Last updated: 2 July 2026
Key Takeaways
The ACAS Code of Practice recommends that an employee be given a minimum of 10 calendar days to consider a settlement agreement, but this is a general rule rather than a strict legal requirement, and a shorter period can be agreed between the parties. Whether the full 10 days is given matters because it can affect whether the process is found to have been improper under Section 111A of the Employment Rights Act 1996 — which in turn affects whether the settlement discussions can be used as evidence in a later ordinary unfair dismissal claim. Two recent Employment Appeal Tribunal decisions, Tarbuc v Martello Piling Ltd [2026] EAT 58 and Gallagher v McKinnon’s Auto and Tyres Ltd [2024] EAT 174, confirm that a tribunal looks at the wider circumstances of the negotiation — not what is said and how it is said, such as the length of the deadline, when deciding whether conduct was improper.
Is 10 Days a Legal Requirement?
There is no statute that fixes a mandatory minimum period for considering a settlement agreement. The 10-day figure comes from the ACAS Code of Practice on Settlement Agreements, which states:
“As a general rule, a minimum period of 10 calendar days should be allowed to consider the proposed formal written terms of a settlement agreement and to receive independent advice, unless the parties agree otherwise.”
ACAS has also published separate, non-statutory guidance, “Settlement Agreements: A Guide.” The distinction between the two documents matters: a failure to follow either cannot by itself create tribunal liability, but if proceedings are later brought, the Code (not the Guide) is admissible in evidence, and a tribunal must take it into account where relevant. The Guide carries no such evidential weight.
Why the 10-Day Period Matters
The significance of the 10-day period lies less in the settlement agreement itself and more in what happens if it is rejected. Where the discussion was conducted as a protected conversation under Section 111A of the Employment Rights Act 1996, the content and existence of that conversation is generally speaking inadmissible in relation to an ordinary unfair dismissal claim. However, if a tribunal finds that the pre-termination negotiation was conducted improperly, section 111A(4) allows it to admit some or all of the evidence. The shorter the period given to decide, the more readily a tribunal may conclude that the process was improper — exposing discussions that both sides may have expected to remain protected. That matters equally to employers, who carry the risk of losing the protection, and to employees, who may gain the ability to rely on the discussions if the process was unfair or offers helpful evidence that the decision to dismiss was pre-determined or unfair.
What Counts as “Improper Behaviour”?
The ACAS Code gives examples of conduct likely to be regarded as improper. These typically concern how the employer conducted the process, since the employer usually proposes the settlement and sets the timeframe, but the underlying question — was the process conducted fairly — matters to both sides. Examples include:
- Placing undue pressure on an employee to accept an offer
- Threatening dismissal if a settlement offer is not accepted
- Giving an unreasonably short period of time to consider an offer — the Code specifically notes that less than 10 days may be considered improper
- Misrepresenting the strength of a disciplinary case
None of these automatically amounts to improper behaviour on its own — a tribunal will look at the full picture.
Recent Case Law
Tarbuc v Martello Piling Ltd [2026] EAT 58
This point was reinforced by the Employment Appeal Tribunal (‘EAT’) in Tarbuc v Martello Piling Ltd [2026] EAT 58. The EAT held that an employment judge had been wrong to assess improper behaviour by looking only at what was said and how it was said. The wider circumstances of the negotiation — including the arrangements for the discussion and the amount of time given to respond — are all material considerations. A short deadline is therefore not assessed in isolation: it is weighed alongside factors such as how the meeting was arranged, whether there was a genuine chance to seek advice, and the overall fairness of the process.
Gallagher v McKinnon’s Auto and Tyres Ltd [2024] EAT 174
A related point arose in Gallagher v McKinnon’s Auto and Tyres Ltd [2024] EAT 174, which considered whether an ambush meeting and a refusal to allow the employee to bring a companion amounted to improper behaviour. On the specific facts of that case, the EAT found that it did not — but was careful to note that this would not automatically be the case in other circumstances. Read together with Tarbuc, the message is the same for both sides of the table: there is no fixed checklist for improper behaviour. The way a meeting is arranged, whether a companion is permitted, and the time allowed to respond are all factors a tribunal will weigh together, and the outcome depends on the full picture rather than any single element.
Can a Shorter Period Ever Be Justified?
Yes. The Code itself anticipates that the parties may agree a shorter — or longer — period, and 10 days is described as a general rule, not a fixed one. Whether a shorter period is likely to withstand scrutiny depends on the wider circumstances, including:
- How likely the employee is to accept the offer — a generous offer that is likely to be accepted carries less risk than a modest one that risks rejection
- Whether there is a genuine commercial or practical reason for urgency
- Whether the employee was told they could ask for more time, and whether that request would realistically have been granted
A tribunal considering whether a shortened deadline was improper is likely to view a genuinely flexible process — where an extension is available on request — differently from one imposed rigidly and without room for negotiation.
Verbal Offers vs Written Settlement Terms
A related question is whether the 10-day guidance applies to an initial, oral proposal, or only once formal written settlement agreement terms are provided. This was addressed directly in Gallagher v McKinnon’s Auto and Tyres Ltd [2024] EAT 174, where the employee was given only 48 hours to say whether he was interested, in principle, in an enhanced redundancy package, with a written settlement agreement to follow if he accepted. The EAT rejected the argument that the ACAS Code draws no such distinction: at paragraph 39 of the Judgment, it held that the Code’s 10-day guidance is aimed at “the proposed formal written terms of a settlement agreement and to receive independent advice, unless the parties agree otherwise”, not an initial verbal proposal. On the facts, the 48-hour window to respond to the verbal offer was not improper, since the standard timeframe and opportunity to take advice would apply once written terms were produced.
This is not an absolute rule — the EAT was clear that whether a shorter period is justified still depends on the wider circumstances of the case. But it does mean a short deadline to say “yes” in principle to a verbal proposal is not automatically treated the same way as a short deadline to sign the final written agreement, which is where the 10-day guidance is more directly targeted.
Practical Guidance For Employees
- You are not obliged to accept a settlement agreement offer immediately, and are entitled to a reasonable period to consider it and take independent advice.
- If you are given a very short deadline, it is reasonable to ask for more time — how your employer responds may itself be relevant if the process is later challenged.
- Keep a note of how the offer was made, including any pressure, ambush-style meetings, or refusal to allow a companion, in case it becomes relevant later.
- Take independent legal advice, particularly if the deadline is short or you feel pressured.
Conclusion
Ten calendar days is the ACAS-recommended period for considering a settlement agreement. A shorter period can be agreed, but doing so increases the risk that a tribunal will treat the process as improper — with the consequence that discussions intended to remain confidential under Section 111A may become admissible in a later claim. Tarbuc v Martello Piling Ltd and Gallagher v McKinnon’s Auto and Tyres Ltd both confirm that tribunals look at the full context — including the time given, meeting arrangements, and whether a companion was permitted — rather than any single factor in isolation. Whichever side of the table you are on, understanding these principles helps you assess whether a settlement process has been conducted fairly. If the settlement agreement offer is acceptable, and you decide to accept anyway, issues about short deadlines will usually fall away and become irrelevant.
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