“A business takeover is a major event. Including personnel. The acquirer often takes over the personnel, including all rights and obligations associated with them. Good preparation is therefore essential””

There is a lot to consider when taking over a business. Including personnel. In the vast majority of takeovers, the company’s personnel are also taken over. In many cases, the acquiring party is obliged to do so. For example, when the takeover qualifies as a transfer of undertaking.

It is important to thoroughly investigate beforehand whether personnel matters are properly arranged in the company to be acquired. For example, is the company affiliated with the right industry pension fund? To what extent is there long-term absenteeism? And are the employment contracts – such as non-competition and non-solicitation clauses – still up to date?

It is also important to map out which employees will be transferred to the new employer. Is the works council (OR) involved in the takeover in a timely manner? And is the new employer allowed to change or harmonize employment conditions after completion of the takeover? It is important to get good advice on this.

When it comes to mergers and acquisitions, we help with:

  • determining whether a business takeover qualifies as a transfer of undertaking. This also includes acquisitions as a result of outsourcing/outsourcing of work, tenders or contract changes
  • due diligence investigations. We are often asked by other law firms to advise on personnel and labor related items
  • determining which employees are transferred during a transfer of undertaking
  • requesting prior advice from the works council (OR)
  • amendment or harmonization of employment conditions