Dismissed by a company that later dissolved: TUPE transfer meant successor was liable, but claims failed
A former nursery employee's unfair dismissal and breach of contract claims were dismissed after the tribunal found the correct respondent under TUPE was the successor company, but the claims themselves were not well-founded.
1 min read · Last updated 18 May 2026
Case details
- #transfer-of-undertakings
- #dissolved-company
- #correct-respondent
Key facts
- The claimant was employed by Northfields Nursery Liversedge Ltd at the time of her dismissal on 9 October 2021.
- Northfields Nursery Liversedge Ltd was dissolved on 8 February 2022.
- The assets, clients, employees and resources of Northfields Nursery Liversedge Ltd transferred to Northfields Liversedge Ltd after the dismissal but before the dissolution.
- The tribunal found that Regulation 4 of TUPE applied, so Northfields Liversedge Ltd is the correct respondent.
- The claimant's complaints of unfair dismissal and breach of contract were dismissed.
Timeline
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Dismissal
The claimant was dismissed by Northfields Nursery Liversedge Ltd.
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Application to dissolve
An application was made to dissolve Northfields Nursery Liversedge Ltd.
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Dissolution
Northfields Nursery Liversedge Ltd was dissolved.
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Preliminary hearing
Employment Judge Flanagan heard the issue of the correct respondent and determined that Northfields Liversedge Ltd is the correct respondent under TUPE.
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Final hearing
Employment Judge G Elliott heard the substantive claims and dismissed both the unfair dismissal and breach of contract complaints.
The legal issue
The tribunal had to decide whether the former employee's unfair dismissal and breach of contract claims were well-founded, and also determine the correct respondent after the original employer was dissolved following a transfer of undertaking.
The outcome
The tribunal dismissed both claims. The key reason was that the claims were not well-founded on the facts. The original employer, Northfields Nursery Liversedge Ltd, was dissolved after the dismissal, but the tribunal had already ruled that Northfields Liversedge Ltd was the correct respondent under TUPE. No compensation was awarded.
Lessons & takeaways
- If your employer dissolves after dismissal, a TUPE transfer may make the successor company liable for claims, but you still need to prove the claims on their merits.
- Unfair dismissal claims require showing the dismissal was substantively and procedurally unfair; the tribunal found neither here.
- Breach of contract claims must be based on a clear contractual term that was breached; general dissatisfaction is not enough.
What this case shows in practice
This case illustrates the importance of understanding who the correct respondent is when a company dissolves after your dismissal. The former employee was dismissed by Northfields Nursery Liversedge Ltd, which later dissolved. However, its assets, clients, employees and resources had already transferred to Northfields Liversedge Ltd. The tribunal applied the Transfer of Undertakings (Protection of Employment) Regulations 2006 (TUPE) to make the successor company the correct respondent.
What the losing side could have done differently
The former employee's claims of unfair dismissal and breach of contract were dismissed because they were not well-founded on the facts. While the TUPE issue was resolved in her favour, the substantive claims failed. To succeed, she would have needed to provide evidence that the dismissal was unfair (e.g., procedurally flawed or based on an invalid reason) and that a specific contractual term was breached.
Why the result matters for similar claims
This case is a reminder that even if you overcome procedural hurdles like identifying the correct respondent, you still need to prove your case on the merits. TUPE can transfer liability to a successor company, but it does not guarantee success on the underlying claims. Employees should ensure they have strong evidence of unfairness or breach of contract before pursuing a claim.
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