Outsourcing meaning

FCA and PRA senior management arrangements, systems and controls requirements The Financial Conduct Authority’s (FCA) expectations for senior management arrangements, systems and controls are outlined in the Senior Management Arrangements, Systems and Controls sourcebook (SYSC) within the FCA Handbook, as set out in SYSC. For the Prudential Regulation Authority (PRA), equivalent obligations appear across sections of the PRA Rulebook and in PRA Supervisory Statements (SSs). This checklist offers a mapping of the requirements in the various SYSC chapters alongside the corresponding senior management arrangements, systems and controls provisions contained in the PRA Rulebook and SSs. The mapping links each SYSC chapter to the parallel PRA materials. Details of the entities within the scope of SYSC are summarised in SYSC 1.1A.1G, and set out in full in SYSC 1 Annex 1 and in the relevant SYSC chapter...

This Checklist summarises the immigration issues to be considered on a relevant transfer under the Transfer of Undertakings (Protection of Employment) Regulations 2006 (TUPE 2006), SI 2006/246, and sets out the steps required when participating in a transaction. It additionally highlights the relevant Practice Notes and the associated Precedent materials for reference. Immigration requirements during any transaction where TUPE 2006 does not apply fall outside the scope of this Checklist and are not addressed here. For a general outline of TUPE 2006’s effect and requirements, see: TUPE and asset purchases—overview. Initial considerations and due diligence In any scenario that may fall within TUPE 2006, robust, immigration‑specific due diligence is essential, particularly where a transferor employs sponsored migrants within its workforce. Immigration matters should be addressed at the earliest stage so the parties can plan for and comply with necessary deadlines, etc. Initial enquiries about the immigration status of transferring employees should begin at the start of the transaction process, and care should be taken to...

This checklist summarises the actions to undertake and the matters to weigh up when the Transfer of Undertakings (Protection of Employment) Regulations 2006 (TUPE 2006), SI 2006/246 are engaged on a business disposal or a change in service provision, where appropriate. It additionally flags up the pertinent Practice Notes and Precedent materials. It is not produced for clients, though it can be tailored for them if required. See also the following TUPE-related checklists: What transfers under TUPE, and who is liable—checklist Pension issues on a TUPE transfer—checklist Checklist—immigration-related requirements on a TUPE transfer Drafting a tripartite settlement agreement—checklist Legal background For a summary of TUPE 2006’s general effect and obligations, consult TUPE and asset purchases—overview. Obtain essential information Pin down exactly what is being transferred or contracted out (this could be a business, a business unit, or another economic activity) and how that will be described in the relevant operative documentation, as necessary. See Practice Notes:...

Checklist This checklist outlines the principal matters to consider when preparing or assessing an outsourcing agreement. It addresses central legal, regulatory and practical questions that arise in outsourcing arrangements, while excluding sectors that carry bespoke regulatory regimes, such as health or financial services. For overarching guidance on outsourcing, consult Practice Note: Outsourcing—key terms. For discussion of negotiation points you are likely to encounter, see Practice Notes: Negotiation guide—services agreements and Negotiation guide—IT contracts. As you progress through the checklist, the third column can be used to capture observations or comments as each point is considered... Further information Notes (if any) Initial considerations What is the customer’s main reason for outsourcing? Knowing the driver—e.g. cutting costs, enhancing service quality, or obtaining a function the customer lacks the capability to deliver internally—will help. Also think about the breadth of the outsourcing, whether a service improvement mechanism is desired, and if value for money will be tested by benchmarking (see below)... Confirm whether any existing...

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In this issue: Payment Building safety Scots law Consultants on construction projects Guarantees Construction industry news Daily and weekly news alerts New and updated content Construction trackers Payment Late payments—Tackling poor payment practices—government response Tim Wright, Partner in technology, outsourcing and commercial at Fladgate LLP, reviews the government’s reply to the late payment consultation ‘Time to Pay Up’, issued on 24 March 2026, setting out the most far‑reaching measures to deal with overdue payments in more than a quarter of a century. Government figures suggest overdue invoices drain £11bn annually from the UK economy and push 38 firms out of business each day. The reform bundle would grant the Small Business Commissioner (SBC) stronger authority to probe, determine and penalise firms; impose a hard ceiling of 60 days on payment terms; mandate statutory interest at 8% over the Bank of England base rate; fix a legal cut‑off for challenging invoices; and float a prohibition...

