Sponsor Licence & TUPE Transfers: Employer Guide

Sponsor Licence & TUPE Transfers: At a Glance

Where sponsored workers transfer to a new employer under the Transfer of Undertakings (Protection of Employment) Regulations 2006 (TUPE), their employment may continue automatically, but their immigration sponsorship requires separate assessment.

A sponsor licence does not transfer with the workforce. The incoming employer needs to establish whether it already holds the correct sponsorship authorisation, whether the Home Office qualifying transfer provisions apply and whether affected workers can continue under their existing immigration permission.

Where the incoming employer needs a new sponsor licence or additional route authorisation, a valid application may be required within 20 working days of the sponsored workers moving to the organisation. The outgoing and incoming sponsors can also have separate Home Office reporting obligations.

Immigration issues can also arise outside TUPE. A change in the direct ownership or controlling shareholding of a licensed sponsor can trigger separate sponsor licence requirements even where the employing company remains unchanged.

Right to work compliance also needs separate treatment. Following a qualifying TUPE transfer, the incoming employer can benefit from an existing statutory excuse but may inherit weaknesses in the outgoing employer’s checks. The Home Office advises fresh checks and allows a 60-calendar-day period for completing them in the relevant circumstances.

This guide explains how TUPE affects sponsor licences, sponsored workers, Skilled Worker permission, Home Office reporting, right to work checks, outsourcing arrangements and the 20-working-day compliance timetable. Whether TUPE applies to a particular transaction should be assessed separately under employment law.

 

Section A: What Happens to Sponsored Workers Under TUPE?

 

Where TUPE applies, employees assigned to the transferring business or service will generally move to the incoming employer with continuity of employment. Sponsored workers can transfer in the same way, but the change of employer also engages the Home Office sponsorship regime.

The incoming employer needs to establish whether it can lawfully take responsibility for the sponsored workers and whether their existing immigration permission can continue. The outgoing sponsor also needs to address its own reporting and record-transfer obligations.

The immigration analysis should therefore run alongside the TUPE process before the transfer takes effect.

 

1. Does TUPE Apply to Sponsored Workers?

 

Sponsored migrant workers are not generally excluded from TUPE protection because of their nationality or immigration status.

Where the statutory requirements for a relevant transfer are met, sponsored employees may transfer to the incoming employer with the rest of the affected workforce. Their employment contracts and continuity of employment are generally preserved under the applicable TUPE provisions.

The transfer does not determine the immigration position. Employers still need to establish whether the Home Office qualifying transfer provisions apply and what sponsorship action is required.

Transactions that do not involve TUPE can also create sponsor licence requirements. A relevant change in the direct ownership or controlling shareholding of a licensed sponsor can engage the Home Office corporate change provisions even where the legal employer remains unchanged.

 

2. What Happens to the Sponsor Licence?

 

The outgoing employer’s sponsor licence does not pass to the incoming employer under TUPE. Sponsorship authorisation is granted by the Home Office to a particular organisation.

Where sponsored workers move to another legal employer, the incoming organisation should establish whether it already holds a valid sponsor licence covering the relevant immigration routes.

If it does, the organisation may be able to accept sponsorship responsibility under the Home Office qualifying transfer provisions.

If it does not hold the necessary authorisation, a new sponsor licence application or an application to extend the scope of an existing licence may be required. Under the qualifying transfer provisions, the relevant application generally needs to be validly submitted within 20 working days of the sponsored workers moving to the incoming organisation.

That period should be treated as a compliance deadline, not as the point at which application preparation begins. The incoming employer still needs to satisfy the applicable eligibility and suitability requirements.

 

3. Can Sponsored Workers Keep Their Existing Immigration Permission?

 

Sponsored workers may be able to retain their existing immigration permission following a qualifying TUPE transfer without obtaining a new Certificate of Sponsorship or making a fresh immigration application solely because their employer has changed.

For an incoming employer that already holds the necessary sponsorship authorisation, the relevant conditions include:

 

• holding a valid sponsor licence covering the relevant immigration route;
• accepting full sponsorship responsibility for the transferred workers;
• the workers continuing in the same sponsored occupation code, with no material change taking the role outside the existing sponsored employment; and
• the outgoing and incoming sponsors complying with the applicable Home Office reporting requirements.

 

Where the incoming employer still needs sponsorship authorisation, the separate qualifying transfer application provisions apply.

Employers should also review any planned post-transfer changes to duties, occupation, salary, working hours or work location. A transfer can preserve the worker’s existing immigration permission while a later change to the role creates a separate requirement for a new Certificate of Sponsorship or immigration application.

 

4. What Do the Incoming and Outgoing Employers Need to Do?

 

The incoming employer should identify the sponsored workforce before completion and establish the immigration position of each affected worker.

The review should cover:

 

• the worker’s immigration route and permission expiry date;
• the incoming employer’s sponsor licence and route authorisation;
• whether the Home Office qualifying transfer provisions apply;
• whether a new licence application or extension of scope is required;
• the worker’s occupation code, duties, salary and work location;
• the applicable reporting and application deadlines;
• any pending immigration applications; and
• the systems needed for ongoing monitoring and record keeping.

 

The outgoing sponsor should identify the sponsored workers transferring, confirm the effective transfer date and complete the Home Office notifications that apply to it.

It should also provide the incoming employer with the immigration information needed for due diligence and continuing compliance, subject to data protection requirements. Relevant records may include Certificates of Sponsorship, immigration permission, occupation codes, actual duties, salary, working hours, work locations, reporting history and known compliance concerns.

Outgoing and incoming sponsors can have separate reporting obligations. Relevant organisational changes are generally subject to a 20-working-day reporting period, while specified changes affecting individual sponsored workers can carry different deadlines.

 

5. What Happens if the Sponsor Licence Requirements Are Not Met?

 

Failure to satisfy the Home Office qualifying transfer provisions can affect both the employer and the transferred workers.

Where the incoming employer needs sponsorship authorisation and fails to submit the required valid application within the prescribed 20-working-day period, the Home Office guidance provides for cancellation of affected workers’ immigration permission, subject to the exceptions in the guidance.

Refusal of the required application can also lead to cancellation of the transferred workers’ permission, except where particular workers can be sponsored under an appropriate existing licence held by the incoming organisation.

Other consequences can include disruption to the sponsored workforce, Home Office compliance enquiries and licence downgrading, suspension or revocation where the relevant enforcement grounds are met.

Where a problem is identified after transfer, the employer should establish the legal and immigration position before making retrospective notifications or assigning new Certificates of Sponsorship. Corrective action depends on the underlying sponsorship position and the circumstances of the affected workers.

 

6. How Does TUPE Affect Right to Work Checks?

 

Right to work compliance operates separately from sponsor licensing.

On a qualifying TUPE transfer, the incoming employer obtains the benefit of any statutory excuse established by the outgoing employer, but can inherit exposure where the original check was defective. The Home Office therefore advises fresh checks and allows a 60-calendar-day grace period from the transfer in which to complete them. The grace period does not extend the deadline for any later follow-up check.

From 1 October 2026, the statutory right to work framework also extends to specified working arrangements beyond conventional employment, including relevant worker engagements, individual subcontracting arrangements and certain online matching services, subject to the statutory definitions and applicable conditions.

These changes are particularly relevant to outsourcing, insourcing and service provision changes. Employers should identify which organisation has the checking responsibility under the actual contractual and working arrangements.

Checks should be completed using the prescribed method appropriate to the individual’s circumstances, which may involve a Home Office online check, a qualifying digital verification process or a permitted manual check.

For a transferring workforce, the employer should therefore review sponsorship continuity, immigration permission and right to work compliance together while keeping the legal requirements for each separate.

Further information is available in our Right to Work Checks guide and the Home Office right to work guidance.

 

 

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Section B: Does a Sponsor Licence Transfer Under TUPE?

 

No. A sponsor licence does not automatically transfer from one employer to another under TUPE. Although the Transfer of Undertakings (Protection of Employment) Regulations 2006 can provide for the automatic transfer of employment contracts, the outgoing employer’s sponsor licence remains subject to the Home Office’s separate sponsorship rules.

A sponsor licence is authorisation granted to a particular organisation to sponsor eligible workers under specified immigration routes. It is not an asset that can simply be assigned, sold or transferred to another legal entity as part of a business acquisition or service transfer.

Where sponsored workers move to an incoming employer under TUPE, that organisation must establish whether it already holds the necessary sponsorship authorisation or needs to apply for a new licence or an extension of its existing licence scope.

The Home Office provides specific arrangements for qualifying mergers, takeovers and TUPE transfers. These provisions may allow sponsored workers to retain their existing immigration permission, but they do not remove the incoming employer’s responsibility to satisfy the applicable sponsor licence requirements.

Importantly, sponsor licence obligations may also arise where a corporate transaction does not involve TUPE. A change in the direct ownership or controlling shareholding of a licensed sponsor can trigger Home Office requirements even though the employing legal entity remains unchanged.

 

1. Why Does a Sponsor Licence Not Transfer Automatically?

 

A sponsor licence is granted following the Home Office’s assessment of the sponsoring organisation’s eligibility, suitability, personnel and ability to comply with sponsorship duties.

The authorisation is linked to the organisation and its approved sponsorship arrangements rather than simply to the business activities being carried out or the employees performing those activities.

When a business changes hands, the incoming employer may have a different legal identity, ownership structure, management team, HR system or compliance history.

The Home Office therefore requires the sponsorship implications of the transaction to be assessed independently of the employment law consequences.

For example, a company acquiring a business through an asset purchase may inherit the employment contracts of sponsored workers under TUPE. It does not, however, inherit the seller’s sponsor licence merely because those employees have transferred.

The acquiring company must hold or obtain the appropriate sponsorship authorisation and satisfy the conditions governing the transfer of sponsored workers.

Employers should therefore distinguish between acquiring a business that employs sponsored workers and acquiring the legal authority to sponsor those workers. These are separate matters.

 

2. What Happens to the Outgoing Employer’s Sponsor Licence?

 

The effect of a transaction on the outgoing employer’s sponsor licence depends on the legal and commercial structure of the transaction.

Where an employer transfers only part of its business and continues operating other sponsored activities, it may remain licensed to sponsor workers who continue working for that organisation.

However, the outgoing sponsor must report relevant organisational changes and the transfer of sponsored workers in accordance with the Home Office’s requirements.

Where the organisation undergoes a relevant change in direct ownership under C4.5, the existing licence will be revoked or, where sponsored workers have transferred to another sponsor’s licence under the relevant arrangements, made dormant.

Employers should not assume that a sponsor licence automatically remains valid merely because the company continues to exist on the Companies House register.

Equally, the transfer of some sponsored workers does not necessarily mean that the outgoing organisation’s entire sponsor licence must end.

The correct treatment depends on whether the sponsoring entity continues operating, whether it retains sponsored workers and the nature of the corporate changes.

Before completion, the outgoing employer should establish:

 

• Whether it will continue trading after the transfer.
• Whether any sponsored workers will remain employed by it.
• Whether the transaction involves a change in its ownership or legal identity.
• Whether the Home Office must be notified of changes to its organisational structure.
• Whether its sponsor licence will remain necessary and appropriate after completion.
• What reporting obligations arise in relation to workers transferring to the incoming employer.

 

These matters should form part of the transaction’s immigration compliance planning.

 

3. What Happens if the Incoming Employer Already Has a Sponsor Licence?

 

Where the incoming employer already holds a valid sponsor licence covering the relevant immigration route, it may be able to accept responsibility for sponsored workers transferring under TUPE without requiring those workers to obtain fresh immigration permission solely because of the transfer.

The Home Office’s qualifying transfer provisions must nevertheless be satisfied.

In particular, the incoming sponsor must confirm that it accepts full sponsorship responsibility for the affected workers, and the workers must continue in the same sponsored occupation code, with no material change taking the role outside the existing sponsored employment.

The incoming employer must also comply with the applicable Home Office reporting requirements.

The fact that an organisation already holds a sponsor licence does not mean that all transferred workers can automatically be accommodated under that licence.

For example, an employer licensed only for a particular sponsorship route must establish whether its authorisation covers the immigration routes used by the transferring workers.

If the incoming employer does not have the required route authorisation, it may need to apply to extend the scope of its licence.

Employers should also consider whether the workers’ existing sponsored roles remain compliant following the transfer.

A change in employer under a qualifying TUPE transfer is different from a subsequent change in occupation, duties or other employment arrangements that triggers a separate immigration requirement.

The incoming sponsor should therefore assess both the immediate transfer and any planned post-completion workforce restructuring.

 

4. What if the Incoming Employer Does Not Have a Sponsor Licence?

 

Where sponsored workers transfer to an organisation that does not hold the necessary sponsor licence, the incoming employer must consider the Home Office’s provisions for qualifying transfers.

Under the relevant sponsor guidance, an incoming employer that requires sponsorship authorisation must generally submit a valid sponsor licence application within 20 working days of the sponsored workers moving to the organisation.

Where the employer already holds a licence but requires additional route authorisation, the corresponding requirement may involve applying to extend the scope of that licence.

The 20-working-day requirement is a material immigration compliance deadline. It should not be confused with the separate deadlines for notifying the Home Office of relevant organisational changes.

Employers must also distinguish between preparing an application, submitting an application and submitting an application that the Home Office regards as valid.

An incomplete or invalid application may not satisfy the requirement merely because documents were uploaded or a submission was attempted within the deadline.

If the incoming employer fails to make the required valid application within the prescribed period, the Home Office guidance provides for cancellation of affected workers’ immigration permission, subject to the relevant exceptions.

Where the required valid application is refused, the transferred workers will have their permission cancelled, except any workers who can be sponsored under an appropriate existing licence held by the incoming organisation.

Accordingly, employers should not treat the 20-working-day period as a substitute for pre-completion immigration planning.

Where possible, the incoming employer should establish its sponsorship position and prepare any necessary application before the transfer takes effect.

Further information is available in our Sponsor Licence Application guide.

 

5. Does a Sponsor Licence Transfer Following a Share Purchase?

 

A share purchase requires particular care because the employment law and immigration sponsorship consequences may differ significantly.

In a conventional share purchase, the buyer acquires shares in the company rather than directly acquiring its employees or business assets.

The employing legal entity generally remains unchanged. As a result, the share purchase itself will not ordinarily constitute a TUPE transfer merely because ownership of the company’s shares changes.

However, the absence of a TUPE transfer does not mean the existing sponsor licence can automatically continue without further action.

The Home Office has specific rules concerning changes in the direct ownership and controlling shareholding of licensed sponsors.

Where the transaction constitutes a relevant change in direct ownership under C4.5, the existing licence will be revoked or, where sponsored workers have transferred to another sponsor’s licence under the relevant arrangements, made dormant. Appropriate new sponsorship authorisation must then be obtained where required.

For example, where a buyer acquires a controlling shareholding in a company that sponsors Skilled Workers, the parties must assess the change-of-ownership provisions rather than assuming the licence remains unaffected because the company’s registered identity has not changed.

The requirements will depend on the precise ownership changes, the identity of the licensed sponsor and the relevant Home Office guidance.

Employers should distinguish between:

 

• A transfer of shares that does not alter the relevant controlling ownership arrangements.
• A change in direct ownership or controlling shareholding that triggers the Home Office’s change-of-ownership provisions.
• A share acquisition followed by a merger, asset transfer or other restructuring that changes the employing entity.
• A group reorganisation involving the transfer of sponsored workers between separate legal entities.

 

These arrangements can produce different immigration consequences.

The transaction should therefore be reviewed from a sponsor licence perspective before completion, including any application requirements and relevant Home Office deadlines.

 

6. Does a Sponsor Licence Transfer Following an Asset Purchase?

 

In an asset purchase, the buyer acquires specified business assets, operations or activities rather than the shares in the company that owns them.

Where the transaction involves the transfer of an economic entity that retains its identity, TUPE may apply to employees assigned to the transferring undertaking.

If sponsored workers transfer to the buyer, the incoming employer must establish whether it holds the necessary sponsor licence authorisation.

The seller’s sponsor licence does not automatically transfer with the acquired business assets.

Where the buyer already holds an appropriate licence, it may be able to accept sponsorship responsibility for the transferring workers under the qualifying transfer provisions.

Where the buyer does not hold the required authorisation, a new licence application or extension of licence scope may be necessary within the applicable 20-working-day period.

The parties should also assess whether the transfer changes the workers’ duties, salaries, working locations or other employment arrangements.

For example, a buyer may intend to integrate an acquired business into an existing operation and reorganise the roles performed by transferring Skilled Workers.

Even where the initial transfer qualifies for sponsorship continuity, subsequent changes to sponsored employment may require separate immigration assessment.

Immigration due diligence should therefore consider both the position at completion and the buyer’s intended operating model after acquisition.

 

7. What Happens to Sponsor Licences Following a Merger?

 

Corporate mergers can involve several different legal structures, and their sponsorship consequences should not be assumed to be identical.

A merger may involve one company acquiring another, the transfer of businesses into an existing group company, the creation of a new legal entity or the consolidation of several employing organisations.

Where sponsored workers move between legal employers, the incoming organisation must establish whether the qualifying transfer provisions apply and whether it has the necessary sponsorship authorisation.

Where the merger constitutes a relevant change in direct ownership under C4.5, the existing licence will be revoked or, where sponsored workers have transferred to another sponsor’s licence under the relevant arrangements, made dormant.

Where several group companies hold sponsor licences, the parties must establish which organisation will employ and sponsor each worker after the transaction.

Common ownership does not, by itself, mean that every group company is automatically authorised to sponsor workers under another group company’s licence.

Employers should also consider whether the transaction affects:

 

• The identity of the licensed sponsoring organisation.
• The legal employer of each sponsored worker.
• The scope of existing sponsor licence authorisations.
• Key personnel responsible for sponsorship compliance.
• The sponsor’s organisational structure and operating locations.
• Existing Certificates of Sponsorship and sponsored employment arrangements.
• The need for new licence applications, licence changes or Home Office notifications.

 

Complex mergers may require coordinated reporting and application arrangements across several legal entities.

The parties should establish a clear immigration responsibility matrix identifying which organisation must take each action and by when.

 

8. Can Group Companies Share a Sponsor Licence?

 

Employers should not assume that membership of the same corporate group allows separate companies to use a sponsor licence interchangeably.

A sponsor licence is granted to an approved organisation under the Home Office’s licensing arrangements.

Whether associated entities, branches or group operations fall within an existing licence depends on the structure and scope of the authorisation and the applicable sponsor guidance.

For example, where a parent company acquires a subsidiary employing sponsored workers, it should not assume that the parent’s existing sponsor licence automatically authorises every arrangement involving the subsidiary.

Equally, a subsidiary should not assume that it can sponsor workers under the parent’s licence merely because the companies have common directors or shareholders.

The relevant questions include which legal entity employs the workers, which organisation holds the licence and whether the Home Office has authorised the relevant sponsorship arrangements.

Where workers transfer between group companies, the parties must assess whether the transaction qualifies for sponsorship continuity or whether fresh sponsorship and immigration applications are necessary.

Group reorganisations should therefore be assessed in the same disciplined manner as transactions involving unrelated employers.

 

9. What Home Office Notifications Are Required When Ownership Changes?

 

Licensed sponsors must report specified changes to their organisational circumstances, including relevant mergers, takeovers and changes of ownership.

The applicable reporting requirements depend on the nature of the transaction and the organisation’s sponsor licence position.

Under the Home Office’s provisions governing relevant organisational changes, notifications generally need to be made within 20 working days of the relevant change.

However, employers must not assume that every sponsorship notification has the same deadline.

Other changes affecting individual sponsored workers can be subject to shorter reporting periods, commonly 10 working days.

Where a transaction involves both an organisational change and changes to individual sponsored workers’ circumstances, the employer should identify the applicable requirement for each notification.

The parties should also establish whether reporting must be completed by the outgoing sponsor, the incoming sponsor or both.

In some qualifying transfer cases, the incoming sponsor may not be able to report transferred workers through its Sponsor Management System account because the relevant sponsorship records are not visible.

The Home Office provides an alternative reporting process for these circumstances. Employers should follow the prescribed process and retain evidence of the information submitted.

Where the transaction involves a change of controlling ownership, employers must also assess whether a new sponsor licence application is required. Submitting a change notification does not necessarily remove that obligation.

Employers should maintain a written record of:

 

• The transaction structure and effective date.
• The legal entities involved.
• The nature of the ownership or organisational change.
• The sponsored workers affected.
• The relevant Home Office reporting and application deadlines.
• The notifications and applications submitted.
• Any Home Office correspondence or decisions.

 

These records may be important if the Home Office subsequently examines the sponsor’s compliance with its obligations.

 

10. How Should Employers Manage Sponsor Licences During Corporate Transactions?

 

Employers should assess sponsor licence requirements during transaction planning and immigration due diligence rather than waiting until the transaction has completed.

The starting point is to identify the legal structure of the transaction and establish whether it involves a change of employer, a change of ownership or both.

The parties should then identify all sponsored workers affected and determine which organisation will be responsible for their sponsorship after completion.

A practical sponsor licence transaction review should include:

 

1. Identify the transaction structure: Establish whether the transaction involves an asset purchase, share acquisition, merger, business transfer, outsourcing arrangement or internal group reorganisation.
2. Assess TUPE: Determine whether employees are expected to transfer automatically under the TUPE Regulations, obtaining employment law advice where necessary.
3. Review ownership changes: Establish whether changes in direct ownership or controlling shareholdings trigger separate Home Office sponsor licence requirements.
4. Identify sponsored workers: Confirm which employees hold sponsored immigration permission and which immigration routes apply.
5. Review existing licences: Establish which entities hold sponsor licences, the relevant routes and any existing compliance restrictions.
6. Determine future sponsorship responsibility: Identify the organisation that will employ and sponsor each affected worker following completion.
7. Assess licence applications: Establish whether a new sponsor licence or extension of licence scope is required and calculate the applicable deadline.
8. Review sponsorship continuity: Determine whether the workers can retain their existing immigration permission under the qualifying transfer provisions.
9. Identify reporting obligations: Allocate responsibility for outgoing and incoming sponsor notifications and establish the relevant deadlines.
10. Review employment changes: Assess whether proposed changes to occupations, duties, salaries or work arrangements create additional immigration requirements.
11. Assess right to work compliance: Identify the applicable checking arrangements, including the October 2026 changes affecting specified non-employee working arrangements.
12. Plan post-completion compliance: Ensure that the incoming organisation has appropriate HR systems, key personnel, record-keeping arrangements and reporting procedures.

 

Where the transaction involves several sponsoring entities or a substantial number of sponsored workers, employers should maintain a central immigration action plan covering the period before and after completion.

The plan should identify the person responsible for each Home Office application, notification and compliance task.

Employers should also build sufficient time into the transaction timetable for sponsor licence applications and any additional immigration requirements.

The key principle is that sponsor licence continuity must be established under the Home Office’s rules and cannot be inferred solely from the corporate transaction documents or the operation of TUPE.

For further guidance, see our Sponsor Licence guide and the Home Office sponsor guidance.

 

 

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Section C: Does the Incoming Employer Need a Sponsor Licence?

 

Yes, where an incoming employer takes responsibility for sponsored workers following a qualifying TUPE transfer, it must hold or obtain the appropriate Home Office sponsorship authorisation. The fact that employees transfer automatically under employment law does not exempt the receiving organisation from the UK’s sponsor licensing requirements.

Whether the incoming employer needs to make a new application depends on its existing sponsor licence status, the immigration routes under which the workers are sponsored and the circumstances of the transfer.

An employer that already holds a valid sponsor licence covering the relevant route may be able to accept sponsorship responsibility under the Home Office’s qualifying transfer provisions. An employer without the necessary authorisation will generally need to apply for a licence or extend the scope of an existing licence within the prescribed period.

The Home Office also imposes separate requirements where a corporate transaction involves a change in controlling ownership, even if the employing legal entity remains unchanged.

Employers should establish the appropriate licensing arrangements before completion wherever possible, particularly where sponsored employees are essential to the continuity of business operations.

 

1. When Does the Incoming Employer Need Its Own Sponsor Licence?

 

An incoming employer needs the appropriate sponsorship authorisation where it becomes responsible for workers whose immigration permission requires sponsorship under a relevant work route.

This commonly arises where a business acquisition, outsourcing arrangement, insourcing exercise or service provision change results in sponsored workers transferring from one legal employer to another.

The employer must determine whether it already holds a licence covering the workers’ immigration routes or whether a new application is necessary.

For example, a facilities management company may acquire a contract under which several Skilled Worker visa holders transfer from the outgoing contractor.

If the incoming contractor does not hold a Skilled Worker sponsor licence, it cannot assume that the outgoing contractor’s authorisation will cover the transferred employees indefinitely.

Instead, it must assess whether the transaction qualifies for the Home Office’s transfer provisions and comply with the requirements for obtaining the necessary sponsorship authorisation.

The relevant question is not simply whether TUPE applies, but which organisation will be responsible for sponsoring the workers after the transfer and whether that organisation is appropriately licensed.

 

2. What if the Incoming Employer Already Holds a Sponsor Licence?

 

Where the incoming employer already holds a valid sponsor licence covering the relevant immigration route, it may be able to accept responsibility for transferred sponsored workers without requiring a new licence application.

However, the Home Office’s qualifying transfer conditions must be satisfied.

Under the relevant sponsor guidance, these include the incoming sponsor accepting full sponsorship responsibility for the workers and the workers continuing in the same sponsored occupation code, with no material change taking the role outside the existing sponsored employment.

The incoming employer must also complete the applicable Home Office notifications and maintain the required sponsorship records.

An existing sponsor licence should not be treated as blanket authorisation to sponsor every category of worker.

For example, an organisation licensed under a Temporary Worker route must establish whether it also holds the necessary authorisation to sponsor Skilled Workers.

If the existing licence does not cover the relevant route, the employer may need to apply to extend its scope.

The incoming sponsor should also review the workers’ existing Certificates of Sponsorship, immigration permission, job duties, salaries and working arrangements.

Where the transaction involves significant post-transfer restructuring, the employer must assess whether any proposed changes trigger separate sponsorship or immigration application requirements.

 

3. What if the Incoming Employer Does Not Have a Sponsor Licence?

 

Where the incoming employer does not hold the necessary sponsor licence, the Home Office’s qualifying transfer provisions may allow the employer to apply for sponsorship authorisation following the transfer.

Under the relevant sponsor guidance, the incoming employer must generally submit a valid sponsor licence application within 20 working days of the sponsored workers moving to the organisation.

The employer must satisfy the applicable sponsor licence eligibility and suitability requirements, including demonstrating that it has appropriate systems and personnel to fulfil its sponsorship duties.

Submitting an application does not guarantee approval.

Employers should therefore assess their ability to meet the licence requirements before agreeing a transaction timetable that depends on continued employment of sponsored workers.

Where possible, an incoming employer should prepare its application in advance of completion, including identifying the required supporting documents, appointing key personnel and reviewing its HR compliance arrangements.

Waiting until after the transfer to begin preparing an application may leave insufficient time to meet the prescribed deadline.

 

4. What Is the 20-Working-Day Sponsor Licence Deadline?

 

The Home Office’s qualifying transfer provisions impose a specific application deadline where the incoming employer needs sponsorship authorisation for transferred workers.

The relevant sponsor guidance generally requires a valid application for a sponsor licence, or an extension of the scope of an existing licence, to be submitted within 20 working days of the sponsored workers moving to the incoming organisation.

This requirement is separate from the reporting obligations imposed on outgoing and incoming sponsors in connection with relevant organisational changes.

Employers must therefore distinguish between:

 

• The deadline for submitting a required sponsor licence application or extension of scope.
• The deadline for reporting the transfer or relevant organisational change to the Home Office.
• Any shorter reporting periods applicable to other changes affecting individual sponsored workers.

 

The deadlines may arise from the same transaction but involve different actions and legal requirements.

For example, an incoming employer without a sponsor licence may need to submit a valid application within the prescribed period while the outgoing sponsor separately reports the transfer of its sponsored workers.

The parties should identify the date from which each deadline is calculated and allocate responsibility for the relevant actions.

Employers should not assume that completing one Home Office notification satisfies every application or reporting obligation arising from the transaction.

 

5. What Counts as a Valid Sponsor Licence Application?

 

The requirement to submit a valid application is particularly important where the incoming employer relies on the Home Office’s qualifying transfer provisions.

A valid sponsor licence application must satisfy the applicable Home Office requirements for the application, including the relevant submission procedures, payment and supporting evidence requirements.

An employer should not assume that an application is valid merely because it has completed an online form or attempted to submit supporting documents.

Where the Home Office treats an application as invalid, the employer may not have satisfied the relevant 20-working-day requirement.

This creates a significant risk where an organisation leaves the application until the final days of the permitted period.

Before submission, employers should review:

 

• The legal identity and registration details of the applicant organisation.
• The sponsorship routes for which authorisation is required.
• The eligibility and suitability requirements applicable to the applicant.
• The appointment and eligibility of the required key personnel.
• The sponsor licence application fee.
• The supporting documents required under the current Home Office guidance.
• The procedures and deadlines for submitting supporting evidence.
• The organisation’s ability to demonstrate effective sponsorship compliance arrangements.

 

Where the transaction involves a newly formed company or a business that has recently changed ownership, the employer should also establish what evidence is available to demonstrate that it is genuinely operating or trading in the UK.

Professional review before submission may help identify deficiencies that could otherwise affect the validity or outcome of the application.

 

6. Can the Incoming Employer Extend an Existing Sponsor Licence?

 

Where the incoming employer already holds a sponsor licence but is not authorised under the immigration route required for the transferring workers, it may need to apply to extend the scope of its licence.

For example, an organisation authorised to sponsor workers under one route may acquire a business employing Skilled Worker visa holders.

The organisation must establish whether its existing licence covers Skilled Worker sponsorship.

If not, an extension of scope may be necessary to accept sponsorship responsibility for the affected employees.

Under the qualifying transfer provisions, an application to extend the scope of an existing licence may be subject to the same relevant 20-working-day requirement.

The employer must satisfy the Home Office that it meets the requirements for the additional route.

Approval should not be assumed merely because the organisation already holds a sponsor licence for another category of worker.

The employer should also consider whether the proposed sponsored roles meet the eligibility requirements for the relevant route.

Where different categories of sponsored workers are transferring, more than one route authorisation may be required.

 

7. Can Sponsored Workers Continue Working While the Licence Application Is Pending?

 

The Home Office’s qualifying transfer provisions recognise that sponsored workers may move to an incoming employer that must apply for sponsorship authorisation within the prescribed period.

Where the transaction qualifies and the relevant conditions are satisfied, the provisions may permit continuity of the workers’ existing immigration arrangements while the required licence application is considered.

However, this should not be treated as unrestricted permission for an unlicensed organisation to employ sponsored workers.

The employer must establish that the transaction falls within the relevant Home Office provisions, that the required application has been submitted validly and on time, and that the workers’ circumstances satisfy the applicable conditions.

The position may differ where the transaction does not qualify for the Home Office’s transfer arrangements or where the workers’ duties change.

Employers should also assess their separate obligations under the right to work regime.

In particular, they should establish what evidence is available of the workers’ immigration permission and which prescribed checking arrangements apply following the transfer.

Where the incoming employer’s ability to continue employing sponsored workers depends on a pending licence application, it should obtain advice on the individual circumstances rather than relying solely on the existence of an application reference number.

 

8. What Happens if the Sponsor Licence Application Is Refused?

 

Where an incoming employer submits a sponsor licence application following a qualifying transfer but the application is refused, the consequences can extend beyond the organisation’s inability to sponsor new workers.

Where the required licence application is refused, the transferred workers will have their immigration permission cancelled, except any workers who can be sponsored under an appropriate existing licence held by the incoming organisation.

A refusal may also disrupt the incoming employer’s ability to retain the transferred workforce in its existing roles.

Employers should therefore assess potential sponsor licence eligibility concerns before completion.

These may include deficiencies in HR systems, unsuitable key personnel, concerns about the genuineness of the business or sponsored roles, and previous immigration compliance issues.

Where the transaction is commercially dependent on retaining sponsored workers, the parties should consider how sponsor licence refusal risk will be addressed within the transaction planning and contractual arrangements.

Following a refusal, the employer should obtain prompt advice on the reasons for the decision, any available challenge or reapplication options and the immediate implications for affected workers.

 

9. What Happens if the 20-Working-Day Deadline Is Missed?

 

Missing the prescribed sponsor licence application deadline is a serious compliance failure.

Under the Home Office’s qualifying transfer guidance, where the incoming employer fails to submit the required valid application within 20 working days, affected sponsored workers’ immigration permission will be cancelled, subject to the exceptions identified in the guidance, including circumstances where the workers can be sponsored under an appropriate existing licence.

The employer should not assume that a late application or retrospective notification will automatically remedy the failure.

Nor should it assume that the absence of immediate Home Office correspondence means the workers’ immigration position is secure.

Where a deadline has been missed, the organisation should urgently establish:

 

• Which workers are affected.
• Whether the transfer qualifies under the relevant Home Office provisions.
• Whether a valid application was submitted within the prescribed period.
• Whether another appropriately licensed sponsor can lawfully assume responsibility.
• Whether any alternative immigration options are available to the workers.
• Whether the employer can lawfully continue the relevant employment arrangements.
• What action should be taken in response to the Home Office and any resulting compliance concerns.

 

These matters require an individual assessment of the transaction and the affected workers’ immigration circumstances.

The commercial importance of retaining a transferred workforce does not override the applicable immigration requirements.

 

10. Does the Incoming Employer Need to Assign New Certificates of Sponsorship?

 

A qualifying TUPE transfer does not necessarily require the incoming employer to assign new Certificates of Sponsorship to the transferred workers.

Under the Home Office’s sponsorship continuity provisions, workers may be able to retain their existing immigration permission without a new Certificate of Sponsorship or change-of-employment application solely because of the qualifying transfer.

For an incoming employer that already holds the necessary licence, the relevant conditions include acceptance of sponsorship responsibility and the continuation of the workers’ existing duties.

Where the incoming employer needs to obtain sponsorship authorisation, the separate qualifying transfer provisions governing licence applications must also be satisfied.

However, the absence of a new CoS requirement for the transfer itself does not mean that a new CoS will never be required.

For example, a new Certificate of Sponsorship and immigration application may become necessary where:

 

• The worker moves into a different occupation that triggers the change-of-employment requirements.
• The worker needs to extend their immigration permission.
• The worker changes employer outside the qualifying transfer provisions.
• The existing sponsorship arrangements no longer satisfy the relevant immigration rules.

 

The applicable salary, occupation and other eligibility requirements must be assessed at the time of any new immigration application.

Employers should also consider whether assigning a new Certificate of Sponsorship creates an Immigration Skills Charge liability, subject to the relevant exemptions.

A qualifying TUPE transfer that does not require a new CoS does not, by itself, create a new Immigration Skills Charge merely because sponsorship responsibility changes.

 

11. What Sponsor Compliance Duties Does the Incoming Employer Assume?

 

Once the incoming employer accepts responsibility for transferred sponsored workers, it must comply with the sponsorship duties applicable to their immigration routes.

These obligations are ongoing and extend beyond the initial Home Office notifications associated with the transfer.

The employer must maintain appropriate systems for monitoring sponsored workers, retaining required records and reporting relevant changes.

Its responsibilities may include:

 

• Maintaining accurate records of sponsored workers’ identities and immigration permission.
• Monitoring attendance and relevant absences.
• Keeping records of sponsored roles, salaries and working arrangements.
• Reporting changes that fall within the Home Office’s reporting requirements.
• Ensuring that sponsored workers undertake employment permitted by their immigration conditions.
• Maintaining appropriate records of work locations and relevant changes.
• Ensuring that the organisation’s key personnel understand their sponsorship responsibilities.
• Responding to Home Office compliance enquiries and requests for information.
• Maintaining effective right to work checking arrangements.

 

Where the incoming employer acquires a substantial sponsored workforce, it should ensure that its existing HR systems can accommodate the additional employees and their immigration monitoring requirements.

Employers should also review whether the acquired workforce presents compliance risks that were not identified before completion.

For example, discrepancies between sponsored job descriptions and actual duties, salary changes or incomplete records may require investigation and corrective action.

The incoming employer should not assume that the outgoing sponsor’s previous compliance arrangements were sufficient merely because the workers hold valid immigration permission.

 

12. How Should Employers Prepare for Sponsor Licence Requirements Before TUPE?

 

The most effective approach is to assess sponsorship requirements before the transfer takes effect and incorporate the necessary actions into the transaction timetable.

Employers should begin by identifying the affected sponsored workers and establishing the legal entities that will employ them after completion.

They should then determine whether the incoming employer has the appropriate sponsor licence authorisation and whether the transfer qualifies for the Home Office’s sponsorship continuity provisions.

