Navigating UK employment law with Nicola Ihnatowicz of Trowers & Hamlin

isclaimer : This episode was recorded soon after the recent UK general election so some references to UK employment legislation may now be slightly out of date.
In the age of globalised investments and workforces, creating a unified company culture and following each country’s regulations can be challenging. 
In this episode, Nicola Ihnatowicz, Employment Law Partner at Trowers & Hamlins, discusses the evolution of UK employment law and its implications for global businesses. She explores the complexities of mergers and acquisitions, especially with TUPE regulations, and how businesses can effectively harmonise global workforces. Nicola emphasises the importance of building sustainable workforces that cater to generational shifts and evolving employee expectations.  
Key Takeaways:
(02:17) The UK is a strategic access point for global businesses.
(04:28) Unfair dismissal becomes a day-one right in new reforms.
(05:29) Understanding the regulatory landscape when hiring in the UK is a must.
(06:43) Critical questions global businesses hiring in the UK should ask.
(10:48) A sustainable workforce means well-being and a talent pipeline.
(11:27) Four generations in the workforce bring different expectations.
(14:15) Global companies must align values and expectations across locations.
(17:03) Legal obligations vary based on how staff are engaged.
(19:21) TUPE surprises non-UK buyers with restrictions on restructuring.
(27:40) Local knowledge is crucial when navigating global hiring challenges.

Resources Mentioned:
Nicola Ihnatowicz - https://www.linkedin.com/in/nicolaihnatowicztrowers/
Trowers & Hamlins LLP - https://www.linkedin.com/company/trowers-&-hamlins-llp/
TUPE - https://www.gov.uk/transfers-takeovers
Thanks for listening to the “Global Workforce Podcast”. If you enjoyed this episode, please leave a 5-star review. And be sure to subscribe so you never miss any insightful conversations.

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Our law on discrimination, forexample, has developed even thoughthat's a statutory right in most in inmost countries. It's informed by thelaw as it's developed in otherjurisdictions as well, so they kind offeed into each other.

You're listening to the Global Workforce podcast with me, GeorgeBritton.

Each week, we interview an industryexpert to dive deeper into the worldof managing a global workforce anddiscuss the big strategic challengesthat you're going to encounter alongthe way.

This episode is brought to you byOmnipresent, the global employmentplatform that allows you to employanyone, anywhere without having toset up an entity.

Designed, built, and supported byglobal employment experts,Omnipresent takes care of yourinternational employees andcontractors, so you don't have toworry about payroll, HR, orcompliance issues, making it easier,faster, and safer to expandinternationally.

My guest today is an employment lawyer who lawyer who has been praised for her ability to give timely,clear, and exceptionally perceptiveadvice under pressure.

Nikola Inotovich is a partner in theemployment division at Travis HamlinLLP with a specialism in HR andemployment law across the private,public, and third sectors.

Her expertise has been recognized inChambers and Partners and the Legalfive hundred. Nicola works withbusinesses to help them becomeemployers of the future. She advisesclients on building sustainableworkforces, achieving inclusivity,Tupi, and business transformation.She has also recently dealt with anumber of complex claimssurrounding discrimination,harassment, whistleblowing, andbreach of Tupi. I'm delighted to haveher as a guest to discuss UKworkforce management. Welcome,Nicola.

Thank you very much, George. It'sgreat to be here.

Good to have you on the podcast. Solet's jump in, and talk about the UK asa place to do business in twentytwenty four. It's a country with ahighly skilled workforce, reasonablystable regulatory environment, andit's often seen as a good, accesspoint for US companies coming toEurope and European companies,looking to, expand to the US as well.But from your perspective, whyshould global businesses be investingin the UK to grow their workforce intwenty twenty four?

I think those are all really the keypoints. It is absolutely a good place tobe doing business.

It's a good access pointgeographically, as you've, as you'vesaid with access to the US and, theEuropean markets, you know, sittingin the middle.

We also sit culturally somewhere inthe middle, between those two setsof markets, which is, interesting whenyou get into the regulatoryenvironment for, for employees andstaff.

