Complainant

Respondent

Parties

Stephanie  Kennedy

Rondar Commercial Services Limited/ Pearls Dentist

Act

Complaint Reference No.

Date of Receipt

Complaint seeking adjudication by the Workplace Relations Commission under Regulation 10 of the European Communities (Protection of Employees on Transfer of Undertakings) Regulations 2003 (S.I. No. 131 of 2003)

CA-00075160-001

04/09/2025

The complainant signed a contract of employment on 13/08/2019 with Rondar Commercial Services Limited with a start date of 24th June 2019. In 2023 a five-year pay agreement was put in place.

In the course of 2024, she raised a number of grievances related to payroll issues and bullying.

On July 2nd, 2024, she received notification of an intended TUPE to what was described as a newly established group company called Bruno Marketing Limited due to planned expansion.

The transfer did not proceed. 

She remained an employee of Rondar and on September 2nd, 2024 she went on maternity leave, taking four weeks annual leave prior to this with parental leave taken between March and May 2025.

During this period she had regular email exchanges with Ms. Perry related to administrative matters concerning her maternity leave.

In April, she found it difficult to get a letter confirming payment status during maternity leave.

In May she went on certified sick leave and here were issues related to payment.  In May she had to go to some trouble to confirm five days paid sick leave but eventually received it on  May 27th, 2025. No payslip was provided.

On May 26th, she submitted a further sick certificate. On  June 13th, she received an email saying that incoming emails were not being checked as often, as both clinics seem to be in process of being sold.  She was told that if this went  ahead she would be contacted with options.

On July 18th she contacted the company regarding sick leave, but it was returned ‘undelivered’. A subsequent check showed her employer’s websites had been taken down, and a new website would be coming soon under new ownership.

Through informal channels she found out that the company was being transferred to Ravensdale Dental Group and  following advice from the CIS she hand delivered a letter to the Castleknock practice addressed to Rondar Commercial Services but received no response.

Following contact with the Dental Council on her behalf she received a call from Kevin McCabe from Ravensdale Dental Group who confirmed they had taken ownership of the assets from Rondar through an Asset Sale. He  had to ask the complainant her name as he had no record of her and that said she could contact him for further information.

She contacted him on  September 1st, and he said he had no record of her contract of employment and that no transfer had taken place as they had simply bought the assets. But when she challenged him on this in relation the two employees that also worked with me he confirmed he had taken them on.

He  said he could provide a letter stating that Wishmill limited had taken ownership through a sale, but he was not sure what else he could do. No letter was furnished.

She sent three registered letters to Rondar, Wishmill and the Dental Council. In the letter to Rondar & Wishmill she also made a Subject Access Request.

In her oral evidence she referred to correspondence received after the matter had been referred to the WRC which appeared to confirm that her employment hade transferred.

She remains on sick leave.

The respondent did not attend the hearing.

On the morning of the hearing correspondence was received from Dr Ronan Perry, former (it seems) Principal of the complainant’s employer as follows.

Regretfully. Rondar Commercial Services is no longer trading,  and most likely will go into examinership.

I have a clinic of patients to attend to today, booked for me, in the clinic I formerly owned. 

I cannot attend today, and there are no other company representatives. 

I do not have managerial say in this clinic. 

Please advise me further in relation to the next steps.

 Yours Sincerely

Dr Ronan Perry

The facts are as set out above, and the respondent did not attend the hearing. The respondent was identified on the complaint form as ‘Pearls Dentist’ which is the trading name of the practice initially operated by Rondar Commercial Services Ltd, the complainant’s employer as identified in her Contract of Employment.

In relation to the failure by the complainant’s employer, either the transferor or the transferee to attend the hearing the WRC had communicated with Dr Perry on September 17th, 2025, notifying him of the complaint and on January 19th and 26th with details of the hearing.

He waited until 09.10 on the morning of a hearing scheduled for 11.00 to submit the email reproduced above to indicate that he would not attend. Accordingly, his stated reason for not attending is not acceptable and the hearing proceeded in his absence.