A practical pre-transfer preparation process should include:

 

1. Identify the sponsored workforce: Obtain accurate information about all sponsored employees expected to transfer.
2. Confirm immigration routes: Establish whether the workers are sponsored under Skilled Worker or another relevant route.
3. Review the incoming employer’s licence: Confirm whether the organisation already holds the necessary authorisation.
4. Assess licence scope: Identify whether additional sponsorship routes must be added.
5. Determine whether an application is required: Establish whether the employer must apply for a new licence or an extension of scope.
6. Calculate the application deadline: Identify the relevant transfer date and the prescribed 20-working-day period.
7. Prepare supporting evidence: Assemble the documents required under the current Home Office sponsor guidance.
8. Review key personnel: Confirm that suitable individuals are appointed to manage the sponsor licence.
9. Assess sponsorship continuity: Establish whether workers can retain their existing immigration permission.
10. Review planned employment changes: Identify whether post-transfer changes to duties, occupation codes, salaries or work arrangements create additional immigration requirements.
11. Allocate reporting responsibilities: Establish which notifications must be submitted by the outgoing and incoming sponsors.
12. Plan right to work compliance: Identify the applicable TUPE checking arrangements and any additional responsibilities arising under the rules effective from 1 October 2026.
13. Prepare post-transfer monitoring: Ensure that the incoming employer can maintain the required sponsorship records and reporting systems.
14. Document the compliance plan: Retain evidence of the decisions, applications, notifications and actions undertaken.

 

Where the transaction involves several sponsored workers or multiple employing entities, employers should consider maintaining a central schedule showing each worker’s immigration route, current permission, future sponsor and any outstanding compliance action.

Immigration planning should also be coordinated with the employer’s employment law advisers and transaction team so that the TUPE arrangements, corporate documentation and sponsorship requirements are consistent.

The incoming employer’s sponsorship position should be established before completion wherever possible, rather than relying on the 20-working-day application period as the starting point for compliance planning.

For further information, see our Sponsor Licence Eligibility, Sponsor Licence Application and Sponsor Licence Supporting Documents guides.

 

 

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Section D: Can Sponsored Workers Keep Their Existing Visas After a TUPE Transfer?

 

Yes, sponsored workers may be able to retain their existing immigration permission following a qualifying TUPE transfer without making a new visa application. However, this is subject to the Home Office’s sponsorship continuity provisions and the circumstances of the transfer.

The transfer of employment under TUPE does not, by itself, establish that a worker’s immigration permission remains valid for the new employment arrangements.

Employers must establish whether the transfer qualifies under the Home Office guidance, whether the incoming organisation has or obtains the necessary sponsorship authorisation and whether the conditions for continuing under existing immigration permission are satisfied.

For an appropriately licensed incoming sponsor, the relevant conditions include acceptance of full sponsorship responsibility and the continuation of the worker’s existing duties.

Where the incoming employer does not yet hold the necessary licence, separate provisions apply to obtaining sponsorship authorisation following a qualifying transfer.

Employers should distinguish between the worker’s ability to retain existing permission because of the transfer and any subsequent changes to employment that may require a new Certificate of Sponsorship or immigration application.

 

1. Does TUPE Automatically Protect a Sponsored Worker’s Visa?

 

No. TUPE provides employment law protection but does not automatically protect or transfer immigration sponsorship.

Where TUPE applies, an employee’s employment contract will generally transfer to the incoming employer, together with the relevant contractual rights and liabilities.

However, immigration permission remains subject to the Immigration Rules and Home Office sponsorship requirements.

The Home Office recognises that sponsored workers may move between employers as a result of qualifying mergers, takeovers and TUPE transfers.

Its guidance provides arrangements under which workers can, in specified circumstances, continue under their existing immigration permission without making a fresh change-of-employment application solely because of the transfer.

These arrangements are conditional.

For example, a Skilled Worker may transfer to a new employer under TUPE and continue performing the same sponsored duties. If the incoming employer satisfies the applicable sponsorship requirements, the worker may not need to make a new visa application simply because the employing organisation has changed.

However, if the incoming employer does not obtain the necessary sponsorship authorisation or the relevant qualifying transfer requirements are not satisfied, the worker’s immigration position may be affected.

Employers should therefore assess immigration continuity independently of the TUPE employment law analysis.

 

2. What Are the Conditions for Keeping Existing Immigration Permission?

 

The Home Office’s qualifying transfer provisions allow sponsored workers to retain existing immigration permission in specified circumstances involving mergers, takeovers and transfers protected by TUPE or similar arrangements.

For an incoming employer that already holds the necessary sponsor licence authorisation, the relevant conditions include:

 

• Appropriate sponsorship authorisation: The incoming organisation must hold a valid sponsor licence covering the relevant immigration route.
• Acceptance of responsibility: The incoming sponsor must confirm that it accepts full sponsorship responsibility for the transferred workers.
• Sponsored occupation: The workers must continue in the same sponsored occupation code, with no material change taking the role outside the existing sponsored employment.
• Compliance with reporting obligations: The relevant outgoing and incoming sponsor notifications must be completed in accordance with the applicable requirements.

 

Where the incoming employer does not hold the required licence, the Home Office has separate provisions allowing a qualifying incoming organisation to apply for sponsorship authorisation within the prescribed period.

These arrangements should not be confused with the ordinary rules governing a sponsored worker who voluntarily changes employer outside a qualifying transfer.

Employers should document the basis on which they consider the transfer to qualify for sponsorship continuity.

They should also retain appropriate evidence of the transaction, the workers’ existing sponsored employment and the incoming employer’s acceptance of sponsorship responsibility.

 

3. Do Sponsored Workers Need a New Certificate of Sponsorship?

 

A new Certificate of Sponsorship is not necessarily required where a sponsored worker transfers under qualifying TUPE arrangements.

Under the Home Office’s sponsorship continuity provisions, affected workers may be able to retain their existing immigration permission without the incoming employer assigning a fresh CoS solely because of the transfer.

This is an important distinction from an ordinary change of sponsoring employer.

Outside the qualifying transfer provisions, a sponsored worker changing employer will generally need to satisfy the applicable change-of-employment requirements, which may include a new CoS and immigration application.

However, employers should not assume that a qualifying TUPE transfer permanently removes the need for further sponsorship documentation.

A new CoS may subsequently be required where the worker needs to extend their immigration permission or where changes to their sponsored employment trigger the relevant immigration requirements.

For example, if the incoming employer transfers a Skilled Worker into a different occupation following completion, the worker may need a new CoS and change-of-employment application before undertaking the new role.

Whether a new CoS is required depends on the specific immigration route, the nature of the change and the applicable Immigration Rules.

 

4. Do Sponsored Workers Need to Make a New Visa Application?

 

Where the Home Office’s qualifying transfer provisions apply and the relevant conditions are satisfied, sponsored workers may not need to make a new immigration application solely because their employment transfers under TUPE.

Their existing immigration permission can continue, subject to its original expiry date and applicable conditions.

For example, a Skilled Worker holding permission until a specified date may transfer to an appropriately licensed incoming employer and continue working under that permission where the sponsorship continuity requirements are met.

The transfer does not automatically extend the worker’s immigration permission.

Nor does it remove the need to make a further application where the worker subsequently requires an extension or undertakes a change of employment that triggers the applicable rules.

Employers should also consider whether any immigration applications are pending at the date of transfer.

Where a worker has already submitted an extension or change-of-employment application, the transaction may create additional issues requiring assessment and, where appropriate, communication with the Home Office.

Each worker’s immigration position should be reviewed individually rather than assuming that the same arrangements apply to every member of the transferring workforce.

 

5. What Does the Requirement for Unchanged Duties Mean?

 

The Home Office’s qualifying transfer provisions place particular importance on the continuation of the sponsored worker’s existing duties.

For an incoming sponsor relying on the relevant sponsorship continuity arrangements, the worker’s duties must remain unchanged in accordance with the guidance.

This requirement is important because sponsorship authorisation is linked to the nature of the employment for which the worker was originally sponsored.

A TUPE transfer may change the legal employer without materially changing the work performed by the employee.

For example, a sponsored IT specialist may transfer from one outsourcing contractor to another while continuing to provide the same services to the same client.

In those circumstances, the continuity of duties may support reliance on the qualifying transfer provisions, provided the other requirements are satisfied.

By contrast, an incoming employer may intend to combine departments, restructure job roles or move transferred workers into different occupations.

These changes require separate immigration assessment.

Employers should distinguish between administrative changes associated with a new employer and substantive changes to the work performed.

Changes in job title alone do not necessarily establish that a worker has moved into a different occupation, but the actual duties must be examined.

Where a proposed change affects the worker’s occupation code or triggers the relevant change-of-employment requirements, a fresh CoS and immigration application may be necessary.

 

6. Can the Incoming Employer Change a Sponsored Worker’s Job After TUPE?

 

An incoming employer may wish to reorganise the workforce following a TUPE transfer, but changes to sponsored workers’ roles must be assessed against the applicable immigration requirements.

Employment law may permit certain contractual or organisational changes, subject to TUPE and other employment law protections. However, immigration sponsorship creates additional restrictions.

For Skilled Workers, a change to a role falling under a different occupation code may require a change-of-employment application.

Other changes may trigger reporting obligations or require assessment of the worker’s continuing eligibility.

For example, a sponsored employee transferring as a software developer may subsequently be offered a managerial role with materially different duties.

The incoming employer must assess whether the new position falls within the existing occupation code and whether a fresh sponsorship and immigration application is required.

The employer should not assume that the worker can begin performing the new role merely because the employment contract transferred under TUPE.

Where a new immigration application is required, the worker must comply with the relevant conditions governing when the new employment can begin.

Employers should therefore review proposed post-transfer restructurings before implementing changes affecting sponsored workers.

 

7. Can Sponsored Workers Change Salary Following TUPE?

 

Changes to sponsored workers’ salaries following TUPE may have immigration implications, particularly under the Skilled Worker route.

The incoming employer must ensure that the worker continues to satisfy the applicable sponsorship requirements.

These requirements can depend on the worker’s immigration history, occupation code, working hours and any relevant transitional provisions.

A reduction in salary may create compliance concerns where the revised pay falls below the applicable requirement or where the change must be reported to the Home Office.

For example, an incoming employer may intend to harmonise salaries across an acquired workforce.

Before applying a new pay structure to sponsored workers, it should establish whether the proposed salaries remain compliant with the relevant immigration requirements.

The employer should also consider whether a change in working hours affects the salary calculation.

Where the worker subsequently needs to extend their immigration permission or make a change-of-employment application, the salary requirements applicable to that application must be assessed separately.

Employers should not assume that the salary threshold applying when a worker was originally sponsored will necessarily remain available indefinitely.

Any relevant transitional arrangements must be established by reference to the worker’s individual circumstances and the Immigration Rules in force at the relevant time.

 

8. Does a TUPE Transfer Affect the Worker’s Visa Expiry Date?

 

A qualifying TUPE transfer does not automatically extend the expiry date of a sponsored worker’s existing immigration permission.

Where the worker can retain their existing permission under the Home Office’s qualifying transfer provisions, that permission generally continues subject to its existing validity period and conditions.

For example, a Skilled Worker whose permission expires six months after the transfer will ordinarily still need to address their immigration position before that expiry date.

The incoming employer should therefore identify the expiry dates of all transferred sponsored workers during immigration due diligence.

Where permission is due to expire shortly after completion, the employer should assess whether an extension application will be required and what sponsorship arrangements must be in place to support it.

This may involve assigning a new Certificate of Sponsorship and satisfying the immigration requirements applicable at the time of the application.

Employers should not rely on the TUPE transfer itself as a basis for extending immigration permission or avoiding future sponsorship obligations.

 

9. What Happens if a Sponsored Worker Has a Pending Visa Application?

 

A TUPE transfer may take place while a sponsored worker has an outstanding immigration application.

For example, the worker may have applied to extend their Skilled Worker permission or may be awaiting a decision on another immigration application.

In these circumstances, the employer should assess how the transfer affects the information and sponsorship arrangements supporting the application.

The correct approach will depend on the nature of the application, the immigration route, the stage of the process and whether the Home Office’s qualifying transfer provisions apply.

The parties should establish whether the Home Office needs to be informed of the change and whether any further evidence or sponsorship action is required.

Where the application was supported by a Certificate of Sponsorship assigned by the outgoing employer, the incoming employer should obtain advice on the implications of the transfer before assuming that the existing application can proceed unchanged.

Employers should also consider whether the worker benefits from continuing immigration permission while a valid in-time application remains pending, subject to the relevant statutory provisions.

These cases should be reviewed individually because errors may affect both the pending application and the worker’s ability to continue employment.

 

10. Does TUPE Affect a Skilled Worker’s Route to Settlement?

 

A qualifying TUPE transfer does not automatically reset a Skilled Worker’s period of qualifying residence for settlement.

Where the worker continues to hold qualifying immigration permission and satisfies the relevant requirements, the change of employer under TUPE does not necessarily interrupt their immigration history.

However, settlement eligibility depends on the Immigration Rules applicable when the worker applies.

These may include requirements relating to qualifying residence, continuous residence, immigration status, sponsorship, salary and other relevant conditions.

Employers should not assume that continuity of employment under TUPE automatically establishes continuity of residence or eligibility for indefinite leave to remain.

For example, a worker approaching settlement may transfer to a new employer shortly before their intended application date.

The incoming employer should assess whether it can provide any required sponsorship confirmation and whether the worker continues to satisfy the relevant employment and immigration conditions.

Where a transfer occurs close to a planned settlement application, early immigration advice may help identify potential complications.

 

11. What Happens if the Incoming Employer’s Sponsor Licence Application Is Refused?

 

Where the incoming employer requires a sponsor licence following a qualifying transfer and its application is refused, the affected workers’ immigration position may be jeopardised.

Where the required licence application is refused, the transferred workers will have their immigration permission cancelled, except any workers who can be sponsored under an appropriate existing licence held by the incoming organisation.

Employers should distinguish between a licence application that remains under consideration and an application that has been refused.

They should also avoid assuming that workers can continue indefinitely under the outgoing employer’s sponsorship after their employment has transferred.

Where refusal occurs, the incoming employer should urgently establish the implications for each affected worker, including whether alternative lawful sponsorship or immigration options exist.

Any continued employment arrangements must also be assessed against the worker’s immigration conditions and the employer’s right to work obligations.

The risk of refusal should be considered during pre-transfer due diligence, particularly where the incoming employer has not previously held a sponsor licence.

 

12. What Happens if the Incoming Employer Misses the Sponsorship Deadline?

 

Where an incoming employer is required to submit a valid sponsor licence application within 20 working days of a qualifying transfer, failure to meet that requirement can have serious consequences.

The Home Office sponsor guidance provides for cancellation of affected workers’ immigration permission where the required valid application is not submitted within the prescribed period, subject to the exceptions identified in the guidance.

These include circumstances where workers can be sponsored under an appropriate existing licence.

Employers should not assume that submitting an application after the deadline will automatically restore the workers’ immigration position.

Nor should they assume that a retrospective notification will remedy the failure.

Where a deadline has been missed, the employer should establish whether the qualifying transfer provisions apply, whether any valid application was submitted and whether an alternative sponsorship arrangement is available.

The immigration position of each affected worker should be reviewed urgently.

The employer should also assess its separate right to work obligations and whether it can lawfully continue the relevant employment arrangements.

Because the consequences may affect several employees simultaneously, sponsorship deadlines should be treated as critical transaction compliance requirements.

 

13. Does the Incoming Employer Need to Conduct New Right to Work Checks?

 

The incoming employer must consider its right to work obligations separately from the question of whether transferred sponsored workers can retain their existing immigration permission.

On a qualifying TUPE transfer, the incoming employer obtains the benefit of any statutory excuse established by the outgoing employer, but can inherit exposure where the original check was defective. The Home Office therefore advises fresh checks and allows a 60-calendar-day grace period from the transfer in which to complete them. The grace period does not extend the deadline for any subsequent follow-up check.

The transfer does not remove the requirement for the worker to hold permission to undertake the relevant employment.

From 1 October 2026, the statutory right to work framework also applies to specified working arrangements beyond traditional employment.

The expanded regime includes relevant worker engagements, individual subcontracting arrangements and certain online matching services, subject to the statutory definitions and applicable requirements.

This is particularly relevant where a TUPE transfer arises from outsourcing, insourcing or a service contract change.

Employers should establish which organisation has the relevant checking responsibilities under the actual contractual arrangements.

Right to work checks must be completed using an appropriate prescribed method, which may include a Home Office online check, a permitted manual check or a qualifying digital verification service.

Where a digital verification service is used, the employer should ensure that it meets the applicable certification and registration requirements.

Employers should also follow the Home Office’s code of practice on avoiding unlawful discrimination when conducting checks.

The relevant procedures should be applied consistently rather than selectively checking individuals because of their nationality, ethnicity or perceived immigration status.

Further guidance is available in our Right to Work Checks guide and the Home Office employer guidance.

 

14. How Can Employers Protect Sponsored Workers’ Immigration Status During TUPE?

 

Employers can reduce immigration risks by identifying sponsored workers early, assessing the qualifying transfer provisions and establishing the incoming organisation’s sponsorship arrangements before completion.

A practical immigration continuity review should include:

 

1. Identify sponsored workers: Confirm which employees hold sponsored immigration permission and are expected to transfer.
2. Review existing immigration permission: Record each worker’s immigration route, permission expiry date and relevant conditions.
3. Confirm the transfer structure: Establish whether TUPE applies and whether the transaction qualifies under the Home Office’s sponsorship continuity provisions.
4. Assess the incoming sponsor: Confirm whether the incoming employer holds or needs to obtain appropriate sponsorship authorisation.
5. Review duties: Establish whether the workers will continue performing the same sponsored duties following the transfer.
6. Assess proposed changes: Identify any planned changes to occupations, salaries, working hours or other material employment arrangements.
7. Review pending applications: Identify workers with outstanding immigration applications and assess whether further Home Office action is necessary.
8. Calculate deadlines: Establish the relevant sponsor licence application and reporting deadlines.
9. Confirm sponsorship responsibility: Ensure that the incoming sponsor accepts responsibility where required.
10. Plan right to work compliance: Establish the applicable TUPE checking arrangements and requirements under the rules effective from 1 October 2026.
11. Monitor future expiry dates: Identify workers requiring immigration extensions or other applications after completion.
12. Maintain records: Retain evidence of the transfer, sponsorship assessments, Home Office notifications and relevant compliance actions.

 

Employers should also ensure that transferred workers receive appropriate information about any immigration action they need to take.

Where a worker’s immigration permission may be affected by a proposed change in role or a sponsor licence problem, the employer should obtain advice before implementing the change.

The central objective is to ensure that employment continuity under TUPE is supported by lawful immigration sponsorship arrangements throughout the transfer and subsequent workforce integration.

For further information, see our Skilled Worker Visa and Sponsor Licence Compliance guides.

 

 

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Section E: What Must the Outgoing Sponsor Do?

 

The outgoing employer has important immigration sponsorship obligations when sponsored workers transfer to another organisation under TUPE. Although employment contracts may transfer automatically under the employment law provisions, the outgoing sponsor must separately comply with the Home Office’s requirements for reporting changes affecting its organisation and sponsored workforce.

The outgoing sponsor must not assume that its responsibilities end automatically on the TUPE transfer date. It must establish which workers have transferred, identify the applicable Home Office reporting requirements and ensure that the relevant notifications are completed within the prescribed deadlines.

The outgoing employer should also cooperate with the incoming organisation to establish the sponsorship arrangements for transferred workers, including whether the incoming employer holds or needs to obtain the necessary sponsor licence authorisation.

These obligations are particularly important where the transaction involves a substantial sponsored workforce, a transfer of only part of a business or changes to the outgoing employer’s ownership and organisational structure.

 

1. Does the Outgoing Sponsor Have to Notify the Home Office?

 

Yes. Where sponsored workers transfer to another organisation under qualifying TUPE arrangements, the outgoing sponsor must assess and comply with the applicable Home Office reporting requirements.

The Home Office’s sponsor guidance requires licensed sponsors to report specified organisational changes, including relevant mergers, takeovers and transfers affecting sponsored workers.

These notifications enable the Home Office to understand what has happened to the sponsoring organisation and which employer is responsible for the affected workers.

The outgoing sponsor should establish the nature of the transaction, the date of transfer and the identity of the incoming employer.

It should also identify which sponsored workers have transferred and whether any sponsored employees remain with the outgoing organisation.

Employers should distinguish between reporting the transfer of sponsored workers and reporting changes to the sponsor’s own organisation.

Depending on the transaction, both types of notification may be necessary.

The outgoing sponsor should retain evidence of the notifications submitted and any related Home Office correspondence.

 

2. What Is the Reporting Deadline for the Outgoing Sponsor?

 

Under the Home Office’s provisions governing relevant organisational changes, the outgoing sponsor will generally need to report a qualifying merger, takeover or TUPE-related change within 20 working days.

The employer should establish the date on which the relevant reportable event occurred and calculate the deadline accordingly.

However, not every sponsorship notification is subject to the same reporting period.

Changes affecting individual sponsored workers may be subject to different requirements, including the shorter 10-working-day reporting period applicable to specified worker events.

Where a transaction gives rise to several reporting obligations, the outgoing sponsor should identify the correct deadline for each.

For example, a business transfer may require an organisational change notification while a separate event affecting a sponsored worker may trigger an additional reporting obligation.

Employers should not assume that submitting one notification within 20 working days automatically satisfies every reporting requirement arising from the transaction.

Where the relevant deadline has already passed, the outgoing sponsor should establish what corrective action is necessary and assess whether the failure creates wider sponsor licence compliance concerns.

 

3. Which Sponsored Workers Must Be Reported?

 

The outgoing sponsor should identify all workers whose sponsorship arrangements are affected by the transfer.

This may include Skilled Workers and individuals sponsored under other relevant work routes.

The employer should establish whether each worker is transferring to the incoming organisation, remaining with the outgoing employer or otherwise experiencing a change that affects their sponsorship.

Particular attention should be given to workers who:

 

• Are assigned to the transferring business or service.
• Hold sponsored immigration permission at the transfer date.
• Are temporarily absent from work when the transfer takes effect.
• Are working at client sites or other locations away from the outgoing employer’s premises.
• Have pending immigration applications.
• Are approaching the expiry of their immigration permission.
• Have recently experienced changes to their sponsored employment.
• May not transfer because of the particular employment law circumstances.

 

The outgoing sponsor should not rely solely on a general employee transfer list without checking which individuals are sponsored and what reporting requirements apply to them.

Where the transaction involves multiple business units or locations, a worker-by-worker reconciliation may be necessary.

 

4. What Information Should the Outgoing Sponsor Report?

 

The information required depends on the nature of the transaction and the Home Office reporting process applicable to the sponsor.

The outgoing employer should be prepared to provide sufficient information to identify the relevant organisational change and the sponsored workers affected.

This may include:

 

• The identity of the outgoing sponsoring organisation.
• The outgoing employer’s sponsor licence details.
• The identity of the incoming organisation.
• The effective date of the transfer.
• The nature of the transaction, such as a business transfer, outsourcing arrangement or merger.
• The sponsored workers affected.
• The workers’ relevant sponsorship details.
• Whether the outgoing employer will continue operating after the transfer.
• Whether any sponsored workers will remain with the outgoing organisation.
• Other information required under the applicable Home Office reporting procedure.

 

The employer should follow the current Home Office guidance and the relevant Sponsor Management System instructions when preparing its notification.

Where supporting evidence is required, the organisation should ensure that the information submitted is accurate and consistent with the transaction documentation.

 

5. How Does the Outgoing Sponsor Report a TUPE Transfer?

 

Licensed sponsors ordinarily use the Sponsor Management System (SMS) to manage specified sponsorship functions and submit relevant notifications to the Home Office.

The outgoing sponsor should identify the appropriate reporting function for the transaction and follow the applicable Home Office instructions.

Depending on the circumstances, the report may concern an organisational change, the transfer of sponsored workers or another relevant sponsorship event.

The employer should ensure that the notification accurately describes the transaction rather than treating a qualifying TUPE transfer as an ordinary voluntary resignation or unrelated change of employer.

Where the Home Office requires additional information or supporting evidence, the sponsor should provide it through the prescribed process.

The Home Office also provides alternative reporting arrangements for certain qualifying transfers where the incoming sponsor cannot access the transferred workers’ sponsorship records through its own SMS account.

The outgoing employer should coordinate with the incoming sponsor so that the parties understand their respective reporting responsibilities.

Evidence of submission should be retained, including relevant SMS records, acknowledgements and correspondence.

 

6. Must the Outgoing Sponsor Withdraw Existing Certificates of Sponsorship?

 

The outgoing sponsor should not assume that a qualifying TUPE transfer requires the automatic withdrawal or cancellation of every existing Certificate of Sponsorship associated with the transferred workers.

Where the Home Office’s sponsorship continuity provisions apply, workers may be able to retain their existing immigration permission without a new CoS or immigration application solely because of the transfer.

The outgoing sponsor should therefore establish the correct reporting and sponsorship arrangements before taking action that could affect the workers’ immigration records.

In particular, the employer should avoid treating the transfer as an ordinary termination of sponsored employment without considering the qualifying transfer provisions.

The correct action will depend on the worker’s immigration route, the nature of the transfer, the status of the relevant sponsorship records and the Home Office’s current instructions.

Where a Certificate of Sponsorship has been assigned but the associated immigration application has not yet been decided, the implications of the transfer should be assessed individually.

Employers should obtain advice where the appropriate SMS action is unclear, particularly where an incorrect notification could affect an ongoing immigration application.

 

7. Does the Outgoing Sponsor Remain Responsible After the Transfer?

 

The outgoing sponsor’s responsibilities depend on the circumstances of the transaction and the stage at which sponsorship responsibility passes to the incoming organisation under the Home Office’s relevant provisions.

The outgoing employer should not assume that its duties cease automatically at the moment employment contracts transfer under TUPE.

It must complete the reporting obligations applicable to the transaction and address any outstanding compliance matters relating to its period of sponsorship.

Where the outgoing employer continues operating and retains other sponsored workers, it must continue meeting its sponsorship duties in relation to those employees.

Where the outgoing organisation ceases trading or undergoes a change affecting its sponsor licence, separate Home Office requirements may apply.

For example, a business may transfer its operating activities and sponsored workforce to another legal entity while the original company remains registered but no longer carries on the sponsored business.

The outgoing employer should establish whether its licence remains appropriate and what notifications are required.

The transfer should also be documented so that the parties can demonstrate which organisation was responsible for sponsorship at the relevant stages.

 

8. What Records Should the Outgoing Sponsor Provide to the Incoming Employer?

 

The outgoing sponsor should cooperate with the incoming employer to ensure that relevant immigration information is available for due diligence and post-transfer compliance.

The information required may go beyond the employee liability information that must be supplied under TUPE.

Immigration records may include:

 

• The worker’s name and relevant identifying information.
• The immigration route under which the worker is sponsored.
• The worker’s immigration permission and expiry date.
• The existing Certificate of Sponsorship reference and relevant details.
• The sponsored job title and occupation code.
• The worker’s actual duties and responsibilities.
• Salary and working hours information.
• Normal and additional work locations.
• Relevant attendance and absence records.
• Home Office notifications affecting the worker.
• Outstanding immigration applications or enquiries.
• Known sponsorship compliance concerns.

 

The information should be accurate and sufficiently detailed to enable the incoming employer to assess its responsibilities.

Employers must also comply with applicable data protection requirements when sharing personal information.

Access should be limited to information that is necessary for legitimate transaction, employment and immigration compliance purposes, with appropriate security arrangements.

 

9. Must the Outgoing Sponsor Provide Right to Work Records?

 

The outgoing employer should consider what right to work records the incoming employer needs to establish and maintain compliance following the transfer.

The Home Office provides specific arrangements for employees acquired through qualifying TUPE transfers, including provisions concerning checks previously undertaken by the outgoing employer.

The incoming employer may be able to rely on qualifying checks undertaken by the outgoing employer, subject to the applicable conditions.

The Home Office also provides a 60-calendar-day period for conducting fresh checks in relevant TUPE circumstances.

The outgoing employer should therefore ensure that relevant checking records are available and that the incoming organisation understands any limitations or outstanding issues.

Information may include:

 

• The method used to establish the worker’s right to work.
• The date of the original check.
• Evidence retained from the prescribed checking process.
• Any follow-up checking requirements.
• Relevant Home Office online check or Employer Checking Service records.
• Known restrictions affecting the work the individual is permitted to undertake.

 

From 1 October 2026, the statutory right to work framework extends to certain arrangements beyond traditional employment. This may be relevant where the transfer involves individual subcontractors, workers engaged under relevant contracts or specified online matching services.

The outgoing and incoming organisations should establish their respective obligations under the applicable statutory definitions rather than assuming that the TUPE employment analysis determines every right to work responsibility.

Right to work information must be handled securely and shared in accordance with applicable data protection requirements.

 

10. What if Some Sponsored Workers Do Not Transfer?

 

Not every employee associated with a business or service will necessarily transfer under TUPE.

The employment law position may depend on the employee’s assignment to the relevant undertaking or activities, the statutory conditions and any applicable exceptions.

The outgoing sponsor must establish the position of each sponsored worker rather than assuming that the entire sponsored workforce has transferred.

Where a sponsored worker remains employed by the outgoing organisation, that employer will ordinarily continue to be responsible for the worker’s sponsorship, subject to the applicable requirements.

Where a worker’s employment ends or their sponsorship circumstances otherwise change, separate Home Office reporting obligations may arise.

For example, an employer may transfer a service contract involving ten employees, but only six may be assigned to the transferring activities.

If four employees remain with the outgoing employer, their sponsorship arrangements must be considered separately from those of the transferring workers.

The outgoing sponsor should maintain accurate records distinguishing the two groups.

Any changes to sponsored roles, work locations or other reportable circumstances should also be assessed.

 

11. What if the Outgoing Sponsor Is Closing or Ceasing Trading?

 

Where a TUPE transfer forms part of the closure, sale or cessation of the outgoing employer’s business, additional sponsor licence requirements may arise.

The outgoing sponsor should establish whether it will continue to exist and operate after the transaction.

It should also determine whether it will retain any sponsored workers and whether its sponsor licence remains necessary.

Where the organisation ceases trading or undergoes a relevant organisational change, the Home Office may take action affecting its sponsor licence in accordance with the applicable guidance.

The outgoing employer must report the relevant circumstances and should not assume that the licence can remain active indefinitely simply because the company has not yet been formally dissolved.

Where the organisation is insolvent or entering administration, the position may be more complex.

The parties should identify which legal entity will employ the workers, whether a qualifying transfer takes place and how the relevant sponsorship obligations will be met.

Where sponsored workers are transferred to a buyer or successor organisation, the incoming employer’s licence position must be established.

Early coordination is particularly important where the transaction timetable is compressed because of financial distress.

 

12. What if the Outgoing Sponsor Has Compliance Problems?

 

Existing sponsorship compliance problems do not necessarily disappear when a business or workforce transfers to another employer.

The outgoing sponsor remains accountable for relevant compliance obligations arising during its period of sponsorship, and the incoming employer must assess the risks associated with the transferred workforce.

Potential issues may include:

 

• Incomplete sponsored worker records.
• Unreported changes in employment circumstances.
• Discrepancies between sponsored duties and actual work.
• Salary or working hours concerns.
• Outstanding Home Office compliance enquiries.
• Pending sponsor licence enforcement action.
• Right to work checking deficiencies.
• Unresolved immigration applications or sponsorship questions.

 

The outgoing employer should establish what information must be disclosed to the incoming organisation and how any outstanding Home Office obligations will be addressed.

The incoming employer should not assume that the transfer automatically cures historical non-compliance.

Where compliance problems are identified before completion, the parties should consider appropriate corrective action and assess whether the issues affect the workers’ ability to continue under their existing immigration permission.

Where the Home Office has already suspended, downgraded or revoked the outgoing sponsor’s licence, the immigration implications require particular care.

 

13. How Should the Outgoing Sponsor Coordinate With the Incoming Employer?

 

Effective coordination between the outgoing and incoming employers is essential where sponsored workers transfer under TUPE.

Although each organisation has its own Home Office responsibilities, the parties may need information from one another to complete their respective notifications and establish sponsorship continuity.

The outgoing sponsor should confirm the identity of the incoming employer and establish whether that organisation holds the necessary sponsorship authorisation.

It should also agree arrangements for transferring relevant immigration records and identifying any outstanding compliance concerns.

A coordinated process should address:

 

1. Identification of the sponsored workers expected to transfer.
2. Confirmation of the effective transfer date.
3. Assessment of the incoming employer’s sponsor licence position.
4. Review of whether the Home Office’s qualifying transfer provisions apply.
5. Confirmation of the workers’ existing duties and sponsored employment arrangements.
6. Allocation of Home Office reporting responsibilities.
7. Identification of any required sponsor licence applications.
8. Transfer of relevant immigration and right to work records.
9. Management of pending immigration applications.
10. Confirmation of post-transfer sponsorship monitoring arrangements.

 

The parties should document their agreed responsibilities and maintain evidence of completed actions.

Where several organisations are involved, such as in a multi-contractor outsourcing arrangement, the allocation of responsibilities may require additional coordination.

 

14. What Should the Outgoing Sponsor Do Before Completion?

 

The outgoing sponsor should complete an immigration compliance review before the transaction takes effect wherever possible.

This review should establish which sponsored workers will transfer, what Home Office requirements arise and whether the incoming employer has made appropriate arrangements to maintain sponsorship.

A practical pre-completion checklist should include:

 

1. Identify the affected workforce: Confirm which sponsored workers are expected to transfer and which will remain.
2. Verify sponsorship records: Review immigration routes, permission expiry dates, Certificates of Sponsorship and sponsored employment details.
3. Confirm the transaction structure: Establish whether the transaction involves TUPE, a change of ownership or other relevant corporate changes.
4. Identify the incoming sponsor: Confirm which legal entity will employ and sponsor the workers following completion.
5. Review licence authorisation: Establish whether the incoming employer holds or needs to obtain the necessary sponsor licence.
6. Assess sponsorship continuity: Determine whether the workers can retain existing immigration permission under the qualifying transfer provisions.
7. Review employment changes: Identify whether the incoming employer intends to alter sponsored duties or other material arrangements.
8. Calculate reporting deadlines: Establish the applicable Home Office notification periods.
9. Prepare reporting information: Assemble the information needed for the outgoing sponsor’s notifications.
10. Prepare immigration records: Identify the information that can lawfully be shared with the incoming employer.
11. Review right to work records: Establish what checking evidence and follow-up information should be made available.
12. Identify outstanding issues: Review pending immigration applications, compliance concerns and Home Office correspondence.
13. Document responsibilities: Agree which organisation will complete each relevant application, notification and compliance action.

 

Where the transaction involves an urgent transfer or insolvency situation, the employer should prioritise actions that are subject to strict Home Office deadlines.

The outgoing sponsor should also ensure that the relevant internal personnel understand their responsibilities and have access to the information needed to complete the reporting process.

 

15. What Should the Outgoing Sponsor Do After Completion?

 

The outgoing sponsor should confirm that the transaction has taken effect as expected and complete any outstanding Home Office reporting obligations.

It should reconcile the final list of transferred sponsored workers against its existing sponsorship records.

Where workers remain with the outgoing organisation, their sponsorship arrangements should continue to be monitored in accordance with the applicable requirements.

Where the outgoing employer has ceased relevant operations or undergone a change affecting its sponsor licence, the organisation should ensure that the appropriate Home Office notifications have been made.

The outgoing sponsor should also retain evidence of the transfer and its compliance actions.

This may include:

 

• The transaction completion date.
• The final list of sponsored workers who transferred.
• Details of the incoming sponsoring organisation.
• Home Office notifications and submission confirmations.
• Relevant correspondence with the incoming employer.
• Records of immigration information transferred.
• Evidence of any outstanding compliance issues and corrective action.
• Documentation concerning the outgoing sponsor’s continuing operations or cessation of business.

 

Where the Home Office subsequently requests information about the transfer, these records may assist the outgoing employer in demonstrating how it complied with its obligations.

The outgoing sponsor’s objective should be to ensure that the transfer is accurately reported, sponsorship responsibility is properly addressed and no relevant immigration compliance obligation is overlooked because the employment relationship has changed.

For further information, see our Sponsor Management System and Sponsor Licence Compliance guides, together with the Home Office sponsor guidance.

 

 

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Section F: What Must the Incoming Sponsor Do?

 

The incoming employer has responsibility for establishing lawful sponsorship arrangements when sponsored workers transfer to its organisation under TUPE. Although the employment contracts may transfer automatically under employment law, the incoming employer must separately comply with the Home Office’s immigration sponsorship requirements.

The incoming sponsor must establish that it holds or obtains the necessary sponsorship authorisation, accepts responsibility for the transferred workers where required and complies with the applicable Home Office reporting and compliance obligations.