You know, so it's a, it's a good sort ofhybrid environment culturally andregulatorally.

So I think it is a good jumping offpoint for any business looking toaccess those markets. Absolutely.

Yeah. I think you're touching a reallyinteresting point there because, youwe've got we're almost sat in themiddle of these two extremes. Someyou know, so US, probably the most,employer friendly market in the worldand a lot of Western Europeancountries being some of the most,most employee friendly in the world.So we're kind of sat in the in the midstof these two. We're quite comfortablewith the chasm, aren't we?

Yeah, definitely. Definitely. And I thinkthat can be a good, a good thing,because it kind of gives you, youknow, an insight into both, you know,so we've got some rights which aremore employer friendly, some whichare more employee friendly. So youkind of, employers with workingacross those different jurisdictions,tends to it tends to give them somecomfort that there is some familiaritysomewhere, in the UK environment.

Yeah. Absolutely.

So let's talk a bit about the the thefuture of the UK. The UK is known forits relatively flexible workforce,certainly compared to some of these,some of the other Western Europeancountries. We've recently had ageneral election, which has, resultedin the election of a new government,with quite different priorities to thelast ones.

One of those priorities is aboutstrengthening workers' rights. Andwhat do you think that means forglobal businesses investing in the UKin the coming years?

Yeah. So it's definitely it's definitely achange.

And workers' rights and employmentrights is definitely, one of the areas ofsignificant difference between, thenew governments and the lastgovernments. Although having saidthat it's quite interesting actuallyseeing where they borrow ideas fromeach other and the, and the way thatthe law, develops. We might touch onthat in a, in a little bit.

But yeah, we are expecting quite a lotof reforms to employment law.

The new government has promised anew employment bill within a hundreddays of it taking office. So that's duesometime in the middle of October.

And there are some quite significantchanges that we're expecting. So forexample, unsure dismissal is going tobecome a day one right as opposedto a right, which staff, employeesacquire after two years employment.

So that's quite a significant, change.

And there are others as well, sort ofincreases in workers' rights to variousforms of flexibility.

Having said that be the rights, thenew rights are not as dramatic assome of the headlines that we'veseen over the last couple of weekshave been, you know, I'm seeingheadlines about our right to demand afour day working week, and, and soon. And it's, it's not actually, thereisn't actually going to be a right towork four day a week, or at least notbeyond the right that we already haveto request flexible working. And whatthat is likely to be is, an increased, anincreased onus on the employer tojustify any decision to turn down aflexible working request. So at themoment, you know, that there are aset of statutory reasons why anemployer can turn down, a flexibleworking request.

And they don't have to be reasonablein that as long as they're genuine. Soas long as, you know, the, theadditional cost or the additionalversion on other employees is the realreason you're saying, no, it doesn'tmatter if it's actually quite a minorreason. With respect, what we'regoing to see is, you know, anincreased, a requirement foremployers to be reasonable in howthey treat those requests. So thereare gonna be some, there are gonnabe some changes like that.

Also big changes coming down theline, in transunion rights, as you, youknow, you would expect from a, a newLabour government.

So those can all have quite a bigimpact on any, anyone who is lookingto, has already got staff or is lookingto hire in the UK. So it'll be reallyimportant, for anyone hiring in the UKto be, you know, to make sure thatthey understand what the regulatoryenvironment is and understand whatrights staff are gonna have, whenthey're employed here.

Yeah. It's really interesting becausethere are certain, areas where it'sbeen quite hard to tell how differentthe new government's gonna be tothe last one, but there's been somuch speculation about this newemployment bill, and I'm really keen tosee what that what that looks likewhen it comes out.

Definitely. Definitely. I think there'sgonna be a lot that will have to besubject to further consultation, whenit comes out. You know, the the draftbill will be just that.

There's gonna be a lot that we'reexpecting to come out, in differentconsultations from there from thegovernment over the next couple ofmonths.

Yeah. Absolutely.

