotiated by your trade union with the Outgoing Employer (or a sector body to which the Incoming Employer does not belong) do not flow through automatically. 4.3 Trade-union recognition itself may transfer in modified form under regulation 6 TUPE 2006 where the transferring grouping maintains an identity distinct from the rest of the Incoming Employer's business. The Incoming Employer's position on recognition is set out in clause 7 (Expert) below.

5.1 Rights relating to old-age, invalidity and survivor benefits under an occupational pension scheme are excluded from automatic transfer by regulation 10 TUPE 2006. 5.2 From the transfer date, the Incoming Employer will provide an auto-enrolment qualifying scheme under the Pensions Act 2008 (as amended), in parallel with any continuing obligation under reg 10 TUPE 2006 (scheme: Horizon Group Personal Pension (NEST-administered)).

Scheme description: Horizon operates a qualifying Group Personal Pension scheme with a 5% employer contribution on qualifying earnings, matched by a minimum 3% employee contribution (eligible to step up to 8% employee + 8% employer salary-exchange). Staff already enrolled in Apex's scheme will be re-enrolled on the transfer date with no break in cover. Accrued benefits in the Apex Group Stakeholder Plan are preserved as deferred benefits and may be transferred or left in-scheme at the Employee's election. 5.3 Accrued benefits under the Outgoing Employer's scheme remain protected — they are preserved as deferred benefits in the existing scheme and are unaffected by the transfer. The Incoming Employer's replacement scheme will operate in addition to any auto-enrolment obligation under the Pensions Act 2008. 5.4 Full scheme rules, the trustees' contact details and a transfer-value statement (if available) will be sent to you separately. We recommend you contact MoneyHelper (Pension Wise) for independent guidance before making any election.

6.1 Under regulation 4(7)-(8) TUPE 2006 you may object to the transfer of your employment to the Incoming Employer. An objection must be communicated in writing to either the Outgoing Employer or the Incoming Employer before the transfer date, and in any event by 2026-06-20. 6.2 Ordinary objection (reg 4(8)): if you object simply because you do not wish to work for the Incoming Employer, your contract terminates automatically on the transfer date. This is not a dismissal for the purposes of ERA 1996 Part X and you will not be entitled to notice pay, statutory redundancy pay or unfair-dismissal damages. 6.3 Material-detriment objection (reg 4(9)): if the transfer involves, or would involve, a substantial change in your working conditions to your material detriment (assessed on an objective + subjective basis through the eyes of a reasonable employee — see Tapere v South London and Maudsley NHS Trust [2009] UKEAT and Lewis v Dow Silicones UK Ltd [2024] EAT 20), you may treat yourself as having been dismissed. 6.4 Repudiatory-breach resignation (reg 4(11)): you may also resign in response to a fundamental breach by the Outgoing or Incoming Employer; you will be treated as dismissed by that employer. 6.5 Following London United Busways Ltd v De Marchi [2024] EAT 191, an objection in circumstances where reg 4(9) is engaged is treated as a dismissal by the Outgoing Employer on the transfer date. Tribunal time-limits run from the effective date of termination under ERA 1996 s.111 (three months less one day) subject to ACAS Early Conciliation (ETA 1996 s.18A).

7.1 Regulatory background. The duty to inform and consult under reg 13 TUPE 2006 was modernised by the Employment Rights (Amendment, Revocation and Transitional Provision) Regulations 2023 (SI 2023/1426), in force for transfers occurring on or after 1 July 2024. Direct consultation is now permitted by employers with fewer than 50 staff (where no existing representatives are in place) and by any employer transferring fewer than 10 affected employees. This is in addition to the long-standing reg 13A micro-transfer flexibility introduced by SI 2014/16. 7.2 The Outgoing Employer has discharged the duty to inform and, where measures are envisaged, consult through appropriate elected or trade union representatives in accordance with regulation 13(3) and the protections in regulation 14 of TUPE 2006. 7.3 Employee representatives were elected for the purposes of this transfer on 2026-01-27, in accordance with reg 14 TUPE 2006. Consultation date(s): 10 February 2026, 17 February 2026 and 3 March 2026. Recognised trade union consulted: Unite the Union (IT Services Branch). 7.4 Failure to inform and consult under reg 13 may entitle affected employees (or their representatives) to a protective award of up to 13 weeks' pay per affected employee (reg 15(9)), with the seriousness of the breach guiding the tribunal's discretion — see Susie Radin Ltd v GMB [2004] EWCA Civ 180. Liability for the protective award is joint and several between the Outgoing and Incoming Employers under regulation 17 TUPE 2006.

