You arrive on a Monday and are told that from today you work for another company. Your usual boss is no longer your boss, and your payslip carries a different name. The question is what you have lost. In principle, nothing: article 44 of the Estatuto de los Trabajadores (Workers Statute) exists precisely so that a change of owner does not leave you without seniority, without your collective agreement or without the right to be paid what you were already owed.
A change of owner does not end your contract
Article 44.1 says that a change in the ownership of a company, a workplace or an autonomous production unit does not in itself end the employment relationship. The new employer takes over (queda subrogado) the previous employer’s employment and Social Security rights and obligations, including pension commitments and any supplementary social protection it had taken on.
In practice: same seniority, same salary, same conditions and same contract. Only the person who pays it changes.
There is a succession when an economic entity is transferred
Article 44.2 defines when there is a succession: when the transfer affects an economic entity that keeps its identity, meaning a set of organised resources for carrying out an economic activity, essential or ancillary.
This covers buying a business, a lease-assignment, a merger or a new contractor taking over the previous one’s resources. It does not cover every change of company. If the new company arrives without the previous one’s resources or staff and simply performs the same service, the takeover may come from the collective agreement rather than from this article. So the first step is to read your convenio.
What you keep and what changes
| Item | With the takeover |
|---|---|
| Contract | Stays in force, with the new owner |
| Seniority | Kept |
| Salary and conditions | Those of the contract and the agreement, subject to later legal changes |
| Collective agreement | Kept until it expires or another applicable one comes into force, unless agreed otherwise (44.4) |
| Worker representatives | Keep their mandate if the business remains autonomous (44.5) |
| Earlier debts | Former and new owner liable for 3 years (44.3) |
Earlier debts can be claimed from either company
Article 44.3 provides that, in transfers between living parties, the transferor (the former employer) and the transferee (the new one) are jointly liable for three years for employment obligations that arose before the transfer and were not paid. “Jointly” means you can claim the whole amount from either. They are also liable for later obligations if the transfer is declared a crime.
An example with numbers. Marta works for a cleaning company with 6 years of seniority and €18,000 gross a year. The company owes her two payslips of €1,100 and, after a change of owner, she moves to another company.
| Item | Calculation | Amount |
|---|---|---|
| Payslips owed | 1,100 × 2 | €2,200 |
| Daily salary | 18,000 / 365 | €49.32 |
| If later dismissed as unfair, 33 days × 6 years | 198 days × €49.32 | €9,764.38 |
She can demand the €2,200 from either company, and her 6 years of seniority still count towards any later severance. That 33-days-per-year calculation is the one in article 56.1, for contracts after February 2012; see how to calculate severance for unfair dismissal if yours is earlier.
Your collective agreement carries on, unless there is a later deal
Article 44.4 says that, unless otherwise agreed through a company agreement between the transferee and the worker representatives once the succession is complete, your employment relationship continues to be governed by the collective agreement in force at the time of the transfer. It stays in place until it expires or until a new collective agreement applicable to the transferred economic entity comes into force.
This means the company cannot, on its own, apply a different agreement with worse conditions from day one.
They must inform you before it affects you
Article 44.6 requires the transferor and the transferee to inform the legal representatives of their affected workers of: the planned date of the transfer, the reasons, the legal, economic and social consequences for the workers and the measures planned. If there are no representatives, the information goes directly to the workers who may be affected (44.7).
The transferor must do so in good time before the transfer, and the transferee before its workers are affected in their conditions (44.8). If either company plans employment measures, it must open a consultation period with the representatives, negotiating in good faith (44.9). The excuse that the company that made the decision did not provide the information is not accepted (44.10).
Why your case may be different
- The takeover can come from the collective agreement. In sectors such as outsourced services, many agreements regulate who keeps the staff when the contractor changes. The conditions (seniority on the contract, type of contract) depend on the text, which is not covered here.
- Temporary workers count too. Article 15.5 applies the 18-months-in-24 rule also where there is a legal or collective-agreement succession or subrogación. See temporary contract becomes permanent.
- If you are dismissed around the change. The deadline to challenge is 20 working days (article 59.3). Do not let it pass waiting to find out who your employer is.
- The succession must be reported to the authorities. The LISOS (art. 22.1) classes failure to communicate a succession in the ownership of the company as a serious infringement.
What to do if your company changes
- Ask in writing for the information in article 44.6: date, reasons, consequences and measures.
- Keep your last three payslips and your previous contract.
- Do not sign a finiquito with the old company or a new contract that cuts your seniority or agreement without understanding it. See signing the finiquito “not in agreement”.
- If you are owed money, claim it in writing from both companies.
- Talk to your worker representatives or a union.
This page is general information. If deadlines or money are at stake, speak to an employment lawyer (abogado laboralista) or a union.