Now, Charles and Hamlin, of course,don't just have a UK client base. Youhave teams based all over the world.Taking a step back for a moment,what do you find are the biggestchallenges facing global businesseswhen they first seek to employ staffin the UK? What are the mostcommon questions that you comeacross?

I think there's two big questions thatwould come up. The first is, whetheror not they need to set up a corporateentity in the UK, in order to engagestaff heads. And then then second iswhat status should the, the peoplethat they're trying to engage have. Soshould they be employed or shouldthey be engaged as consultants orcontractors on a sort of freelancebasis or something else? So I thinkthose are definitely the, the mostcommon questions, at least, initially,you know, and parts of that, a big partof that is obviously understandingwhat rights, staff would have if theyare going to be employees.

Got you. So there you're thinkingabout, you know, would this wouldthis employee have, would they beeligible for sick pay, maternity pay,those kind of things?

Those are the kind of questions thatyou must have.

Exactly. Exactly. And do you knowwhat what are their rights to, youknow, working hours, what pensionare they entitled to? What am Iallowed to impose by way of, youknow, restrictions on confidentiality orrestrictions on competition if theyleave?

You know, what are my taxobligations, what are my health andsafety obligations, all of that.

Yeah. And are there any of thoseelements that are quite surprising forpeople when they haven't necessarilyhired in the UK before or?

Depends where they come from. Itdepends where they're starting.

So and and they'll be surprised aboutdifferent things.

So, you know, we talked about, youknow, the the, you know, the US andand Europe, but of course, actuallythere's there's a lot of variation withinthose markets as well, depending onwhich state you're in in the US, forexample, they, there can be quite alot of variation in what they're, whatthey're used to.

But definitely the, if they're comingfrom the US, the, the family friendlyrights can be a surprise depending onthe the state of the province, thepension rights, because of coursewe've got also enrollment protections.

So, yeah, I think those are the, the,you know, those are the right ones.And if, if they're coming from Europe,then, you know, sort of the other wayaround, it is a surprise that we don'thave. And that's the, that in somerespects that our, our family, familyrights are not quite as generous aswhat they might be used to.

Interestingly, when you've got, peoplecoming from sort of further sort ofCommonwealth jurisdictions, youknow, Canada or Australia, forexample, actually does a lot ofsimilarity.

They might sort of label thingsslightly different or be called slightlydifferent, but actually the sort offundamentals are very similar. So I'mworking with a client in Australia,you're based in Australia at themoment.

And you know, we keep sort ofdiscovering things that we calldifferent things, but actually it's thesame principle.

Yeah. That's really interesting.

Why is that, do you think? Is thatbecause a lot of thoseCommonwealth countries kind of likeformed a lot of their labor markets offthe, off the British blueprint back inthe day or, Yeah.

Absolutely. So the the foundations ofthe legal systems are, are are verysimilar.

And and we know this is a massivesweeping generalization, but it's notYeah.

You know, it's not, not exactly theysay in all of the, all of the differentcountries, but, the sort of commonlaw roots, of a lot of the contract law,which forms the basis then ofemployment law, is, is common, is, issimilar. And also actually of courseour judges in those common lawsystems, they do refer to judgmentsin other similar jurisdictions. So our,our law on discrimination, forexample, has developed, even thoughthat's a statutory right in most, in, inmost countries, it's informed by thelaw as it's developed in otherjurisdictions as well. So they kind offeed into each other too.

Yeah. It makes total sense. Nanika,one thing I wanted to ask you aboutwas you've, so you've done a fairamount of work on, aroundsustainable workforces. And I wantedto, kind of pick your brains on that alittle bit. Could you unpack for uswhat a sustainable workforce meansto you? Yeah, absolutely.

I think it's a really interesting conceptand I think it really means two things.

And you mentioned in your verygenerous introduction, that we do alot of work, helping employersbecome employers of the future.

And what that really means is lookingat the, the way in which theworkplace has changed, obviouslynot just because of the pandemic, butyou know, changes that haveaccelerated as a result of thepandemic and the changing ways thatwe work.

There are, there's been a huge shift inexpectations from what peopleexpect from their employees andwhat workers expect from theiremployers and, you know, biggenerational shifts.