Asset Management & Investment Funds—EU & International Developments-July 2025 ESMA advice to the European Commission on UCITS Eligible Assets The European Securities and Markets Authority (ESMA) has delivered technical advice to the Commission on updating the UCITS Eligible Assets Directive, highlighting the need for harmonised rules across the EU. The EAD, an implementing directive, sets out which assets a UCITS may invest in. If taken forward, the amendments would materially reshape the UCITS fund landscape. Core proposals include a look through methodology to assess the eligibility of underlying assets for exposures obtained via delta-one instruments, derivatives on financial indices, and closed-ended funds. ESMA also proposes limiting indirect exposure to alternative assets to 10% of a UCITS portfolio; any higher exposure should instead be managed under the AIFMD framework. For more information, see our publication. ESMA thematic note on clear, fair, and not misleading sustainability-related claims ESMA has released a thematic note offering guidance for market participants on making sustainability-related claims, with a particular emphasis on ESG...

Financial services developments FCA provides examples of good and poor practice in asset management authorisation applications The Financial Conduct Authority (FCA) has released examples of strong and weak practice for firms seeking authorisation to operate within the UK asset management sector, following a review of applications submitted between 1 September 2024 and 1 September 2025. It notes that the speed of its assessments largely depends on an application’s clarity and completeness. The FCA outlines what it expects to see and highlights areas of concern relating to: office location outsourcing business models conflicts of interest understanding the regulatory status of clients redress changes to the scope of permissions fund particulars and mandates Source: Asset management: improving applications for authorisation Risk Warnings Review publishes final report on communication of investment risk Commissioned by the chancellor of the exchequer in July 2025 as part of the Leeds Reforms to enhance how investment risk is presented to...

The Transfer of Undertakings (Protection of Employment) Regulations 2006 (TUPE 2006), SI 2006/246, confers extra protection on employees when a dismissal arises in the context of a transfer. EU‑sourced legislation, including much of TUPE 2006, enacted to give effect to the UK’s obligations under EU law (for example, Directive 2001/23/EC, the Acquired Rights Directive (ARD)), and still applicable in the UK at the end of the Brexit transition period/IP completion day, continues in force as assimilated law. For further information, see Practice Note: Assimilated law. Enhanced protection against dismissal An individual benefits from this enhanced protection only if they can pursue an unfair dismissal claim—meaning they must be an employee (see Practice Note: Employee status) with the required two years’ continuous employment. For further information, see Practice Note: Entitlement to claim unfair dismissal...

Service provision changes (SPCs) This Practice Note explores service provision changes (SPCs) under the Transfer of Undertakings (Protection of Employment) Regulations 2006 (TUPE 2006), SI 2006/246, reg 3(1)(b), arising when activities are outsourced, brought back in-house, or a contractor or service provider is replaced. It explains the approach for cases where the relevant transfer under TUPE 2006 occurs on or after 31 January 2014, and addresses scenarios typically encountered in outsourcing, insourcing, or a change of provider. The Note also clarifies how SPCs operate in those contexts. For the pre-31 January 2014 position, refer to the government’s TUPE 2006 guidance (June 2009)—applicable only to transfers on or before 30 January 2014 and not updated in light of more recent case law—and to Practice Note: TUPE—the pre-January 2014 position [Archived]—Service provision changes. A switch in service provider can constitute a ‘service provision change’ within TUPE 2006, irrespective of whether it is also a ‘business transfer’. For further detail on business transfers, see Practice Note: TUPE—business transfers. Distinct from...