Where the incoming employer already holds a valid sponsor licence covering the relevant immigration route, it may be able to accept responsibility under the Home Office’s qualifying transfer provisions. Where it does not hold the required authorisation, a new licence application or extension of licence scope may be necessary within the prescribed period.

The incoming employer must also ensure that the transferred workers’ duties and employment arrangements satisfy the conditions for sponsorship continuity and that appropriate immigration monitoring systems are in place following completion.

These requirements should be addressed before the transfer wherever possible, particularly where the organisation is acquiring a substantial sponsored workforce or has limited previous experience of managing sponsor licences.

 

1. Must the Incoming Employer Accept Sponsorship Responsibility?

 

Yes. Where an incoming licensed sponsor relies on the Home Office’s qualifying transfer provisions, it must confirm that it accepts full sponsorship responsibility for the affected workers.

This is a central condition of the arrangements allowing sponsored workers to continue under existing immigration permission following a qualifying transfer.

Accepting sponsorship responsibility means that the incoming organisation becomes accountable for complying with the relevant sponsor duties in relation to those workers.

These duties include maintaining required records, monitoring sponsored employment, reporting specified changes and ensuring that the workers continue to satisfy the applicable sponsorship requirements.

The incoming employer should not assume that the outgoing sponsor remains responsible for the workers simply because it originally assigned their Certificates of Sponsorship.

Nor should the employer assume that the automatic transfer of employment contracts under TUPE constitutes sufficient confirmation to the Home Office that sponsorship responsibility has been accepted.

The incoming sponsor must follow the prescribed Home Office reporting arrangements and retain evidence of its acceptance of responsibility.

 

2. Does the Incoming Sponsor Need to Notify the Home Office?

 

Yes. The incoming sponsor must assess and comply with the Home Office reporting requirements applicable to the qualifying transfer.

The relevant guidance requires sponsors to notify the Home Office of specified organisational changes and arrangements affecting sponsored workers.

For qualifying transfers, the incoming sponsor should establish the relevant reporting deadline and submit the required information through the appropriate channel.

Under the Home Office’s provisions concerning mergers, takeovers and relevant transfers, specified notifications are generally subject to a 20-working-day reporting period.

However, employers must distinguish these organisational change notifications from other worker reporting duties that may be subject to shorter deadlines.

The incoming sponsor should also establish whether the outgoing employer has completed or will complete its own required notifications.

Reporting by one party should not be assumed to discharge the separate obligations of the other.

Where the incoming sponsor cannot report the transferred workers through its Sponsor Management System account because their existing sponsorship records are not visible, it must follow the alternative reporting arrangements prescribed by the Home Office.

 

3. How Does the Incoming Sponsor Report Transferred Workers?

 

The incoming sponsor should follow the reporting procedure applicable to the transaction under the current Home Office sponsor guidance.

Where the relevant reporting function is available, the organisation may be able to submit the necessary information through its Sponsor Management System (SMS) account.

However, transferred workers may remain associated with the outgoing sponsor’s existing sponsorship records and may not appear within the incoming sponsor’s SMS account.

The Home Office recognises this issue and provides an alternative reporting process under paragraph C4.23 of its sponsor guidance.

Where the incoming sponsor cannot report the transfer through SMS because the workers are not visible, it should use the prescribed alternative reporting channel rather than assuming that no notification is required.

The employer should consult the current version of the guidance for the applicable contact details, submission instructions and information requirements.

The notification should accurately identify the transaction and the sponsored workers for whom the incoming organisation has accepted responsibility.

The sponsor should retain evidence of the submission, including the information provided, the date of reporting and any Home Office acknowledgement or subsequent correspondence.

Where several workers transfer, a central reporting schedule can help ensure that no individual is omitted.

 

4. What if the Incoming Employer Already Holds a Sponsor Licence?

 

Where the incoming employer already holds a valid sponsor licence covering the relevant immigration route, it may be able to accept responsibility for the transferred workers without making a new licence application.

However, the Home Office’s qualifying transfer provisions must be satisfied.

These include the incoming sponsor accepting full sponsorship responsibility and the workers continuing in the same sponsored occupation code, with no material change taking the role outside the existing sponsored employment.

The employer must also complete the applicable reporting requirements.

Before accepting the transferred workforce, the incoming sponsor should confirm that its licence covers the workers’ immigration routes.

For example, an organisation authorised to sponsor Skilled Workers may be able to accept transferring Skilled Worker visa holders under the qualifying transfer provisions.

However, if the workforce includes individuals sponsored under another route for which the organisation is not authorised, additional licence action may be necessary.

The incoming sponsor should also review its existing compliance systems to ensure that it can manage the additional workers effectively.

 

5. What if the Incoming Employer Needs a New Sponsor Licence?

 

Where the incoming employer does not hold the necessary sponsorship authorisation, the Home Office’s qualifying transfer provisions may require a new sponsor licence application.

Under the relevant guidance, the incoming employer must generally submit a valid sponsor licence application within 20 working days of the sponsored workers moving to the organisation.

The employer must satisfy the applicable licence eligibility and suitability requirements.

This includes demonstrating that the organisation is eligible to hold a sponsor licence and has appropriate arrangements for complying with sponsorship duties.

The application should be prepared carefully because an invalid or late application may not satisfy the Home Office’s qualifying transfer requirements.

Where the employer fails to submit the required valid application within the prescribed period, the guidance provides for cancellation of affected workers’ immigration permission, subject to the relevant exceptions.

Where the required valid application is refused, the transferred workers will have their immigration permission cancelled, except any workers who can be sponsored under an appropriate existing licence held by the incoming organisation.

Employers should therefore prepare the application before completion wherever possible rather than treating the 20-working-day period as the starting point for the application process.

Further information is available in our Sponsor Licence Application guide.

 

6. Can the Incoming Employer Extend Its Existing Licence?

 

An incoming employer that already holds a sponsor licence may nevertheless need additional authorisation if the licence does not cover the immigration routes used by the transferring workers.

In these circumstances, the employer may need to apply to extend the scope of its existing licence.

For example, an organisation holding sponsorship authorisation under a Temporary Worker route may acquire a business employing Skilled Worker visa holders.

The organisation must establish whether its existing licence permits it to sponsor the transferred Skilled Workers.

If not, an extension of licence scope may be required under the applicable Home Office provisions.

Where the qualifying transfer requirements apply, the relevant application may be subject to the prescribed 20-working-day period.

The employer must satisfy the eligibility requirements for the additional sponsorship route.

Holding an existing sponsor licence does not guarantee that an extension of scope will be approved.

Employers should therefore identify the routes used by the transferring workers during due diligence and establish whether additional authorisation is necessary before completion.

 

7. Must the Incoming Sponsor Assign New Certificates of Sponsorship?

 

A qualifying TUPE transfer does not necessarily require the incoming sponsor to assign new Certificates of Sponsorship to the transferred workers.

Where the Home Office’s sponsorship continuity provisions apply and the relevant conditions are satisfied, the workers may be able to retain their existing immigration permission without a fresh CoS or change-of-employment application solely because of the transfer.

For an appropriately licensed incoming sponsor, the relevant conditions include accepting full sponsorship responsibility and the workers continuing in the same sponsored occupation code, with no material change taking the role outside the existing sponsored employment.

However, the employer should not assume that a new CoS will never be required.

A new Certificate of Sponsorship may be necessary where a worker subsequently needs to extend their immigration permission or where changes to their employment trigger the applicable immigration requirements.

For example, moving a Skilled Worker into a different occupation following the transfer may require a new CoS and change-of-employment application.

The employer should assess any proposed changes before implementation.

Where a new CoS is required, the employer must also consider the applicable sponsorship fees and any Immigration Skills Charge liability.

A qualifying TUPE transfer that does not require a new CoS does not, by itself, create a new Immigration Skills Charge solely because sponsorship responsibility has changed.

 

8. What Sponsored Worker Records Must the Incoming Employer Maintain?

 

The incoming sponsor must maintain appropriate records for the transferred workers in accordance with the Home Office’s sponsorship requirements.

These records support ongoing compliance and may be examined during a Home Office compliance visit or investigation.

Relevant records may include:

 

• Evidence of the worker’s identity and immigration permission.
• Relevant right to work checking records.
• Existing Certificates of Sponsorship and sponsorship information.
• Job descriptions and evidence of actual duties.
• Occupation codes and relevant sponsorship details.
• Salary, working hours and payroll information.
• Normal and additional work locations.
• Contact details and other required personal information.
• Attendance and absence records.
• Records of reportable changes and Home Office notifications.
• Relevant correspondence concerning immigration applications.
• Documentation supporting the qualifying transfer and acceptance of sponsorship responsibility.

 

The employer should assess the completeness and accuracy of records received from the outgoing sponsor.

Where information is missing or inconsistent, the incoming organisation should investigate and address the issue rather than assuming that the outgoing employer’s records are necessarily compliant.

Records must be retained and managed in accordance with the applicable Home Office requirements and data protection obligations.

 

9. Must the Incoming Sponsor Monitor Attendance and Absences?

 

Yes. Licensed sponsors must comply with the attendance and absence monitoring requirements applicable to their sponsored workers.

The incoming employer should ensure that transferred workers are incorporated into its relevant HR and sponsorship monitoring systems from the appropriate date.

This may require obtaining attendance information from the outgoing employer and establishing the workers’ normal working arrangements.

Where workers operate remotely, at client premises or across multiple locations, the incoming sponsor should ensure that it can monitor the relevant employment arrangements effectively.

The employer must also understand which absences or changes require reporting to the Home Office.

Not every absence is reportable, and the applicable requirements depend on the circumstances and relevant sponsor guidance.

However, failures to monitor sponsored workers or report specified events can create sponsor licence compliance risks.

Where the incoming organisation acquires a substantial sponsored workforce, it should consider whether its existing monitoring systems have sufficient capacity and functionality.

 

10. Must the Incoming Sponsor Review Salaries and Occupation Codes?

 

The incoming sponsor should review the salaries, occupation codes and actual duties of all transferred sponsored workers.

This is particularly important for Skilled Workers because the relevant immigration requirements depend on the sponsored occupation and applicable salary provisions.

The employer should establish whether the workers will continue performing the same duties following the transfer.

It should also confirm that their salaries and working arrangements remain compliant with the relevant sponsorship requirements.

Where the incoming employer intends to reorganise roles, harmonise pay structures or change working hours, the immigration implications should be assessed before the changes take effect.

For example, a worker transferring as a specialist engineer may subsequently be offered a broader management role.

The employer must assess whether the revised duties remain within the existing occupation code and whether a new immigration application is required.

Salary changes should also be considered carefully, particularly where the worker benefits from transitional Skilled Worker provisions.

The employer should not assume that the same salary threshold applies to every transferred worker or that historical transitional arrangements will necessarily remain available for future applications.

 

11. Must the Incoming Employer Conduct Right to Work Checks?

 

The incoming employer must establish its responsibilities under the UK’s right to work and illegal working legislation.

These obligations are separate from the Home Office’s sponsor licence requirements.

On a qualifying TUPE transfer, the incoming employer obtains the benefit of any statutory excuse established by the outgoing employer, but can inherit exposure where the original check was defective. The Home Office therefore advises fresh checks and allows a 60-calendar-day grace period from the transfer in which to complete them. The grace period does not extend the deadline for any subsequent follow-up check.

The concession does not authorise employment of an individual who lacks the necessary immigration permission.

From 1 October 2026, the statutory right to work framework extends to specified working arrangements beyond traditional employment.

The expanded regime includes relevant worker engagements, individual subcontracting arrangements and certain online matching services, subject to the statutory definitions and applicable conditions.

This is particularly relevant where the incoming organisation acquires a service contract, brings outsourced activities in-house or engages individuals through contractual arrangements that fall within the expanded regime.

The employer should identify which organisation has the relevant checking responsibilities under the actual working arrangements.

It should also ensure that checks are conducted using a prescribed method, including a Home Office online check, permitted manual check or qualifying digital verification service where appropriate.

Where a digital verification service is used, the employer should ensure that the provider satisfies the applicable requirements.

Employers must also comply with the Home Office’s code of practice on avoiding unlawful discrimination when conducting checks.

Further information is available in our Right to Work Checks guide and the Home Office right to work guidance.

 

12. What if the Incoming Sponsor Discovers Immigration Compliance Problems?

 

The incoming sponsor may identify immigration compliance concerns during due diligence or after the transfer has completed.

These may include missing records, unreported employment changes, salary discrepancies, incorrect occupation codes or concerns about the workers’ immigration permission.

The employer should investigate the issues promptly and assess whether corrective action or Home Office reporting is required.

Potential problems include:

 

• Sponsored workers performing duties inconsistent with their recorded sponsorship arrangements.
• Salary or working hours changes that have not been assessed against the applicable immigration requirements.
• Missing or incomplete right to work records.
• Outstanding Home Office notifications.
• Workers approaching immigration permission expiry dates.
• Pending immigration applications affected by the transfer.
• Incomplete attendance or absence records.
• Uncertainty over which legal entity is responsible for sponsorship.

 

The incoming employer should not assume that historical compliance failures are automatically remedied by the TUPE transfer.

Nor should it assume that every issue can be resolved through a retrospective SMS notification.

Where a problem may affect a worker’s immigration permission or the employer’s sponsor licence, specialist advice should be obtained before implementing corrective action.

 

13. What if the Incoming Sponsor Changes the Workers’ Employment Terms?

 

Following a TUPE transfer, the incoming employer may wish to integrate the transferred workforce into its existing organisational structure.

This may involve changes to reporting lines, work locations, job titles, duties, salaries or working hours.

Such changes must be considered under both employment law and immigration law.

Under TUPE, certain changes to employment terms may be restricted or subject to specific legal requirements.

Separately, changes affecting sponsored workers may trigger Home Office reporting duties or additional immigration application requirements.

For example, moving a Skilled Worker into a different occupation may require a fresh Certificate of Sponsorship and change-of-employment application.

A reduction in salary may create sponsorship compliance concerns if the revised pay no longer satisfies the applicable requirements.

Changes to work location may also require reporting, depending on the circumstances.

The incoming employer should therefore conduct an immigration assessment before implementing material changes affecting sponsored workers.

Where necessary, this should be coordinated with employment law advice concerning the permissibility of the proposed contractual changes.

 

14. What if the Incoming Sponsor Is Subject to a Home Office Compliance Visit?

 

The Home Office may examine the incoming sponsor’s compliance arrangements following a corporate transaction or workforce transfer.

A compliance visit may assess whether the organisation has appropriate systems for managing sponsored workers and whether it has complied with the requirements arising from the transfer.

The Home Office may review:

 

• The legal structure of the transaction.
• The identity of the employing and sponsoring organisations.
• The incoming employer’s sponsor licence authorisation.
• Evidence of the qualifying transfer.
• Home Office notifications and application records.
• Acceptance of sponsorship responsibility.
• Sponsored workers’ duties, salaries and working arrangements.
• Attendance and absence monitoring.
• Right to work checking records.
• Relevant HR policies and compliance procedures.

 

The employer should be able to explain how the transferred workforce was incorporated into its sponsorship systems and how the relevant Home Office requirements were satisfied.

Where deficiencies are identified, the Home Office may consider enforcement action in accordance with the applicable sponsor guidance.

This can include licence downgrading, suspension or revocation where the relevant grounds are established.

A post-transfer compliance audit may help identify and address weaknesses before they result in Home Office action.

 

15. What Should the Incoming Sponsor Do Immediately After Completion?

 

The incoming sponsor should implement a structured post-completion immigration compliance process.

The immediate priority is to confirm that the transfer has occurred as expected and that the necessary sponsorship authorisation, reporting and worker monitoring arrangements are in place.

A practical post-completion checklist should include:

 

1. Confirm the transferred workforce: Reconcile the final list of sponsored workers against the transaction records.
2. Verify sponsorship authorisation: Confirm that the organisation holds or has applied for the necessary sponsor licence authorisation.
3. Check application deadlines: Ensure that any required licence application or extension of scope satisfies the prescribed 20-working-day requirement.
4. Complete Home Office reporting: Submit the relevant notifications through SMS or the prescribed alternative process.
5. Confirm sponsorship responsibility: Record the incoming sponsor’s acceptance of responsibility where required.
6. Review worker duties: Establish that the sponsored roles remain consistent with the qualifying transfer requirements.
7. Verify salaries and working arrangements: Check compliance with the applicable sponsorship requirements.
8. Transfer immigration records: Ensure that the required information is available within the incoming employer’s HR systems.
9. Implement monitoring: Establish attendance, absence and other relevant sponsorship monitoring arrangements.
10. Review right to work compliance: Apply the relevant TUPE checking arrangements and the statutory requirements in force from 1 October 2026.
11. Identify upcoming visa expiries: Establish which workers will require immigration applications after completion.
12. Review pending applications: Assess whether any outstanding immigration applications require further action.
13. Address compliance concerns: Investigate and remedy identified sponsorship issues where possible.
14. Retain transaction evidence: Maintain a clear record of the transfer and the actions taken to satisfy Home Office requirements.

 

Where the incoming employer has acquired a substantial sponsored workforce, it may be appropriate to undertake a formal post-transfer sponsor licence compliance review.

This can help identify deficiencies in records, reporting arrangements and HR monitoring before they become the subject of Home Office enforcement action.

 

16. How Can the Incoming Sponsor Reduce TUPE Immigration Risks?

 

The incoming sponsor can reduce immigration risks by treating sponsorship compliance as a core element of the transaction rather than an administrative task to be addressed after completion.

Early immigration due diligence should identify sponsored workers, the applicable immigration routes, existing licence arrangements and any potential compliance concerns.

The employer should establish whether the Home Office’s qualifying transfer provisions apply and whether the workers can retain their existing immigration permission.

It should also determine whether a new sponsor licence application or extension of scope is necessary and calculate the relevant deadlines.

Where the incoming employer intends to change sponsored workers’ duties or other material employment arrangements, the immigration consequences should be assessed before implementation.

Effective risk management should also include:

 

• Clear allocation of responsibility for Home Office applications and notifications.
• Accurate records of the sponsored workforce and relevant immigration permission.
• Confirmation that the incoming organisation has appropriate sponsorship authorisation.
• Documented acceptance of sponsorship responsibility where required.
• Reliable monitoring of sponsored employment arrangements.
• Consistent right to work checking procedures.
• Training for personnel responsible for immigration compliance.
• Regular reviews of outstanding immigration applications and permission expiry dates.
• Post-transfer compliance audits where appropriate.
• Prompt assessment of potential breaches or Home Office enquiries.

 

The incoming employer should also coordinate with its employment law advisers and transaction team to ensure that the immigration implications of the transfer are consistent with the wider commercial and employment arrangements.

The objective is to ensure that the incoming organisation can demonstrate lawful sponsorship continuity, compliance with Home Office requirements and effective ongoing management of the transferred sponsored workforce.

For further guidance, see our Sponsor Licence Compliance and Sponsor Management System guides, together with the Home Office sponsor guidance.

 

 

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Section G: TUPE Transfers: Home Office Reporting Deadlines

 

Employers involved in a TUPE transfer affecting sponsored workers must comply with the Home Office’s reporting and application deadlines. These requirements apply separately from the employment law obligations arising under the Transfer of Undertakings (Protection of Employment) Regulations 2006.

The principal deadline for reporting relevant mergers, takeovers and TUPE-related organisational changes is generally 20 working days. A separate 20-working-day requirement can apply where the incoming employer must submit a valid sponsor licence application or apply to extend the scope of an existing licence.

However, not every change affecting a sponsored worker is subject to a 20-working-day deadline. Certain individual worker events must be reported within 10 working days.

The correct deadline depends on the nature of the event, the organisation responsible for reporting and the relevant provisions of the Home Office’s sponsor guidance.

Employers should therefore establish a reporting schedule before completion, identifying every required notification or application, the date from which its deadline runs and the person responsible for submission.

 

1. What Is the Home Office Reporting Deadline for a TUPE Transfer?

 

Under the Home Office’s sponsor guidance, relevant changes involving mergers, takeovers and TUPE transfers generally must be reported within 20 working days.

This requirement is intended to ensure that the Home Office is informed when sponsored workers move between organisations or when changes to a sponsor’s structure affect its sponsorship arrangements.

For example, where a business transfer results in sponsored employees moving from one licensed organisation to another, the outgoing and incoming sponsors must establish their respective reporting obligations.

The deadline should be calculated by reference to the reportable event identified in the relevant guidance.

Employers should not assume that the date on which a commercial agreement is signed is necessarily the same as the date on which the relevant sponsorship change occurs.

In a transaction involving exchange and completion on different dates, the employer should establish when the relevant ownership, organisational or worker transfer takes effect.

The reporting schedule should be based on the actual circumstances rather than an assumed transaction date.

 

2. Does the Outgoing Sponsor Have 20 Working Days to Report?

 

The outgoing sponsor will generally be subject to the 20-working-day reporting requirement where a relevant merger, takeover or TUPE transfer affects its sponsored workers or organisational circumstances.

The outgoing employer should identify the workers transferring to the incoming organisation and establish what information the Home Office requires.

Depending on the transaction, the outgoing sponsor may also need to report changes to its own structure, ownership or continuing business operations.

For example, a company transferring its entire business and sponsored workforce to another organisation may need to notify the Home Office of both the worker transfer and the changes affecting its own sponsor licence.

Where the outgoing organisation continues trading and retains sponsored employees, it must distinguish those workers from the employees who have transferred.

The outgoing sponsor should retain evidence of its notifications, including the date of submission and any Home Office acknowledgement.

It should not assume that the incoming employer’s notification automatically satisfies the outgoing organisation’s separate obligations.

 

3. Does the Incoming Sponsor Also Have 20 Working Days to Report?

 

Where the incoming organisation already holds an appropriate sponsor licence and accepts responsibility for workers transferring under the Home Office’s qualifying transfer provisions, it must comply with the relevant reporting requirements.

The applicable organisational change reporting period is generally 20 working days.

The incoming sponsor should confirm that it accepts full sponsorship responsibility for the transferred workers, where required by the qualifying transfer provisions.

It should also establish whether the workers’ duties remain unchanged and whether the other conditions for continuing under their existing immigration permission are satisfied.

The incoming employer must follow the Home Office’s prescribed reporting procedure.

Where the workers’ existing sponsorship records are not visible within the incoming sponsor’s Sponsor Management System account, the employer should use the alternative reporting arrangements specified in the guidance.

The incoming sponsor should retain evidence that the relevant notification was submitted within the prescribed period.

 

4. What Is the Deadline for a New Sponsor Licence Application?

 

Where sponsored workers move to an incoming employer that does not hold the necessary sponsorship authorisation, a separate application requirement may arise.

Under the Home Office’s qualifying transfer provisions, the incoming employer must generally submit a valid sponsor licence application within 20 working days of the sponsored workers moving to the organisation.

Where the incoming employer already holds a licence but requires additional route authorisation, it may instead need to apply to extend the scope of that licence within the relevant period.

This deadline must be distinguished from the 20-working-day reporting requirement.

A report notifying the Home Office that workers have transferred does not replace a required sponsor licence application.

Similarly, submitting a licence application does not necessarily discharge the reporting obligations imposed on the outgoing or incoming sponsor.

For example, an incoming employer may acquire a business employing Skilled Workers but hold no sponsor licence.

Where the qualifying transfer provisions apply, the employer must ensure that a valid application is submitted within the prescribed period while the relevant organisations separately complete their reporting obligations.

Because the consequences of an invalid or late application can be serious, employers should prepare the necessary application before completion wherever possible.

 

5. What Is the Difference Between 10-Working-Day and 20-Working-Day Reporting?

 

The Home Office’s sponsorship reporting regime distinguishes between changes affecting the sponsoring organisation and specified changes affecting individual sponsored workers.

Relevant organisational changes, including qualifying mergers, takeovers and TUPE transfers, are generally subject to a 20-working-day reporting requirement.

Other events affecting individual sponsored workers can be subject to a shorter 10-working-day reporting period.

Examples of worker events that may trigger reporting requirements include:

 

• Specified changes to a sponsored worker’s employment circumstances.
• Certain changes in work location.
• Relevant changes to salary or working arrangements.
• Specified unauthorised absences.
• The cessation of sponsorship or employment in circumstances requiring notification.

 

The precise deadline and reporting obligation depend on the particular event and the applicable sponsor guidance.

Employers should not automatically classify every event arising during a TUPE transaction as an organisational change.

For example, the transfer of a sponsored workforce may require reporting within 20 working days, while a separate reportable change to an individual’s employment after completion may be subject to a 10-working-day requirement.

Where several changes occur close together, each should be assessed independently.

 

6. When Does the 20-Working-Day Period Start?

 

The starting point depends on the particular Home Office requirement.

For the qualifying transfer provisions governing an incoming employer’s sponsor licence application, the relevant period is generally calculated from the date the sponsored workers move to the incoming organisation.

For organisational change reporting, the employer must identify when the relevant reportable change takes effect under the applicable guidance.

This distinction is important where a transaction has several stages.

For example, a share acquisition may complete on one date, while a subsequent business transfer moves sponsored employees to another legal entity at a later date.

The change in controlling ownership and the subsequent transfer of workers may give rise to separate Home Office requirements.

Employers should not assume that all reporting and application deadlines run from the same date.

Where employees transfer in phases, the organisation should assess whether different transfer dates create separate obligations or deadlines for the affected groups.

The relevant dates should be recorded in the immigration compliance plan and supported by the transaction documentation.

 

7. Are Weekends and Bank Holidays Included in the Deadline?

 

A deadline expressed in working days is different from one expressed in calendar days.

Employers should calculate the relevant Home Office deadline using the applicable definition of working days and the date on which the relevant event occurred.

They should not simply add 20 calendar days to the transaction completion date.

Weekends and relevant public holidays can affect the calculation of a working-day deadline.

For example, a transfer taking place shortly before a bank holiday period may have a different working-day deadline from a transfer taking place during an ordinary working week.

Employers should verify the applicable calculation rather than relying on an informal estimate.

Where there is uncertainty over the relevant event date or deadline calculation, the prudent approach is to complete the required action as early as possible.

Internal deadlines should ordinarily be set before the final Home Office deadline to allow time for document checks, authorisation and submission problems.

 

8. What Happens if a TUPE Reporting Deadline Is Missed?

 

Failure to comply with a Home Office reporting requirement may constitute a breach of the sponsor’s duties.

The consequences depend on the nature of the failure, the organisation’s wider compliance history and the applicable Home Office enforcement provisions.

Potential consequences can include:

 

• Home Office requests for further information or explanation.
• Compliance enquiries or investigations.
• Adverse findings during a sponsor compliance visit.
• Sponsor licence downgrading, suspension or revocation where the relevant grounds are established.
• Additional immigration difficulties where the reporting failure is connected with a failure to establish lawful sponsorship arrangements.

 

However, employers must distinguish a missed reporting deadline from a failure to submit a required sponsor licence application within the prescribed 20-working-day period.

The latter can have direct consequences for the immigration permission of transferred sponsored workers.

Under the Home Office’s qualifying transfer provisions, failure to submit the required valid licence application on time can result in cancellation of affected workers’ permission, subject to the applicable exceptions.

Where an employer discovers that a reporting deadline has been missed, it should establish the correct reporting procedure, assess the extent of the breach and take appropriate corrective action promptly.

A late notification should not be assumed to erase the original compliance failure.

 

9. What if the Transferred Workers Do Not Appear in the Incoming Sponsor’s SMS?

 

One practical difficulty following a qualifying TUPE transfer is that the transferred workers’ sponsorship records may remain associated with the outgoing sponsor.

As a result, the incoming sponsor may not be able to select those workers through its own Sponsor Management System account.

The Home Office addresses this situation in its sponsor guidance, including paragraph C4.23 of Part 3.

Where the workers cannot be reported through the incoming sponsor’s SMS account because their records are not visible, the incoming sponsor must follow the prescribed alternative reporting arrangements.

The organisation should not assume that the absence of the workers from its SMS account removes the requirement to report the transfer.

Nor should it create replacement sponsorship records or assign new Certificates of Sponsorship merely to overcome an administrative reporting problem without establishing whether this is appropriate.

The incoming sponsor should:

 

1. Confirm which sponsored workers have transferred.
2. Check whether the workers are visible within the relevant SMS functions.
3. Identify the alternative reporting process specified in the current Home Office guidance.
4. Submit the required information within the applicable deadline.
5. Retain evidence of the submission and any Home Office correspondence.
6. Monitor whether further action is required following the Home Office’s response.

 

Where the reporting process is unclear, the sponsor should obtain clarification promptly rather than allowing the deadline to expire.

 

10. How Should Employers Manage Multiple TUPE Reporting Deadlines?

 

Complex transactions can create several Home Office reporting and application obligations with different deadlines.

This is particularly common where the transaction involves multiple legal entities, several sponsor licences or a phased transfer of sponsored workers.

Employers should maintain a central immigration compliance timetable covering the period before and after completion.

The timetable should distinguish between organisational notifications, sponsor licence applications and individual worker reporting requirements.

A practical deadline management schedule should record:

 

• The relevant transaction or worker event.
• The legal entity responsible for the action.
• The date on which the reportable event occurred.
• The applicable Home Office deadline.
• The required notification or application.
• The relevant submission channel.
• The person responsible for completing the action.
• The status of the submission.
• Evidence of completion and any outstanding Home Office response.

 

Where the outgoing and incoming organisations both have reporting obligations, each should maintain its own compliance record.

The parties may coordinate submissions, but responsibility for complying with an individual sponsor’s obligations remains with that organisation.

For transactions involving substantial sponsored workforces, it may be appropriate to appoint a dedicated immigration compliance lead to oversee the process.

 

11. TUPE Home Office Reporting Deadlines Checklist

 

The following checklist summarises the principal reporting and application issues employers should address when sponsored workers transfer under TUPE.

 

Requirement	Typical deadline	Responsible organisation
Report a relevant merger, takeover or TUPE-related organisational change	Generally 20 working days	Outgoing and/or incoming sponsor, according to the applicable requirement
Submit a required sponsor licence application following a qualifying transfer	Generally within 20 working days of the sponsored workers moving to the incoming organisation	Incoming employer
Apply to extend the scope of an existing licence where required	Generally within the relevant 20-working-day qualifying transfer period	Incoming employer
Report specified changes affecting individual sponsored workers	Commonly 10 working days, depending on the event	The sponsor responsible for the relevant worker and event
Report transferred workers not visible in the incoming sponsor’s SMS	Within the applicable qualifying transfer reporting period	Incoming sponsor, using the prescribed alternative process
Conduct fresh right to work checks following qualifying TUPE arrangements	60 calendar days where the applicable Home Office TUPE provisions and conditions are satisfied	Incoming employer

 

The table is a planning summary rather than a substitute for checking the current Home Office guidance against the particular transaction.

Employers should also remember that the 60-calendar-day TUPE right to work provision is distinct from the sponsorship reporting and application deadlines.

It does not extend the period for submitting a required sponsor licence application or notifying the Home Office of a reportable organisational change.

Before completion, employers should verify the relevant dates, identify all affected sponsored workers and confirm which legal entity is responsible for each action.

The principal compliance risk is not simply missing a notification. It is failing to distinguish between reporting a transfer, obtaining the necessary sponsorship authorisation and maintaining the affected workers’ lawful immigration position.

For further information, see our Sponsor Management System, Sponsor Licence Application and Sponsor Licence Compliance guides.

The primary source is the Home Office guidance for sponsors, particularly Part 3, section C4, covering mergers, takeovers and similar changes.

 

 

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Section H: TUPE Transfers Where the Incoming Employer Has No Sponsor Licence

 

A TUPE transfer involving sponsored workers presents particular immigration risks where the incoming employer does not hold a sponsor licence. Although employment contracts may transfer automatically under TUPE, the incoming organisation cannot assume that the outgoing employer’s sponsorship authorisation will continue to cover the workers.

The Home Office provides specific arrangements for qualifying transfers where the incoming employer needs to obtain sponsorship authorisation. Under these provisions, the incoming organisation must generally submit a valid sponsor licence application within 20 working days of the sponsored workers moving to it.

Where the incoming employer already holds a sponsor licence but is not authorised under the workers’ immigration routes, an application to extend the scope of the existing licence may be required instead.

The qualifying transfer provisions can allow affected sponsored workers to retain their existing immigration permission while the necessary application is considered, provided the relevant conditions are satisfied.

However, these arrangements are not an unrestricted exemption from sponsor licensing requirements. An invalid application, missed deadline or licence refusal can have serious consequences for the workers’ immigration position and the incoming employer’s ability to retain them.

Employers should therefore establish the sponsorship position before completion wherever possible and treat the application deadline as a critical transaction requirement.

 

1. Can a Business Take Over Sponsored Workers Without a Sponsor Licence?

 

An organisation without a sponsor licence may acquire a business or service under arrangements that result in sponsored workers transferring to it.

Where TUPE applies, the employment contracts of the affected employees will generally transfer to the incoming employer under the relevant employment law provisions.

However, the automatic transfer of employment does not mean that the incoming employer automatically becomes authorised to sponsor the workers for immigration purposes.

The Home Office recognises qualifying transfers and provides specific arrangements for incoming employers that need to obtain sponsorship authorisation.

Where those provisions apply, the incoming organisation must satisfy the relevant application requirements within the prescribed period.

For example, a company without a sponsor licence may acquire a cleaning business employing several Skilled Worker visa holders.

If the workers transfer to the buyer under TUPE, the buyer must establish whether the transaction qualifies under the Home Office’s sponsorship continuity provisions and whether it must apply for a Skilled Worker sponsor licence.

The employer should not assume that the outgoing company’s licence can simply be used after the transfer.

Nor should it assume that the workers can continue indefinitely under their existing immigration permission regardless of the buyer’s licensing position.

 

2. Does the Incoming Employer Have to Apply for a Sponsor Licence?

 

Where the incoming employer does not hold the sponsorship authorisation required for the transferred workers, it will generally need to apply for a sponsor licence if it intends to retain responsibility for their sponsored employment.

The required authorisation depends on the immigration routes under which the workers are sponsored.

For example, an incoming employer acquiring Skilled Worker visa holders will need the appropriate Skilled Worker sponsorship authorisation.

If the transferring workforce includes individuals sponsored under different routes, the employer must identify which route authorisations are necessary.

The application must satisfy the Home Office’s eligibility and suitability requirements.

These include requirements relating to the applicant organisation, its operations, key personnel and ability to comply with sponsorship duties.

Where the employer already holds a licence for another route, an extension of scope may be appropriate rather than an entirely new application.

The incoming employer should determine the correct application route before completion and ensure that it can provide the necessary supporting evidence.

 

3. What Is the 20-Working-Day Application Requirement?

 

Under the Home Office’s qualifying transfer provisions, an incoming employer that needs sponsorship authorisation must generally submit a valid sponsor licence application, or an application to extend the scope of its existing licence, within 20 working days of the sponsored workers moving to the organisation.

This is a specific immigration sponsorship requirement and should not be confused with the separate reporting obligations imposed on outgoing and incoming sponsors.

The employer must establish the relevant transfer date and calculate the deadline using the applicable working-day rules.

Where a transaction involves phased transfers, the employer should consider whether different groups of sponsored workers move on different dates.

The relevant application should be prepared and submitted as early as possible.

Waiting until the final days of the prescribed period creates additional risks, particularly where supporting documents are incomplete or the application cannot be submitted validly.

Employers should also remember that the 20-working-day period is not a guarantee that the Home Office will decide the application within that time.

It is a deadline for submitting the required valid application under the qualifying transfer provisions.

 

4. Does the Sponsor Licence Application Have to Be Valid?

 

Yes. The Home Office’s qualifying transfer provisions require a valid application to be submitted within the prescribed period.

An employer should not assume that attempting to submit an application, completing an online form or paying an application fee necessarily establishes that the application is valid.

The applicant must comply with the relevant Home Office application requirements, including the prescribed submission process and supporting evidence requirements.

Depending on the application, this may involve:

 

• Providing accurate information about the applicant’s legal identity and operations.
• Selecting the correct sponsorship route or routes.
• Paying the applicable application fee.
• Appointing eligible key personnel.
• Submitting the required supporting documents.
• Meeting the applicable deadlines and procedures for providing evidence.
• Satisfying the requirements for a valid application under the current sponsor guidance.

 

Where an application is rejected as invalid, the employer may not have satisfied the relevant 20-working-day requirement.

This is particularly serious if the application deadline has already expired.

Employers should therefore undertake a detailed application review before submission, including checking the current requirements for supporting documents.

 

5. Can the Employer Apply Before the TUPE Transfer?

 

An incoming employer should consider preparing its sponsor licence application before the transfer takes effect.

Where the organisation is already eligible to apply, obtaining the necessary sponsorship authorisation in advance can reduce reliance on the post-transfer qualifying transfer provisions.