You know, we don't expect nownecessarily to, you know, have a jobfor life. That's just not a, it's not athing in the way that it would havebeen. You know, in our parents'generation, for example.

So I think when you're looking, ifyou're trying to create a sustainableworkforce, you're really looking at twothings. One you're, you're talkingabout looking after your staff, lookingat their well-being, what is, you know,making sure that they individually,their work is sustainable. That doesn'tmean that it won't change over time,but that you've got the sort ofpersonal resilience and the personal,wellness to, you know, to continueworking. And that can take a lot ofdifferent forms depending on the job.Obviously, you know, what that lookslike would be very different, for, youknow, a role which requires morephysical manual labor than for a role,which, you know, might is sittingbehind a desk all day.

And then the other element of lookingat sustainability of workforce is reallyabout your talent pipeline andintergenerational working. You know,we are in a unique position at themoment where we have fourgenerations, in the workplace, youknow, in the workforce, which I thinkis pretty unique, over, you know, whenyou, when you sort of look back overthe last sort of centuries even, andtheir expectations can be verydifferent. Again, this is sweepinggeneralizations, but, yeah, theirexpectations can be different. Valuescan be different. I'm trying to, ensurethat your, yeah, your, your values asan employer in an organization, matchthose of your staff that, so that you'regetting the right people coming intothe organization, that you're all pullingin the right direction to deliverwhatever the, whatever the productor the service or the business, of theorganization is. So it's really thosetwo, two themes, if you like, well-being and and talent.

Yeah. I think that it's really interestingbecause those things have definitelycome to the forefront in the last fewyears. You see a lot more employersthinking and talking about well-beingand and really looking up to theiremployees than you did say ten,twenty years ago. And you're I thinkyou're absolutely right on that. I thinkthe four generations in the workforce,but also, like, the differences in somany of those generations Mhmm.Like, I would definitely put myselfsomewhere in the middle of thosethree generations, maybe like theolder the older half, I think it's twogenerations. One of my teammembers said to me this morning,when I when I send him a Slackmessage, I don't put emojis, and thatmakes him feel a bit bituncomfortable.

He also asked me if I'm on TikTok, andI said, no. I'm I'm not on I'm notanswering to it. So yeah. But but it'sinteresting how, like, forms ofcommunication are different and how,like you say, values are different andhow communication styles will bedifferent.

But Yeah.

Yeah. How do you how do you start togel these things together when youneed lots of companies will need allthese different blends to cometogether to to be unifying to to createan effective workforce. Right? Theremust be some challengingconversations that that you get intothere.

Definitely. Definitely. But I think theycan also be really positive as well. Sowe do this, we do this trainingexercise where, you kinda, you geteverybody in a room and then you,you, you sit them on tables accordingto the generation that they're in.

And as an icebreaker, you know, youdo it, you do this exercise where youtalk with the people on your tableabout, you know, what you think, kindof typifies your generation and whattypifies other generations. And you'relooking for sort of both the positiveand the negative. That's it. And it's,you know, it's a funny exercise andwe've all got stereotypes, you know,about ourselves and about others.

But actually there's some, there'ssome really positive things that comeout of that as well. You know, like I'malways really, you know, you can beinspired by, you know, the loyalty of,you know, the older generation, youcan be inspired by the, you know, theinnovation and the sort of refusal toaccept the status quo from, youknow, young, from whether it's well,younger millennials or gen ed, youknow, or whoever it is. So I think thereare the and if you explore thosepositives as well, it can be a reallynice way to to bring people togetherand actually find the the values thatthey have in common.

Yeah. Yeah. Hundred percent.

Perfect. So, what does thesustainable workforce look like in theUK context? How can a businessgrow a UK culture that has thissustainable concept at its heart?

Yeah. It's a really great question.

And I think it's, you know, part of itwill go back to where was thebusiness started from, because, youknow, there are differences incultures, obviously, across the worldand the office that we talked, we'vetalked about, you know, the UK issitting somewhere in the middle.