8.1 Regulation 11 TUPE 2006 requires the Outgoing Employer to give the Incoming Employer specified "Employee Liability Information" not less than 28 days before the transfer date. This information includes: identity, age and ERA 1996 s.1 statement of particulars; any disciplinary action or grievance raised in the preceding 2 years (subject to the Acas Code); any court or tribunal claim brought (or which could be brought) in the preceding 2 years; and any relevant collective agreements. 8.2 The Employee Liability Information was provided on 2026-05-04 in encrypted form. Sharing this personal data relies on Article 6(1)(c) UK GDPR (legal obligation under reg 11) and, where special-category data is involved, Article 9(2)(b) UK GDPR read with Data Protection Act 2018 Sch 1 Part 1 § 1 (employment lawful basis). 8.3 Failure or late supply may expose the Outgoing Employer to a tribunal award under regulation 12 TUPE 2006 of £500+ per affected employee as a minimum, with the tribunal having discretion to award more where the Incoming Employer has suffered greater loss.

9.1 Pursuant to regulation 13(2)(d) TUPE 2006, the Incoming Employer has notified the Outgoing Employer of the following "measures" it envisages taking in connection with the transfer in relation to affected employees:
(b) Working hours / shift pattern: Shift pattern will be aligned to Horizon's standard 08:00-20:00 rota (two-shift, 7-day) from the transfer date, replacing the current 09:00-17:30 Mon-Fri rota; individual consultation has been completed in February 2026.
(c) Further measures:
Tooling will migrate from Freshservice to ServiceNow over a 12-week transition period (training provided). Line management will transfer from Helen Murray to Priya Shah (Service Delivery Manager, Horizon). The on-call rota structure will be reviewed three months after transfer subject to consultation.

9.2 Where any measure would, in isolation or in combination, amount to a substantial change in working conditions to your material detriment, you retain the right under reg 4(9) TUPE to terminate your contract and be treated as if dismissed by the Outgoing Employer (clause 6.3 above; Lewis v Dow Silicones [2024] EAT 20). 9.3 If a measure is implemented and you accept it on a trial basis (analogous to the 4-week statutory trial period in ERA 1996 s.138 for alternative employment), you preserve the option to leave during the trial period without forfeiting redundancy or notice entitlements.

10.1 Under regulation 7(1) TUPE 2006, a dismissal is automatically unfair where the sole or principal reason is the transfer, unless the dismissal is for an economic, technical or organisational reason entailing changes in the workforce (an "ETO reason") within reg 7(2). The "changes in the workforce" requirement means a change in the numbers of employees needed, or in the functions performed by them (Berriman v Delabole Slate Ltd [1985] ICR 546). 10.2 Post-transfer variations of your contract made solely by reason of the transfer are void under reg 4(4), following Crystal Palace FC Ltd v Kavanagh [2013] EWCA Civ 1410 and Regent Security Services Ltd v Power [2007] EWCA Civ 1188 (the protection is for the employee's benefit and is not waived by acceptance of the variation). 10.3 Claims of unfair dismissal arising in connection with the transfer must normally be presented to the Employment Tribunal within three months less one day of the effective date of termination (ERA 1996 s.111), subject to the ACAS Early Conciliation extension (ETA 1996 s.18A). For a discrimination claim the time-limit runs from the discriminatory act under EqA 2010 s.123.

11.1 Any restrictive covenants in your existing contract (non-compete, non-solicitation, non-dealing, confidentiality) transfer to the Incoming Employer by operation of regulation 4(2) TUPE 2006 and are re-construed against the Incoming Employer's legitimate business interests (see Morris Angel and Son Ltd v Hollande [1993] IRLR 169 and Tillman v Egon Zehnder [2019] UKSC 32 on enforceability and blue-pencilling). 11.2 Confidentiality, intellectual-property and post-termination duties owed to the Outgoing Employer transfer to the Incoming Employer under reg 4(2). Any pending grievance, performance or disciplinary process is treated as if it had begun under the Incoming Employer's procedure for tribunal-limitation purposes. 11.3 Any post-transfer offer to vary your contract (whether on remuneration, hours, location, restrictive covenants, share-incentive entitlements or otherwise) must be considered in light of reg 4(4)-(5A) TUPE 2006. You should obtain independent advice before signing.

12.1 All TUPE-transferring liabilities vest in the Incoming Employer by operation of reg 4(2). The Outgoing Employer has separately indemnified the Incoming Employer (in the Transfer Agreement) in respect of acts or omissions before the transfer date. This indemnity is between the two employers and does not affect the Employee's rights, but is provided here for transparency. The Outgoing Employer's indemnity is capped at £250,000 (subject to 18-month time-bar) (per the Transfer Agreement).

12.2 Further detail:
All TUPE-transferring liabilities vest in Horizon Services Group plc on the transfer date. Apex Solutions Ltd has given Horizon a written indemnity in the Asset and Services Transfer Agreement dated 20 March 2026 in respect of any liability, cost or claim arising from acts or omissions on or before 30 June 2026.