However, the feasibility of applying before completion depends on the applicant’s circumstances.

For example, a newly incorporated acquisition vehicle may need to establish that it meets the Home Office’s requirements concerning its operations and supporting evidence.

The employer should therefore assess its eligibility at an early stage rather than assuming that a licence can be obtained immediately.

Pre-transfer preparation may include:

 

1. Confirming the legal entity that will employ the transferring workers.
2. Identifying the sponsorship routes required.
3. Reviewing the applicant’s eligibility and suitability.
4. Appointing the required sponsor licence key personnel.
5. Preparing the supporting documents.
6. Establishing compliant HR and immigration monitoring systems.
7. Assessing whether a pre-licence compliance visit may be required.
8. Determining the appropriate application timetable.

 

Where the employer cannot obtain authorisation before completion, it should have a documented plan for satisfying the qualifying transfer requirements.

 

6. Can Sponsored Workers Continue Working While the Application Is Pending?

 

The Home Office’s qualifying transfer provisions recognise that an incoming employer may need to apply for sponsorship authorisation after sponsored workers have moved to it.

Where the transaction qualifies and the relevant requirements are satisfied, the workers may be able to retain their existing immigration permission while the required application is considered.

However, this does not mean that any unlicensed employer can employ sponsored workers merely because it has submitted a licence application.

The organisation must establish that the circumstances fall within the relevant qualifying transfer provisions.

It must also ensure that the required application is submitted validly and within the prescribed period.

The workers’ immigration permission, sponsored duties and other relevant circumstances must be assessed against the applicable conditions.

For example, a Skilled Worker transferring to an unlicensed incoming employer under qualifying TUPE arrangements may be able to continue under existing immigration permission while the employer’s valid, timely licence application is considered.

By contrast, a worker changing employer outside the qualifying transfer provisions may need a new Certificate of Sponsorship and immigration application before undertaking the new sponsored employment.

Employers should also assess their separate right to work obligations and retain appropriate evidence supporting the lawful employment arrangements.

 

7. Does the Employer Need to Assign New Certificates of Sponsorship?

 

A qualifying TUPE transfer does not necessarily require the incoming employer to assign new Certificates of Sponsorship to the transferred workers.

Where the Home Office’s sponsorship continuity provisions apply, workers may be able to retain their existing immigration permission without a new CoS solely because of the transfer.

However, the incoming employer must satisfy the relevant sponsorship authorisation requirements.

Where it does not already hold the necessary licence, this may involve obtaining authorisation through the qualifying transfer application process.

The absence of an immediate new CoS requirement should not be confused with an exemption from ongoing sponsorship duties.

Once appropriately licensed, the incoming sponsor must comply with the relevant requirements for the transferred workers.

A new CoS may subsequently be required where a worker needs to extend their immigration permission or where changes to their employment trigger the applicable immigration rules.

Employers should also avoid assigning new Certificates of Sponsorship merely as an administrative response to transferred workers not appearing within the incoming sponsor’s SMS account.

The Home Office provides alternative reporting arrangements for relevant qualifying transfers.

 

8. What Happens if the Sponsor Licence Application Is Approved?

 

Where the Home Office approves the incoming employer’s sponsor licence application, the organisation becomes authorised to sponsor workers under the approved route or routes, subject to the conditions of its licence.

The employer must then comply with the applicable sponsor duties in relation to the transferred workforce.

These duties include maintaining required records, monitoring sponsored employment and reporting specified changes.

The incoming sponsor should ensure that the Home Office has received the necessary information concerning the qualifying transfer and its acceptance of sponsorship responsibility.

It should also confirm whether any further action is required under the applicable guidance.

Approval of the sponsor licence does not automatically extend the immigration permission of transferred workers.

The workers remain subject to their existing permission expiry dates and immigration conditions unless and until they obtain further permission.

The employer should therefore establish which workers will require extension applications and ensure that any necessary future sponsorship arrangements are made in time.

Where the organisation intends to change sponsored roles or working arrangements after approval, the immigration implications must be assessed separately.

 

9. What Happens if the Sponsor Licence Application Is Refused?

 

Refusal of the incoming employer’s sponsor licence application can create significant immigration and operational consequences.

Where the required application is refused, the transferred workers will have their immigration permission cancelled, except any workers who can be sponsored under an appropriate existing licence held by the incoming organisation.

The incoming employer should not assume that the workers can continue indefinitely under the outgoing sponsor’s licence after their employment has transferred.

Nor should it assume that submitting another application will automatically preserve the workers’ existing immigration position.

Where refusal occurs, the employer should urgently establish:

 

• The reasons for the refusal.
• Whether any challenge or fresh application option is available.
• The immediate implications for the transferred workers.
• Whether the workers can lawfully continue their existing employment.
• Whether another appropriately licensed organisation can lawfully sponsor the workers.
• Whether any alternative immigration options are available.
• What Home Office notifications or further actions are required.

 

Because a refusal may affect several employees simultaneously, employers should assess this risk before completion and consider appropriate contingency arrangements.

 

10. What Happens if the 20-Working-Day Deadline Is Missed?

 

Failure to submit the required valid sponsor licence application within the prescribed 20-working-day period is a serious breach of the qualifying transfer requirements.

The Home Office guidance provides for cancellation of affected workers’ immigration permission where the incoming employer fails to submit the required valid application on time, subject to the exceptions identified in the guidance.

These include circumstances where the workers can be sponsored under an appropriate existing licence.

The employer should not assume that a late application automatically remedies the failure.

Nor should it assume that retrospective reporting will restore the position that would have applied if the deadline had been met.

Where a deadline has been missed, the employer should obtain urgent immigration advice and establish the position of each affected worker.

The organisation must also assess its right to work obligations and whether the affected employment arrangements can lawfully continue.

The consequences of missing the application deadline should be distinguished from those of submitting a late organisational change notification.

Although both can create compliance risks, failure to meet the qualifying transfer application requirement can directly jeopardise the immigration permission of the transferred workers.

 

11. Can Another Group Company Sponsor the Transferred Workers?

 

Employers sometimes assume that a sponsor licence held by another company within the same corporate group can cover workers transferring to an unlicensed group entity.

This assumption may be incorrect.

UK sponsor licences are granted to organisations under the Home Office’s licensing arrangements, and the precise scope of a licence depends on the approved sponsoring entity and any relevant organisational coverage.

A licence held by one group company does not automatically authorise every other group company to sponsor workers.

Where a transferred worker will be employed by a different legal entity, the employer must establish whether that entity is appropriately covered by the relevant sponsorship arrangements.

For example, a parent company may hold a Skilled Worker sponsor licence while a newly incorporated subsidiary acquires a business employing sponsored workers.

The subsidiary cannot simply assume that the parent’s licence provides the necessary authorisation.

The group must establish the correct sponsorship structure and whether the subsidiary needs its own licence or can be brought within an appropriate existing licensing arrangement under the applicable rules.

Employers should not create artificial employment or sponsorship arrangements merely to avoid the licence application requirements.

The legal employer, actual working arrangements and organisation exercising sponsorship responsibility must be consistent with the relevant Home Office provisions.

 

12. Can the Outgoing Employer Continue Sponsoring the Workers?

 

An outgoing employer should not assume that it can continue acting as the sponsor indefinitely after the workers’ employment has transferred to another organisation.

The Home Office’s qualifying transfer provisions are intended to address changes in sponsorship responsibility arising from specified corporate and employment transfers.

Where the incoming employer becomes responsible for the workers, it must establish the appropriate sponsorship arrangements.

The outgoing sponsor’s existing licence does not automatically become available to the incoming employer.

For example, an outsourcing contractor may lose a service contract, resulting in sponsored workers transferring to the replacement contractor under TUPE.

The outgoing contractor cannot simply continue to sponsor the workers as though they remained in its employment without considering the actual arrangements and the Home Office’s requirements.

Any proposal involving continued employment by the outgoing organisation, secondment or another alternative structure must be assessed on its actual facts.

The parties should avoid arrangements that misrepresent the worker’s legal employer, duties or sponsoring organisation.

Where the incoming employer lacks the necessary authorisation, the appropriate qualifying transfer application requirements should be addressed rather than relying on an assumed continuation of the outgoing sponsor’s licence.

 

13. What if the Incoming Employer Cannot Meet the Sponsor Licence Requirements?

 

An incoming employer may discover during due diligence that it is unlikely to satisfy the Home Office’s sponsor licence eligibility or suitability requirements.

This may arise because the organisation has insufficient compliance systems, cannot appoint suitable key personnel or has other circumstances affecting its eligibility.

The employer should assess these issues before completion rather than assuming that a sponsor licence will be granted.

Potential concerns may include:

 

• Inadequate HR systems for monitoring sponsored workers.
• Incomplete records or immigration compliance procedures.
• Unsuitable proposed key personnel.
• Relevant previous immigration compliance problems.
• Uncertainty about the applicant’s legal identity or business operations.
• Insufficient supporting evidence.
• Concerns about the genuineness of the business or proposed sponsored employment.
• Other suitability issues under the current Home Office guidance.

 

Where significant deficiencies are identified, the employer should establish whether they can be addressed before the application deadline.

Some issues may require changes to systems, personnel or organisational arrangements.

Others may affect the employer’s ability to obtain authorisation at all.

Where the transaction depends on retaining sponsored workers, the commercial implications of an unsuccessful application should be considered before completion.

 

14. How Should Employers Plan for Sponsor Licence Refusal or Delay?

 

Where an incoming employer must obtain a sponsor licence following TUPE, contingency planning should form part of the transaction preparation.

The employer should distinguish between an application that remains under consideration and an application that has been refused or found invalid.

A valid, timely application under the qualifying transfer provisions may support continuity while the Home Office considers the application, provided the relevant conditions are satisfied.

However, an employer should not assume that the same protection continues following refusal or where the prescribed application deadline was missed.

Practical contingency planning may include:

 

1. Assess application eligibility: Identify potential reasons for refusal before completion.
2. Prepare early: Assemble supporting evidence and establish the appropriate application route.
3. Confirm the workforce: Identify every sponsored worker whose employment depends on the incoming employer’s authorisation.
4. Review immigration expiry dates: Identify workers who may need further immigration applications while the licence application is pending.
5. Assess alternative sponsorship: Establish whether any lawful alternative arrangements could be available if authorisation is not granted.
6. Review operational dependencies: Identify business functions that would be affected if sponsored workers could not continue in their roles.
7. Allocate responsibilities: Ensure that the relevant individuals understand the application and reporting requirements.
8. Maintain application records: Retain evidence of submission, supporting documents and Home Office correspondence.
9. Plan for adverse decisions: Establish who will assess the immigration and employment consequences if the application is refused.
10. Coordinate professional advice: Obtain immigration advice and, where necessary, separate specialist employment law advice concerning the consequences for the workforce.

 

Transaction documentation may also need to address the allocation of commercial risks associated with the incoming employer’s ability to obtain sponsorship authorisation.

DavidsonMorris advises on the business immigration and sponsor compliance implications. Questions concerning TUPE employment rights, contractual liabilities and transaction-specific employment law provisions should be addressed with appropriately qualified employment law advisers.

 

15. Sponsor Licence Checklist for an Unlicensed Incoming Employer

 

An employer without the necessary sponsor licence should complete a structured immigration assessment before accepting sponsored workers under TUPE.

The following checklist summarises the principal actions.

 

1. Identify the incoming legal employer: Confirm which organisation will employ the transferred workers.
2. Establish whether TUPE applies: Obtain appropriate employment law advice on the transfer arrangements.
3. Assess the Home Office transfer provisions: Confirm whether the transaction qualifies for sponsorship continuity.
4. Identify all sponsored workers: Prepare an accurate schedule of affected employees.
5. Confirm immigration routes: Establish which sponsorship authorisations are required.
6. Review existing licences: Determine whether the incoming organisation already holds any relevant sponsorship authorisation.
7. Select the correct application: Establish whether a new sponsor licence or an extension of scope is required.
8. Assess eligibility: Review the organisation against the applicable sponsor licence requirements.
9. Appoint key personnel: Ensure that suitable individuals are available to fulfil the required roles.
10. Prepare supporting documents: Assemble the evidence required under the current Home Office guidance.
11. Calculate the deadline: Identify the relevant 20-working-day application period.
12. Submit a valid application: Ensure that the application satisfies the prescribed requirements within the deadline.
13. Coordinate reporting: Confirm that the outgoing and incoming organisations complete their respective Home Office notifications.
14. Review immigration continuity: Establish whether the workers can retain existing permission while the application is considered.
15. Prepare contingency arrangements: Assess the consequences of refusal, invalidity or failure to meet the deadline.

 

The employer should also implement the systems required to monitor sponsored workers, retain immigration records and comply with ongoing sponsorship duties.

Where workers transfer before the licence application has been decided, the organisation should monitor the application’s progress and promptly address any Home Office requests for information.

Once a decision is received, the employer should assess whether any further sponsorship or immigration action is required.

The central principle is that a qualifying TUPE transfer may provide a route to maintaining sponsorship continuity while an incoming employer obtains authorisation, but it does not remove the requirement to obtain the appropriate sponsor licence or comply with the prescribed application conditions.

For further guidance, see our Sponsor Licence Application, Sponsor Licence Eligibility, Sponsor Licence Supporting Documents and Sponsor Licence Processing Times guides.

The relevant primary source is the Home Office sponsorship guidance, particularly Part 3, section C4, concerning mergers, takeovers and similar changes.

 

 

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Section I: Outsourcing, Insourcing and Service Provision Changes

 

Outsourcing, insourcing and changes of service provider can create significant immigration compliance risks where the affected workforce includes sponsored workers. These arrangements may involve a transfer of employment under TUPE, but the corresponding sponsorship position must be assessed separately under the Home Office’s sponsor guidance.

A service provision change does not automatically transfer a sponsor licence or guarantee that sponsored workers can continue under their existing immigration permission. The organisations involved must establish whether the transaction qualifies under the relevant Home Office provisions and whether the incoming employer holds or obtains the necessary sponsorship authorisation.

These issues commonly arise in facilities management, cleaning, catering, logistics, IT services, security, engineering, maintenance and other outsourced business functions.

They can be particularly complex where workers are employed by one organisation but perform their duties at another organisation’s premises, or where a service contract is divided between several incoming contractors.

Employers should distinguish between the organisation receiving the services, the organisation legally employing the workers and the organisation responsible for immigration sponsorship.

Where the arrangements involve TUPE, the employment law analysis should be undertaken by appropriately qualified employment law advisers. The immigration assessment must then establish the sponsorship consequences of the resulting employment structure.

 

1. How Does TUPE Apply to Outsourcing and Service Provision Changes?

 

TUPE can apply where an organisation outsources activities to an external provider, brings previously outsourced activities back in-house or replaces an existing contractor with a new service provider.

These arrangements are commonly described as service provision changes.

Whether TUPE applies depends on the statutory requirements and the particular circumstances, including the activities undertaken, the organisation of the workforce and the arrangements before and after the change.

For example, a business may outsource its IT support function to a specialist contractor. Employees previously undertaking the relevant activities may transfer to the contractor under TUPE where the statutory conditions are satisfied.

If those employees include Skilled Worker visa holders, the incoming contractor must separately assess the Home Office sponsorship requirements.

The fact that employment transfers under TUPE does not mean that the original employer’s sponsor licence transfers with the employees.

The receiving organisation must establish whether it holds the appropriate authorisation or must apply for a sponsor licence under the qualifying transfer provisions.

 

2. What Happens When an Employer Outsources Sponsored Workers?

 

First-generation outsourcing occurs where an organisation transfers activities previously performed internally to an external service provider.

Where sponsored employees transfer to the external provider under TUPE, the original employer becomes the outgoing employer and the service provider becomes the incoming employer.

The parties must assess whether the transfer qualifies under the Home Office’s sponsorship continuity provisions.

The incoming service provider must establish whether it holds a valid sponsor licence covering the relevant immigration routes.

Where it is appropriately licensed and the qualifying transfer conditions are satisfied, the workers may be able to retain their existing immigration permission without a new Certificate of Sponsorship solely because of the transfer.

Where the incoming provider does not hold the required licence, it may need to submit a valid application within the prescribed 20-working-day period.

However, the parties must also examine the actual employment arrangements.

Under the Skilled Worker route, sponsorship is not generally intended to facilitate the routine supply of labour to third parties to fill positions or undertake ongoing roles for those third parties.

Outsourcing arrangements therefore require careful assessment of whether the sponsor is genuinely responsible for the sponsored employment and whether the role complies with the applicable third-party working restrictions.

A qualifying TUPE transfer does not remove these substantive sponsorship requirements.

 

3. What Happens When Outsourced Services Are Brought Back In-House?

 

Insourcing occurs where an organisation brings previously outsourced activities back within its own operations.

For example, a company may terminate its facilities management contract and decide to employ the cleaning and maintenance workforce directly.

Where TUPE applies, employees assigned to the relevant activities may transfer from the outgoing contractor to the client organisation.

If the transferring workforce includes sponsored workers, the client must assess whether it can lawfully assume sponsorship responsibility.

The client may already hold a sponsor licence for its existing workforce.

However, it must confirm that the licence covers the immigration routes used by the transferring workers.

Where the client is not appropriately licensed, a new application or extension of licence scope may be required.

The fact that the workers have been performing services at the client’s premises does not mean that the client was previously their immigration sponsor.

The employer must establish the legal employment and sponsorship arrangements before and after the insourcing exercise.

 

4. What Happens When One Contractor Replaces Another?

 

A common service provision change occurs when a client retenders a contract and appoints a replacement contractor.

Where TUPE applies, employees assigned to the relevant activities may transfer from the outgoing contractor to the incoming contractor.

For sponsored workers, the replacement contractor must establish whether it has the necessary sponsorship authorisation.

For example, a university may replace its catering contractor following a competitive tender.

If sponsored catering employees transfer to the new contractor under TUPE, the incoming provider must assess the Home Office’s qualifying transfer provisions and its own sponsor licence position.

The outgoing contractor must also consider its reporting obligations.

Where the incoming contractor holds the appropriate licence, the transfer may qualify for sponsorship continuity without requiring new visa applications solely because the employing organisation has changed.

However, the incoming contractor must satisfy the relevant conditions, including acceptance of sponsorship responsibility and the workers continuing in the same sponsored occupation code, with no material change taking the role outside the existing sponsored employment.

Where the incoming contractor is unlicensed, the applicable sponsor licence application requirements must be addressed.

 

5. Does Every Service Contract Change Trigger TUPE?

 

No. Not every change in service provider constitutes a TUPE transfer.

Whether TUPE applies depends on the statutory conditions and the circumstances of the particular arrangement.

Relevant factors may include the nature of the activities, whether there is an organised grouping of employees assigned to the relevant work and whether the activities remain fundamentally the same following the change.

There are also statutory exclusions and circumstances in which the service provision change provisions may not apply.

Employers should therefore avoid assuming that every retendering, outsourcing or insourcing exercise qualifies for the Home Office’s TUPE-related sponsorship continuity arrangements.

For example, a contractor may lose a service contract, but the replacement provider may undertake materially different activities using an entirely different operational model.

Whether TUPE applies requires an employment law assessment.

If TUPE does not apply, the immigration position may instead be governed by the ordinary change-of-employer rules.

For a Skilled Worker, this may require a new Certificate of Sponsorship and change-of-employment application before commencing employment with the new sponsor.

Employers should not rely on the Home Office’s qualifying transfer provisions without establishing the basis on which the transaction qualifies.

 

6. Can Sponsored Workers Transfer Between Outsourcing Contractors Without New Visas?

 

Sponsored workers may be able to transfer between outsourcing contractors without making new visa applications where the transaction qualifies under the Home Office’s sponsorship continuity provisions.

For an appropriately licensed incoming sponsor, the relevant conditions include acceptance of full sponsorship responsibility and the workers continuing in the same sponsored occupation code, with no material change taking the role outside the existing sponsored employment.

For example, a sponsored engineer may transfer from one maintenance contractor to another while continuing to perform the same engineering duties under a replacement service contract.

Where the transfer qualifies and the incoming contractor satisfies the sponsorship requirements, the worker may be able to retain their existing immigration permission.

However, the employer should examine whether the replacement contractor intends to change the worker’s role.

A new contractor may introduce different job descriptions, management structures or service delivery arrangements.

Where the changes affect the worker’s occupation or trigger other immigration requirements, a new CoS or immigration application may be necessary.

The transfer should therefore be assessed on the actual sponsored employment arrangements rather than solely on the commercial description of the service contract.

 

7. What if the Incoming Contractor Does Not Have a Sponsor Licence?

 

Where an incoming contractor acquires sponsored workers under qualifying TUPE arrangements but does not hold the necessary sponsor licence, it must assess the Home Office’s application requirements.

Under the qualifying transfer provisions, the incoming organisation must generally submit a valid sponsor licence application within 20 working days of the sponsored workers moving to it.

Where the contractor already holds a licence for another route, an extension of scope may be required instead.

The contractor must satisfy the applicable eligibility and suitability requirements.

It should not assume that winning a service contract establishes its eligibility to sponsor the transferring workforce.

For example, a newly established facilities management company may win a contract involving several sponsored workers.

Before accepting the workforce, it should assess whether it can demonstrate the required business operations, appoint suitable key personnel and maintain compliant sponsorship systems.

Where the contractor cannot meet the licence requirements, the commercial arrangements may need to be reconsidered.

A valid and timely application is essential where the organisation relies on the Home Office’s qualifying transfer provisions.

 

8. Can the Client’s Sponsor Licence Cover the Contractor’s Workers?

 

An organisation receiving outsourced services should not assume that its own sponsor licence can automatically cover workers employed by an independent contractor.

UK sponsorship requirements are concerned with the identity of the sponsoring organisation and the genuine employment arrangements.

A client may hold a sponsor licence for its own employees, but this does not necessarily authorise it to sponsor individuals employed by an external service provider.

For example, a financial services business may hold a Skilled Worker sponsor licence while outsourcing its IT support function to a separate contractor.

The client’s licence cannot simply be used as a substitute for the contractor’s required sponsorship authorisation.

The parties must establish which organisation is the actual employer and which organisation is responsible for the sponsored work.

They must also consider the Home Office’s restrictions on sponsorship involving third-party working arrangements.

Where the commercial arrangement is effectively the supply of labour to fill positions within the client’s business, the sponsorship position may be problematic.

The contractual description of the arrangement is not determinative. The Home Office may examine the actual working relationships and responsibilities.

 

9. Can a Contractor Sponsor Workers Based at a Client’s Premises?

 

A sponsored worker may undertake duties at a third-party location in circumstances permitted by the relevant immigration route and sponsor guidance.

However, the sponsor must comply with the applicable restrictions on third-party working arrangements.

For Skilled Workers, particular care is required where an employer supplies workers to another organisation.

The Home Office distinguishes between permissible arrangements involving the delivery of a contracted service and arrangements that amount to the routine supply of labour to fill roles for a third party.

For example, an engineering consultancy may employ sponsored engineers to deliver a defined engineering project for a client.

That arrangement requires assessment of the sponsor’s genuine responsibility for the workers and the nature of the contracted services.

By contrast, a business that simply supplies sponsored individuals to work under a client’s direction in roles within the client’s ongoing workforce may encounter sponsorship restrictions.

Employers should assess:

 

• Which organisation employs the worker.
• Which organisation directs and controls the relevant work.
• The nature of the contract between the service provider and client.
• Whether the sponsor is genuinely responsible for delivering the contracted service.
• Whether the arrangement constitutes an impermissible supply of labour.
• Whether the worker’s duties and work locations comply with the relevant sponsorship requirements.

 

These issues should be reviewed before transferring sponsored workers into a new outsourcing arrangement.

 

10. What if a Service Contract Is Split Between Several Incoming Contractors?

 

A service contract may be divided between several replacement providers rather than transferred to a single incoming contractor.

For example, a national facilities management contract may be split into separate regional contracts awarded to different suppliers.

Whether employees transfer under TUPE, and to which employer, depends on the relevant employment law analysis.

Where sponsored workers transfer to different incoming organisations, each receiving employer must establish its own sponsorship position.

One contractor’s sponsor licence does not automatically authorise another contractor to sponsor its transferred workers.

Each organisation should identify:

 

• The sponsored workers allocated to it.
• The immigration routes used by those workers.
• Whether the relevant transfer qualifies under the Home Office provisions.
• Whether it holds the necessary sponsor licence authorisation.
• Whether any new licence application or extension of scope is required.
• The applicable reporting and application deadlines.
• The records and compliance systems needed for the incoming workforce.

 

The outgoing sponsor should reconcile the sponsored workforce against the final allocation of employees.

Where a worker’s employment position is disputed or uncertain, the immigration implications should be assessed before assuming that sponsorship responsibility has passed to a particular contractor.

 

11. What if Sponsored Workers Serve More Than One Client?

 

Outsourcing businesses may employ sponsored workers who provide services to several clients.

This can complicate the TUPE analysis because an employee may not be assigned exclusively to a single transferring service contract.

Whether the worker transfers under TUPE is an employment law question that depends on the statutory requirements and the circumstances.

For immigration purposes, the employer must establish whether the worker remains employed by the outgoing sponsor or transfers to an incoming organisation.

For example, a sponsored IT specialist may support three clients under a shared services arrangement.

If one client appoints a replacement contractor, it should not automatically be assumed that the specialist transfers to the new provider.

The employer should obtain an appropriate employment law assessment and then determine the sponsorship consequences.

Where the worker remains with the outgoing sponsor, the existing sponsorship arrangements may continue, subject to compliance with the relevant requirements.

Where the worker transfers to another employer, the qualifying transfer provisions or ordinary change-of-employment requirements must be considered.

 

12. What if the Incoming Contractor Changes the Sponsored Workers’ Duties?

 

A replacement contractor may intend to reorganise service delivery after taking over a contract.

This may involve combining roles, changing responsibilities, introducing new technology or allocating workers to different operational functions.

For sponsored workers, these changes can affect eligibility for the Home Office’s sponsorship continuity provisions.

The relevant qualifying transfer arrangements require the continuation of existing duties in accordance with the applicable guidance.

Where a worker’s duties change materially, the employer must assess whether the change triggers a new Certificate of Sponsorship or immigration application.

For example, a sponsored maintenance engineer may transfer to a new contractor but subsequently be assigned primarily to facilities management supervision.

The incoming sponsor should establish whether the revised role falls within the worker’s existing occupation code and satisfies the relevant immigration requirements.

Changes in job title alone are not necessarily decisive.

The actual duties, responsibilities and sponsored occupation must be examined.

Employers should assess proposed changes before implementation rather than relying on the fact that the employee originally transferred under TUPE.

 

13. What if the Incoming Contractor Changes Work Locations?

 

Service provision changes frequently involve alterations to working locations.

For example, a replacement contractor may consolidate operations at a different site or require transferred employees to work across several client premises.

Changes to a sponsored worker’s normal work location may trigger Home Office reporting requirements.

The incoming sponsor must establish whether the proposed arrangements remain consistent with the worker’s immigration permission and sponsorship requirements.

It should also ensure that the relevant work locations are accurately recorded.

Where a worker moves between client sites, the employer should consider whether the arrangements are permitted under the applicable route and third-party working rules.

The sponsor should maintain appropriate systems for monitoring workers operating away from its own premises.

Where the proposed location change is accompanied by different duties or employment arrangements, further immigration assessment may be necessary.

 

14. What if the Service Contract Ends Shortly After the TUPE Transfer?

 

A sponsored worker may transfer to an incoming contractor under TUPE only for the relevant service contract to end or change again shortly afterwards.

This can create additional sponsorship and immigration complications.

The incoming employer must establish whether it continues to have genuine sponsored employment available for the worker.

Where the worker’s employment ends or sponsorship ceases, the employer must comply with the applicable Home Office reporting requirements.

If the worker is offered employment by another organisation, the qualifying transfer provisions or ordinary change-of-employment rules must be assessed.

For example, a contractor may acquire a sponsored workforce under a three-year service agreement but lose the contract after six months.

The employer cannot assume that the workers’ immigration permission automatically authorises employment with a subsequent replacement contractor.

Each relevant transfer or change of employer requires its own immigration assessment.

Employers should therefore consider the duration and stability of the underlying service arrangements when assessing sponsorship risks.

 

15. What Due Diligence Is Required for Outsourcing and Insourcing?

 

Immigration due diligence should form part of the preparation for any outsourcing, insourcing or service provision change involving sponsored workers.

The review should identify the sponsored workforce and establish how the proposed arrangements affect sponsorship responsibility.

Relevant due diligence questions include:

 

1. Which organisation currently employs and sponsors the affected workers?
2. Which organisation will employ them after the proposed service change?
3. Does TUPE apply to the relevant employees?
4. Does the transaction qualify under the Home Office’s sponsorship continuity provisions?
5. Which immigration routes are involved?
6. Does the incoming employer hold the necessary sponsorship authorisation?
7. Is a new sponsor licence application or extension of scope required?
8. Will the workers continue performing the same duties?
9. Are any changes proposed to salaries, working hours or work locations?
10. Do the arrangements comply with the applicable third-party working restrictions?
11. Are there outstanding immigration applications or sponsorship compliance concerns?
12. What Home Office reporting and application deadlines apply?
13. What immigration records must be transferred?
14. What right to work checking responsibilities arise?
15. What contingency arrangements are available if sponsorship authorisation cannot be obtained?

 

Where the service contract involves a large or geographically dispersed workforce, employers may need to undertake the assessment at individual worker level.

The findings should be incorporated into the transaction timetable and relevant compliance planning.

 

16. Who Is Responsible for Right to Work Checks Following a Service Provision Change?

 

The organisation responsible for right to work checks depends on the legal and contractual arrangements and the applicable statutory provisions.

Where employees transfer under qualifying TUPE arrangements, the incoming employer should assess the Home Office’s specific right to work provisions.

These include arrangements concerning checks previously undertaken by the outgoing employer and a 60-calendar-day period for conducting fresh checks where the relevant conditions are satisfied.

The employer should obtain appropriate checking records from the outgoing organisation and establish whether further checks are required.

From 1 October 2026, the statutory right to work framework also extends to specified working arrangements beyond traditional employment.

This includes relevant worker engagements, individual subcontracting arrangements and certain online matching services, subject to the applicable statutory definitions.

These changes are particularly relevant to outsourcing and service provision arrangements involving non-employee workers.

However, they do not mean that every client receiving outsourced services automatically becomes responsible for checking every employee of an independent contractor.

The parties must establish their respective obligations under the actual arrangements.

Employers should also ensure that checks are conducted using the appropriate prescribed method and in accordance with the Home Office’s code of practice on avoiding unlawful discrimination.

Further information is available in our Right to Work Checks guide.

 

17. Common Immigration Risks in Outsourcing and Contractor Changes

 

Outsourcing and service provision changes can expose weaknesses in sponsorship planning because commercial and employment arrangements are often negotiated separately from immigration compliance.

Common risks include:

 

• Assuming TUPE transfers sponsorship: The parties incorrectly believe that the outgoing sponsor’s licence automatically follows the employees.
• Unlicensed incoming contractors: The replacement provider does not hold the necessary sponsor licence and fails to prepare a valid application.
• Missed application deadlines: The incoming employer fails to satisfy the relevant 20-working-day requirement.
• Incorrect assumptions about visa continuity: The parties rely on the qualifying transfer provisions without establishing whether their conditions are satisfied.
• Changes to sponsored duties: The new contractor reorganises roles without assessing whether further immigration action is required.
• Third-party working restrictions: The proposed arrangement amounts to an impermissible supply of sponsored labour.
• Unclear sponsorship responsibility: The client, outgoing contractor and incoming contractor have not established which organisation is responsible for the workers.
• Incomplete immigration records: The incoming sponsor cannot demonstrate compliance because relevant information was not obtained.
• Missed Home Office notifications: The parties fail to identify their separate reporting obligations.
• Incorrect right to work assumptions: The organisations misunderstand their respective checking responsibilities.
• Multi-contractor allocation problems: Sponsored workers are transferred between several providers without clear sponsorship planning.
• Unresolved immigration applications: Workers have pending applications that are not considered during the transfer.

 

These risks can affect both the employer’s sponsor licence and the immigration position of individual workers.

Where the Home Office identifies serious compliance failures, the consequences may include licence enforcement action in accordance with the applicable guidance.

Employers should therefore address immigration compliance during procurement and transaction planning rather than waiting until the new service contract has commenced.

 

18. Outsourcing and Service Provision Change Sponsorship Checklist

 

Employers should use a structured checklist when planning an outsourcing, insourcing or contractor replacement involving sponsored workers.

 

1. Identify the service arrangement: Establish whether the transaction involves outsourcing, insourcing, retendering or another service provision change.
2. Confirm the employment law position: Obtain appropriate advice on whether TUPE applies.
3. Identify sponsored workers: Prepare a complete list of affected individuals and their immigration routes.
4. Confirm the legal employers: Establish the employing organisations before and after the change.
5. Assess sponsorship continuity: Determine whether the Home Office’s qualifying transfer provisions apply.
6. Review incoming licence authorisation: Confirm whether the receiving employer holds the necessary sponsor licence.
7. Identify application requirements: Establish whether a new licence or extension of scope is required.
8. Calculate deadlines: Record the applicable application and reporting periods.
9. Review sponsored duties: Confirm whether the workers will continue performing the same duties.
10. Assess third-party working arrangements: Establish whether the proposed service model complies with the relevant sponsorship restrictions.
11. Review salaries and locations: Identify proposed changes requiring immigration assessment or reporting.
12. Coordinate the parties: Allocate responsibilities between the outgoing employer, incoming employer and client where relevant.
13. Transfer immigration records: Ensure that the incoming sponsor receives the information necessary for compliance.
14. Review right to work obligations: Establish the applicable checking arrangements, including the requirements effective from 1 October 2026.
15. Assess pending applications: Identify workers whose immigration applications may be affected.
16. Prepare contingency arrangements: Consider the consequences of licence refusal, invalid applications or other sponsorship difficulties.
17. Implement post-transfer monitoring: Ensure that sponsored workers are incorporated into the incoming employer’s compliance systems.
18. Document the compliance process: Retain evidence of assessments, applications, notifications and relevant decisions.

 

Where the arrangements involve several contractors or multiple client locations, the employer should consider maintaining a central immigration compliance schedule for the entire transfer.

Contractual arrangements should also address the provision of accurate immigration information and cooperation with the relevant Home Office requirements.

The central issue is not simply whether employees transfer under TUPE, but whether the resulting service delivery and employment arrangements support lawful sponsorship under the Home Office’s rules.

DavidsonMorris advises employers on business immigration, sponsor licensing and workforce compliance. Separate specialist employment law advice should be obtained on whether TUPE applies and the employment law consequences of the service provision change.

For further guidance, see our Sponsor Licence, Sponsor Licence Compliance and Skilled Worker Visa guides.

The relevant primary sources include the Home Office sponsorship guidance and the Transfer of Undertakings (Protection of Employment) Regulations 2006.

 

 

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Section J: TUPE Transfers and Skilled Worker Sponsorship

 

Skilled Worker visa holders may transfer between employers under TUPE, but the immigration consequences must be assessed separately from the employment law position. The Home Office provides specific sponsorship continuity arrangements for qualifying transfers, potentially allowing affected workers to retain their existing immigration permission without submitting new visa applications solely because their employment has transferred.

The principal requirement is that the transfer satisfies the Home Office’s qualifying transfer provisions and that the incoming employer holds or obtains the necessary Skilled Worker sponsorship authorisation. For an appropriately licensed incoming sponsor, the relevant conditions include accepting full sponsorship responsibility and the workers continuing in the same sponsored occupation code, with no material change taking the role outside the existing sponsored employment.

These provisions are particularly important where a business acquisition, outsourcing arrangement, insourcing exercise or corporate restructuring involves employees sponsored under the Skilled Worker route.

However, a qualifying TUPE transfer does not exempt the incoming employer from the Skilled Worker requirements governing eligible occupations, salaries, genuine employment, reporting and ongoing sponsorship compliance.

Where the incoming employer intends to change workers’ duties, occupation codes, salaries or other material employment arrangements, additional immigration requirements may arise.

Employers should therefore distinguish between the immigration consequences of the transfer itself and those of any subsequent changes to the sponsored employment.

 

1. Can Skilled Worker Visa Holders Transfer Under TUPE?

 

Yes. Skilled Worker visa holders can transfer to another employer under TUPE where the relevant employment law conditions are satisfied.

The transfer of employment does not automatically require the worker to leave the UK or make a new immigration application.

The Home Office recognises qualifying mergers, takeovers and TUPE transfers and provides arrangements under which sponsored workers may retain their existing immigration permission.

However, the immigration position depends on the receiving organisation’s sponsorship authorisation and compliance with the relevant transfer conditions.

For example, a company may acquire part of another business employing several Skilled Worker visa holders.