You know, geographically, if you lookat a traditional map and, andculturally, I think a lot about it is,that's in your expectations.

And this does come down to valuesas well. It can be a really interestingexercise for a business to try andarticulate its values and try andarticulate what it is that it's, youknow, you kind of want its missionstatements really.

Because that really helps shape sortof the direction of the business, butalso making sure that everybody whocomes to work for you knows whatthose expectations are.

And I don't think there is anythingthat, you know, there is nothingwrong with a business that's comefrom a different place, maintain, youknow, maintaining what it is that it'swanting to achieve. You know, what itis that it's, what's its purpose? What isit doing? That's, you know, that'sfundamental.

And I think, you know, thinking aboutthis question, you know, the, whatdoes sustainability look like in a UKcontext? I mean, actually I think toturn the question on its head, actually,you need to think about sustainability,sustainability in the context of yourbusiness as a whole, but not just, youknow, in the, or not just in the UK ornot just in whichever location you'rein. You've got to look at it, you know,verbally, you've got to look at whatare you trying to achieve? You know,make, again, making sure everyone'sputting in the same direction.

What are you looking at trying to geteverybody to achieve? And I guessit's, it's an oversimplification. Ofcourse, you might have differentoperations doing different things indifferent locations, but ultimately, youknow, you've gotta, you've gotta havethat sort of common thread that tieseverybody together. So I'm not sure ifthat makes sense to him or if thateven answers the question.

But I think, yeah, you've gotta you'vegotta think about it. You've gotta thinkabout it more broadly than than that.

Yeah. I really agree with you thinking,like, you can't really think of, certainly,if you've got global companies, it'sreally hard to think of certaincountries in isolation. So we've gotMhmm. We've got you know, we'reobviously a very global company.We've got employees in, I think, aboutfifty different countries.

You know, some of those countriesdon't see eye to eye, but we need tounite the the the people in thecompany around a mission, around aset of values, around a set ofexpectations like you said. So, youknow, our our values that I really thinkare really strong and ripped througheverything that we do are, ambition.So we want to we want to actuallymake a difference and change theworld. Talk a lot about curiosity andbeing genuinely curious about, like,why things aren't the way they areand also being customer centric anddoing everything to create great, youknow, experiences for our customers.That's how we that's how we do thethings we do and the jobs that we doon a daily basis. And I think that's it itreally kind of forms the heartbeat ofhow the company operates. I thinkthose things are things are reallystrong.

Yeah. Absolutely.

Perfect. I wanna shift gears a little bitand I wanna talk a bit about the, theregulatory picture.

Let's say that you do decide to hire inthe UK. What are some of the bigregulatory considerations thatbusinesses need to keep in mindhere?

Yeah. So this kind of goes back tothe, you know, the questions that Iget asked when people are looking atsetting up here or when they'relooking at, employing people here or,or engaging a workforce.

So, yeah, there's the question abouthow are you going to engage thepeople that you want to employ? Imean, I'm using employer as theshorthand.

So, you know, do you want them asemployees? Do you wantconsultants? You're going to useagency staff. Are you going to use anemployer of record?

How are you going to do that? Whatrelationship do you want with them?And I always sort of start from theview. What do you want them to do?

What is the, you know, nevermind the,the law. What do you want them todo? What do you want thatrelationship to look like? What are youguessing from each other?

And then let's take it from there.

And that goes hand in hand also withtalking about whether you want to setup a UK corporate entity as well. Andif so, what?

Assuming people do want to takesomeone on as an employee, you'vegot to understand obviously all of the,their legal rights and the sort ofregulatory environment that goes withthat. So getting your contracts right,what are their paying benefits gonnabe, getting your payroll set up so thatyou're getting PAYE deductions madeand accounted to, accounted for toHMRC, getting a pension scheme setup so that you're compliant with autoenrolment, you know, getting your,some health and safety arrangementsset up, making sure that your, youunderstand what your working timeobligations are, making sure your dataprotection provisions are going to be,you know, your data protectionarrangements are going to be in placeso that your, you know, understandwhat GDPR is, so that you're regulateyou're registered with the ICO if youneed to be.

