Transfer of undertakings: Regulations do not apply to share transfers

There was no transfer to which the Transfer of Undertakings Regulations applied when an industrial and provident society took over the management of local authority care homes by, in effect, acquiring the shares of the company that ran the homes and employed the staff who worked in them, holds the EAT in Brookes and others v Borough Care Services and CLS Care Services Ltd [1998] IRLR 636. Notwithstanding that the purpose of the transaction was to avoid the consequences of the Regulations, share transfers are outside the scope of the Regulations.