BARBADOS Law and Practice Contributed by: Debbie Fraser, Joanna M Austin, Makela Harrison-Yarde and Jael Smith, Fraser Law
Act, Cap 361 and the Labour Clauses (Public Contracts) Act, Cap 349. In circumstances where a business is acquired by merger or acquisition, it must be noted that even where the employees may be re-engaged under a new contract of employment, provided that the terms of the contract largely remain the same, the employee will have continuity of employment, and they will retain their rights and benefits. If the new employer offers continued employment on terms not less favourable and the employee rejects the offer, the employee will not be entitled to severance pay. Where the acquisition results in loss of employ - ment for employees due to, for example, redun - dancy, the employees will likely be entitled to severance payments, which are calculated based on the employees’ length of continuous service and their basic pay. Employees also have a right not to be unfairly dismissed once they have been working continuously for the employ - er, that is, for a period of not less than one year. The employee will therefore have a right to claim unfair dismissal if terminated without just cause. As it relates to trade unions, if the target compa - ny has a contract with a union, the new employer must honour the existing collective agreements. Acquirers will also assume responsibility for workplace health and safety obligations. It is therefore always recommended that employ - ment contracts, collective agreements and any potential severance liabilities are reviewed thor - oughly before the completion of an acquisition. 2.6 National Security Review There is no formal national security review pro - cess specifically for acquisitions of private enti - ties in Barbados. Acquisition of an interest in
some sectors that require government licences, such as broadcasting, will likely involve a review of the national security implications. 3. Recent Legal Developments 3.1 Significant Court Decisions or Legal Developments The jurisprudence for competition law matters is not extensive in Barbados, and as such there have been no landmark court decisions spe - cifically related to M&A in the last three years. However, though not within the last three years, a notable legal development in this area was the issuance of the Merger Guideline, 2007 (the “Guideline” ) by the FTC. The Guideline provides an analytical framework for assessing merger activities, aiming to pro - mote and maintain competition within the Bar - badian market. The Guideline outlines the FTC’s approach to evaluating mergers, including the potential impact on competition. 3.2 Significant Changes to Takeover Law There have not been any significant changes to takeover law in Barbados within the past year. The primary legislation governing takeover bids remains the Companies (Take-Over Bid) Regula - tions, 2002, established under the Companies Act, Cap 308 (the “Regulations” ). The Regula - tions outline the necessary requirements and rel - evant procedures for conducting takeover bids. There are also no publicly announced reviews or proposed amendments to the Regulations, which suggests that there will not be any sig - nificant changes in the coming 12 months.
205 CHAMBERS.COM
Powered by FlippingBook