Obviously, all of that is gonna dependas well on what your business isdoing. That'll be a much bigger issuefor a business, which is dealing, youknow, has a lot of customer data orclient data, for example.

As opposed to one which isremaining, we're just talking aboutemployee data. Not that that's notsignificant, but you know, it's, if thebusiness is not dealing in data, if yousee what I mean.

So, yeah, there's, there's a lot ofdifferent considerations, but if, youknow, as an employment lawyer,those are the main ones that kindacome across my desk.

Yeah. No. It makes total sense.

One of the, topics that comes up thatto get some a lot of attention on onthe podcast or a lot of people tend totalk about is, when you go throughmergers and acquisitions, if you crossthe border m and a, when you've gota foreign, company then inheriting oracquiring a UK subsidiary.

I know that, you and Charles andHamlin have, a lot of experience inthis as well.

What are some of the, biggestchallenges in that scenario? So, youknow, another company making anacquisition of a UK company thanthan having to get up to speed on allof those things you just said, each ofwhich could probably be a podcast intheir own right within, you know, acouple of weeks.

Yeah, completely, completely.

You know, the biggest thing isunderstanding what you're guessingand what you're inheriting.

So obviously as part of thattransaction, you know, the biggestchunk of work is the due diligence onwhat it is that you're acquiring.

Assuming that you're assuming thatyou're buying, you know, as it, as itwere, you know, so understandingwho you're guessing, what they'redoing, what their rights are, and soon.

And, yeah, a large element, for thattransaction might be too bigdepending on the structure of thedeal.

You know, and that and that talkingback, referring back to what peoplemight be surprised by, you know,American buyers, into the UK or otherEuropean markets. Because, ofcourse, GP is originally derives fromthe EU.

You know, can be quite surprised ifthey're taking on a business transferor transfer of getting concern, todiscover that there's this thing calledGP. And that might mean that theycan't change standard conditions orrestructure quite as simply as theymight be used to doing.

But GP doesn't always apply. So forexample, on a share sale, GP doesn'tapply because the employer isn'tchanging.

And then the other factor, whetherit's, you know, whether it's, GPO ornot, is the kind of consultationprocesses that you might need orwant to go through when you're,going through an M and A process. Sodepending on, you know, the,depending on what you're proposingto do, depending on whether chiefyou advise or not, or certain otherthings, there might be legalrequirements to consult. But even ifthere aren't, it can still be a goodidea, Either your sort ofcommunication strategy for taking onthese new people.

And that often it's very easy for thatto get forgotten or to get missedbecause people are so caught up indoing the deal.

And the deal might not happen. Andthen sort of it does happen. It's like,ah, right now we need to go andintroduce ourselves to this newworkforce that, you know, is now oursand our responsibility.

So yeah, I think there's, there's anumber of, number of things to thinkabout unsurprisingly.

Yeah.

It's really interesting you mentionedthat, the TP process and for like yousay, when especially with, you know,you mentioned American companies,their whole mindset tends to be onclosing the transaction, closing thedeal, and, like, assume thateverything else is the same as it is inthe states when, obviously, verydifferent processes involved. And Ithink you've mentioned I completelyagree with you. It's just that it's justgood practice to consult withemployees even if you don't have alegal requirement to follow aconsultation.

But, when you realize that it has to bedone and it has it's legally required,you know, and you're in the middle ofa of quite an important bigtransaction and no one's sleepingbecause they've just got so muchwork to do.

Yeah.

It can be one of those things thattrips you upright.

Absolutely. And they, you know, andunderstandably, you know, the sellermay be reluctant to let you, you know,let the buyer anywhere near theirstaff before the deal's done, because,you know, if it does, if it falls through,they're, you know, they've still got abusiness to run-in the meantime, youdon't want to unsettle peopleunnecessarily. And, and I absolutelyagree with that as well.

It, you know, it's more about makingsure that once the deal is done, thatthere is proper time to, you know,introduce, you know, introduceyourselves to the new organization,rather than it being, you know, sort ofovernight, the prize here are the hereare the new owners.