Where the employees transfer to the buyer under TUPE and the Home Office’s qualifying transfer requirements are satisfied, the workers may be able to continue under their existing immigration permission.

The incoming employer must establish whether it already holds the necessary Skilled Worker sponsor licence or must obtain authorisation under the applicable qualifying transfer provisions.

The parties must also complete their respective Home Office reporting obligations.

 

2. Do Skilled Workers Need New Visas Following TUPE?

 

A Skilled Worker does not necessarily need to make a new visa application solely because their employment transfers to another organisation under qualifying TUPE arrangements.

Where the Home Office’s sponsorship continuity provisions apply, the worker may be able to retain their existing immigration permission.

For an incoming employer that already holds appropriate sponsorship authorisation, the relevant conditions include acceptance of full sponsorship responsibility and the worker continuing in the same sponsored occupation code, with no material change taking the role outside the existing sponsored employment.

Where the incoming employer does not hold the necessary licence, separate qualifying transfer application provisions apply.

Employers should not confuse this position with an ordinary voluntary change of employer.

Outside the qualifying transfer arrangements, a Skilled Worker changing sponsor will generally need a new Certificate of Sponsorship and change-of-employment application.

For example, a Skilled Worker who independently accepts employment with an unrelated company will ordinarily be subject to the normal change-of-employment requirements.

By contrast, a worker whose employment transfers automatically under qualifying TUPE arrangements may be able to rely on the Home Office’s sponsorship continuity provisions.

Whether those provisions apply must be established from the actual circumstances.

 

3. Does the Incoming Employer Need a Skilled Worker Sponsor Licence?

 

The incoming employer must hold or obtain the appropriate Skilled Worker sponsorship authorisation where it becomes responsible for employees sponsored under that route.

A sponsor licence held by the outgoing employer does not automatically transfer to the incoming organisation.

Where the incoming employer already holds a valid Skilled Worker sponsor licence, it may be able to accept responsibility for the transferring workers under the qualifying transfer provisions.

Where the incoming employer does not hold the necessary authorisation, it must assess whether a new sponsor licence application or extension of scope is required.

Under the relevant Home Office provisions, an incoming employer requiring authorisation must generally submit a valid application within 20 working days of the sponsored workers moving to it.

For example, a business holding a Temporary Worker sponsor licence may acquire a company employing Skilled Workers.

The acquiring organisation must establish whether its existing licence includes Skilled Worker authorisation.

If not, it may need to apply to extend the scope of its licence.

Employers should establish the relevant licensing position before completion wherever possible.

 

4. Do Skilled Workers Need New Certificates of Sponsorship?

 

A qualifying TUPE transfer does not necessarily require the incoming employer to assign new Certificates of Sponsorship to the transferred Skilled Workers.

Where the Home Office’s sponsorship continuity provisions apply, the workers may retain their existing immigration permission without a new CoS solely because the employing organisation has changed.

This is an important distinction from the ordinary Skilled Worker change-of-employer process.

However, the absence of a new CoS requirement for the qualifying transfer itself does not mean that further sponsorship documentation will never be necessary.

A new Certificate of Sponsorship may be required where:

 

• The worker needs to extend their immigration permission.
• The worker changes to an occupation that triggers the Skilled Worker change-of-employment requirements.
• The worker changes employer outside the qualifying transfer provisions.
• The existing sponsored employment arrangements no longer satisfy the applicable immigration requirements.

 

The incoming employer should review the workers’ existing Certificates of Sponsorship and establish whether the information remains consistent with their actual duties and employment arrangements.

It should not assign new Certificates of Sponsorship merely because the transferred workers do not appear within its SMS account.

The Home Office provides alternative reporting arrangements for relevant qualifying transfers.

 

5. Must Skilled Workers Continue Performing the Same Duties?

 

The continuation of existing duties is a central condition of the Home Office’s qualifying transfer provisions for an appropriately licensed incoming sponsor.

Where the incoming employer relies on these arrangements, the workers’ duties must remain unchanged in accordance with the relevant guidance.

This is particularly important where the incoming employer intends to reorganise the workforce following completion.

For example, a sponsored software engineer may transfer to a new employer while continuing to perform the same software development duties.

Where the qualifying transfer requirements are otherwise satisfied, the worker may be able to retain their existing immigration permission.

However, the incoming employer may subsequently wish to move the worker into a project management role involving materially different responsibilities.

The employer must assess whether the proposed change triggers the Skilled Worker change-of-employment requirements.

The assessment should focus on the actual duties rather than simply comparing job titles.

Where the proposed duties fall within a different occupation code, a new CoS and immigration application may be required.

The employer should establish the correct position before the worker begins the new role.

 

6. Can the Incoming Employer Change a Skilled Worker’s Occupation Code?

 

Changes to a Skilled Worker’s occupation code can trigger additional immigration requirements.

The occupation code identifies the type of work for which the worker is sponsored and is relevant to the Skilled Worker eligibility and salary requirements.

Where a worker transfers under qualifying TUPE arrangements and continues performing the same duties, the transfer itself may not require a new occupation code or immigration application.

However, where the incoming employer proposes a materially different role, it must assess whether the new duties fall within another occupation code.

For example, a sponsored engineering technician may transfer to a new employer and subsequently be offered a specialist engineering management position.

The employer must determine the appropriate occupation code for the proposed role and whether a change-of-employment application is necessary.

Where a new application is required, the worker must satisfy the Skilled Worker requirements applicable to that application.

These may include occupation eligibility, salary and other relevant criteria.

The employer should not assume that a worker can move into any role within the organisation merely because they already hold Skilled Worker permission.

 

7. Can the Incoming Employer Change a Skilled Worker’s Salary?

 

Salary changes following TUPE can have significant Skilled Worker sponsorship implications.

The incoming employer must ensure that the worker continues to satisfy the applicable salary requirements and that any reportable changes are notified to the Home Office.

The relevant requirements depend on the worker’s circumstances, including their occupation code, immigration history, working hours and any applicable transitional provisions.

For example, an incoming employer may wish to harmonise salaries across the transferred and existing workforces.

Before implementing changes affecting Skilled Workers, it should establish whether the revised salaries remain compliant with the relevant immigration requirements.

A reduction in salary may create compliance concerns where the new amount falls below the applicable threshold or going rate.

Changes in working hours may also affect the salary calculation.

Where the worker subsequently requires an extension or change-of-employment application, the salary requirements applicable at that time must be assessed separately.

Employers should not assume that the salary threshold applying when the worker was originally sponsored will necessarily continue to apply to every future application.

 

8. Which Skilled Worker Salary Threshold Applies After TUPE?

 

The salary requirement applicable to a transferred Skilled Worker depends on the worker’s immigration circumstances and the relevant Immigration Rules.

A qualifying TUPE transfer does not automatically require every worker to satisfy the salary threshold applicable to a completely new Skilled Worker application.

Where the worker retains existing immigration permission under the Home Office’s qualifying transfer provisions, the employer must ensure that the sponsored employment continues to comply with the requirements applicable to that permission.

However, a subsequent extension or change-of-employment application may require assessment against the salary rules in force at the relevant time.

Different salary provisions may apply depending on factors such as:

 

• The date the worker first obtained relevant Skilled Worker permission.
• The occupation code.
• The worker’s immigration history.
• Whether transitional provisions apply.
• Whether the role falls within a category subject to specific salary rules.
• The proposed working hours.
• The type of immigration application being made.

 

Employers should avoid applying a single salary threshold to all transferred Skilled Workers without reviewing their individual circumstances.

Where the incoming employer proposes salary changes, the assessment should consider both ongoing sponsorship compliance and any future immigration application requirements.

 

9. Do Transitional Skilled Worker Salary Rules Continue After TUPE?

 

Some Skilled Workers may benefit from transitional salary provisions because of their immigration history.

A qualifying TUPE transfer does not, by itself, necessarily remove eligibility for a transitional provision.

However, whether a worker can continue to rely on a particular transitional arrangement depends on the conditions of that provision and the Immigration Rules applicable to the relevant application.

For example, an employer may acquire a workforce containing Skilled Workers who were sponsored before significant changes to the salary requirements.

Those workers may have different salary requirements from individuals entering the Skilled Worker route for the first time.

The incoming employer should identify which workers may benefit from transitional arrangements and retain the relevant immigration history.

Where the worker subsequently changes occupation or requires an extension, the employer must assess whether the transitional provisions remain available.

Employers should not assume that every pre-existing Skilled Worker can retain historical salary treatment indefinitely.

 

10. Does TUPE Trigger a New Immigration Skills Charge?

 

A qualifying TUPE transfer does not automatically trigger a new Immigration Skills Charge solely because sponsorship responsibility changes.

The Immigration Skills Charge is generally associated with the assignment of relevant Certificates of Sponsorship, subject to the applicable rules and exemptions.

Where the Home Office’s qualifying transfer provisions allow a Skilled Worker to retain existing immigration permission without a new CoS, the transfer itself does not create a new charge merely because the worker has moved to another sponsor.

However, a subsequent immigration application requiring a new CoS may create an Immigration Skills Charge liability.

For example, a worker may transfer under TUPE without a new CoS but later require an extension of Skilled Worker permission.

Where the incoming sponsor assigns a new CoS for the extension, it must assess whether the Immigration Skills Charge is payable and whether any exemption applies.

The employer should also consider the relevant charge calculation rules.

Employers should distinguish between the sponsorship consequences of the original transfer and the costs associated with subsequent immigration applications.

 

11. Can Skilled Workers Change Work Location After TUPE?

 

Changes to a Skilled Worker’s normal work location may trigger Home Office reporting requirements.

A TUPE transfer may involve the worker moving to a different office, operational site or client location.

The incoming sponsor should establish whether the change must be reported and whether it affects the worker’s sponsored employment arrangements.

For example, a sponsored employee may transfer to an acquiring business and continue performing the same duties at the same location.

Alternatively, the incoming employer may require the worker to relocate to another site following completion.

The employer should assess the reporting requirements and ensure that the worker’s records accurately reflect the relevant arrangements.

Where the worker will perform duties at third-party premises, the employer must also consider the applicable restrictions on third-party working.

Work location changes should not be assessed in isolation where they form part of a wider change to the worker’s duties or role.

 

12. Can Skilled Workers Be Assigned to Client Sites Following TUPE?

 

Skilled Workers may undertake work at client premises in circumstances permitted by the relevant sponsorship rules.

However, the Home Office places restrictions on arrangements involving the supply of sponsored workers to third parties.

Employers must distinguish between the genuine delivery of contracted services and arrangements that amount to supplying labour to fill positions within another organisation.

For example, an engineering consultancy may employ sponsored engineers to deliver a defined project at a client’s site.

The sponsorship position will depend on the actual arrangements, including the nature of the contracted service and the sponsor’s responsibility for the workers.

By contrast, a business that merely supplies sponsored individuals to undertake ongoing roles under a client’s direction may encounter sponsorship restrictions.

Where TUPE results in workers transferring between outsourcing contractors, the incoming employer must assess whether the proposed working arrangements comply with the Skilled Worker sponsorship requirements.

The fact that the workers previously performed duties at the same client site does not automatically establish that the new sponsorship arrangements are compliant.

 

13. What if a Skilled Worker Has a Pending Visa Application?

 

A TUPE transfer may occur while a Skilled Worker has an outstanding immigration application.

The worker may have applied to extend their permission, change employment or obtain another immigration status.

The incoming employer should assess whether the transfer affects the information or sponsorship arrangements supporting the application.

For example, an extension application may have been submitted using a Certificate of Sponsorship assigned by the outgoing employer.

If the worker transfers before the Home Office decides the application, the parties should establish whether further information or action is required.

The correct approach depends on the nature of the application, the relevant immigration rules and the circumstances of the transfer.

Employers should not assume that every pending application can proceed unchanged.

They should also avoid withdrawing or replacing sponsorship documentation without establishing the potential consequences for the worker’s application.

Where the worker has made a valid in-time application, the employer should assess the applicable provisions governing continuing immigration permission while the application remains pending.

These cases should be reviewed individually.

 

14. Does TUPE Affect a Skilled Worker’s Visa Expiry Date?

 

A qualifying TUPE transfer does not automatically extend a Skilled Worker’s immigration permission.

Where the worker retains existing permission under the Home Office’s sponsorship continuity provisions, that permission generally continues subject to its existing expiry date and conditions.

For example, a Skilled Worker whose visa expires four months after the transfer will still need to address their immigration position before the relevant expiry date.

The incoming employer should therefore obtain accurate immigration expiry information during due diligence.

Where an extension is required, the employer must establish whether a new Certificate of Sponsorship is necessary and whether the worker satisfies the applicable Skilled Worker requirements.

These may include the salary and occupation rules in force at the time of the application.

The employer should also consider the time needed to prepare the application and any supporting documentation.

Workers approaching expiry should be identified as a priority during the transfer planning process.

 

15. Does TUPE Affect a Skilled Worker’s Eligibility for Settlement?

 

A qualifying TUPE transfer does not automatically reset a Skilled Worker’s qualifying immigration history for settlement.

Where the worker continues to hold qualifying immigration permission and satisfies the relevant requirements, the change of employer does not necessarily interrupt the period relevant to a future settlement application.

However, settlement eligibility is determined by the Immigration Rules applicable at the time of application.

These may include requirements relating to qualifying residence, continuous residence, immigration status, salary, sponsorship and other relevant conditions.

For example, a Skilled Worker may transfer to an incoming employer shortly before becoming eligible to apply for indefinite leave to remain.

The incoming sponsor should establish whether it can provide any required confirmation concerning the worker’s employment and salary.

The worker’s immigration history should also be reviewed to ensure that the relevant residence and permission requirements are satisfied.

Employers should not assume that continuity of employment under TUPE automatically establishes eligibility for settlement.

 

16. What if the Incoming Employer’s Skilled Worker Licence Application Is Refused?

 

Where an incoming employer must obtain Skilled Worker sponsorship authorisation following a qualifying transfer, refusal of its application can jeopardise the immigration position of affected workers.

Where the required licence application is refused, the transferred workers will have their immigration permission cancelled, except any workers who can be sponsored under an appropriate existing licence held by the incoming organisation.

The incoming employer should not assume that the workers can continue indefinitely under the outgoing sponsor’s licence after their employment has transferred.

Where refusal occurs, the organisation should urgently assess:

 

• The reasons for the licence refusal.
• The immigration position of each affected Skilled Worker.
• Whether any lawful alternative sponsorship arrangements are available.
• Whether a challenge or fresh licence application is possible.
• The implications for continued employment.
• The employer’s right to work obligations.
• Any further Home Office reporting requirements.

 

Where the incoming employer fails to submit the required valid licence application within the prescribed 20-working-day period, the Home Office guidance provides for cancellation consequences, subject to the relevant exceptions.

Employers should therefore assess licence eligibility and refusal risk before completion.

 

17. What Sponsor Duties Apply to Transferred Skilled Workers?

 

Once the incoming employer accepts sponsorship responsibility for transferred Skilled Workers, it must comply with the applicable Home Office sponsor duties.

These include maintaining records, monitoring sponsored employment and reporting specified changes.

The incoming sponsor should ensure that transferred workers are incorporated into its immigration compliance systems.

Relevant duties may include:

 

• Maintaining required identity and immigration records.
• Monitoring attendance and relevant absences.
• Recording sponsored duties, salaries and working arrangements.
• Maintaining accurate work location information.
• Reporting specified changes within the applicable deadlines.
• Ensuring that workers undertake employment permitted by their immigration conditions.
• Monitoring immigration permission expiry dates.
• Maintaining appropriate right to work checking records.
• Responding to Home Office compliance enquiries.
• Ensuring that relevant key personnel understand their responsibilities.

 

The employer should also review the completeness of records received from the outgoing sponsor.

Where discrepancies are identified, the incoming organisation should investigate and address them promptly.

The transfer does not remove the incoming sponsor’s responsibility to maintain effective compliance systems.

 

18. Common Skilled Worker Sponsorship Problems Following TUPE

 

Skilled Worker sponsorship problems can arise where the immigration implications of a TUPE transfer are not addressed during transaction planning.

Common issues include:

 

• Incorrect assumptions about sponsorship transfer: The incoming employer assumes that the outgoing sponsor’s licence automatically transfers.
• Missing licence authorisation: The incoming organisation does not hold the necessary Skilled Worker licence.
• Late or invalid applications: The employer fails to satisfy the qualifying transfer application requirements.
• Unreported organisational changes: The parties do not complete the relevant Home Office notifications.
• Changes to sponsored duties: Workers are moved into different roles without assessing the immigration consequences.
• Incorrect occupation codes: The recorded sponsored occupation does not reflect the worker’s actual duties.
• Salary compliance failures: The employer applies an incorrect salary threshold or overlooks relevant transitional provisions.
• Unnecessary Certificates of Sponsorship: The employer assigns new CoS records without establishing whether they are required.
• Missed immigration extensions: The incoming sponsor fails to identify workers approaching permission expiry.
• Third-party working problems: The new employment arrangements do not comply with the relevant sponsorship restrictions.
• Incomplete records: The incoming sponsor lacks the evidence needed to demonstrate compliance.
• Right to work failures: The employer does not establish or maintain the appropriate checking arrangements.

 

These issues may affect the employer’s sponsor licence and, in some circumstances, the immigration position of individual workers.

Where serious breaches are identified, the Home Office may take enforcement action in accordance with the applicable guidance.

A structured post-transfer compliance review can help identify deficiencies and establish appropriate corrective action.

 

19. Skilled Worker TUPE Transfer Checklist

 

Employers should undertake a worker-by-worker immigration assessment where a TUPE transfer involves Skilled Worker visa holders.

The following checklist summarises the principal issues.

 

1. Identify Skilled Workers: Prepare an accurate list of all Skilled Worker visa holders expected to transfer.
2. Confirm the employment law position: Establish whether TUPE applies, obtaining separate specialist employment law advice where necessary.
3. Assess qualifying transfer provisions: Determine whether the Home Office’s sponsorship continuity arrangements apply.
4. Confirm the incoming sponsor: Identify the legal entity that will employ and sponsor the workers.
5. Verify licence authorisation: Establish whether the incoming employer holds the necessary Skilled Worker sponsor licence.
6. Identify application requirements: Determine whether a new licence or extension of scope is required.
7. Calculate deadlines: Record the applicable 20-working-day application and reporting requirements.
8. Confirm sponsorship responsibility: Ensure that the incoming sponsor accepts responsibility where required.
9. Review existing duties: Establish whether the workers will continue performing the same sponsored roles.
10. Verify occupation codes: Confirm that the recorded occupations remain appropriate.
11. Review salary compliance: Assess salaries against the relevant Skilled Worker requirements.
12. Identify transitional provisions: Determine whether any workers benefit from historical salary arrangements.
13. Assess proposed changes: Review any planned changes to duties, salaries, hours or locations.
14. Determine CoS requirements: Establish whether new Certificates of Sponsorship are necessary.
15. Assess Immigration Skills Charge liability: Consider whether any new CoS creates a charge obligation.
16. Review immigration expiry dates: Identify workers requiring future extension applications.
17. Check pending applications: Assess whether any outstanding immigration applications are affected by the transfer.
18. Implement sponsor monitoring: Ensure that the transferred workforce is incorporated into the incoming employer’s compliance systems.
19. Retain evidence: Maintain records of the transfer, sponsorship assessments, Home Office notifications and relevant immigration decisions.

 

Where the transfer involves a substantial Skilled Worker population, employers should consider maintaining a central schedule recording each worker’s immigration route, occupation code, salary, permission expiry date and any outstanding compliance action.

The incoming sponsor should also undertake a post-transfer review to establish whether the actual employment arrangements remain consistent with the sponsorship information held by the Home Office.

The key distinction is that a qualifying TUPE transfer may allow Skilled Workers to retain their existing immigration permission without a new application, but the incoming employer must still satisfy the relevant sponsorship conditions and maintain full compliance with the Skilled Worker requirements.

DavidsonMorris advises employers on Skilled Worker sponsorship, sponsor licence applications, corporate immigration changes and Home Office compliance. Separate specialist employment law advice should be obtained concerning the application of TUPE and the employment law consequences of the transfer.

For further guidance, see our Skilled Worker Visa, Sponsor Licence and Sponsor Licence Compliance guides.

The relevant primary sources include the Home Office sponsor guidance and the Immigration Rules: Appendix Skilled Worker.

 

 

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Section K: Sponsor Licence Due Diligence Before a TUPE Transfer

 

Sponsor licence due diligence should form part of any proposed business acquisition, outsourcing arrangement, insourcing exercise or corporate restructuring involving sponsored workers. The purpose is to establish whether the transaction can proceed without disrupting the workers’ immigration permission or exposing the incoming employer to avoidable Home Office compliance risks.

Immigration due diligence should be completed before the transfer wherever possible, rather than after the sponsored workforce has moved to the incoming organisation. This is particularly important where the incoming employer needs a new sponsor licence or an extension of its existing sponsorship authorisation.

The review should identify the affected workers, establish the status of the outgoing and incoming sponsor licences, assess the conditions for sponsorship continuity and determine the reporting and application requirements arising from the transaction.

It should also identify historical compliance problems that may affect the incoming employer’s ability to manage the transferred workforce lawfully.

Unlike a general employment due diligence exercise, sponsor licence due diligence must examine the relationship between the worker’s immigration permission, the sponsoring legal entity, the sponsored occupation and the actual employment arrangements.

The findings should inform the transaction timetable, the allocation of responsibilities between the parties and the incoming employer’s post-completion compliance arrangements.

 

1. Why Is Sponsor Licence Due Diligence Necessary Before TUPE?

 

Immigration due diligence helps employers identify whether a proposed transfer creates sponsorship requirements that could affect completion or the continued employment of sponsored workers.

TUPE may transfer employment contracts automatically, but it does not automatically transfer the outgoing employer’s sponsor licence.

The incoming employer must establish whether it can accept sponsorship responsibility under the Home Office’s qualifying transfer provisions.

Where it does not hold the necessary sponsorship authorisation, a valid licence application or extension of scope may be required within the prescribed 20-working-day period.

Due diligence should also establish whether the workers’ existing duties and employment arrangements satisfy the conditions for retaining immigration permission following the transfer.

For example, a buyer may acquire a business employing 30 Skilled Workers but discover shortly before completion that it does not hold a sponsor licence.

If the licensing position has not been addressed, the transaction may create immediate immigration compliance risks.

Early due diligence allows the buyer to assess licence eligibility, prepare the necessary application and establish appropriate contingency arrangements.

 

2. Who Should Carry Out Immigration Due Diligence?

 

Immigration due diligence should be undertaken by individuals with sufficient knowledge of UK sponsor licensing and the immigration requirements applicable to the affected workforce.

Depending on the transaction, the review may involve the buyer’s immigration advisers, HR compliance personnel, transaction team and the outgoing sponsor’s authorised representatives.

The incoming employer should retain responsibility for understanding the immigration risks associated with the workforce it proposes to acquire.

Where the transaction involves a substantial sponsored workforce, multiple immigration routes or a complex corporate structure, specialist immigration advice may be appropriate.

The employment law question of whether TUPE applies should be considered separately by appropriately qualified employment law advisers.

Once the employment transfer position is established, the immigration review should assess the sponsorship consequences.

Coordination is important because the immigration assessment may depend on the legal identity of the employing organisations and the structure of the transaction.

 

3. What Information Should Be Requested From the Outgoing Sponsor?

 

The incoming employer should request sufficient information to identify the sponsored workforce and assess the outgoing organisation’s sponsorship arrangements.

The scope of the request should be proportionate to the transaction and comply with applicable data protection requirements.

Relevant information may include:

 

• The outgoing employer’s sponsor licence details.
• The immigration routes for which the organisation is licensed.
• The sponsor licence rating and any relevant Home Office restrictions.
• A list of sponsored workers expected to transfer.
• Each worker’s immigration route and permission expiry date.
• Existing Certificates of Sponsorship and relevant sponsorship details.
• Job titles, occupation codes and actual duties.
• Salary and working hours information.
• Normal and additional work locations.
• Relevant right to work checking records.
• Outstanding Home Office notifications.
• Pending immigration applications.
• Relevant Home Office compliance correspondence.
• Known sponsorship compliance concerns.
• Details of any ongoing enforcement action affecting the licence.

 

The incoming employer should verify material information rather than relying solely on summary assurances.

Where records are incomplete or inconsistent, the discrepancies should be investigated before completion wherever possible.

 

4. How Should the Outgoing Sponsor Licence Be Checked?

 

The incoming employer should establish the status of the outgoing organisation’s sponsor licence and identify any circumstances that could affect the sponsored workforce.

This should include confirming the legal identity of the licence holder and the immigration routes covered by the licence.

The employer should also establish whether the licence is subject to relevant compliance restrictions or Home Office enforcement action.

A sponsor may hold an A-rating or be subject to a B-rating and associated compliance requirements.

More serious concerns may arise where the Home Office has suspended or revoked the licence.

The incoming employer should request appropriate evidence of the outgoing sponsor’s licence status and relevant Home Office correspondence.

Publicly available sponsor registers may assist with certain checks, but they do not necessarily disclose every aspect of a sponsor’s compliance history or current regulatory position.

The buyer should therefore avoid treating appearance on a public register as conclusive evidence that the outgoing sponsor has no compliance problems.

 

5. How Should the Incoming Employer’s Licence Position Be Assessed?

 

The incoming employer must establish whether it holds the sponsorship authorisation required for the transferred workers.

The assessment should identify the precise legal entity that will employ the workers following completion.

Where that entity already holds a sponsor licence, the employer should confirm that the licence covers the relevant immigration routes.

Where the incoming organisation is unlicensed, it must establish whether a new licence application is required.

Where the organisation holds a licence but lacks authorisation for a particular route, an extension of scope may be necessary.

The employer should also review its existing HR systems, key personnel and ability to manage the additional sponsored workforce.

For example, a company holding a Skilled Worker sponsor licence for a small number of employees may acquire a business employing several hundred sponsored workers.

Although the company may already hold the appropriate route authorisation, it should assess whether its compliance systems have sufficient capacity to manage the expanded workforce.

 

6. Why Does the Transaction Structure Matter for Sponsorship?

 

The legal structure of the transaction can determine which Home Office sponsorship requirements apply.

A business or asset transfer may involve sponsored workers moving from one legal employer to another.

By contrast, a share acquisition may leave the employing legal entity unchanged.

However, the absence of a change in legal employer does not necessarily mean that the sponsor licence is unaffected.

Home Office sponsor guidance contains separate requirements concerning changes in direct ownership. Where C4.5 applies, the existing licence will be revoked or, where sponsored workers have transferred under the relevant arrangements, made dormant, even though the employing company remains the same legal entity.

For example, a buyer may acquire all the shares in a company that already holds a sponsor licence.

The employees may continue working for the same company, meaning that TUPE does not ordinarily arise solely because of the share sale.

Nevertheless, the change in ownership may trigger sponsor licence requirements under the Home Office’s corporate change provisions.

Due diligence should therefore distinguish between:

 

• Share acquisitions.
• Business and asset transfers.
• Statutory mergers.
• Group reorganisations.
• Outsourcing and insourcing arrangements.
• Changes of service provider.
• Transfers involving multiple legal entities.

 

The immigration consequences should be assessed against the actual legal structure rather than the commercial description of the transaction.

 

7. How Should the Sponsored Workforce Be Audited?

 

The incoming employer should undertake a worker-by-worker review of the sponsored employees expected to transfer.

This is particularly important where the workforce includes individuals with different immigration routes, occupation codes, salary arrangements or permission expiry dates.

The review should establish whether each worker is currently sponsored and whether their immigration permission is consistent with their actual employment.

A sponsored workforce audit should ordinarily record:

 

• Worker identification details.
• Current sponsoring organisation.
• Immigration route.
• Immigration permission expiry date.
• Certificate of Sponsorship reference.
• Sponsored occupation code.
• Actual job duties.
• Salary and working hours.
• Normal work location.
• Relevant pending applications.
• Known reportable changes.
• Potential compliance concerns.

 

The employer should also identify workers who may not transfer under TUPE or whose employment position remains uncertain.

Where the workforce is divided between several incoming organisations, the audit should establish which legal entity is expected to assume responsibility for each worker.

 

8. How Should Occupation Codes and Job Duties Be Verified?

 

The incoming employer should compare the occupation code recorded for each sponsored worker with the duties actually performed.

This is particularly important for Skilled Workers because occupation codes affect eligibility and salary requirements.

Job titles alone may not provide an accurate indication of the sponsored occupation.

For example, two employees described as project managers may perform substantially different duties requiring different immigration assessments.

The employer should review job descriptions, reporting arrangements and the actual work undertaken.

Where the incoming organisation intends to change the workers’ duties after completion, the proposed arrangements should also be assessed.

A material change in occupation may require a new Certificate of Sponsorship and change-of-employment application.

The employer should not assume that the Home Office’s qualifying transfer provisions automatically authorise changes to sponsored occupations.

 

9. How Should Skilled Worker Salaries Be Audited?

 

The incoming employer should review the salaries and working hours of transferring Skilled Workers against the applicable immigration requirements.

The assessment should take account of the worker’s occupation code, immigration history and any relevant transitional provisions.

It should also distinguish between salary requirements applicable to existing permission and those that may apply to a future extension or change-of-employment application.

Relevant information may include:

 

• Contractual salary.
• Actual salary paid through payroll.
• Normal working hours.
• Relevant allowances and other remuneration.
• Periods of reduced pay.
• Historical salary changes.
• Applicable occupation-specific salary requirements.
• Potential transitional provisions.

 

The employer should investigate discrepancies between the salary recorded for sponsorship purposes and the amount actually paid.

Where the incoming employer proposes pay harmonisation or restructuring, the immigration consequences should be assessed before implementation.

 

10. Why Are Immigration Permission Expiry Dates Important?

 

Immigration permission expiry dates should be reviewed during due diligence because a qualifying TUPE transfer does not automatically extend the workers’ existing permission.

Some sponsored workers may require extension applications shortly after completion.

For example, a buyer may acquire a business employing Skilled Workers whose immigration permission expires within three months.

The incoming employer must establish whether it will have the necessary sponsorship authorisation and documentation to support the required applications.

Where the employer is still awaiting a sponsor licence decision, the timing of the workers’ immigration applications may create additional complications.

The due diligence review should therefore identify workers with imminent expiry dates and establish a plan for each case.

Employers should also review whether any workers have pending applications or immigration conditions requiring particular attention.

 

11. How Should Pending Immigration Applications Be Reviewed?

 

Sponsored workers may have outstanding immigration applications at the time of a proposed transfer.

These may include applications to extend permission, change employment or obtain settlement.

The incoming employer should establish whether the transaction affects the information or sponsorship arrangements supporting those applications.

For example, a worker may have submitted an extension application using a Certificate of Sponsorship assigned by the outgoing employer.

If the worker transfers before the application is decided, the parties should assess whether further Home Office notification or other action is required.

The correct approach depends on the nature of the application and the applicable immigration rules.

Employers should not withdraw or replace sponsorship documentation without first assessing the consequences for the worker.

Where an application is particularly time-sensitive, the immigration position should be reviewed before completion.

 

12. What Right to Work Due Diligence Is Required?

 

The incoming employer should establish the right to work position of the transferring workforce and identify the checking records available from the outgoing organisation.

The Home Office provides specific arrangements for qualifying TUPE transfers, including provisions concerning checks previously undertaken by the outgoing employer.

These arrangements also include a 60-calendar-day period for conducting fresh checks where the applicable conditions are satisfied.

Due diligence should establish:

 

• Whether the outgoing employer conducted prescribed right to work checks.
• When those checks were completed.
• Which checking method was used.
• Whether the relevant evidence was retained.
• Whether any follow-up checks are required.
• Whether workers have restrictions affecting the employment they may undertake.
• Whether any right to work concerns remain unresolved.

 

From 1 October 2026, the statutory right to work framework also extends to specified working arrangements beyond traditional employment.

Where the transaction involves workers engaged under relevant contracts, individual subcontractors or specified online matching arrangements, the parties should assess whether the expanded provisions apply.

Employers should not assume that the employment law classification of an individual determines every statutory right to work obligation.

Any deficiencies identified during due diligence should be assessed before completion wherever possible.

 

13. How Should Home Office Compliance History Be Investigated?

 

The incoming employer should assess whether the outgoing sponsor has been subject to relevant Home Office compliance action.

This may include previous compliance visits, requests for information, action plans, licence downgrading, suspension or revocation proceedings.

The review should establish whether any outstanding issues could affect the transferring workforce or the proposed sponsorship arrangements.

For example, the outgoing sponsor may have received a Home Office compliance report identifying deficiencies in worker monitoring or reporting.

The incoming employer should assess whether those deficiencies relate to the employees expected to transfer.

It should also establish whether the underlying records are sufficiently reliable to support future sponsorship compliance.

The buyer should not assume that the transfer automatically resolves historical breaches.

Where serious concerns are identified, the employer should assess whether they affect the transaction timetable or require corrective action before completion.

 

14. What if the Outgoing Sponsor’s Licence Is Suspended?

 

A suspended sponsor licence creates additional immigration risks that require careful assessment.

The Home Office may suspend a licence while investigating suspected non-compliance.

The consequences depend on the applicable guidance and the circumstances of the suspension.

Where a proposed transaction involves workers sponsored by an organisation whose licence is suspended, the incoming employer should establish whether the qualifying transfer provisions can be relied upon and what additional issues arise.

The buyer should also investigate the reasons for the suspension and whether the concerns relate to the transferring workforce.

For example, a sponsor may have been suspended because of discrepancies between sponsored occupations and actual duties.

If those workers are expected to transfer, the incoming employer must establish whether their proposed employment arrangements satisfy the relevant immigration requirements.

The transaction should not proceed on the assumption that moving workers to another organisation automatically cures the underlying sponsorship problems.

 

15. What if the Outgoing Sponsor’s Licence Has Been Revoked?

 

Revocation of the outgoing employer’s sponsor licence can have serious consequences for its sponsored workers.

The Home Office may take action affecting the immigration permission of workers sponsored by a revoked organisation, subject to the applicable provisions.

Where a proposed TUPE transfer involves a sponsor whose licence has already been revoked, the incoming employer should obtain a specific immigration assessment.

It should not assume that the ordinary qualifying transfer provisions automatically restore or preserve immigration permission affected by the revocation.

The review should establish:

 

• When the licence was revoked.
• Which workers were affected.
• Whether the Home Office has taken action concerning their immigration permission.
• Whether the workers currently hold valid permission.
• Whether any lawful alternative sponsorship arrangements are available.
• What immigration applications or other actions may be required.

 

Where the workers’ immigration position is uncertain, the issue should be resolved before the incoming employer assumes that they can lawfully continue working.

 

16. How Should Historical Sponsor Reporting Failures Be Assessed?

 

Due diligence should identify whether the outgoing sponsor has failed to report changes affecting sponsored workers or its organisation.

Relevant issues may include unreported changes in duties, salary, work location or employment circumstances.

The review should also establish whether previous corporate changes were reported correctly.

For example, a company may have undergone an earlier change in controlling ownership without assessing the corresponding sponsor licence requirements.

Such issues may affect the outgoing organisation’s current sponsorship position.

The incoming employer should establish the nature and extent of any reporting failures and whether corrective action is required.

However, it should not assume that a retrospective notification automatically remedies every historical breach.

Where the deficiencies are material, specialist advice should be obtained concerning the potential consequences for the sponsor licence and affected workers.

 

17. What Immigration Records Should Be Transferred at Completion?

 

The incoming employer should establish which immigration and sponsorship records it requires to meet its ongoing obligations.

The information transferred should be accurate, relevant and handled in accordance with applicable data protection requirements.

Relevant records may include:

 

• Immigration permission evidence.
• Right to work checking records.
• Certificate of Sponsorship information.
• Job descriptions and occupation codes.
• Salary and working hours records.
• Work location information.
• Attendance and absence records.
• Relevant Home Office notifications.
• Pending immigration application information.
• Known sponsorship compliance concerns.
• Relevant correspondence concerning the qualifying transfer.

 

The parties should agree secure arrangements for transferring the information.

Access should be limited to individuals who require the records for legitimate employment and immigration compliance purposes.

The incoming employer should review the records promptly after receipt and identify any missing information.

Passwords or individual SMS login credentials should not be transferred as a substitute for properly establishing authorised users and sponsorship responsibility.

 

18. How Should Sponsor Licence Key Personnel Be Reviewed?

 

The incoming employer should ensure that it has suitable individuals appointed to the relevant sponsor licence key personnel roles.

These include the Authorising Officer, Key Contact and Level 1 User arrangements required under the applicable Home Office guidance.

Where the incoming employer already holds a sponsor licence, it should assess whether its existing personnel can manage the additional sponsored workforce.

Where a new licence application is required, the employer must appoint eligible key personnel as part of the application process.