12.3 Nothing in this allocation affects your right to claim against either or both employers under regulation 17 TUPE 2006 (joint and several liability for failure-to-inform claims) or ERA 1996 Part X. The Employee is not a party to the Transfer Agreement and the apportionment is enforceable only between the parties to it.

13.1 Under reg 11(2)(d) the Outgoing Employer must disclose any actual or potential claim brought by you (or which could be brought) in the preceding two years. 13.2 The following matter(s) have been declared to the Incoming Employer:

On 12 December 2025 the Employee submitted a Stage 1 grievance regarding rota allocation. The grievance was resolved on 9 January 2026 with no claim or appeal pending. No ACAS Early Conciliation has been initiated and no other actual or threatened claim has been identified within the preceding 24 months. 13.3 The pre-existing claim transfers with you to the Incoming Employer by operation of reg 4(2) unless an indemnity is given by the Outgoing Employer. This disclosure does not waive privilege; legal advice on the merits of any disclosed matter remains protected.

15.1 Your continuous employment is preserved on the transfer (TUPE 2006 reg 4 + ERA 1996 ss.210-219) and counts towards your eligibility for any statutory right. The parties draw your attention to the staggered commencement of the Employment Rights Act 2024 (Royal Assent 2025): (a) from 1 October 2026, the Employment Tribunal time limit for most claims is extended from three to six months; (b) from 1 January 2027, unfair dismissal becomes a day-one right (replacing the current 2-year qualifying period under ERA 1996 s.108), subject to a new statutory "initial period of employment" framework; (c) fire-and-rehire dismissals become automatically unfair under new ss.104I-J ERA 1996, which interlocks with the existing reg 7 TUPE 2006 protection against transfer-related dismissal; (d) Statutory Sick Pay is payable from day 1 with the lower-earnings-limit removed (from 6 April 2026). 15.2 The Incoming Employer will apply these statutory rights to your employment from the date on which they come into force.

16.1 The Incoming Employer acknowledges that, on and from the transfer date, it takes on the proactive duty to take reasonable steps to prevent sexual harassment of workers as inserted into the Equality Act 2010 as section 40A by the Worker Protection (Amendment of Equality Act 2010) Act 2023 (in force 26 October 2024). 16.2 Any anti-harassment / equal-opportunities risk assessment, policy and training previously discharged by the Outgoing Employer remains relevant evidence of compliance; the Incoming Employer will review and, where necessary, refresh those steps within a reasonable period after the transfer. 16.3 A breach of the section 40A duty may attract up to a 25% uplift on any subsequent sexual-harassment tribunal award (Equality Act 2010 s.124A). Nothing in this clause limits any third-party harassment claim under section 26 or section 40 Equality Act 2010.

17.1 Where the Outgoing or Incoming Employer has used AI or automated tools (including AI-assisted ELI compilation, generative-AI consultation drafting, harmonisation modelling or post-transfer redundancy-selection scoring) in connection with this transfer, the parties confirm that: (a) no decision producing legal or similarly significant effects on you (such as selection for redundancy, change of role or pay change) has been taken solely by automated processing, save where Article 22(2) UK GDPR permits and appropriate safeguards have been applied (Article 22 UK GDPR); (b) you may request meaningful information about the logic involved and the significance and envisaged consequences of such processing under Articles 13(2)(f), 14(2)(g) and 15(1)(h) UK GDPR; and (c) you may request human review of any automated decision under Article 22(3) UK GDPR, having regard to the ICO's guidance on AI and data protection (2024). 17.2 Personal data shared between the parties in connection with this transfer (including ELI under reg 11 TUPE 2006) is processed under Articles 6(1)(c) (legal obligation) and, for special-category data, 9(2)(b) UK GDPR, in accordance with the Data Protection Act 2018 (as amended by the Data (Use and Access) Act 2025).

If you have any questions about this Notification, the transfer process, your terms or your statutory rights, please contact Helen Murray, HR Director (hr@apex-solutions.co.uk), tel 020 7946 0123 or the Incoming Employer's HR team (David Okonkwo, Head of HR, hr@horizonservices.co.uk, tel 0161 555 0123). You are entitled to be accompanied by a colleague or trade-union representative at any consultation meeting arising from this Letter. Independent free advice is also available from Acas (0300 123 1100) and Citizens Advice.

This Letter and the transfer to which it relates are governed by the laws of England and Wales. Any dispute may be referred to an Employment Tribunal under the Employment Tribunals Act 1996, without prejudice to any other jurisdiction available by law. The rights of any third party under the Contracts (Rights of Third Parties) Act 1999 are expressly excluded.

YOURS SINCERELY,