As noted above, correspondence was received by the complainant after, (and perhaps because of) her referral of the matter to the WRC on September 4th, 2025.

It was headed ‘Advance Notice of Employment Transfer to Wishmill Limited’ and was sent on October 7th, 2025, and contained the following.

We are writing to inform you of an imminent transfer of employment which is expected to take place shortly Please note that this transfer has not yet occurred, but we want to notify you in advance the signing for the business transfer is subject to the meeting of the Irish dental council IDC timetable.

We would like to reassure you that your current terms and conditions of employment will remain exactly as they are under Rondar Commercial Services Limited. There will be no changes to your role pay or other employment terms as a result of this  transfer.

To clarify Wishmill limited is not acquiring the business of Rondar Commercial Services Limited. Rather Wishmill limited is acquiring the business and undertaking of Pearls Clinics Limited. We are satisfied that, although you are presently employed by Rondar Commercial Services Limited your employment will transfer to Wishmill limited as part of a Transfer of Undertakings (protection of employment) (TUPE) process.

 We understand that you may have questions about this transition, and we will ensure that you are kept fully informed throughout the process in the meantime please do not hesitate to contact me (Kevin McCabe operations director) if you have any immediate questions.

(Bolding as per original)

This appears to confirm that the transfer of the complainant’s employment has taken place in accordance with the Regulations. It is not clear why this contains a disclaimer in relation to ‘the business of Rondar Commercial Services’

The case law is very clear that

“a transfer of an undertaking, business or part of a business to another employer” where “the business in question retains its identity” and that in order “to establish whether or not such a transfer had taken place…it is necessary to consider whether, having regard to all the facts characterizing the transaction, the business was disposed of as a going concern, as would be indicated inter alia, the fact that its operation was actually continued or resumed by the new employer, with the same or similar activities.”

From JMA Spijkers Gebroeders Benedik Abbatoir CV (1986 2 CMLR 296; C 24/1985), European Court of Justice.

See also P. Bork International A/S, in liquidation v Foreningen af Arbejdsledere I Danmark (Case 101/87), at paragraph 15 that:

“it is necessary to consider all the circumstances surrounding the transaction in question, including, in particular, whether or not the undertaking's tangible and intangible assets and the majority of its employees are taken over, the degree of similarity between the activities carried on before and after the transfer and the period, if any, for which those activities ceased in connection with the transfer.”

 See also Sánchez Hildago and Others (Joined Cases C-173/96 and C-247/96),

Accordingly, whatever its intended purpose,  the purported disclaimer is of no significance.

In such circumstances, the transfer of the affected employees takes effect as a matter of law, and so I find it has in respect of this complainant.

While the confirmation referred to above in the email of October 7th, 2025,  may be seen as welcome assurance to her of this fact, no argument has been made by the respondent that it falls outside the criteria in the case law above.

The position would probably have been clarified at a much earlier stage had the complainant not been on continuing, certified sick leave and on her return to work. This is merely to record that fact and not to attribute any fault to the complainant in that regard, indeed quite the contrary.

The conduct of the transferor and transferee in the matter has been entirely inadequate in keeping the complainant advised of her position and she is entitled to some remedy in that regard for the breach of her rights under Regulation 8.1.

That Regulation requires that the transferor and transferee shall inform employees of the date or proposed date of transfer, the reasons for the transfer, the legal implications for the employees and any measures envisaged for them.

It is clear from the foregoing that they failed utterly to do so, or , in general to keep the complainant updated on what was happening..

In the circumstances I confirm that the complainant’s employment has transferred to Wishmill Limited and/or Pearls Clinics Limited and I award the complainant €5,000.00 for the breach of her rights under the Act.

Complaint CA-00075160-001 is well founded and I award the complainant €5,000.00 for the breach of her rights under the Act

Transfer of undertakings. Duty to consult.