The review should consider:

 

• Whether the proposed individuals meet the relevant eligibility requirements.
• Whether the Authorising Officer has appropriate seniority and oversight.
• Whether the organisation has sufficient SMS access arrangements.
• Whether relevant personnel understand their reporting obligations.
• Whether additional training is required.
• Whether the transfer creates a need to update existing key personnel records.

 

Employers should consult the current sponsor guidance concerning available SMS user roles and any transitional changes affecting those roles.

The organisation should not assume that the outgoing sponsor’s key personnel appointments automatically transfer to the incoming employer.

 

19. What Immigration Risks Should Be Addressed in Transaction Documents?

 

Immigration due diligence findings may affect the commercial documentation governing the transaction.

Where sponsored workers form an important part of the acquired workforce, the parties should consider how relevant immigration risks are identified and allocated.

Depending on the transaction, documentation may address:

 

• The accuracy of information concerning sponsored workers.
• The outgoing sponsor’s compliance with relevant Home Office requirements.
• Disclosure of known immigration compliance concerns.
• Cooperation with required Home Office notifications.
• Provision of immigration and right to work records.
• Responsibilities for preparing sponsor licence applications.
• Compliance with applicable reporting and application deadlines.
• Assistance with pending immigration applications.
• Cooperation with post-completion Home Office enquiries.
• The commercial consequences of identified immigration risks.

 

For example, a buyer may require accurate information about the sponsored workforce before confirming its ability to retain the employees following completion.

Where the incoming employer must obtain a sponsor licence, the parties may also need to consider the operational implications of an unsuccessful application.

The appropriate contractual provisions should be determined by the transaction’s legal advisers.

DavidsonMorris can advise on the underlying immigration and sponsorship risks, while specialist corporate and employment law advisers should address the drafting and legal effect of the transaction documentation.

 

20. What Should Be Completed Before the TUPE Transfer Date?

 

The parties should establish a pre-completion immigration compliance plan identifying the actions required before the sponsored workers move to the incoming employer.

The plan should reflect the transaction structure, the size of the sponsored workforce and the incoming organisation’s licence position.

Priority actions should include:

 

1. Confirming the legal identity of the incoming employer.
2. Establishing whether the transaction qualifies under the Home Office’s transfer provisions.
3. Identifying all sponsored workers expected to transfer.
4. Verifying the incoming employer’s sponsorship authorisation.
5. Preparing any required sponsor licence application or extension of scope.
6. Reviewing the workers’ immigration permission and expiry dates.
7. Checking occupation codes, duties and salary arrangements.
8. Identifying pending immigration applications.
9. Reviewing relevant Home Office compliance history.
10. Establishing the applicable reporting and application deadlines.
11. Agreeing arrangements for transferring immigration records.
12. Preparing post-completion sponsorship monitoring systems.
13. Identifying outstanding risks and contingency arrangements.

 

Where the incoming employer requires a new sponsor licence, the application should be prepared as early as possible.

Where material compliance concerns remain unresolved, the parties should assess their potential effect on the transaction before completion.

 

21. What Immigration Due Diligence Is Required After Completion?

 

Post-completion due diligence should confirm that the sponsored workforce transferred as expected and that the necessary sponsorship arrangements have been implemented.

The incoming employer should reconcile the final workforce against the information obtained before completion.

It should also verify that the relevant Home Office notifications and applications have been submitted within the applicable deadlines.

A post-completion review should consider:

 

• Whether all expected sponsored workers transferred.
• Whether any additional sponsored workers were identified.
• Whether the incoming employer holds or has applied for the necessary licence authorisation.
• Whether sponsorship responsibility has been accepted and reported where required.
• Whether the workers’ actual duties remain consistent with the qualifying transfer requirements.
• Whether immigration and right to work records are complete.
• Whether monitoring and reporting systems are operating effectively.
• Whether any outstanding compliance concerns require corrective action.
• Whether upcoming immigration applications have been scheduled.

 

The employer should retain evidence of the review and any actions taken.

Where the transferred workforce is substantial, a formal post-transfer sponsor compliance audit may be appropriate.

 

22. Sponsor Licence Due Diligence Checklist for TUPE Transfers

 

The following checklist brings together the principal immigration due diligence issues employers should address before completing a TUPE transfer involving sponsored workers.

 

Due diligence area	Key questions	Required action
Transaction structure	Is the transaction a share acquisition, business transfer, merger or service provision change?	Identify the applicable Home Office corporate change and sponsorship provisions.
Incoming legal employer	Which legal entity will employ the sponsored workers?	Confirm the organisation responsible for sponsorship after completion.
Outgoing sponsor licence	What is the licence status, route coverage and compliance history?	Verify relevant licence information and investigate outstanding concerns.
Incoming sponsor licence	Does the incoming employer hold the necessary authorisation?	Identify any new application or extension of scope requirement.
Sponsored workforce	Which sponsored workers will transfer?	Prepare a complete worker-by-worker immigration schedule.
Immigration permission	What permission does each worker hold and when does it expire?	Verify immigration status and identify upcoming applications.
Occupation codes and duties	Do the recorded occupations reflect the actual work?	Investigate discrepancies and assess proposed role changes.
Salary compliance	Do salaries satisfy the applicable immigration requirements?	Review payroll, working hours and relevant transitional provisions.
Pending applications	Are any immigration applications outstanding?	Assess whether the transfer affects the application or sponsorship arrangements.
Home Office compliance	Are there outstanding reporting failures, investigations or enforcement concerns?	Assess the risks and identify corrective action.
Right to work	Are the relevant checking records available and compliant?	Establish the incoming employer’s checking obligations.
Key personnel	Are suitable sponsor licence personnel and SMS arrangements in place?	Review appointments, access and training requirements.
Reporting deadlines	Which Home Office notifications and applications are required?	Prepare a deadline schedule and allocate responsibility.
Record transfer	What immigration information must be provided to the incoming employer?	Agree secure and lawful information-sharing arrangements.
Post-completion monitoring	Can the incoming employer manage the transferred workforce compliantly?	Implement appropriate HR, reporting and sponsorship monitoring systems.

 

The due diligence process should produce a clear record of the immigration risks identified, the actions required and the organisation responsible for each action.

Where material issues remain unresolved, employers should consider their potential effect on the transaction timetable and the lawful employment of the sponsored workforce.

The objective of sponsor licence due diligence is to establish sponsorship continuity before the transfer takes effect, identify compliance problems that could affect the workforce and ensure that the incoming employer can meet its Home Office obligations from the appropriate date.

For further guidance, see our Sponsor Licence, Sponsor Licence Compliance, Sponsor Licence Application and Right to Work Checks guides.

The relevant primary sources include the Home Office sponsor guidance, particularly Part 3, section C4, and the Transfer of Undertakings (Protection of Employment) Regulations 2006.

 

 

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Section L: Common Sponsor Licence Problems Following TUPE

 

TUPE transfers involving sponsored workers can create significant immigration compliance problems where the outgoing and incoming employers fail to identify or satisfy their respective Home Office obligations. Although employment contracts may transfer automatically under TUPE, the immigration consequences depend on the transaction structure, the receiving organisation’s sponsor licence position and the conditions applicable to the workers’ existing immigration permission.

The most serious problems arise where the incoming employer lacks the necessary sponsorship authorisation, misses the prescribed application deadline or assumes that TUPE automatically preserves the workers’ immigration permission.

Other risks include incorrect Home Office reporting, changes to sponsored duties, salary discrepancies, incomplete worker records and failures to establish effective post-transfer monitoring arrangements.

These issues can affect the incoming employer’s sponsor licence, the immigration position of individual workers and the organisation’s ability to continue operating with its transferred workforce.

Employers should identify potential problems during due diligence and implement corrective action promptly where deficiencies emerge after completion.

 

1. Assuming the Sponsor Licence Transfers Automatically

 

One of the most common mistakes is assuming that the outgoing employer’s sponsor licence automatically transfers with the employees under TUPE.

Although TUPE may transfer employment contracts and associated employment liabilities, a sponsor licence is an authorisation granted by the Home Office to a particular sponsoring organisation.

It does not automatically pass to another legal entity merely because the business or workforce has transferred.

For example, a company may acquire the operating assets and employees of another business, including several Skilled Worker visa holders.

The buyer cannot simply rely on the seller’s sponsor licence without establishing the applicable Home Office requirements.

The incoming employer must determine whether it already holds the necessary sponsorship authorisation or needs to obtain a licence.

Corrective action: Identify the legal employer following the transfer, verify its sponsor licence position and establish whether the Home Office’s qualifying transfer provisions apply.

 

2. The Incoming Employer Does Not Have a Sponsor Licence

 

An incoming employer may discover that it does not hold the sponsorship authorisation required for the transferred workforce.

This is particularly common where a business without sponsored employees acquires a company employing Skilled Worker visa holders.

Where the transaction qualifies under the Home Office’s transfer provisions, the incoming employer may need to submit a valid sponsor licence application within 20 working days of the workers moving to it.

Where the organisation already holds a licence but lacks the relevant route authorisation, an extension of scope may be required.

Failure to address the licensing position can jeopardise the workers’ immigration permission.

Corrective action: Assess the required sponsorship routes, determine the applicable application deadline and prepare the necessary valid application. Where the deadline has already passed, obtain urgent advice on the immigration consequences.

 

3. Missing the 20-Working-Day Sponsor Licence Application Deadline

 

The Home Office’s qualifying transfer provisions generally require an incoming employer needing sponsorship authorisation to submit a valid application within 20 working days of the sponsored workers moving to it.

Employers sometimes confuse this deadline with the separate requirement to report a relevant organisational change.

Submitting a notification about the transfer does not replace a required sponsor licence application.

Under the relevant Home Office guidance, failure to submit a valid application within the prescribed period can lead to cancellation of the affected workers’ immigration permission, subject to the applicable exceptions.

The employer should not assume that a late application automatically remedies the failure.

Corrective action: Establish the transfer date, confirm whether a valid application was submitted on time and assess the position of every affected sponsored worker. Where the deadline was missed, obtain urgent immigration advice before making assumptions about continued employment.

 

4. Submitting an Invalid Sponsor Licence Application

 

An incoming employer may attempt to satisfy the qualifying transfer requirements by submitting a sponsor licence application that is subsequently treated as invalid.

This may arise where the application does not comply with the prescribed submission requirements or required supporting evidence is not provided correctly.

An invalid application may not satisfy the Home Office’s requirement for a valid application within the prescribed 20-working-day period.

The consequences can be particularly serious where the deadline has expired before the employer becomes aware of the problem.

For example, an organisation may submit its online application shortly before the deadline but fail to complete the necessary supporting document requirements.

The employer should not assume that the original online submission necessarily protects the transferred workers.

Corrective action: Review the application against the current validity requirements, identify any deficiencies and determine whether they can be remedied within the applicable deadline. Where validity is disputed or the deadline has expired, obtain specialist advice.

 

5. The Incoming Employer’s Sponsor Licence Application Is Refused

 

Refusal of a required sponsor licence application can have serious consequences for transferred sponsored workers.

Where the incoming employer’s required application is refused, the transferred workers will have their immigration permission cancelled, except any workers who can be sponsored under an appropriate existing licence held by the incoming organisation.

Refusal may arise because the applicant fails to satisfy the Home Office’s eligibility or suitability requirements.

For example, an incoming employer may be unable to demonstrate appropriate systems for monitoring sponsored workers or may have other compliance concerns affecting its application.

The employer should not assume that the workers can continue indefinitely under the outgoing sponsor’s licence.

Corrective action: Review the refusal reasons, assess the immigration position of the affected workers and determine whether any challenge, fresh application or lawful alternative sponsorship arrangement is available.

 

6. The Outgoing Sponsor Fails to Report the TUPE Transfer

 

The outgoing sponsor may fail to notify the Home Office that sponsored workers have transferred to another organisation.

This may occur where the employer assumes that the incoming organisation is responsible for all sponsorship notifications.

However, outgoing and incoming sponsors can have separate reporting obligations under the Home Office’s corporate change provisions.

Relevant organisational changes are generally subject to a 20-working-day reporting requirement.

Failure to comply may constitute a breach of the outgoing sponsor’s duties.

The consequences depend on the circumstances and the Home Office’s assessment of the breach.

Corrective action: Establish which notifications were required, identify any omissions and submit the appropriate information through the prescribed process. Retain evidence of the corrective action and assess whether wider compliance issues exist.

 

7. The Incoming Sponsor Fails to Report the Transfer

 

An incoming sponsor may accept sponsored workers under qualifying TUPE arrangements but fail to complete the relevant Home Office notification.

This may happen where the employer assumes that the outgoing sponsor’s notification is sufficient.

It may also occur where the transferred workers do not appear within the incoming organisation’s Sponsor Management System account.

The Home Office provides alternative reporting arrangements for relevant qualifying transfers where workers cannot be reported through the incoming sponsor’s SMS account.

The absence of the workers from SMS does not remove the reporting obligation.

Corrective action: Identify the required notification, consult the current Home Office guidance and use the prescribed reporting channel. Where the deadline has passed, assess the compliance consequences and retain evidence of the action taken.

 

8. Confusing the 10-Working-Day and 20-Working-Day Reporting Requirements

 

Employers may incorrectly assume that every sponsorship event arising during a TUPE transfer is subject to the same reporting deadline.

Relevant organisational changes are generally subject to a 20-working-day reporting period.

However, specified events affecting individual sponsored workers may be subject to shorter reporting requirements, commonly 10 working days.

For example, a qualifying transfer may require an organisational notification, while a separate reportable change to a worker’s employment arrangements may trigger an additional notification.

Failure to distinguish between the requirements can result in late or incomplete reporting.

Corrective action: Prepare a reporting schedule identifying each event, the applicable deadline, the responsible sponsor and the required submission process.

 

9. Assuming TUPE Automatically Protects Immigration Permission

 

Another significant mistake is assuming that the automatic transfer of employment under TUPE guarantees the continuation of the workers’ immigration permission.

Employment law continuity and immigration sponsorship continuity are separate legal matters.

The Home Office’s qualifying transfer provisions allow sponsored workers to retain existing permission only where the relevant conditions are satisfied.

For an appropriately licensed incoming sponsor, these include acceptance of full sponsorship responsibility and the continuation of the workers’ existing duties.

Where the incoming employer needs sponsorship authorisation, the applicable application requirements must also be met.

Corrective action: Assess each worker against the relevant Home Office transfer provisions and confirm that the incoming employer has satisfied the necessary licensing and reporting requirements.

 

10. Changes to Sponsored Workers’ Duties After TUPE

 

An incoming employer may reorganise the transferred workforce and allocate employees to different roles following completion.

However, changes to sponsored duties can affect the immigration arrangements that permitted the worker to continue under existing permission.

For Skilled Workers, a change to a different occupation code may require a new Certificate of Sponsorship and change-of-employment application.

For example, a sponsored technical specialist may transfer under TUPE but subsequently be moved into a substantially different management role.

The employer must assess whether the new duties remain consistent with the existing sponsorship arrangements.

It should not assume that the worker’s existing permission authorises every role within the incoming organisation.

Corrective action: Review the proposed duties and occupation code before implementation. Where a change-of-employment application is required, ensure that the relevant immigration requirements are satisfied before the worker undertakes the new sponsored role.

 

11. Incorrect Skilled Worker Occupation Codes

 

Occupation code discrepancies may be discovered during or after a TUPE transfer.

The occupation code recorded for sponsorship purposes should correspond to the worker’s actual duties under the applicable Skilled Worker requirements.

Problems may arise where the outgoing employer used an inappropriate code or the incoming employer changes the worker’s responsibilities without reviewing the sponsorship position.

Incorrect occupation codes can affect eligibility, salary requirements and the accuracy of Home Office records.

For example, a worker may be recorded under a technical occupation but primarily undertake duties associated with a different role.

Corrective action: Compare the recorded occupation code with the actual duties, identify any discrepancies and assess whether Home Office reporting, a new CoS or an immigration application is required.

 

12. Skilled Worker Salary Compliance Problems

 

Salary discrepancies are a significant risk where the incoming employer adopts new payroll arrangements or seeks to harmonise pay across the workforce.

Skilled Worker salary requirements depend on the applicable Immigration Rules, occupation code, working hours and any relevant transitional provisions.

A worker may also have different requirements for maintaining existing permission and making a subsequent extension or change-of-employment application.

For example, an incoming employer may reduce a sponsored worker’s working hours and salary without assessing the immigration consequences.

Alternatively, payroll records may reveal that the worker was receiving less than the amount recorded for sponsorship purposes.

Corrective action: Review actual remuneration, working hours and the applicable salary requirements. Identify whether corrective pay action, Home Office reporting or further immigration steps are necessary.

 

13. Misunderstanding Transitional Skilled Worker Salary Provisions

 

Some transferred Skilled Workers may benefit from transitional provisions because of their immigration history.

An incoming employer may incorrectly apply the current general salary threshold to every worker or assume that historical salary provisions remain available indefinitely.

Both approaches can create problems.

The correct salary requirement depends on the worker’s circumstances and the Immigration Rules applicable to the relevant permission or application.

For example, a worker sponsored before changes to the Skilled Worker salary requirements may be eligible for particular transitional treatment when making a qualifying subsequent application.

However, eligibility must be assessed against the conditions of the relevant provision.

Corrective action: Review each worker’s immigration history, occupation code and proposed application before determining the applicable salary requirement.

 

14. Assigning Unnecessary Certificates of Sponsorship

 

An incoming employer may incorrectly assume that every sponsored worker requires a new Certificate of Sponsorship following TUPE.

Where the Home Office’s qualifying transfer provisions apply, workers may be able to retain their existing immigration permission without a new CoS solely because of the transfer.

Unnecessary CoS assignments can create administrative confusion and avoidable costs.

They may also lead employers to initiate immigration applications that were not required for the qualifying transfer itself.

However, a new CoS may be necessary where a worker subsequently requires an extension or changes employment in circumstances triggering the relevant immigration rules.

Corrective action: Establish whether the qualifying transfer provisions apply before assigning new Certificates of Sponsorship. Assess any subsequent immigration requirements separately.

 

15. Incorrect Immigration Skills Charge Assumptions

 

Employers may assume that a TUPE transfer automatically triggers a new Immigration Skills Charge for every transferred Skilled Worker.

Alternatively, they may incorrectly assume that no Immigration Skills Charge can arise after a qualifying transfer.

The charge is generally associated with the assignment of relevant Certificates of Sponsorship, subject to the applicable rules and exemptions.

Where the transfer does not require a new CoS, the change in sponsorship responsibility does not itself create a new Immigration Skills Charge.

However, a subsequent extension or change-of-employment application requiring a new CoS may give rise to a charge.

Corrective action: Determine whether a new CoS is required and assess the Immigration Skills Charge rules applicable to that assignment.

 

16. Incomplete Sponsored Worker Records

 

The incoming sponsor may receive incomplete or inaccurate immigration records from the outgoing employer.

This can make it difficult to demonstrate compliance with the Home Office’s record-keeping and monitoring requirements.

Common deficiencies include missing immigration permission evidence, incomplete salary information, outdated job descriptions and absent records of reportable changes.

For example, an incoming employer may discover that the outgoing sponsor cannot provide reliable records of the workers’ normal work locations or sponsored duties.

The incoming organisation should not assume that these deficiencies are irrelevant because they arose before the transfer.

Corrective action: Conduct a post-transfer records audit, obtain missing information where lawfully available and implement appropriate record-keeping procedures. Assess whether any deficiencies indicate wider sponsorship breaches.

 

17. Failure to Monitor Attendance and Absences

 

The incoming sponsor must comply with the Home Office’s monitoring requirements for sponsored workers.

Problems may arise where transferred employees are not promptly incorporated into the incoming employer’s HR systems.

This is particularly relevant where workers operate remotely, across multiple locations or at client premises.

For example, a contractor acquiring a geographically dispersed workforce may not initially have reliable systems for monitoring attendance or identifying relevant absences.

Failure to monitor sponsored workers or report specified events can create sponsor licence compliance risks.

Corrective action: Integrate the transferred workforce into appropriate monitoring systems, allocate responsibility for compliance and train relevant managers on the applicable reporting requirements.

 

18. Right to Work Checking Failures Following TUPE

 

Right to work compliance is a separate obligation from sponsor licence compliance.

Where employees transfer under qualifying TUPE arrangements, the Home Office provides specific provisions concerning checks previously undertaken by the outgoing employer.

These include a 60-calendar-day period for conducting fresh checks where the relevant conditions are satisfied.

Problems may arise where the incoming employer fails to obtain checking records, misunderstands the concession or assumes that TUPE permits employment regardless of immigration status.

From 1 October 2026, the statutory right to work framework also extends to specified working arrangements beyond traditional employment, subject to the applicable statutory definitions.

This may create additional checking responsibilities in relevant outsourcing and subcontracting arrangements.

Where an employer employs an individual illegally and the statutory conditions for liability are established, civil penalties can reach £60,000 per illegal worker.

However, a missing administrative record does not automatically establish liability for the maximum penalty.

Corrective action: Review the relevant checking records, establish the applicable TUPE arrangements and conduct any required checks using a prescribed method. Investigate concerns about actual immigration permission promptly.

 

19. The Incoming Employer Changes Work Locations Without Reporting

 

Changes to a sponsored worker’s normal work location may require notification to the Home Office.

Following TUPE, an incoming employer may consolidate premises, relocate operational functions or assign workers to different client sites.

Where these changes are reportable, the sponsor must comply with the applicable notification requirements.

For example, a worker may transfer from an outgoing employer’s office to a new regional headquarters operated by the incoming organisation.

The sponsor should assess whether the change requires reporting and whether it affects other aspects of the worker’s sponsored employment.

Corrective action: Review the worker’s actual work locations, identify any required notifications and update internal sponsorship records. Assess whether the new arrangements also raise third-party working concerns.

 

20. Third-Party Working and Labour Supply Problems

 

Outsourcing and contractor changes can create sponsorship risks where sponsored workers perform duties for another organisation.

The Home Office restricts sponsorship arrangements that amount to the routine supply of labour to third parties to fill positions or undertake ongoing roles for those third parties.

Employers must distinguish between permissible contracted service arrangements and impermissible labour supply models.

For example, a contractor may acquire sponsored workers under TUPE but then deploy them into roles controlled by a client organisation.

The immigration position depends on the actual arrangements, not merely the wording of the service contract.

Corrective action: Review the contractual and operational arrangements, establish who is responsible for the sponsored employment and assess compliance with the relevant third-party working restrictions.

 

21. Changes in Corporate Ownership Are Not Reported

 

A corporate transaction may create sponsor licence requirements even where employees remain employed by the same legal entity.

This is particularly relevant to share acquisitions and changes in controlling ownership.

A pure share acquisition does not ordinarily trigger TUPE solely because the company’s shareholders change.

However, where the transaction constitutes a relevant change in direct ownership under C4.5, the existing licence will be revoked or, where sponsored workers have transferred under the relevant arrangements, made dormant, and new sponsorship authorisation may be required.

For example, a company may continue employing the same Skilled Workers after its shares are acquired by a new owner.

The absence of an employment transfer does not establish that the existing sponsor licence can continue unaffected.

Corrective action: Review the ownership change against the Home Office’s corporate change provisions, including the requirements concerning controlling ownership. Identify any necessary applications, notifications or other licence action.

 

22. The Outgoing Sponsor Closes Without Completing Its Obligations

 

The outgoing sponsor may cease trading, enter insolvency proceedings or otherwise discontinue operations following a business transfer.

Problems can arise where the organisation closes without completing the Home Office notifications applicable to the transaction.

The outgoing sponsor should establish whether its licence remains necessary and what reporting requirements apply to the cessation or change in operations.

Where sponsored workers have transferred to another employer, the incoming organisation must separately establish the necessary sponsorship arrangements.

The closure of the outgoing organisation does not automatically establish that the incoming employer is authorised to sponsor the workers.

Corrective action: Identify outstanding notifications, establish the current sponsor licence position and coordinate with relevant insolvency or transaction advisers where necessary.

 

23. Sponsored Workers Have Pending Immigration Applications

 

A TUPE transfer may occur while sponsored workers have outstanding visa extension, change-of-employment or settlement applications.

These applications may have been prepared using information or sponsorship documentation associated with the outgoing employer.

The transfer may affect the information on which the application is based.

For example, a Skilled Worker may have submitted an extension application shortly before their employment transfers to an incoming organisation.

The parties must assess whether the Home Office needs to be informed of the change and whether further action is required.

The employer should not assume that every pending application can continue unchanged.

Nor should it withdraw or replace sponsorship documentation without considering the consequences.

Corrective action: Review each pending application individually, establish the relevant immigration requirements and determine whether a notification, additional evidence or other action is necessary.

 

24. Home Office Compliance Visits and Enforcement Following TUPE

 

The Home Office may examine an organisation’s sponsorship arrangements following a business transfer, merger, takeover or other relevant corporate change.

A compliance visit may assess whether the incoming sponsor has satisfied the requirements arising from the transfer and can effectively manage its sponsored workforce.

Areas of scrutiny may include:

 

• The legal structure of the transaction.
• The identity of the sponsoring organisation.
• The incoming employer’s sponsor licence authorisation.
• Evidence of the qualifying transfer.
• Acceptance of sponsorship responsibility.
• Home Office reporting and application records.
• Sponsored workers’ actual duties and occupation codes.
• Salary and working hours compliance.
• Attendance and absence monitoring.
• Right to work checking records.
• Compliance with third-party working restrictions.
• Relevant HR policies and record-keeping systems.

 

Where the Home Office identifies breaches, it may take action under the applicable sponsor guidance.

Depending on the circumstances, this may include licence downgrading, suspension or revocation.

Such action can have significant operational consequences where the employer relies on sponsored workers.

Corrective action: Undertake a post-transfer compliance audit, investigate identified deficiencies and maintain clear evidence of the transaction, relevant notifications and ongoing sponsorship arrangements.

 

25. How Can Employers Resolve Sponsor Licence Problems After TUPE?

 

Where sponsorship problems are identified after a TUPE transfer, the employer should undertake a structured assessment rather than attempting isolated administrative corrections without understanding the underlying immigration position.

The first priority is to establish whether the incoming organisation holds the necessary sponsorship authorisation and whether the affected workers can lawfully continue under their existing immigration permission.

The employer should then identify outstanding Home Office applications, notifications and compliance requirements.

A practical corrective action plan should include:

 

1. Identify the affected workers: Prepare an accurate list of sponsored employees whose immigration position may be affected.
2. Confirm the transaction structure: Establish which legal entities were involved and when the relevant changes occurred.
3. Review licence authorisation: Determine whether the incoming employer holds or has applied for the necessary sponsorship authorisation.
4. Check application deadlines: Establish whether any required valid application was submitted within the prescribed period.
5. Assess immigration continuity: Determine whether the qualifying transfer provisions apply to the affected workers.
6. Review reporting obligations: Identify missing or late organisational and worker notifications.
7. Verify sponsored duties: Compare actual roles with the relevant sponsorship records.
8. Review salary compliance: Establish whether workers satisfy the applicable immigration requirements.
9. Check immigration expiry dates: Identify workers requiring urgent extension or other applications.
10. Review pending applications: Assess whether outstanding immigration applications are affected.
11. Audit right to work records: Establish whether the employer has complied with the applicable checking requirements.
12. Review third-party working arrangements: Identify any concerns arising from outsourcing or labour supply structures.
13. Investigate historical compliance issues: Establish whether deficiencies originated before or after the transfer.
14. Determine corrective action: Identify which matters require Home Office reporting, further applications or changes to working arrangements.
15. Implement compliance controls: Strengthen monitoring, record-keeping and reporting procedures.
16. Retain evidence: Document the issues identified, decisions made and actions completed.

 

Where a problem concerns a missed licence application deadline, refusal of sponsorship authorisation or uncertainty over a worker’s immigration permission, urgent specialist immigration advice may be necessary.

Employers should not assume that retrospective notifications, new Certificates of Sponsorship or subsequent licence applications will automatically remedy every breach.

The appropriate action depends on the specific Home Office requirements and the worker’s immigration circumstances.

Where the issue also affects employment rights or contractual arrangements, separate specialist employment law advice should be obtained.

The objective is to establish the lawful immigration position of the transferred workforce, correct compliance deficiencies where possible and ensure that the incoming employer can demonstrate effective sponsorship management going forward.

DavidsonMorris advises employers on sponsor licence compliance, Home Office investigations, sponsor licence suspension and revocation, corporate immigration changes and the sponsorship implications of TUPE transfers.

For further information, see our Sponsor Licence Compliance, Sponsor Licence Suspension, Sponsor Licence Revocation and Right to Work Checks guides.

The relevant primary sources include the Home Office sponsor guidance, particularly Part 3, section C4, and the Home Office right to work guidance.

 

 

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Section M: Sponsor Licence & TUPE Transfer Checklist

 

Employers involved in a TUPE transfer affecting sponsored workers should follow a structured immigration compliance process before, during and after completion. The checklist below is designed for outgoing sponsors, incoming employers, HR teams, immigration compliance personnel and transaction advisers.

The principal objective is to establish that the incoming employer can lawfully assume sponsorship responsibility, that the affected workers satisfy the conditions for immigration continuity and that all required Home Office applications and notifications are completed within the applicable deadlines.

The checklist distinguishes between actions required before completion, those arising when workers transfer and the ongoing duties of the incoming sponsor.

Not every requirement will apply to every transaction. The appropriate actions depend on the legal structure, the immigration routes involved, the incoming employer’s licence status and whether the transfer qualifies under the Home Office’s sponsorship continuity provisions.

Employers should maintain a central transaction compliance record identifying each action, its deadline, the responsible organisation and evidence of completion.

 

1. Confirm the Transaction Structure

 

The first step is to establish the legal nature of the proposed transaction.

Different corporate and commercial arrangements can trigger different Home Office sponsorship requirements.

Relevant transaction types include:

 

• Business and asset acquisitions.
• Share acquisitions.
• Statutory mergers.
• Group reorganisations.
• Outsourcing arrangements.
• Insourcing arrangements.
• Changes of service provider.
• Transfers involving multiple incoming employers.
• Business closures and insolvency-related transfers.

 

A pure share acquisition will not ordinarily engage TUPE solely because ownership of the company’s shares changes. However, the Home Office’s separate controlling ownership provisions may require sponsor licence action even where the employing legal entity remains unchanged.

Action: Obtain a clear transaction structure chart showing the relevant legal entities before and after completion.

Evidence: Transaction documents, group structure charts and confirmation of the proposed employing entities.

 

2. Establish Whether TUPE Applies

 

The parties should establish whether the proposed arrangements constitute a relevant transfer under the Transfer of Undertakings (Protection of Employment) Regulations 2006.

Whether TUPE applies is an employment law question and should be assessed separately from the immigration consequences.

The employer should identify which employees are expected to transfer and whether any individuals fall outside the relevant arrangements.

For outsourcing and service provision changes, particular attention should be given to the activities being transferred and the employees assigned to those activities.

The Home Office’s qualifying transfer provisions should not be relied upon merely because the transaction is commercially described as an outsourcing, acquisition or restructuring.

Action: Obtain appropriate specialist employment law advice confirming the basis of the transfer and the employees affected.

Evidence: TUPE assessment, employee allocation schedule and relevant transaction documentation.

 

3. Identify All Sponsored Workers Affected by the Transfer

 

The outgoing employer should prepare an accurate schedule of all sponsored workers potentially affected by the transaction.

The schedule should identify the individuals expected to transfer, those remaining with the outgoing sponsor and any workers whose position is uncertain.

Relevant information should include:

 

• Worker name and employee reference.
• Current sponsoring organisation.
• Immigration route.
• Immigration permission expiry date.
• Certificate of Sponsorship reference.
• Occupation code.
• Job title and actual duties.
• Salary and working hours.
• Normal work location.
• Pending immigration applications.
• Known sponsorship compliance concerns.

 

The information should be handled in accordance with applicable data protection requirements.

Action: Create a controlled sponsored workforce transfer register.

Evidence: Verified worker schedule and supporting immigration records.

 

4. Confirm the Legal Employer Following Completion

 

The parties must identify the legal entity that will employ each sponsored worker after the transfer.

This is particularly important where the transaction involves multiple subsidiaries, a newly incorporated acquisition vehicle or several incoming contractors.

The organisation receiving the benefit of a worker’s services is not necessarily the organisation that legally employs or sponsors that individual.

For example, a client may receive outsourced services while the workers remain employed by an independent contractor.

The immigration assessment must reflect the actual employment arrangements.

Action: Match each sponsored worker to the correct post-transfer employing legal entity.

Evidence: Workforce allocation schedule, legal entity details and relevant employment documentation.

 

5. Verify the Incoming Employer’s Sponsor Licence

 

The incoming employer must establish whether it holds the sponsorship authorisation required for the transferred workers.

The assessment should confirm:

 

• The identity of the sponsor licence holder.
• The immigration routes covered by the licence.
• The licence’s current status.
• Any relevant restrictions or compliance concerns.
• Whether the licence appropriately covers the receiving organisation.
• Whether an extension of scope is required.

 

A licence held by another group company should not automatically be treated as authorisation for the incoming legal employer.

Where the incoming employer already holds the appropriate licence, it must still comply with the relevant qualifying transfer and reporting requirements.

Action: Confirm the receiving organisation’s sponsorship authorisation before completion.

Evidence: Sponsor licence records, relevant Home Office correspondence and legal entity verification.

 

6. Determine Whether a New Sponsor Licence Application Is Required

 

Where the incoming employer does not hold the necessary sponsorship authorisation, it must establish whether a new licence application or extension of scope is required.

Under the Home Office’s qualifying transfer provisions, the incoming employer must generally submit a valid application within 20 working days of the sponsored workers moving to it.

The employer should prepare the application before completion wherever possible.

Preparation should include reviewing eligibility, appointing suitable key personnel, establishing compliant HR systems and assembling the necessary supporting evidence.

The employer should distinguish between submitting an application and submitting a valid application under the prescribed requirements.

Action: Establish the correct application route, deadline and submission responsibilities.

Evidence: Application preparation checklist, submission confirmation and supporting document records.

 

7. Assess Whether Sponsorship Continuity Applies

 

The parties should establish whether the transaction qualifies under the Home Office’s provisions for mergers, takeovers and similar changes.

Where the incoming employer already holds appropriate sponsorship authorisation, the relevant conditions include accepting full sponsorship responsibility and the workers continuing in the same sponsored occupation code, with no material change taking the role outside the existing sponsored employment.

Where the incoming employer requires a new licence or extension of scope, the additional application requirements must be satisfied.

The parties should not assume that employment continuity under TUPE automatically establishes immigration continuity.

For each sponsored worker, the employer should consider whether the existing immigration permission can continue without a new application solely because of the transfer.

Action: Document the basis on which the qualifying transfer provisions apply.

Evidence: Immigration assessment, transaction documentation and worker-level compliance records.

 

8. Review Sponsored Duties and Occupation Codes

 

The incoming employer should confirm whether sponsored workers will continue performing the same duties following the transfer.

This is particularly important for Skilled Workers because changes to the sponsored occupation may trigger additional immigration requirements.

The review should compare:

 

• Existing job descriptions.
• Actual duties performed.
• Recorded occupation codes.
• Proposed post-transfer responsibilities.
• Reporting lines and operational arrangements.
• Any planned restructuring of the roles.

 

Where the incoming employer proposes a materially different role, it must establish whether a new Certificate of Sponsorship and change-of-employment application are required.

Action: Confirm whether duties remain unchanged and assess any proposed role changes before implementation.

Evidence: Job descriptions, occupation code assessments and records of immigration advice.

 

9. Review Salaries, Working Hours and Immigration Requirements

 

The incoming employer should verify that sponsored workers continue to satisfy the salary and other requirements applicable to their immigration routes.

For Skilled Workers, the assessment should take account of occupation codes, working hours, immigration history and relevant transitional provisions.

The employer should also identify proposed salary changes arising from the transfer.

For example, pay harmonisation, reduced working hours or revised shift arrangements may have immigration consequences.

The salary applicable to existing immigration permission should be distinguished from the requirements governing a future extension or change-of-employment application.

Action: Conduct a salary and working hours compliance review before implementing changes.

Evidence: Payroll records, contractual remuneration details and relevant salary assessments.

 

10. Identify Pending Applications and Immigration Expiry Dates

 

The employer should identify sponsored workers whose immigration permission will expire shortly before or after completion.

It should also establish whether any workers have outstanding immigration applications.

Pending applications may require particular attention where they were submitted using sponsorship documentation associated with the outgoing employer.

The transfer may affect the information supporting the application or create additional reporting requirements.

The employer should not assume that every pending application can proceed unchanged.

Similarly, a qualifying TUPE transfer does not automatically extend existing immigration permission.

Action: Prepare an individual immigration action plan for workers with pending applications or approaching expiry dates.

Evidence: Immigration expiry schedule, application status records and relevant correspondence.