This Practice Note sets out the commercial and legal dimensions of transition in outsourcing arrangements. It distinguishes transition from transformation and outlines the core stages for moving services from an incumbent to a replacement supplier. It also highlights standard provisions commonly included in transition schedules to outsourcing contracts, covering creation of the transition plan, milestones and milestone credits (including earn‑back), rights of suspension, management and reporting. Transition is a pivotal phase of an outsourcing, during which specified business functions are handed over to the incoming provider... This Practice Note considers the following legal and commercial aspects of transition in outsourcing agreements: What is transition? Transition process Drafting the transition schedule Transition plan Milestones and milestone credits Right of suspension Management and reporting For an illustrative transition schedule, see Precedent: Transition schedule. For end‑of‑term transition matters, see Practice Note: IT outsourcing—transition and termination issues... What is transition? Transition is typically the initial phase following signature of...

Training materials These resources comprise template PowerPoint slides that may form the foundation of single or multiple training sessions covering key aspects of handling commercial and legal risk associated with offshore IT outsourcing initiatives. Trainers are expected to adopt these slides as a useful launchpad for their talks, then tailor them as needed to suit their specific context. The materials can be customised. Click the link below to obtain the presentation. They offer a helpful starting point for preparing presentations...

Insert in para 8.2 of claim form ET1 [ The [ enter name of union, eg UVW union ] is an independent trade union formally acknowledged by the Respondent in relation to [ enter details, eg all catering workers ] working within its undertaking at [ insert address ]. OR The Claimant is an employee representative, being a member of the Respondent organisation’s elected representative body for [ enter details of the staff represented by the elected representatives, eg all catering workers ] engaged within its undertaking at [ insert address ]. ]...

1 Definitions and interpretation 1.1 [ Include the following additional definitions in the definitions clause of the Asset purchase agreement (if required) ] Accounts Date • [ specify day and month ] 20[ specify year ]; Business • the undertaking of [ provide a description of the business being acquired ] carried on by the Seller, together with all other activities, including those ancillary, incidental to, or connected with that undertaking, as conducted by the Seller; Buyer • [ provide details ]; Completion • the finalisation of the sale and purchase of the Business through the Parties performing their respective obligations in accordance with clause [ x ]; Completion Date • [ the day on which Completion occurs OR a date no later than the [ third ] Business Day after the date on which the last of the Conditions is satisfied or waived, or the date to which Completion is deferred ] pursuant to clause [ x ]; Data Protection...

The Transfer of Undertakings (Protection of Employment) Regulations 2006 (TUPE 2006), SI 2006/246, reg 4 Where a relevant transfer occurs under these provisions, there is a novation imposed by statute of the contracts of employment of the staff who transfer; the incoming employer stands in the place of the outgoing employer, and each employment contract continues after the transfer as if it had been originally concluded between the employee and the transferee throughout for all relevant legal purposes thereafter...

For information: on information and consultation duties under the Transfer of Employment (Protection of Employees) Regulations 2006 (TUPE 2006), SI 2006/246, see Practice Note: TUPE—information and consultation on TUPE protection from dismissal, see Practice Note: TUPE—protection against dismissal on unfair dismissal claims generally, see Practice Note: Entitlement to claim unfair dismissal on reasons that make a dismissal automatically unfair (no qualifying period), see Practice Note: Automatically unfair reasons and Checklist—unfair dismissal claims requiring no minimum qualifying period A dismissal is automatically unfair under ERA 1996, s 104(1) where the reason, or main reason, is that the employee brought proceedings to enforce, or alleged an infringement of, a relevant statutory right. The two-year qualifying period does not apply where s 104(1) (read with ss 104(2)-(3)) applies (s 108(3)(g)). Relevant statutory rights appear in s 104(4), including rights conferred by TUPE 2006 (s 104(4)(e)). It does not matter whether the right exists or has in fact been breached, provided: the...

File reviews Conducting file reviews signals that an organisation takes quality and compliance seriously. Reviews and audits yield meaningful data and statistics and, if issues are uncovered, the audit findings can be channelled into your risk register or other planning so remedial measures are enacted. Ensuring the right levels of supervision are firmly in place is essential. A Supervision policy can be valuable, clearly setting out supervision arrangements, including the following: file audits/reviews governance and reporting lines work allocation oversight of work case progression supervising correspondence outsourcing arrangements...