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TUPE when you change cleaning contractors in Bristol

8 min read
Rules and permits
When a cleaning service moves from one contractor to another, the cleaning staff assigned to it may transfer with their terms intact under TUPE 2006. Whether that happens depends on the facts of the service. This guide explains the main points in plain terms for a Bristol business, without giving legal advice, and shows where formal advice should be sought.

TUPE is the rule that most often surprises a business changing cleaning contractor. The client may believe that the new contractor will simply take over the contract and bring its own staff, but the Transfer of Undertakings (Protection of Employment) Regulations 2006 can move the existing cleaners to the new employer with their terms preserved. The result can affect the cost of the change, the staffing of the new contract and the timing of the handover. This guide explains the main points in plain terms. It is not legal advice, and a business facing a real transfer should seek formal advice early.

When a service provision change applies

The Regulations apply when a service is moved from one provider to another, which is known as a service provision change. The question is one of substance rather than form, so a change of name or a new invoice does not by itself settle the position. The GOV.UK guidance on what happens to employees when the business changes hands gives the typical examples. Cleaning is one of the services the guidance names: where a cleaning service that was provided in-house is awarded to an outside contractor, TUPE is likely to apply, and the same is true where a contract ends and is given to a new contractor. Work moved back in-house is also covered.

Not every change is caught. Supplying goods is excluded, and so is a single event or a short-term task. The question is whether an identifiable service is being carried on by a new provider, and whether the employees who were assigned to it can be identified. The guidance notes that only the employees who are clearly assigned to the service are protected, which is why the details of who does what on site matter.

The Regulations set out the mechanics in more detail. Regulation 3 of the 2006 Regulations describes when a relevant transfer takes place, and the test depends on the facts. A business that is unsure whether its change is caught should not assume the answer. It should record the facts as they stand and ask for advice before the new contract is signed.

What transfers and what does not

Where TUPE applies, the employees assigned to the service generally transfer to the new employer on their existing terms and conditions, and their continuity of employment is maintained. The GOV.UK guidance states that employment terms and conditions transfer, and that jobs usually move to the new provider, with exceptions such as redundancy for an economic, technical or organisational reason or insolvency.

The transfer does not promise that every cleaner will keep the same job at the same site. A new contractor may need to reorganise the team, and an employee's role can change within the limits the Regulations allow. Changes made because of the transfer itself may be unlawful unless they are justified by an economic, technical or organisational reason, and that is a question for specialist advice.

Some things do not transfer in the same way. Pension arrangements, bonus schemes and certain benefits can be complicated, and the rules for them are not the same as the rules for basic pay. A business that has a clear view of what the outgoing staff are paid, and what they receive in other forms, will be in a better position to discuss the transfer.

Information duties

The outgoing employer has a duty to provide certain information about the employees who are transferring, and the incoming employer needs that information to plan. Regulation 11 of the 2006 Regulations sets out the employee liability information that must be given: the identity and age of each transferring employee, the written particulars of their employment, any disciplinary action taken or grievance raised in the previous two years, any legal claims brought in the previous two years or reasonably expected, and any collective agreements that will continue to apply. It must be given in writing or in another readily accessible form at least 28 days before the transfer, or as soon as reasonably practicable afterwards where special circumstances make that impossible, and later changes must also be notified. If the outgoing contractor fails to provide it, the incoming contractor can complain to an employment tribunal under regulation 12, and the award is normally at least £500 for each employee concerned.

The client does not usually hold that information, and it is the contractors who must exchange it. The client should ask both contractors to confirm in writing how they are meeting their duties, and to confirm the timetable. Information that is late or incomplete can cause problems for the incoming contractor, and in turn for the business that awarded the contract. The client should keep a copy of any confirmation it receives.

Confidentiality is also relevant. Employee information is personal data, and it should be shared only to the extent needed for the transfer. The client should not ask for details that are not required, and it should not pass them on to other parties.

Consultation basics

Where a transfer is caught, regulation 13 requires both the outgoing and the incoming employer to inform the appropriate representatives of their affected employees long enough before the transfer to allow consultation: the date and reasons for the transfer, its legal, economic and social implications, and any measures they envisage. The incoming employer must give the outgoing one the information it needs about the measures planned for the transferring staff. Where an employer envisages measures, it must consult the representatives with a view to seeking their agreement. If there is no recognised union and no existing representatives, the employer must invite the staff to elect them, although an employer with fewer than 50 employees, or one transferring fewer than 10, may inform and consult the staff directly. Under regulations 15 and 16 a tribunal can award up to 13 weeks' pay for each affected employee for a failure to inform or consult, the incoming employer is jointly and severally liable for an award made against the outgoing one, and since 1 October 2026 a claim can be brought within six months of the transfer.

Consultation is primarily the responsibility of the employers, not the client. The client's role is to understand the timetable and to make sure the contract allows enough time for the consultation to happen before the handover date. A contract that requires a switch on a fixed date, with no room for the consultation, may create difficulties for everyone involved.

The cleaners themselves should receive clear information. Telling staff what is happening, when, and whom they can ask, reduces anxiety and avoids rumour. The client should not speak for either employer, but it can make sure that the information is provided and that the staff know where to take their questions. The Citizens Advice guidance on work gives an overview of workers' rights, which can help staff understand their position.

Practical steps for the client

Start early. Ask the outgoing contractor for a list of the staff assigned to the contract, with their roles, hours and length of service, subject to the data rules. Ask the incoming contractor how it intends to handle the transfer, and whether it expects TUPE to apply. Build the timetable for information and consultation into the handover plan, and check that the contract allows enough time for it.

Make sure the contract includes a clause on staffing. Many contracts require the outgoing contractor to warrant the information it provides and to indemnify the client if the information is wrong. Those clauses matter because a claim by a transferring employee can be expensive, and the client may be drawn into it.

Keep the service running through the change in Bristol. A transfer should not lower the standard of cleaning, and a simple written check at the start and end of each week will show whether it has held. The approach in the guide on scoring and tracking cleaning standards suits this purpose well.

Timing is a practical concern. Because the information and consultation duties need time, a changeover planned only a few weeks ahead may not leave enough room for them. A business that allows a longer lead time for choosing a contractor, and asks each bidder how it would handle a transfer, is more likely to reach a changeover that goes smoothly. Including the transfer question in the tender also makes the position clearer, since each bidder can price the staffing it would take on rather than guessing.

Where to get formal advice

The information in this guide is a starting point. A business facing a real transfer should take formal advice from a solicitor with employment expertise, from its trade body, or from an employer advisory service. Staff who want advice can contact a trade union or Citizens Advice. The client should not attempt to resolve a disputed transfer on its own, and it should keep a written record of every decision it makes about the change.

Because the staffing position can affect price, timing and the standard of the service, it is worth asking each bidder to describe how it would handle a transfer before the tender closes. The answers show how much thought each contractor has given to the people who would do the work. You can request quotes that state the transfer question in full, or browse the commercial cleaning services available in Bristol. The guide on carpet and hard floor care covers the methods a new team will be expected to use once the staffing is settled.