 

11. Establish Home Office Reporting Responsibilities

 

The outgoing and incoming sponsors should identify their respective Home Office reporting obligations.

Relevant organisational changes involving qualifying mergers, takeovers and TUPE transfers are generally subject to a 20-working-day reporting requirement.

Specified changes affecting individual sponsored workers may be subject to separate reporting requirements, commonly within 10 working days.

The employer should not assume that one organisation’s notification automatically satisfies another sponsor’s obligations.

Where transferred workers do not appear in the incoming sponsor’s SMS account, the incoming organisation should follow the alternative reporting arrangements prescribed in the Home Office guidance.

Action: Prepare a reporting matrix identifying every required notification, responsible sponsor and deadline.

Evidence: Reporting schedule, SMS records, submission confirmations and relevant Home Office correspondence.

 

12. Calculate the 20-Working-Day Application Deadline

 

Where the incoming employer must submit a sponsor licence application or extension of scope under the qualifying transfer provisions, the deadline is generally calculated from the date the sponsored workers move to the organisation.

The employer should distinguish this application deadline from the separate reporting deadlines.

Where workers transfer in phases, the employer should assess whether different transfer dates create separate requirements.

Working-day deadlines should not be calculated as though they were calendar-day periods.

Internal submission deadlines should be set sufficiently early to allow for final checks and potential application problems.

Action: Record the relevant transfer date, calculate the applicable deadline and assign responsibility for submitting the valid application.

Evidence: Deadline calculation, application submission records and supporting documents.

 

13. Prepare Right to Work Checking Arrangements

 

The incoming employer should establish its right to work obligations in relation to the transferring workforce.

Where qualifying TUPE arrangements apply, the Home Office provides specific provisions concerning checks previously undertaken by the outgoing employer.

These include a 60-calendar-day period for conducting fresh checks where the relevant conditions are satisfied.

The employer should obtain relevant checking records and identify workers requiring follow-up checks.

From 1 October 2026, the statutory framework also extends to specified working arrangements beyond traditional employment, subject to the applicable definitions.

These changes may be relevant to outsourcing, subcontracting and other service provision arrangements.

The 60-calendar-day TUPE checking provision should not be confused with the 20-working-day sponsorship reporting or application requirements.

Action: Establish a right to work checking plan covering the transferred workforce and any additional arrangements falling within the applicable statutory framework.

Evidence: Prescribed checking records, follow-up schedules and relevant compliance procedures.

 

14. Transfer Immigration Records Securely

 

The incoming sponsor should obtain the information necessary to fulfil its ongoing sponsorship duties.

Relevant records may include immigration permission evidence, Certificates of Sponsorship, job descriptions, salary information, work location details and relevant Home Office correspondence.

The parties should agree secure information-sharing arrangements consistent with applicable data protection requirements.

The incoming employer should also establish which records remain incomplete or require verification.

For example, a missing historical right to work record should be identified and assessed rather than assumed to be available.

Individual SMS login credentials should not be transferred between organisations as a substitute for properly establishing authorised access.

Action: Complete a controlled immigration records transfer and reconciliation exercise.

Evidence: Records transfer schedule, access controls and reconciliation report.

 

15. Confirm Completion-Day Sponsorship Responsibilities

 

On the transfer date, the parties should confirm which sponsored workers have moved to the incoming organisation and whether the actual transfer matches the planned arrangements.

This is particularly important where the final workforce differs from the original due diligence schedule.

The incoming employer should establish that the necessary sponsorship arrangements are in place or that the applicable qualifying transfer application provisions can be satisfied.

It should also confirm responsibility for ongoing monitoring, reporting and immigration compliance.

Completion-day actions should include:

 

• Confirming the actual transfer date.
• Reconciling the sponsored workforce.
• Confirming the incoming legal employer.
• Checking the sponsor licence position.
• Recording applicable application and reporting deadlines.
• Confirming access to necessary immigration records.
• Allocating responsibility for worker monitoring.
• Identifying any unexpected immigration issues.

 

Action: Complete a sponsorship handover confirmation on the transfer date.

Evidence: Completion-day workforce reconciliation and compliance handover record.

 

16. Implement Post-Transfer Sponsor Compliance Systems

 

The incoming sponsor should incorporate transferred workers into its existing immigration compliance systems promptly.

These systems should enable the organisation to maintain required records, monitor sponsored employment and report specified changes.

Relevant controls may include:

 

• Attendance and absence monitoring.
• Immigration permission expiry alerts.
• Salary and working hours monitoring.
• Work location records.
• Changes in duties and occupation code reviews.
• Right to work follow-up checks.
• Home Office reporting procedures.
• Manager training.
• Internal compliance audits.

 

The employer should ensure that relevant HR personnel and operational managers understand their responsibilities.

Where the workforce is geographically dispersed or operates at client premises, monitoring arrangements should reflect the actual working model.

Action: Integrate all transferred sponsored workers into the incoming organisation’s compliance framework.

Evidence: Updated HR records, monitoring schedules, training records and internal audit findings.

 

17. Conduct a Post-Completion Sponsor Licence Audit

 

A post-completion audit can help establish whether the incoming employer has satisfied the relevant Home Office requirements and whether the actual employment arrangements remain consistent with the sponsorship position.

The audit should review both transaction-specific obligations and ongoing sponsor duties.

Priority areas include:

 

• Completion of required organisational notifications.
• Submission of any required valid sponsor licence application.
• Acceptance of sponsorship responsibility.
• Accuracy of the transferred workforce register.
• Sponsored duties and occupation codes.
• Salary and working hours compliance.
• Immigration permission expiry dates.
• Pending immigration applications.
• Right to work checking records.
• Worker monitoring arrangements.
• Third-party working restrictions.
• Outstanding Home Office correspondence.

 

The audit should identify deficiencies, allocate corrective actions and record completion.

Where serious issues are identified, specialist immigration advice may be necessary.

Action: Undertake a structured post-transfer compliance review.

Evidence: Audit report, corrective action register and supporting compliance records.

 

18. Sponsor Licence TUPE Transfer Master Checklist

 

The following master checklist consolidates the principal actions required across the transaction lifecycle.

 

Stage	Compliance action	Responsible party	Timing
Pre-transfer	Confirm transaction structure and employing legal entities.	Transaction team and relevant employers	Before completion
Pre-transfer	Establish whether TUPE applies.	Employers with specialist employment law advisers	Before completion
Pre-transfer	Identify all sponsored workers affected by the transfer.	Outgoing employer and incoming employer	During due diligence
Pre-transfer	Verify the incoming employer’s sponsor licence authorisation.	Incoming employer	Before completion
Pre-transfer	Assess the Home Office qualifying transfer provisions.	Incoming employer and immigration advisers	Before completion
Pre-transfer	Prepare any required new sponsor licence application or extension of scope.	Incoming employer	As early as possible
Pre-transfer	Review sponsored duties, occupation codes and salaries.	Relevant employers and immigration compliance personnel	During due diligence
Pre-transfer	Identify immigration expiry dates and pending applications.	Relevant employers	During due diligence
Completion	Confirm the actual sponsored workforce and transfer date.	Outgoing and incoming employers	On completion
Post-transfer	Submit any required valid sponsor licence application or extension of scope.	Incoming employer	Generally within 20 working days of workers moving to the organisation
Post-transfer	Complete relevant organisational change notifications.	Outgoing and/or incoming sponsors	Generally within 20 working days of the applicable reportable change
Post-transfer	Report separate specified worker changes.	Relevant sponsor	Within the applicable event-specific deadline
Post-transfer	Complete fresh right to work checks where required under the qualifying TUPE arrangements.	Incoming employer	Within the applicable 60-calendar-day period where the concession applies
Post-transfer	Integrate sponsored workers into monitoring and record-keeping systems.	Incoming sponsor	From transfer and on an ongoing basis
Post-transfer	Review outstanding immigration applications and upcoming expiries.	Incoming sponsor	Promptly and according to individual deadlines
Post-transfer	Conduct a sponsor compliance audit and resolve identified deficiencies.	Incoming sponsor	Following completion

 

The master checklist should be adapted to the particular transaction rather than treated as a fixed sequence applicable to every transfer.

For example, a share acquisition may require action under the Home Office’s controlling ownership provisions even where no employees transfer under TUPE.

Similarly, a service provision change may require detailed consideration of third-party working restrictions and the legal identity of the organisation responsible for sponsored employment.

Where the incoming employer does not hold the necessary sponsorship authorisation, the validity and timing of its application are particularly important.

Where the incoming employer is already appropriately licensed, the principal focus may instead be on qualifying transfer conditions, reporting obligations and the integration of sponsored workers into its compliance systems.

The checklist should produce a documented compliance trail demonstrating that the employer identified the relevant sponsorship requirements, completed the necessary actions and established effective ongoing oversight of the transferred workforce.

DavidsonMorris advises employers on sponsor licence applications, corporate immigration changes, sponsorship continuity, Home Office reporting and workforce compliance following TUPE transfers.

For further guidance, see our Sponsor Licence Application, Sponsor Licence Compliance, Sponsor Management System and Right to Work Checks guides.

The relevant primary sources include the Home Office sponsor guidance, particularly Part 3, section C4, and the Transfer of Undertakings (Protection of Employment) Regulations 2006.

 

 

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Section N: Sponsor Licence TUPE Transfer Examples

 

The sponsorship consequences of a TUPE transfer depend on the legal structure of the transaction, the identity of the incoming employer, the sponsor licence authorisation available and the circumstances of the affected workers.

Two transactions that appear commercially similar can produce different immigration requirements. A share acquisition may leave the employing legal entity unchanged but trigger Home Office ownership change requirements. An asset acquisition may transfer employees to a different legal entity and require the buyer to assume sponsorship responsibility. An outsourcing arrangement may involve additional restrictions concerning sponsored workers providing services to third parties.

The following examples illustrate how these distinctions affect employers in practice.

Each example assumes that the relevant facts have been established and should be read alongside the Home Office’s qualifying transfer provisions. Whether TUPE applies is a separate employment law question. The examples do not establish that every transaction of the type described will qualify for sponsorship continuity.

 

1. Business Asset Purchase: Buyer Already Holds a Sponsor Licence

 

Scenario: Company A operates an engineering business and sponsors eight Skilled Worker visa holders. Company B purchases the operating assets of Company A, and the employees transfer to Company B under TUPE.

Company B already holds a valid Skilled Worker sponsor licence.

The transferred engineers will continue performing the same duties, with no material changes to their sponsored roles.

Immigration position: The transaction may qualify under the Home Office’s sponsorship continuity provisions.

Where the applicable conditions are satisfied, the engineers may retain their existing immigration permission without requiring new Certificates of Sponsorship or change-of-employment applications solely because of the transfer.

Company B must accept full sponsorship responsibility and comply with the applicable reporting requirements.

Company A must also establish and complete its outgoing sponsor notifications.

Employer action: Verify Company B’s licence, confirm the workers’ existing duties, document acceptance of sponsorship responsibility, complete the prescribed notifications and integrate the engineers into Company B’s compliance systems.

Key lesson: An appropriately licensed buyer may be able to maintain immigration continuity without new visa applications, but sponsorship responsibility and reporting must be addressed.

 

2. Business Asset Purchase: Buyer Has No Sponsor Licence

 

Scenario: Company A sells its manufacturing operations to Company B. The transaction results in 12 Skilled Worker visa holders transferring to Company B under TUPE.

Company B has never employed sponsored workers and does not hold a sponsor licence.

Immigration position: Company B cannot assume that Company A’s sponsor licence transfers with the business.

Where the Home Office’s qualifying transfer provisions apply, Company B must generally submit a valid sponsor licence application within 20 working days of the sponsored workers moving to it.

The workers may be able to retain their existing immigration permission while the application is considered, provided the relevant conditions are satisfied.

However, a late or invalid application can jeopardise that position.

Employer action: Assess sponsor licence eligibility before completion, appoint suitable key personnel, prepare the supporting documents and submit the required valid application within the prescribed period.

Key lesson: An unlicensed buyer may have a route to sponsorship continuity, but the 20-working-day application requirement is critical.

 

3. Share Acquisition: Employees Remain With the Same Company

 

Scenario: Company A employs 20 Skilled Worker visa holders and holds a sponsor licence. Company B purchases all the shares in Company A.

Company A continues to exist as the same legal entity and remains the employer of the sponsored workers.

Immigration position: A pure share purchase does not ordinarily engage TUPE solely because the shareholders change.

However, the Home Office has separate requirements concerning changes in controlling ownership.

Where the ownership change constitutes a relevant change in direct ownership under C4.5, the existing licence will be revoked or, where sponsored workers have transferred under the relevant arrangements, made dormant, even though the workers remain employed by Company A.

It would therefore be incorrect to conclude that the sponsor licence is automatically unaffected because the employing company remains unchanged.

Employer action: Assess the transaction under the Home Office’s controlling ownership provisions, identify the applicable reporting and application requirements and establish the implications for existing sponsored workers.

Key lesson: No TUPE transfer does not necessarily mean no sponsor licence action.

 

4. Share Acquisition Followed by an Internal Business Transfer

 

Scenario: Company B acquires the shares in Company A. Six months later, the group transfers Company A’s operating business and sponsored employees into Company B.

The employees move from Company A to Company B under arrangements that qualify as a TUPE transfer.

Immigration position: The initial share acquisition and the subsequent employment transfer must be assessed separately.

If the share acquisition constitutes a relevant change in direct ownership under C4.5, the existing licence will be revoked or, where sponsored workers have transferred under the relevant arrangements, made dormant.

The later transfer of employees to Company B may create additional requirements under the qualifying transfer provisions.

If Company B is appropriately licensed and the relevant conditions are satisfied, the workers may be able to retain their existing immigration permission.

If Company B lacks the required authorisation, a new licence application or extension of scope may be necessary.

Employer action: Maintain separate compliance assessments and deadline schedules for the ownership change and subsequent workforce transfer.

Key lesson: Corporate transactions implemented in stages can create multiple sponsor licence obligations.

 

5. Group Reorganisation: Sponsored Workers Move Between Subsidiaries

 

Scenario: A corporate group reorganises its UK operations. Sponsored employees currently employed by Subsidiary A transfer to Subsidiary B.

Both companies are owned by the same parent company.

Immigration position: Common ownership does not automatically establish that both subsidiaries can rely on the same sponsor licence.

The group must establish which legal entity holds the relevant sponsorship authorisation and whether the incoming employer is appropriately covered by the licensing arrangements.

Where the transfer qualifies under the Home Office provisions, the workers may be able to retain existing immigration permission, subject to the applicable conditions.

Where Subsidiary B lacks the necessary authorisation, further licence action may be required.

Employer action: Verify the legal employer, licence coverage and sponsorship arrangements before implementing the reorganisation.

Key lesson: Moving sponsored workers within the same corporate group can still create immigration compliance obligations.

 

6. Outsourcing: Sponsored Employees Transfer to a Service Provider

 

Scenario: A large retailer outsources its internal IT support function to an external technology services provider.

Five sponsored IT specialists transfer to the provider under TUPE.

The service provider already holds a Skilled Worker sponsor licence.

Immigration position: The transfer may qualify for sponsorship continuity where the relevant Home Office conditions are satisfied.

However, the incoming provider must also assess whether the proposed service delivery arrangements comply with the Skilled Worker restrictions concerning third-party working.

The employer must distinguish between genuine delivery of contracted services and arrangements that amount to the routine supply of sponsored labour to fill positions for the retailer.

Employer action: Confirm licence authorisation, assess the sponsored duties, review the service delivery model and complete the relevant Home Office notifications.

Key lesson: An outsourcing transfer can satisfy TUPE requirements while still requiring separate assessment of the Home Office’s third-party working restrictions.

 

7. Insourcing: Client Takes Sponsored Workers Back In-House

 

Scenario: A hospital brings a previously outsourced facilities management function back in-house.

The outgoing contractor employs several sponsored workers who transfer to the hospital under TUPE.

Immigration position: The hospital becomes the incoming employer and must establish whether it holds the necessary sponsorship authorisation.

The fact that the workers previously performed their duties at the hospital does not mean that the hospital was their immigration sponsor.

Where the hospital holds an appropriate licence and the qualifying transfer conditions are satisfied, the workers may be able to retain their existing immigration permission.

Where the hospital lacks the required authorisation, it must assess the applicable licence application requirements.

Employer action: Identify the incoming legal employer, confirm the relevant sponsorship routes and establish the licensing and reporting requirements before insourcing takes effect.

Key lesson: Working at a client’s premises before TUPE does not automatically make the client an authorised sponsor.

 

8. Retendering: One Licensed Contractor Replaces Another

 

Scenario: A university retenders its catering contract. Contractor A loses the contract and Contractor B is appointed.

Several sponsored catering employees transfer to Contractor B under TUPE.

Both contractors hold appropriate sponsor licences.

Immigration position: Where the transfer qualifies under the Home Office provisions and the workers continue performing the same duties, they may be able to retain their existing immigration permission.

Contractor B must accept sponsorship responsibility and comply with the relevant reporting requirements.

Contractor A must also address its outgoing sponsor obligations.

Employer action: Confirm the transferring workforce, verify Contractor B’s route authorisation and coordinate the required Home Office notifications.

Key lesson: Contractor replacement does not necessarily require new visa applications, but the incoming contractor must establish lawful sponsorship arrangements.

 

9. Retendering: Replacement Contractor Has No Sponsor Licence

 

Scenario: A cleaning services contract is awarded to a newly established company.

The outgoing contractor employs six Skilled Worker visa holders who transfer to the replacement provider under TUPE.

The replacement provider does not hold a sponsor licence.

Immigration position: Where the qualifying transfer provisions apply, the incoming contractor must generally submit a valid sponsor licence application within 20 working days of the workers moving to it.

The contractor must satisfy the Home Office’s eligibility and suitability requirements.

Winning the commercial contract does not itself establish eligibility for a sponsor licence.

Employer action: Assess licensing requirements during the tender process, prepare the application before the service commencement date and identify contingency arrangements if authorisation is refused.

Key lesson: Immigration sponsorship capability should be assessed before accepting a service contract involving sponsored workers.

 

10. Service Contract Split Between Two Incoming Contractors

 

Scenario: A national maintenance contract previously operated by Contractor A is divided into northern and southern regions.

Contractor B takes responsibility for the northern region and Contractor C takes responsibility for the southern region.

Sponsored workers are allocated between the two incoming contractors under arrangements assessed as qualifying TUPE transfers.

Immigration position: Each incoming contractor must establish its own sponsorship authorisation and obligations for the workers transferring to it.

Contractor B’s licence does not automatically authorise Contractor C to sponsor its workforce.

Each organisation must assess whether the relevant qualifying transfer conditions are satisfied and complete the applicable notifications or applications.

Employer action: Prepare a worker-by-worker allocation schedule identifying the receiving employer, immigration route, licence authorisation and reporting deadline.

Key lesson: A single commercial retendering exercise can create separate sponsorship requirements for multiple incoming employers.

 

11. Skilled Worker Transfers but Is Immediately Given Different Duties

 

Scenario: A sponsored software developer transfers to an incoming employer under TUPE.

Following completion, the employer intends to move the worker into a substantially different operational management role.

Immigration position: The Home Office’s qualifying transfer provisions require careful assessment where the worker’s duties change.

A change to a different Skilled Worker occupation code may trigger the requirement for a new Certificate of Sponsorship and change-of-employment application.

The employer should not assume that the worker can undertake the new role merely because employment transferred under TUPE.

Employer action: Assess the proposed duties, identify the correct occupation code and determine whether a new immigration application is required before the worker begins the new role.

Key lesson: Immigration continuity for the transfer itself does not automatically authorise subsequent changes to sponsored employment.

 

12. Incoming Employer Reduces a Skilled Worker’s Salary

 

Scenario: A company acquires a business employing Skilled Workers and subsequently introduces new working arrangements.

One transferred worker’s hours and salary are reduced.

Immigration position: The employer must assess whether the revised arrangements satisfy the salary requirements applicable to the worker’s immigration circumstances.

The employer must also establish whether the change is reportable to the Home Office.

The correct salary assessment depends on the occupation code, working hours, immigration history and any relevant transitional provisions.

Employer action: Review the salary calculation before implementing the change, assess any reporting requirements and determine whether further immigration action is necessary.

Key lesson: Salary and working hours changes following TUPE require an immigration assessment even where the original transfer qualified for sponsorship continuity.

 

13. Sponsored Worker Has a Pending Visa Extension

 

Scenario: A Skilled Worker submits an application to extend immigration permission shortly before their employer’s business is transferred to another organisation.

The application was prepared using sponsorship documentation issued by the outgoing employer.

Immigration position: The transfer may affect the information or sponsorship arrangements supporting the pending application.

The correct action depends on the nature of the application, the timing of the transfer and the relevant Immigration Rules.

The incoming employer should not assume that the application can proceed unchanged or that the existing sponsorship documentation should automatically be withdrawn.

Employer action: Review the pending application, establish whether the Home Office requires notification or additional information and assess the worker’s continuing immigration position.

Key lesson: Pending immigration applications should be identified during due diligence and managed individually.

 

14. Incoming Employer Misses the Sponsor Licence Application Deadline

 

Scenario: An unlicensed company acquires a business employing sponsored workers under qualifying TUPE arrangements.

The company does not submit its sponsor licence application until after the prescribed 20-working-day period has expired.

Immigration position: Failure to submit a valid application within the relevant deadline can lead to cancellation of the affected workers’ immigration permission, subject to the applicable exceptions.

A late application does not automatically restore the position that would have applied if the requirement had been satisfied.

The employer must establish the immigration consequences for each affected worker.

Employer action: Obtain urgent immigration advice, assess the workers’ permission and right to work position, and determine whether any lawful alternative sponsorship or immigration arrangements are available.

Key lesson: The 20-working-day application deadline is a substantive immigration requirement, not merely an administrative target.

 

15. Incoming Sponsor Cannot See Transferred Workers in SMS

 

Scenario: Company B acquires sponsored workers from Company A under a qualifying transfer.

Company B holds an appropriate sponsor licence but discovers that the transferred workers do not appear within its Sponsor Management System account.

Immigration position: The absence of the workers from Company B’s SMS account does not remove the requirement to report the qualifying transfer.

The Home Office provides alternative reporting arrangements for these circumstances, including those described in paragraph C4.23 of the sponsor guidance, Part 3.

The incoming employer should follow the prescribed process rather than assigning unnecessary new Certificates of Sponsorship merely to create worker records.

Employer action: Identify the applicable alternative reporting procedure, submit the required information within the relevant deadline and retain evidence of the notification.

Key lesson: SMS visibility problems must be addressed through the Home Office’s reporting arrangements, not by assuming that no notification is required.

 

16. Outgoing Sponsor Licence Is Suspended Before Completion

 

Scenario: A buyer agrees to acquire a business employing 15 sponsored workers.

Before completion, the Home Office suspends the seller’s sponsor licence following concerns about its sponsorship records.

Immigration position: The suspension creates additional risks that must be assessed before the workforce transfers.

The buyer should establish the nature of the Home Office concerns, whether they affect the transferring workers and how the suspension interacts with the proposed qualifying transfer arrangements.

The buyer should not assume that transferring the workers to another organisation automatically resolves the underlying sponsorship deficiencies.

Employer action: Review the suspension correspondence, assess the affected workers’ immigration position and establish whether the proposed transfer can proceed under lawful sponsorship arrangements.

Key lesson: Home Office enforcement action against the outgoing sponsor can materially affect the immigration risk profile of an acquisition.

 

17. Sponsored Workers Transfer but Right to Work Records Are Missing

 

Scenario: A company acquires a business employing 40 workers, including several Skilled Worker visa holders.

After completion, the buyer discovers that the outgoing employer’s right to work records are incomplete.

Immigration position: The incoming employer must establish its statutory right to work obligations and assess whether the relevant TUPE checking provisions apply.

Where the conditions are satisfied, the Home Office provides a 60-calendar-day period for conducting fresh checks following a qualifying TUPE transfer.

However, the employer should not assume that this provision authorises employment where the individual does not actually have permission to undertake the relevant work.

The employer must also distinguish the right to work checking requirements from the separate sponsor licence reporting and application deadlines.

Employer action: Obtain available records, conduct the necessary prescribed checks within the applicable period and investigate any concerns about actual immigration permission.

Key lesson: TUPE right to work arrangements provide specific checking provisions but do not remove the employer’s responsibility to establish lawful employment.

 

18. Large Corporate Acquisition Involving Multiple Sponsor Licences

 

Scenario: A multinational group acquires a UK business operating through several subsidiaries.

The acquired group holds multiple sponsor licences covering different legal entities and immigration routes.

Following completion, the buyer intends to consolidate operations, transfer some sponsored workers between subsidiaries and centralise immigration compliance.

Immigration position: The transaction may create several distinct Home Office requirements.

If the initial transaction constitutes a relevant change in direct ownership under C4.5, the existing licence will be revoked or, where sponsored workers have transferred under the relevant arrangements, made dormant, even where the employing legal entities remain unchanged.

Subsequent transfers of sponsored workers between group companies may create additional qualifying transfer requirements.

Changes to sponsored duties, salaries, work locations or immigration routes may require separate assessment.

The buyer should not assume that the entire group can operate under a single sponsor licence without examining the Home Office’s organisational coverage requirements.

Employer action: Undertake a group-wide sponsorship audit covering:

 

• Each legal entity holding a sponsor licence.
• The relevant changes in ownership or control.
• The immigration routes covered by each licence.
• The sponsored workers employed by each entity.
• Any planned transfers between group companies.
• Required licence applications or changes in licence scope.
• Home Office reporting deadlines.
• Changes to sponsored duties, salaries or work locations.
• Key personnel and SMS arrangements.
• Ongoing monitoring and compliance responsibilities.

 

The buyer should maintain a central compliance schedule and allocate responsibility for each required Home Office action.

Key lesson: Large acquisitions and group reorganisations require entity-by-entity sponsorship analysis. Commercial integration should not proceed on the assumption that sponsor licences or sponsored workers can be moved freely between legal entities.

 

19. What Do These TUPE Sponsorship Examples Show?

 

The examples demonstrate that the immigration consequences of a TUPE transfer cannot be determined solely by asking whether the employees’ contracts transfer automatically.

Employers must also establish:

 

1. Which legal entity employs the sponsored workers before and after the transaction.
2. Whether the transaction qualifies under the Home Office’s sponsorship continuity provisions.
3. Whether the incoming employer holds or obtains the required sponsorship authorisation.
4. Whether the workers’ existing duties and immigration circumstances satisfy the relevant conditions.
5. Which Home Office notifications and applications are required.
6. Whether any subsequent changes to sponsored employment trigger additional immigration requirements.
7. Whether the incoming employer can demonstrate ongoing sponsor compliance.

 

The practical outcome can differ significantly between transactions.

An appropriately licensed incoming employer may be able to retain transferred Skilled Workers without new visa applications solely because of a qualifying transfer.

An unlicensed employer may need to submit a valid sponsor licence application within the prescribed 20-working-day period.

A share acquisition may require sponsor licence action under the controlling ownership provisions even where no employment transfer occurs.

An outsourcing arrangement may create additional concerns about third-party working and labour supply restrictions.

The consistent requirement is to establish the correct sponsorship position before the transfer, comply with the relevant Home Office deadlines and maintain lawful sponsorship arrangements after completion.

DavidsonMorris advises employers on sponsor licence requirements arising from acquisitions, corporate restructuring, outsourcing, insourcing and TUPE-related workforce transfers.

For further information, see our Sponsor Licence, Sponsor Licence Application, Sponsor Licence Compliance and Skilled Worker Visa guides.

The relevant primary sources include the Home Office sponsor guidance, particularly Part 3, section C4, and the Transfer of Undertakings (Protection of Employment) Regulations 2006.

 

 

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Section O: Frequently Asked Questions About Sponsor Licences and TUPE Transfers

 

The following frequently asked questions address the immigration and sponsor licence issues that commonly arise when sponsored workers are affected by a TUPE transfer, business acquisition, corporate restructuring or service provision change.

The answers distinguish between the employment law consequences of TUPE and the separate requirements imposed by the Home Office on organisations sponsoring migrant workers.

The immigration position depends on the circumstances of the transaction, the relevant immigration routes, the identity of the sponsoring employer and whether the Home Office’s qualifying transfer provisions apply.

 

Does a Sponsor Licence Transfer Automatically Under TUPE?

No. A sponsor licence does not automatically transfer to another legal entity when employees transfer under TUPE.

TUPE may preserve employment contracts and continuity of employment, but sponsor licensing is governed separately by the Home Office.

The incoming employer must establish whether it already holds the necessary sponsorship authorisation or must apply for a new sponsor licence.

Where the transaction qualifies under the Home Office’s transfer provisions, specific arrangements may allow sponsored workers to retain their existing immigration permission.

However, these arrangements do not mean that the outgoing organisation’s licence itself transfers to the incoming employer.

 

Can Sponsored Workers Transfer to Another Employer Under TUPE?

Yes. Sponsored workers may transfer to another employer under TUPE where the relevant employment law conditions are satisfied.

The immigration consequences must be assessed separately.

Where the transfer qualifies under the Home Office’s sponsorship continuity provisions, the workers may be able to retain their existing immigration permission without making new applications solely because their employment has transferred.

The incoming employer must satisfy the relevant licensing and sponsorship requirements.

Employers should not assume that every employment transfer qualifies for immigration continuity.

 

Do Sponsored Workers Need New Visas Following TUPE?

Not necessarily. Sponsored workers may retain their existing immigration permission following a qualifying TUPE transfer.

For an appropriately licensed incoming sponsor, the relevant Home Office conditions include acceptance of full sponsorship responsibility and the workers continuing in the same sponsored occupation code, with no material change taking the role outside the existing sponsored employment.

Where these requirements are satisfied, new visa applications may not be necessary solely because of the transfer.

However, a new application may be required where the worker changes employer outside the qualifying transfer provisions or subsequently moves into a role that triggers the relevant change-of-employment requirements.

 

Does the Incoming Employer Need a Sponsor Licence?

The incoming employer must hold or obtain the appropriate sponsorship authorisation where it becomes responsible for sponsored workers.

If the organisation already holds a licence covering the relevant immigration routes, it may be able to accept sponsorship responsibility under the qualifying transfer provisions.

If it does not hold the necessary authorisation, a new sponsor licence application or extension of scope may be required.

The employer should establish the correct position before the workers transfer wherever possible.

 

What Happens if the Incoming Employer Has No Sponsor Licence?

Where the incoming employer does not hold the necessary sponsorship authorisation, it must assess the Home Office’s qualifying transfer application requirements.

Under the relevant provisions, the organisation must generally submit a valid sponsor licence application within 20 working days of the sponsored workers moving to it.

Where the organisation already holds a licence for another route, an extension of scope may be required.

The application must satisfy the Home Office’s validity, eligibility and suitability requirements.

Failure to submit a valid application within the prescribed period can jeopardise the affected workers’ immigration permission.

 

How Long Does the Incoming Employer Have to Apply for a Sponsor Licence?

Under the Home Office’s qualifying transfer provisions, an incoming employer requiring sponsorship authorisation must generally submit a valid application within 20 working days of the sponsored workers moving to it.

This is a working-day deadline, not a calendar-day period.

The employer should establish the relevant transfer date and calculate the deadline accordingly.

Where the transfer involves multiple phases or different receiving organisations, the application requirements should be assessed for each relevant arrangement.

Employers should prepare the application before completion wherever possible rather than relying on the full period after the workers have transferred.

 

What Happens if the 20-Working-Day Deadline Is Missed?

Failure to submit a required valid sponsor licence application within the prescribed 20-working-day period can lead to cancellation of the affected sponsored workers’ immigration permission, subject to the applicable Home Office provisions.

A late application does not automatically remedy the failure.

The incoming employer should urgently establish whether the deadline has been missed and assess the immigration position of each affected worker.

It should also consider whether any lawful alternative sponsorship arrangements are available.

Specialist immigration advice is advisable where the deadline has expired.

 

What Happens if the Incoming Employer’s Sponsor Licence Application Is Refused?

Refusal of a required sponsor licence application can jeopardise the immigration position of transferred sponsored workers.

Where the incoming employer’s required application is refused, the transferred workers will have their immigration permission cancelled, except any workers who can be sponsored under an appropriate existing licence held by the incoming organisation.

The employer should review the reasons for refusal, assess the position of the affected workers and determine whether any lawful alternative sponsorship or immigration arrangements are available.

The organisation should not assume that the outgoing employer’s licence can continue covering workers who have transferred to another employer.

 

Does the Outgoing Sponsor Have to Notify the Home Office?

Yes, where the relevant Home Office reporting requirements apply.

An outgoing sponsor involved in a qualifying TUPE transfer, merger or takeover may be required to report the organisational change and the transfer of sponsored workers.

Relevant organisational changes are generally subject to a 20-working-day reporting requirement.

The outgoing sponsor should establish the applicable notification requirements and complete them through the prescribed process.

The incoming employer’s reporting obligations do not automatically replace those of the outgoing sponsor.

 

Does the Incoming Sponsor Have to Notify the Home Office?

Yes, where the relevant reporting requirements apply.

An incoming sponsor accepting responsibility for workers under the qualifying transfer provisions must complete the prescribed Home Office notifications.

The organisation should identify the applicable reporting deadline and submission process.

Where transferred workers do not appear within the incoming sponsor’s SMS account, the Home Office provides alternative reporting arrangements.

The employer should not assume that the absence of an SMS worker record removes its notification obligations.

 

Is the TUPE Sponsor Licence Reporting Deadline 10 or 20 Working Days?

Relevant organisational changes involving qualifying TUPE transfers, mergers and takeovers are generally subject to a 20-working-day reporting requirement.

However, specified events affecting individual sponsored workers may be subject to separate reporting requirements, commonly within 10 working days.

The correct deadline depends on the particular event being reported.

For example, the transfer of sponsorship responsibility may require an organisational notification, while a subsequent reportable change to a worker’s employment arrangements may trigger an additional requirement.

Employers should identify each reporting obligation separately rather than applying a single deadline to every event.

 

Do Skilled Workers Need New Certificates of Sponsorship After TUPE?

Not necessarily.

Where the Home Office’s qualifying transfer provisions apply, Skilled Workers may be able to retain their existing immigration permission without new Certificates of Sponsorship solely because their employment has transferred.

However, a new CoS may be required for a subsequent extension or change-of-employment application.

The incoming employer should assess the circumstances before assigning new Certificates of Sponsorship.

It should not assume that new CoS assignments are necessary merely because the workers do not appear within its existing SMS records.

 

Does TUPE Trigger the Immigration Skills Charge?

A qualifying TUPE transfer does not automatically trigger a new Immigration Skills Charge solely because sponsorship responsibility changes.

The charge is generally associated with the assignment of relevant Certificates of Sponsorship, subject to the applicable rules and exemptions.

Where the transfer does not require a new CoS, the change in sponsor does not itself create a new Immigration Skills Charge liability.

However, a subsequent immigration application requiring a new CoS may create a charge obligation.

Employers should assess the applicable rules whenever a new Certificate of Sponsorship is required.

 

Can Skilled Workers Keep Their Existing Occupation Codes After TUPE?

Yes, where the workers continue performing the same duties and the relevant qualifying transfer conditions are satisfied.

The incoming employer should verify that the occupation codes recorded for sponsorship purposes accurately reflect the workers’ actual duties.

Where the employer subsequently changes a worker’s responsibilities, it must assess whether the role remains within the existing occupation code.

A change to a different occupation code may trigger the Skilled Worker change-of-employment requirements.

The employer should not assume that TUPE automatically authorises a change to a different sponsored occupation.

 

Can the Incoming Employer Change a Skilled Worker’s Duties?

An incoming employer may propose changes to a transferred worker’s duties, but the immigration consequences must be assessed before implementation.

The Home Office’s qualifying transfer provisions require the continuation of existing duties in the relevant circumstances.

Where the worker subsequently moves into a materially different role, a new Certificate of Sponsorship and immigration application may be required.

For example, a sponsored software developer transferred under TUPE may later be offered a substantially different management role.

The employer must assess the occupation code and applicable change-of-employment requirements before the worker begins the new role.

 

Can the Incoming Employer Reduce a Skilled Worker’s Salary?

Any proposed reduction in a Skilled Worker’s salary should be assessed against the applicable immigration requirements.

The employer must ensure that the revised remuneration remains compliant with the requirements governing the worker’s sponsored employment.

The assessment should consider the occupation code, working hours, immigration history and any relevant transitional provisions.

A salary change may also trigger Home Office reporting requirements.

The employer should not implement a reduction without establishing the immigration consequences.

The employment law implications of changing contractual pay should be considered separately by specialist employment law advisers.

 

Do Transitional Skilled Worker Salary Rules Continue After TUPE?

A qualifying TUPE transfer does not automatically remove eligibility for transitional Skilled Worker salary provisions.