Yeah. Yeah. And you've got it. You Ithink you're right to put to talk about,like, when the, you know, when thedeal is is done, because you don'twanna be, especially especially if youtalk about this and gen thesedifferent generations.

Right? Some of the some of thelonger generations who do still haveor do plan to have a job for life andhave been in a in a job for a long timeto all of a sudden be going throughsome kind of transaction like this. Thelast thing that that they wanna bedoing is, are we, aren't we, in this inthis in this expression of uncertainty.Right?

So, yeah, fight picking picking, like,the right time to do that, making surethat's part of the communicationsplan, I guess, is is something that'sgonna be really important part of that,transaction.

Yeah. Absolutely.

Perfect. How much of a role do youthink Tubi plays when you're thinkingabout, global companies that have afoothold in the UK?

Yeah. It can be a big part. As I sort ofalluded to, it does depend on thestructure of a of a transaction.

If we're talking about, you know, Mand A activity, if we're just talkingabout a business doing, doingbusiness in the UK, it can have a bigrole depending on what it is that theydo.

So for example, if they're a companythat has a lot of outsourced servicesor is perhaps contract with, could bepublic or private sector, but if they arethemselves an outsourced serviceprovider, then they'll be very familiarwith GP because GP applies wherethere's what we call a serviceprovision change. So where the clientstays the same, but the serviceprovider changes. So that's aninsourcing, outsourcing, or a, aretender or a re procurement ofservices. So those businesses tend tobe really familiar with it. So in sectorslike, social care, health, repairs andmaintenance, construction, all ofthose industries tend to be reallyfamiliar with, with GP.

And there are obviously plenty ofothers as well.

If it's, if it's an M and a transaction, itdepends on the structure of the deal.So if you're buying a business as agoing concern, but not necessarilybuying the shares of the company,then GP can apply. But if it's a sharesale to acquire, acquire the company,then GP won't apply. So it it reallyvaries.

Yeah. Sounds like there's yeah. Itmight apply in different scenariosdepending on depending on what'swhat's going on, but also has differentimplications based on what you'retrying to just as you said earlier, whatyou're trying to do, what you're tryingto, achieve, and also the the setup ofthe, of the of the people engaged.

Absolutely. Yeah.

Makes makes a lot of sense.

Let's talk a little bit now about,workforce harmonization. I guess oneof the Mhmm. One of the topics thatoften comes up here is, during m anda track transactions, you've gottathink about, let's say, what whathappens after the transaction, andhow do you, how do you harmonizethings? How do you get, get everyoneonto the right, you know, plan forwhat's gonna happen after thetransaction? What's your perspectiveon some of those things?

Yeah. It's a really good question.

I think, you know, it's a mixture oflegal and nonlegal, answer here.

So there will be some legal things,like, you know, getting people ontosimilar contracts, similar benefitspackages, and so on, similar termsand conditions. You know?

And if, if it's not a cheaper situation,that's much easier to do.

You know, you still need to talk topeople and ideally get them to agreeif they're contractual variations.

But, if it's a cheaper situation, thenthere are restrictions on what you canand can't, change. And by way of, youknow, harmonizing terms andconditions, it's not impossible to do,but you've got to understand whatyou're doing. You've got to have agood business case for doing it.You've got to follow the rightconsultation procedures and so on.

But I think again, so if you take a stepback, you know, you never start withthe legals on this one, take a stepback and what are you actually tryingto achieve? And, you know, rarely areyou harmonizing these things just forthe sake of it. You're trying toharmonize things in order to, includethis new business, this new part ofthe business into your wideroperation.

So, you know, there are often morebasic things like harmonizing yoursystems, getting your, you know,making sure that your systems talk toeach other, making sure you've gotsimilar, similar data, similaroperational requirements. And so on.There might be, you might need torestructure to align, you know, theroles that people have got in differentlocations if they're working in similarfunctions.

You might need, you know, you areharmonizing your branding for somedepending on their, the deal, and thenature of the, the operation as well.So, yeah, there's a lot, again, lots ofdifferent things to, to consider.

