Enron oil & gas company: eog resources, inc 1999: name change, became independent of its parent enron corp. No one likes surprises when buying a company, particularly when it comes to labor relations and union obligations unfortunately, surprises are all too common in the area of successorship—that is, how and when a buyer of a business inherits a duty to recognize and bargain collectively with a union that previously represented the seller's employees, or might even be required to abide by the. The prior company failed, so there is a stigma that keeping the same product or services may keep the successor company from being profitable another disadvantage might be keeping the same.
In addition to covering history and law, workplace challenges, the collective bargaining process, and labor contracts, major features of this new edition include expanded coverage of public sector labor relations, international collective bargaining issues, union organizing and avoidance strategies, and collective bargaining in professional sports. The national labor relations act (nlra) places certain bargaining obligations on a successor employer a company is deemed to be a successor employer under the nlra when a company takes over or buys out another company but conducts essentially the same business at the same location, with the. Revenue procedure 2004-53 the irs revenue procedure 2004-53 is the basis for the standard and alternative options available to predecessor and successor employers involved in the purchase of a business. The decision expands the board's interpretation of the successorship doctrine, under which the buyer in an asset purchase transaction is a successor employer and must recognize and bargain with the union when it continues the seller's operations and hires a majority of the seller's unionized employees.
Stanford libraries' official online search tool for books, media, journals, databases, government documents and more. Mergers and acquisitions in mergers and acquisitions, the terms of an agreement include the transfer of property, equipment and financial assets from a company to its successor. In the event of a corporate merger, a corporate asset transaction, or other type of business inheritance, a new or changed employing entity may have a duty to bargain with a certified or. Business and corporate law is an area of law that governs how a business is formed and managed there are aspects of law that apply to the conduct of persons and businesses and can include private and public law issues. Meet your new insured: successors' rights to insurance assets in corporate transactions by tom baker, john buchanan, and marianna horton1 h tom baker is the connecticut mutual professor of law and.
Chapter outline 91job security 98 company mergers 99 employee teams 910 successorship 911 employee alcohol and drug testing. (2) there is a successorship of interest between the two companies meaning that the purchasing company assumes all the rights, duties, obligations and assets of the original company and continues to run the same kind of business. Successorship liability when a business owner thinks about purchasing another business, he or she probably considers workforce changes, tax implications and other common areas of concern a lesser-known or often overlooked consideration is the impact the purchase could have on workers' compensation costs. Mergers and acquisitions often bring unique labor issues to the table we have experience in mergers, acquisitions and related transactions, including: strategies for union successorship, union contracts and collective bargaining.
Labor-related successorship issues are present whenever there is a change in the employing entity, and a union represents any of the predecessor's employees an otherwise favorable transaction. Company mergers and the effect on employees and consumers context: employees management consumers direction: on-line research (on-line magazines, news groups) human resources why the topic is important: mergers have affected our group, and it is a growing trend in the american businesses today. This program will provide an overview of critical workplace law issues arising during the integration phase of media industry mergers and acquisitions. One of the less publicized, but significant, shifts in labor law under president barack obama and his administration involved the national labor relations board's successorship and perfectly clear successor doctrines.
Business as a going concern with minimal interruption of established legal and economic relationships 13 thus, transferring control by a merger or stock sale typically leaves intact all contracts, leases, and. Mergers and stock purchase transactions union-related obligations also typically survive the transfer of ownership following a merger or stock purchase, with the surviving firm standing in the place of the original employer where there is a sale or transfer of stock and substantial continuity of operations and employment, there is no effective. Successorship principles permit union representation absent any demon- stration of the union's majority support 6 although the term successor employer is widely used in labor law. Journal of state taxation 51 september-october 2011 company the acquisition will include the transfer (in whole or in part) of assets (and often employees) to the successor.