However, whether a worker can continue relying on a particular transitional provision depends on the conditions of that provision and the Immigration Rules applicable to the relevant application.

For example, a worker sponsored before changes to the Skilled Worker salary requirements may have different requirements from someone entering the route for the first time.

The incoming employer should review the worker’s immigration history and assess the relevant salary provisions individually.

It should not assume that historical salary arrangements remain available indefinitely.

 

Does TUPE Affect a Skilled Worker’s Visa Expiry Date?

A qualifying TUPE transfer does not automatically extend a Skilled Worker’s immigration permission.

Where the worker retains existing permission under the Home Office’s transfer provisions, the permission generally continues subject to its existing expiry date and conditions.

The incoming employer should identify workers approaching expiry and establish whether extension applications are required.

Where an extension is necessary, the employer must assess the Skilled Worker requirements applicable at the time of the application.

These may include occupation, salary and sponsorship requirements.

 

Does TUPE Affect a Skilled Worker’s Eligibility for Settlement?

A qualifying TUPE transfer does not automatically reset a Skilled Worker’s qualifying immigration history for settlement.

However, eligibility for indefinite leave to remain depends on the Immigration Rules applicable at the time of application.

Relevant requirements may include qualifying residence, continuous residence, immigration status, salary and sponsorship conditions.

The incoming employer may need to provide information confirming the worker’s continuing employment and remuneration.

Continuity of employment under TUPE does not, by itself, establish eligibility for settlement.

 

Does TUPE Apply to a Share Acquisition?

A pure share acquisition does not ordinarily trigger TUPE solely because the company’s shareholders change.

The employees generally remain employed by the same legal entity.

However, the Home Office’s sponsor guidance contains separate requirements concerning changes in controlling ownership.

Where the share acquisition constitutes a relevant change in direct ownership under C4.5, the existing licence will be revoked or, where sponsored workers have transferred under the relevant arrangements, made dormant, even where the employing company remains unchanged.

Employers should therefore assess the sponsorship consequences of the ownership change independently of the TUPE position.

 

What Happens to a Sponsor Licence When a Company Is Sold?

The consequences depend on how the sale is structured.

Where a share acquisition constitutes a relevant change in direct ownership under C4.5, the existing licence will be revoked or, where sponsored workers have transferred under the relevant arrangements, made dormant.

A business or asset sale may result in employees transferring to another legal entity under TUPE.

Where sponsored workers move to a new employer, the incoming organisation must establish whether it holds or obtains the necessary sponsorship authorisation.

The parties must also assess the applicable Home Office reporting and application requirements.

The sponsor licence position should therefore be reviewed before the transaction completes.

 

Can Sponsored Workers Transfer Between Companies in the Same Group?

Sponsored workers may transfer between group companies where the relevant employment and immigration requirements are satisfied.

However, common ownership does not automatically authorise every subsidiary to sponsor workers employed by another group entity.

The employer must establish the legal identity of the incoming organisation and whether it is appropriately covered by the relevant sponsorship authorisation.

Where the transfer qualifies under the Home Office provisions, immigration continuity may be available.

Where it does not qualify, ordinary change-of-employment requirements may apply.

 

Does TUPE Apply When Services Are Outsourced?

TUPE may apply where an organisation outsources activities previously performed by its own employees.

Whether the arrangement qualifies as a service provision change depends on the statutory conditions and the circumstances.

Where sponsored workers transfer to the service provider, the immigration consequences must be assessed separately.

The incoming provider must establish whether it has the necessary sponsorship authorisation and whether the qualifying transfer provisions apply.

It must also consider the Home Office’s restrictions concerning sponsored workers performing duties for third parties.

 

What Happens to Sponsored Workers When Services Are Brought Back In-House?

Insourcing may result in employees transferring from an external contractor to the organisation receiving the services.

Where TUPE applies, the client may become the incoming employer.

If sponsored workers are affected, the client must establish whether it holds the necessary sponsorship authorisation.

The fact that the workers previously performed duties at the client’s premises does not mean that the client was their immigration sponsor.

The incoming employer must assess the qualifying transfer provisions and complete any required Home Office applications or notifications.

 

What Happens When One Contractor Replaces Another?

Where a service contract is retendered and a replacement contractor is appointed, TUPE may apply to employees assigned to the relevant activities.

If sponsored workers transfer, the replacement contractor must establish whether it can lawfully assume sponsorship responsibility.

Where it holds the necessary licence and the qualifying transfer conditions are satisfied, the workers may be able to retain existing immigration permission.

Where it lacks the required authorisation, a valid sponsor licence application may be necessary within the prescribed period.

The outgoing contractor must also consider its Home Office reporting obligations.

 

Can a Contractor Sponsor Workers Based at a Client’s Premises?

Sponsored workers may undertake duties at client premises in circumstances permitted by the applicable immigration route and sponsor guidance.

However, the Home Office restricts sponsorship arrangements that amount to the routine supply of labour to third parties to fill positions or undertake ongoing roles for those third parties.

Employers must distinguish between legitimate contracted service delivery and impermissible labour supply arrangements.

The assessment depends on the actual employment and operational arrangements, including the sponsor’s responsibility for the worker.

The fact that a worker transfers under TUPE does not remove these restrictions.

 

What Happens if a Service Contract Is Split Between Several Contractors?

Where a service contract is divided between several incoming contractors, the employment law position must first establish whether TUPE applies and which employees transfer to each organisation.

Each incoming employer must then assess its own sponsorship obligations.

One contractor’s sponsor licence does not automatically authorise another contractor to sponsor its transferred workforce.

Each organisation should identify the sponsored workers allocated to it, the relevant immigration routes and any required Home Office applications or notifications.

Where the employment allocation is uncertain, the immigration consequences should be assessed before assuming that sponsorship responsibility has passed to a particular contractor.

 

What if TUPE Does Not Apply?

Where TUPE does not apply, employers should not automatically rely on the Home Office’s TUPE-related sponsorship continuity arrangements.

Other qualifying corporate changes may be covered by the Home Office’s relevant provisions, depending on the circumstances.

However, an ordinary change of employer outside the qualifying transfer arrangements will generally require a sponsored worker to satisfy the applicable change-of-employment requirements.

For a Skilled Worker, this will ordinarily involve a new Certificate of Sponsorship and immigration application.

The employer should establish the correct immigration route before the worker commences employment with the new sponsor.

 

Does the Incoming Employer Have to Repeat Right to Work Checks?

The incoming employer should assess the Home Office’s right to work provisions applicable to qualifying TUPE transfers.

These include arrangements concerning checks previously undertaken by the outgoing employer and a 60-calendar-day period for conducting fresh checks where the relevant conditions are satisfied.

The employer should obtain available right to work records and establish whether further checks are required.

The 60-calendar-day period is separate from the 20-working-day sponsorship application and organisational reporting requirements.

The employer must also ensure that workers actually hold permission to undertake the relevant employment.

 

What if the Outgoing Sponsor’s Licence Is Suspended or Revoked?

Suspension or revocation of the outgoing sponsor’s licence can create significant immigration risks for affected workers.

Where the licence is suspended, the incoming employer should assess the reasons for the Home Office action and whether they affect the proposed transfer.

Where the licence has been revoked, the workers’ immigration permission may already be affected by the Home Office’s enforcement action.

The incoming employer should not assume that a TUPE transfer automatically remedies these problems or restores immigration permission.

Specialist immigration advice is advisable before proceeding with a transaction involving a suspended or revoked sponsor licence.

 

Can the Home Office Investigate a Sponsor Following TUPE?

Yes. The Home Office may examine a sponsor’s compliance arrangements following a merger, takeover, TUPE transfer or other relevant organisational change.

A compliance visit may consider whether the incoming organisation holds the necessary sponsorship authorisation, completed the relevant notifications and can effectively manage the transferred workforce.

The Home Office may also examine sponsored duties, salaries, worker monitoring and immigration records.

Where breaches are identified, enforcement action may follow under the applicable sponsor guidance.

Employers should therefore retain clear evidence of the transaction and their compliance with the relevant requirements.

 

What Records Should the Incoming Sponsor Obtain?

The incoming sponsor should obtain the information necessary to meet its ongoing sponsorship obligations.

Relevant records may include immigration permission evidence, Certificates of Sponsorship, occupation codes, job descriptions, salary information, work location records and relevant Home Office correspondence.

The employer should also obtain appropriate right to work checking records and information about pending immigration applications.

Information sharing should comply with applicable data protection requirements.

The incoming sponsor should review the records for completeness and investigate material discrepancies.

 

Who Is Responsible for Sponsor Compliance After TUPE?

Where an incoming employer lawfully assumes sponsorship responsibility under the Home Office’s qualifying transfer provisions, it becomes responsible for meeting the applicable sponsor duties.

These include record keeping, worker monitoring and reporting specified changes.

The outgoing sponsor may retain separate obligations concerning the transfer and its own organisational circumstances.

The parties should therefore allocate reporting and compliance responsibilities clearly.

The incoming employer should not assume that the outgoing organisation remains responsible for monitoring workers after their employment has transferred.

 

What Are the Main Sponsor Licence Risks in a TUPE Transfer?

The principal risks include:

 

• The incoming employer lacks the necessary sponsor licence.
• A required licence application is submitted late or is invalid.
• The incoming employer’s licence application is refused.
• The parties fail to complete required Home Office notifications.
• The transfer does not satisfy the sponsorship continuity conditions.
• Sponsored workers are moved into different roles without the necessary immigration assessment.
• Salaries or working hours cease to meet applicable requirements.
• Right to work checking obligations are misunderstood.
• Immigration records are incomplete.
• Third-party working arrangements breach the relevant sponsorship restrictions.
• Corporate ownership changes are not assessed under the Home Office guidance.
• The incoming employer lacks effective systems for monitoring sponsored workers.

 

These risks can affect the employer’s sponsor licence and the immigration position of individual workers.

Where serious breaches are identified, the Home Office may take enforcement action in accordance with the applicable guidance.

 

When Should Employers Obtain Immigration Advice About TUPE?

Employers should obtain immigration advice before completing a transaction where sponsored workers may be affected, particularly if the incoming employer does not hold the necessary sponsor licence.

Advice may also be appropriate where:

 

• The transaction involves several legal entities.
• There is uncertainty over whether the Home Office’s qualifying transfer provisions apply.
• A change in controlling ownership may affect an existing licence.
• The incoming employer needs a new sponsor licence or extension of scope.
• Sponsored workers have pending immigration applications.
• Workers’ duties, occupation codes or salaries will change.
• The transaction involves outsourcing or third-party working arrangements.
• The outgoing sponsor has a history of Home Office compliance problems.
• A sponsor licence is suspended or revoked.
• Reporting or application deadlines may have been missed.
• The parties need to establish lawful sponsorship arrangements for a substantial transferred workforce.

 

Early advice can help employers identify the necessary Home Office applications and notifications, assess immigration continuity and prepare appropriate post-transfer compliance arrangements.

Where the question concerns whether TUPE applies or the employment law consequences of a transfer, separate specialist employment law advice should be obtained.

The central principle is that TUPE employment continuity and Home Office sponsorship continuity must both be established. A transfer that is effective under employment law does not automatically satisfy the immigration requirements applicable to sponsored workers.

DavidsonMorris advises employers on sponsor licence applications, business immigration, corporate changes, Skilled Worker sponsorship and Home Office compliance arising from TUPE transfers.

For further guidance, see our Sponsor Licence, Sponsor Licence Application, Sponsor Licence Compliance, Skilled Worker Visa and Right to Work Checks guides.

The relevant primary sources include the Home Office sponsorship guidance, particularly Part 3, section C4, the Immigration Rules: Appendix Skilled Worker and the Transfer of Undertakings (Protection of Employment) Regulations 2006.

 

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Section P: Need Advice on Sponsored Workers and TUPE?

 

Business acquisitions, outsourcing arrangements, insourcing exercises and corporate reorganisations can create significant immigration compliance risks where sponsored workers are affected. Employers must establish not only whether employment transfers under TUPE, but also whether the incoming organisation can lawfully assume sponsorship responsibility and satisfy the relevant Home Office requirements.

Failure to address the immigration position can disrupt workforce continuity, jeopardise individual workers’ immigration permission and expose the organisation to sponsor licence enforcement action.

DavidsonMorris advises UK employers on the business immigration and workforce compliance implications of TUPE transfers, mergers, acquisitions and organisational restructuring.

Our immigration solicitors support employers with sponsor licence applications, sponsorship continuity assessments, Home Office reporting, sponsored workforce due diligence and compliance arrangements before and after a transfer.

We work with employers, HR teams, in-house legal departments, corporate transaction advisers and organisations managing sponsored workers across complex operational structures.

 

1. Pre-Transaction Sponsor Licence Advice

 

Immigration risks should be identified during transaction planning rather than after sponsored employees have transferred.

DavidsonMorris can assess the proposed transaction structure and advise on the sponsor licence requirements arising from changes in ownership, employment or organisational arrangements.

Our advice can address:

 

• Whether the transaction creates a change in the sponsoring legal entity.
• Whether the Home Office’s qualifying transfer provisions may apply.
• Whether the incoming employer holds the necessary sponsorship authorisation.
• Whether a new sponsor licence application or extension of scope is required.
• The immigration consequences of a change in controlling ownership.
• Home Office application and reporting deadlines.
• Potential risks to sponsored workers’ immigration permission.
• Actions required before completion to protect sponsorship continuity.

 

The objective is to provide employers with a clear understanding of the immigration requirements affecting the transaction and the actions needed to manage those requirements.

Where the transaction involves questions about whether TUPE applies, employers should obtain separate specialist employment law advice.

 

2. Sponsor Licence Due Diligence for Acquisitions and TUPE

 

Acquiring a business with sponsored workers requires a detailed assessment of the existing sponsorship arrangements and the incoming employer’s ability to assume responsibility.

DavidsonMorris can undertake immigration due diligence to identify potential compliance problems and assess the implications for the proposed transaction.

The review may include:

 

• The outgoing employer’s sponsor licence status.
• The incoming employer’s sponsorship authorisation.
• Existing sponsor licence ratings and relevant restrictions.
• Sponsored worker immigration routes and permission expiry dates.
• Certificates of Sponsorship and occupation codes.
• Actual duties and proposed post-transfer roles.
• Skilled Worker salary and working hours compliance.
• Pending immigration applications.
• Historical Home Office reporting deficiencies.
• Relevant compliance investigations or enforcement action.
• Right to work checking records.
• Third-party working and outsourcing arrangements.

 

Findings can be presented as a prioritised immigration risk assessment, identifying matters requiring action before completion and those that can be managed through post-transfer compliance arrangements.

This can assist transaction teams in understanding the immigration implications of the acquisition and allocating responsibilities between the relevant parties.

 

3. New Sponsor Licence Applications Following TUPE

 

Where an incoming employer does not hold the necessary sponsorship authorisation, a new sponsor licence application may be required.

Under the Home Office’s qualifying transfer provisions, an incoming employer requiring a licence must generally submit a valid application within 20 working days of the sponsored workers moving to it.

The validity and timing of the application are particularly important because failure to satisfy the relevant requirements can jeopardise the workers’ immigration permission.

DavidsonMorris can advise on and assist with:

 

• Determining whether a new sponsor licence is required.
• Assessing eligibility and suitability for sponsorship.
• Identifying the appropriate sponsorship routes.
• Preparing the sponsor licence application.
• Reviewing supporting documentation.
• Establishing appropriate key personnel arrangements.
• Assessing HR systems and sponsor compliance readiness.
• Managing Home Office requests for further information.
• Preparing for potential pre-licence compliance visits.
• Addressing application difficulties or refusal risks.

 

Where an employer already holds a sponsor licence but requires additional route authorisation, we can advise on the applicable extension of scope requirements.

Applications should be prepared as early as possible to reduce the risk of delays or deficiencies affecting the transfer.

 

4. Home Office Reporting and Sponsorship Continuity

 

Qualifying TUPE transfers and other corporate changes can create reporting obligations for outgoing and incoming sponsors.

These obligations must be distinguished from the separate requirements to apply for sponsorship authorisation.

DavidsonMorris can advise on the notifications required under the Home Office’s sponsor guidance and the relevant submission procedures.

Our support may include:

 

• Identifying reportable organisational changes.
• Establishing the applicable 20-working-day reporting requirements.
• Identifying separate worker-specific reporting obligations.
• Advising on the acceptance of sponsorship responsibility.
• Preparing relevant Home Office notifications.
• Advising on alternative reporting arrangements where transferred workers do not appear in the incoming sponsor’s SMS account.
• Reviewing supporting evidence of the transfer.
• Addressing incomplete or late notifications.
• Assessing the immigration consequences of reporting failures.

 

Where the qualifying transfer provisions apply, we can also assess whether sponsored workers may retain existing immigration permission without new Certificates of Sponsorship or change-of-employment applications solely because of the transfer.

The correct position depends on the applicable Home Office requirements and the circumstances of the affected workers.

 

5. Skilled Worker Immigration Advice Following a Transfer

 

A TUPE transfer may preserve existing sponsorship arrangements, but subsequent changes to employment can create additional immigration requirements.

For example, an incoming employer may wish to reorganise the transferred workforce, change reporting structures, relocate employees or introduce new salary arrangements.

These changes should be assessed against the applicable immigration requirements before implementation.

DavidsonMorris can advise on:

 

• Skilled Worker sponsorship continuity.
• Changes to sponsored duties and occupation codes.
• Salary requirements and relevant transitional provisions.
• Changes to working hours.
• Changes to normal work locations.
• New Certificates of Sponsorship.
• Change-of-employment applications.
• Visa extension applications.
• Pending immigration applications affected by the transfer.
• Immigration permission expiry dates.
• Settlement-related sponsorship requirements.

 

Our advice can help employers distinguish between changes that can be managed through sponsor reporting and those requiring a new immigration application.

This is particularly important where the incoming employer intends to restructure roles shortly after completion.

 

6. Post-TUPE Sponsor Licence Compliance Audits

 

Following completion, the incoming employer must ensure that its HR and sponsorship compliance systems can accommodate the transferred workforce.

Problems may arise where immigration records are incomplete, sponsored employees are not incorporated into monitoring systems or the incoming organisation has insufficient processes for identifying reportable changes.

DavidsonMorris can undertake post-transfer sponsor compliance audits to assess whether the organisation is meeting its Home Office obligations.

An audit may examine:

 

• Completion of relevant Home Office notifications.
• Compliance with sponsor licence application requirements.
• Acceptance and allocation of sponsorship responsibility.
• Sponsored worker records.
• Immigration permission and expiry monitoring.
• Right to work checking procedures.
• Sponsored duties and occupation codes.
• Salary and working hours records.
• Attendance and absence monitoring.
• Work location records.
• Third-party working arrangements.
• Key personnel and SMS administration.
• Internal reporting procedures.
• Preparation for Home Office compliance visits.

 

The audit can identify deficiencies, prioritise corrective actions and support the development of more effective ongoing compliance arrangements.

For employers acquiring substantial sponsored workforces, a post-transfer audit can also help establish consistent compliance standards across the enlarged organisation.

 

7. Urgent Advice on TUPE Sponsorship Problems

 

Some sponsorship problems require urgent attention because they may affect the immigration permission of transferred workers or the incoming employer’s ability to continue sponsoring them.

Examples include:

 

• A required sponsor licence application has not been submitted within the prescribed deadline.
• The incoming employer’s licence application has been refused.
• The outgoing sponsor’s licence has been suspended or revoked.
• The employer is uncertain whether the qualifying transfer provisions apply.
• Sponsored workers have transferred to an organisation without the necessary authorisation.
• Home Office notifications have been missed.
• Workers have commenced materially different duties without an immigration assessment.
• Salary arrangements may no longer satisfy the applicable requirements.
• The Home Office has requested information about the transfer.
• A compliance visit or enforcement investigation is underway.

 

DavidsonMorris can assess the circumstances, identify the applicable Home Office requirements and advise on the available immigration and compliance options.

Where a deadline has been missed, employers should not assume that a retrospective notification or subsequent application will automatically resolve the problem.

Likewise, where a sponsor licence has been revoked, employers should not assume that a TUPE transfer restores immigration permission affected by the Home Office’s decision.

The appropriate response depends on the specific circumstances and the applicable immigration provisions.

 

8. Speak to DavidsonMorris About Sponsor Licences and TUPE

 

Whether you are acquiring a business, transferring a service contract, bringing outsourced operations in-house or restructuring a corporate group, the immigration implications should be assessed before sponsored workers move between organisations.

DavidsonMorris provides employer-focused immigration advice to help organisations:

 

• Understand sponsor licence requirements arising from TUPE and corporate changes.
• Assess whether sponsored workers can retain their existing immigration permission.
• Prepare new sponsor licence applications or extensions of scope.
• Meet Home Office reporting and application deadlines.
• Identify sponsorship risks during transaction due diligence.
• Manage Skilled Worker immigration requirements.
• Implement effective post-transfer compliance arrangements.
• Respond to Home Office compliance concerns and enforcement action.

 

Our approach focuses on practical, commercially informed immigration advice that supports workforce continuity while addressing the employer’s Home Office obligations.

We can work alongside your corporate transaction advisers, HR team and specialist employment law advisers to address the immigration issues arising from the proposed transfer.

If your organisation is planning a TUPE transfer involving sponsored workers, or you need advice on a transfer that has already taken place, contact DavidsonMorris to discuss the sponsorship requirements and available options.

Contact DavidsonMorris for employer immigration advice.

 

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Section Q: Conclusion: Managing Sponsor Licence Obligations During TUPE Transfers

 

Business acquisitions, outsourcing arrangements, insourcing exercises and corporate reorganisations can have significant immigration consequences where sponsored workers are affected. Although TUPE may preserve employment contracts and continuity of employment, the transfer of employees does not automatically transfer the outgoing employer’s sponsor licence or guarantee the continuation of immigration sponsorship.

Employers must distinguish between employment law continuity under TUPE and sponsorship continuity under the Home Office’s immigration requirements.

The central question is whether the incoming employer can lawfully assume sponsorship responsibility for the transferred workers and satisfy the conditions applicable to their existing immigration permission.

Where the Home Office’s qualifying transfer provisions apply, sponsored workers may be able to retain their existing immigration permission without new Certificates of Sponsorship or change-of-employment applications solely because their employment has transferred.

However, this outcome depends on the relevant conditions being satisfied, including the incoming employer’s sponsorship authorisation, acceptance of sponsorship responsibility and the continuation of existing duties where required.

Where the incoming employer does not hold the necessary sponsorship authorisation, it must generally submit a valid sponsor licence application or extension of scope within 20 working days of the sponsored workers moving to it under the qualifying transfer provisions.

Failure to comply with this requirement can jeopardise the workers’ immigration permission.

The outgoing and incoming sponsors must also establish their respective Home Office reporting obligations. Relevant organisational changes are generally subject to a 20-working-day reporting requirement, while separate events affecting individual sponsored workers may be subject to different deadlines.

Employers should not confuse these requirements with the separate 60-calendar-day provisions concerning right to work checks following qualifying TUPE transfers.

 

1. Why Early Immigration Planning Matters

 

The most effective way to manage sponsorship risks is to assess the immigration position before the transaction completes.

Pre-transfer planning should establish the legal identity of the incoming employer, the sponsor licence authorisation required and the immigration status of the workers expected to transfer.

It should also identify any outstanding Home Office compliance concerns, pending immigration applications and proposed changes to sponsored employment.

Where a new sponsor licence application is necessary, early preparation can reduce the risk of an invalid application or missed deadline.

Where the incoming employer already holds appropriate sponsorship authorisation, planning should focus on satisfying the qualifying transfer conditions, completing the required notifications and integrating the workers into compliant monitoring systems.

Employers should also consider whether the transaction involves changes in controlling ownership, which may create sponsor licence requirements even where employees remain with the same legal employer.

 

2. Protecting Sponsored Workers After Completion

 

Immigration compliance does not end when the transaction completes.

The incoming sponsor must maintain appropriate records, monitor sponsored employment and report specified changes in accordance with the applicable Home Office guidance.

Particular attention should be given to:

 

• Immigration permission expiry dates.
• Sponsored duties and occupation codes.
• Salary and working hours requirements.
• Work locations and third-party working arrangements.
• Attendance and absence monitoring.
• Right to work checking obligations.
• Pending immigration applications.
• Home Office reporting requirements.
• Changes to the incoming organisation’s ownership or structure.

 

Where the incoming employer intends to restructure roles or introduce different employment arrangements, the immigration consequences should be assessed before changes are implemented.

A qualifying TUPE transfer does not automatically authorise subsequent changes to sponsored occupations or remove the requirements applicable to future visa applications.

 

3. The Employer’s Principal Compliance Priorities

 

Employers managing sponsored workers through a TUPE transfer should prioritise five areas.

 

1. Establish the transaction structure: Identify the legal entities involved and whether the proposed arrangements qualify under the relevant Home Office transfer provisions.
2. Confirm sponsorship authorisation: Establish whether the incoming employer holds the necessary sponsor licence or must submit a new application or extension of scope.
3. Protect immigration continuity: Assess the affected workers’ existing permission, sponsored duties and the conditions for retaining immigration status following the transfer.
4. Meet Home Office deadlines: Identify and complete the applicable licence applications, organisational notifications and worker-specific reports.
5. Maintain post-transfer compliance: Integrate the transferred workforce into effective immigration record-keeping, monitoring and reporting systems.

 

These actions should be documented through a clear compliance plan identifying responsibilities, deadlines and evidence of completion.

The principal objective is to preserve lawful sponsorship arrangements while enabling the employer to complete the transaction and retain the workforce it needs.

DavidsonMorris advises employers on the immigration implications of TUPE transfers, mergers, acquisitions, outsourcing and corporate restructuring, including sponsor licence applications, Home Office reporting and ongoing workforce compliance.

 

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Section R: Glossary: Sponsor Licence and TUPE Terminology

 

The following glossary explains the principal immigration, sponsorship and employment transfer terms used in this guide.

 

Term	Meaning
A-Rating	An A-rating is the standard sponsor licence rating awarded to an organisation that satisfies the relevant Home Office requirements. A-rated sponsors can generally assign Certificates of Sponsorship within the scope of their authorisation, subject to the applicable restrictions and allocation arrangements.
Authorising Officer	The Authorising Officer is a senior individual within the sponsoring organisation who is responsible for overseeing the organisation’s sponsorship arrangements and ensuring that its sponsor duties are met. The individual must satisfy the applicable Home Office eligibility requirements.
B-Rating	A B-rating is a sponsor licence rating associated with identified compliance deficiencies. The Home Office may require the organisation to comply with an action plan before its A-rating can be restored. A B-rating can restrict the sponsor’s ability to assign new Certificates of Sponsorship.
Business Transfer	A business transfer involves the transfer of an undertaking, business or part of an undertaking or business from one organisation to another. Depending on the circumstances, the arrangement may constitute a relevant transfer under TUPE and may involve sponsored workers moving between legal employers.
Certificate of Sponsorship (CoS)	A Certificate of Sponsorship is an electronic sponsorship record assigned by an authorised sponsor to support an eligible worker’s immigration application. It contains information about the proposed employment, including the sponsored occupation and other relevant details. Under qualifying transfer provisions, a new CoS may not be required solely because a worker’s employment transfers under TUPE.
Change of Employment Application	A change-of-employment application is an immigration application required in specified circumstances where a sponsored worker changes employer or sponsored occupation. For Skilled Workers, the relevant requirements are set out in Appendix Skilled Worker. Not every qualifying TUPE transfer requires a change-of-employment application.
Controlling Ownership	Controlling ownership concerns the ownership and control of an organisation for the purposes of the Home Office’s sponsor licence rules. Changes in controlling ownership may trigger sponsor licence requirements even where the employing legal entity remains unchanged. The applicable position must be assessed against the current Home Office corporate change provisions.
Corporate Restructuring	Corporate restructuring refers to changes in an organisation’s ownership, legal entities, operational structure or business activities. Examples include mergers, acquisitions, group reorganisations and transfers of business functions. Such changes may create sponsor licence application or reporting requirements.
Extension of Scope	An extension of scope is a process through which an existing sponsor seeks authorisation to sponsor workers under an additional immigration route. An incoming employer that holds a sponsor licence but lacks the necessary route authorisation may require an extension of scope under the applicable qualifying transfer provisions.
Home Office	The Home Office is the UK government department responsible for immigration control and the administration and enforcement of the sponsor licensing system. It assesses sponsor licence applications, sets sponsor duties and may investigate suspected sponsorship non-compliance.
Immigration Skills Charge (ISC)	The Immigration Skills Charge is a charge payable by sponsors in connection with certain sponsored work routes and Certificate of Sponsorship assignments, subject to the applicable rules and exemptions. A qualifying TUPE transfer does not automatically create a new charge solely because sponsorship responsibility changes.
Incoming Employer	The incoming employer is the organisation that becomes the employer of workers following a relevant transfer. Where sponsored workers transfer, the incoming employer must establish whether it holds or obtains the necessary sponsorship authorisation and whether the Home Office’s qualifying transfer provisions apply.
Insourcing	Insourcing occurs where an organisation brings activities previously performed by an external contractor back into its own operations. Depending on the circumstances, employees may transfer under TUPE, creating separate immigration and sponsorship requirements where sponsored workers are affected.
Key Contact	The Key Contact is the individual nominated to act as a principal point of contact between the sponsoring organisation and the Home Office for sponsor licence purposes. The individual must satisfy the applicable eligibility requirements.
Level 1 User	A Level 1 User is an individual authorised to undertake specified sponsor licence administration and reporting functions through the Sponsor Management System. The organisation must ensure that its SMS users satisfy the applicable requirements and have appropriate access arrangements.
Occupation Code	An occupation code identifies a category of employment for immigration sponsorship purposes. For Skilled Workers, the correct occupation code affects eligibility and the applicable salary requirements. The code should reflect the worker’s actual duties rather than merely the job title.
Outgoing Sponsor	The outgoing sponsor is the organisation that sponsors workers before a relevant business or employment transfer. It may have Home Office reporting obligations concerning the transfer, its sponsored workforce and changes to its own organisational circumstances.
Outsourcing	Outsourcing occurs where an organisation contracts with an external provider to undertake activities previously performed internally or through another arrangement. Outsourcing may constitute a service provision change under TUPE and may create immigration sponsorship requirements where sponsored workers transfer.
Qualifying Transfer	A qualifying transfer is a transaction or organisational change that satisfies the conditions of the Home Office’s relevant sponsorship continuity provisions. These provisions can allow sponsored workers to retain existing immigration permission following specified mergers, takeovers, TUPE transfers and similar changes, subject to the applicable requirements.
Right to Work Check	A right to work check is a prescribed process used by an employer to establish an individual’s permission to undertake work in the UK. The Home Office provides specific arrangements for checks following qualifying TUPE transfers, including a 60-calendar-day period for fresh checks where the relevant conditions are satisfied. Right to work compliance is separate from sponsor licence compliance.
Service Provision Change	A service provision change is a category of relevant transfer under TUPE, subject to statutory conditions. It can arise when activities are outsourced, brought back in-house or transferred between contractors. Whether a particular arrangement qualifies requires an assessment under employment law.
Skilled Worker Visa	The Skilled Worker visa is a UK immigration route allowing eligible workers to undertake qualifying employment with an authorised sponsor. The route is subject to requirements concerning sponsorship, eligible occupations, salary and other immigration conditions. Qualifying TUPE transfers may allow existing Skilled Worker permission to continue without a new application solely because of the transfer.
Sponsor Licence	A sponsor licence is the authorisation granted by the Home Office permitting an eligible organisation to sponsor workers under specified immigration routes. The licence is subject to ongoing compliance obligations and does not automatically transfer between legal entities under TUPE.
Sponsor Licence Compliance	Sponsor licence compliance refers to the requirements imposed on licensed sponsors, including maintaining prescribed records, monitoring sponsored workers and reporting specified changes to the Home Office. Failure to comply may result in enforcement action, including licence downgrading, suspension or revocation.
Sponsor Licence Revocation	Sponsor licence revocation is the withdrawal of a sponsor’s authorisation by the Home Office. Revocation can have serious consequences for the organisation’s ability to sponsor workers and may affect the immigration permission of individuals sponsored by it.
Sponsor Licence Suspension	Sponsor licence suspension is a Home Office action that restricts a sponsor’s authorisation while suspected compliance concerns are investigated. The consequences depend on the circumstances and the applicable sponsor guidance.
Sponsor Management System (SMS)	The Sponsor Management System is the Home Office’s online system used by licensed sponsors to undertake specified sponsorship administration and reporting functions. Where transferred workers do not appear in the incoming sponsor’s SMS account, the Home Office provides alternative notification arrangements for relevant qualifying transfers.
Sponsorship Continuity	Sponsorship continuity refers to the continuation of lawful immigration sponsorship arrangements when sponsored workers are affected by a qualifying organisational or employment change. It depends on compliance with the relevant Home Office requirements and should not be confused with continuity of employment under TUPE.
Third-Party Working	Third-party working involves sponsored workers undertaking duties at or for another organisation. The Home Office restricts sponsorship arrangements that amount to the routine supply of labour to third parties to fill positions or undertake ongoing roles for those third parties. The permissibility of an arrangement depends on the relevant immigration route and the actual employment and service delivery arrangements.
TUPE	TUPE stands for the Transfer of Undertakings (Protection of Employment) Regulations 2006. The regulations protect employees in qualifying business transfers and service provision changes, including through provisions concerning the transfer of employment contracts and continuity of employment. TUPE does not automatically transfer sponsor licences or displace the Home Office’s immigration requirements.

 

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Section S: Useful Links and Primary Sources

 

The following official resources provide the principal legal and policy framework for assessing sponsor licence obligations arising from TUPE transfers, corporate changes and sponsored workforce movements.

Employers should consult the current versions of the relevant Immigration Rules and Home Office guidance when planning a transaction or addressing a sponsorship compliance issue.

 

Description	URL
Home Office Sponsorship Guidance Home Office sponsor guidance collection, including the Workers and Temporary Workers guidance relevant to TUPE transfers, corporate changes, sponsorship continuity and reporting.	https://www.gov.uk/government/collections/sponsorship-information-for-employers-and-educators
Immigration Rules: Appendix Skilled Worker The Skilled Worker rules covering sponsorship, eligible occupations, salary and change-of-employment requirements relevant to transferred workers.	https://www.gov.uk/guidance/immigration-rules/immigration-rules-appendix-skilled-worker
Transfer of Undertakings (Protection of Employment) Regulations 2006 The statutory employment law framework governing qualifying business transfers and service provision changes.	https://www.legislation.gov.uk/uksi/2006/246/contents
Home Office Right to Work Guidance Home Office guidance on prescribed right to work checks, including the provisions relevant to qualifying TUPE transfers.	https://www.gov.uk/government/collections/right-to-work-checks-employer-guidance
Sponsor Licence Applications GOV.UK overview of sponsor licence requirements and the application process for employers seeking authorisation to sponsor workers.	https://www.gov.uk/uk-visa-sponsorship-employers
DavidsonMorris: Sponsor Licence Guidance DavidsonMorris guidance on sponsor licensing, employer eligibility, sponsorship authorisation and ongoing compliance obligations.	https://www.davidsonmorris.com/sponsor-licence/
DavidsonMorris: Sponsor Licence Applications DavidsonMorris guidance on preparing sponsor licence applications, including eligibility, supporting evidence and Home Office requirements.	https://www.davidsonmorris.com/sponsor-licence-application/
DavidsonMorris: Sponsor Licence Compliance DavidsonMorris guidance on sponsor duties, monitoring, record keeping, reporting and the consequences of non-compliance.	https://www.davidsonmorris.com/sponsor-licence-compliance/
DavidsonMorris: Skilled Worker Visas DavidsonMorris guidance on the Skilled Worker route, including sponsorship, occupation requirements, salary and immigration applications.	https://www.davidsonmorris.com/skilled-worker-visa/
DavidsonMorris: Right to Work Checks DavidsonMorris guidance on right to work checking obligations, prescribed checking methods, record keeping and compliance risks.	https://www.davidsonmorris.com/right-to-work-checks/
DavidsonMorris: Sponsor Management System DavidsonMorris guidance on using the Sponsor Management System and managing sponsor licence administration and reporting.	https://www.davidsonmorris.com/sponsor-management-system/
DavidsonMorris: Employer Immigration Advice Contact DavidsonMorris for employer immigration advice on TUPE transfers, sponsor licensing and workforce compliance.	https://www.davidsonmorris.com/contact-us/

 

Contact our immigration solicitors for advice on the sponsor licence and workforce compliance implications of TUPE transfers, acquisitions, outsourcing arrangements and corporate restructuring.

Important: Home Office guidance and Immigration Rules can change. Employers should verify the requirements applicable at the relevant transaction or application date and obtain advice where the immigration position is uncertain.

 

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