But yeah, on the legal side, you know,tends to, for me, it tends to be, yeah,contracts, policies, benefits, that sortof, that sort of structures, legalstructures.

Yeah. It makes total sense. I think oneof the things that we often comeacross is, international companiesfrom outside the UK saying, well, look.The this is what we provide in thesecountries.

Like, one of the things that I wouldsay in in favor of the, US companies,because we've kind of talked themdown a little bit on this, in this in thisforecast today, but one of the thingsthey do do is they always assumethat everyone needs health care. SoYeah. Yeah. They remember thedefault mindset of, like, talk talk methrough health care plans, talk methrough, dental, talk me throughvision, critical illness, everything.

So I think that's one one reallyinteresting. They always have this notjust the US company, but everyonehas this idea that everythingeverything needs to be harmonizedacross different countries as well.

That's when it gets a bit trickybecause, French companies hiring inin the states or not, say, France, but,but when it's not quite so common tohave, like, a private health care set upand then having to educate them,actually, you need this if you wannahire anybody really in the in the US.

I've I've Absolutely.

Yeah. Absolutely. I think the other setof benefits, we sort of mentioned itearlier. Your family friendly benefits, ifyou're trying to harmonize those, youknow, across different jurisdictions, itcan be really challenging.

I'm working with one, employer at themoment, which rather than sort ofharmonizing everything kind ofabsolutely, they sort of looked at like,okay, what's the statutory minimum?And then what do we need to do?Where do we want to sort of level up,like not necessarily level up to theentire, the same thing across theentire company, but like for themarket, what puts us in a goodposition? You know, we don't want tobe just at the statutory minimumacross the world. We want to be, youknow, to stand out as a good, as afamily friendly employer, but that isgoing to mean different, entitlementsin different locations.

I think they, this is probably a sort ofinterim step and they will end upharmonizing up to the, to the samelevel across the, that they have tosort of start with, start with this. Andthat's been a really interestingexercise because you've got, youknow, some state, you know, there'sno, national federal family friendlyleave in the, in the, in the states, as Iunderstand it, that there are, there isin some individual states and thenyou've got other, other countries inEurope where, you know, you getmore than a year's paid leave. So it's,you know, very, very different.

Yeah. Absolutely. And I think that'swhere you really need the localknowledge. Right? It's like Yeah. Youthink that you think that the salaryshould be this and actually should besomething a bit different.

You think that, actually, talent poollooks like this, and it's somethingcompletely different, and every andeverything else in between frombenefits to contracts to Yeah.

You know, termination clauses andand, non competes and everythingelse. Right? That's where you reallyneed the the level of expertise to tohelp you through it.

Definitely. Definitely.

Perfect.

Nicola, it's been great speaking to youtoday. Let me just, get your finalthoughts on this. So if you were togive your, like, your top three tips forcompanies who are entering the UKmarket, be it, you know, throughmaking their first hire or throughthrough making acquisition, whatwould your key takeaways be?

Well, obviously come and talk to meclearly. That would be the other.

But no, in in all seriousness, knowwhat you're wanting to achieve, youknow, so that, I mean, it sounds reallybasic, but it is absolutelyfundamental.

And planning. So coming in,understanding what your, you know,what your legal obligations are goingto be, understanding that one sizeisn't necessarily going to fit fit all.

You know, and so therefore allowingenough time to, to get it right.

You know, it's most, most things arechallenging because, you know, youwant to employ somebody yesterday.

And I get it, you know, you don't starttalking to your lawyers until you'rekind of ready to go. And there'ssomeone, you know, you've gotsomeone in the pipeline.

But, yeah, just, just having a having aclear picture, making sure that you're,you know, you understand what yourobvious what the implications are thatyou're taking on.

Yeah. Makes those questions. Yeah.

Fantastic. Nicola, thank you so muchfor joining me on the podcast today.It's been great to speak with you, and,I really enjoyed the conversation.Thank you so much.

It's my pleasure. Thank you.

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