Multi Academy Trusts - Getting Started

 

  1. Identify your potential ‘partners’ and the desired MAT structure.

A MAT should ideally consist of a group of ‘natural partners’ with a shared ethos and vision. Its leaders should be highly motivated and capable, and willing to work collaboratively and productively with other MAT members. You will need to open preliminary discussions with potential partners in order to assess whether or not these essential ingredients exist.

You will also need to explore basic governance/management issues at an early stage to establish that you are all on the same page.

For example:

  • Who takes the lead?
  • Who will populate Local Governing Bodies and Committees (e.g. audit, finance, HR, education standards)
  • What functions will be centralised and how will they be financed?
  • It may be desirable (and more politically acceptable) to appoint trustees from a number of the constituent schools, but it is best not to appoint more than 5-9 trustees, so it may not be possible for every school to be represented at Board level. More importantly, the Trustees should always be the most capable and committed individuals.

The key to successful negotiations is likely to be striking a balance between central control and local autonomy.

 

  1. Consider size and location

Very large MATs will work less well than those containing less than 20 schools, so don’t be too ambitious. 

Close geographical proximity of individual schools will help foster a sense of community and shared values, and that should translate into a well-run MAT.

A secondary school leading a MAT which includes its local feeder primary schools is a popular model.

 

  1. Carry out Due Diligence

Once you’ve identified your potential partners and ‘agreed’ a basic framework, you will need to carry out comprehensive ‘due diligence’ to make sure you really do know everything you need to know about them.

The key to effective due diligence is the provision and scrutiny of information which enables all parties to make an informed judgement as to the balance of risks and opportunities. Assuming the balance is favorable, the terms on which to proceed can then be agreed. 

There are 3 main elements:

 

i) Financial:

Although you may feel that you already know a good deal about your proposed partners, it would be a mistake to take anything for granted when it comes to finances.

Financial due diligence is essential to understanding the true financial position of each school, and assessing how a ‘merger’ will impact overall finances.

It may also help you to negotiate additional funds from the EFA.

 

The areas covered should include:

  1. A detailed review of the last 3 years Financial Statements, to include analytical review reporting on:
  • main revenue streams
  • key performance indicators, such as gross margins, operating margins, variable costs, fixed costs, staffing costs, and income per student
  • fixed assets & inventories
  • aged debtors and creditors, to include investigating and explaining items aged over 90 days and bad debt provisions
  • other creditors and debtors, including accruals, prepayments, deferred income, and tax provisions
  • key suppliers
  • any other significant issues identified, such as one off costs, significant fluctuations.
  1. The consideration of Budget reports and cash flow projections. What are the key assumptions, and are they realistic?
  • How accurate were past budgets?
  1. Analysing and summarising details for all existing funding and revenue generating activities, assessing their future ongoing potential, and considering new revenue generating opportunities.
  1. Establishing the amount of exposure to future expenditure; including capital commitments, leases, contracts, and contingent liabilities.
  1. Assessing the impact of any pension deficit on future costs.
  1. Reviewing the bank and cash position for previous 3 years, with explanations for variances and any irregularities.
  1. Identification of any funds that have restrictive conditions or claw-back provisions.
  1. Reviewing tax related matters; e.g.
  • Corporation Tax
  • PAYE
  • any correspondence received from HMRC over the last six years, including details of any recent tax investigations
  • the VAT position
  1. Investigation of payroll commitments; including consideration of the implications of the TUPE regulations, pension costs and anticipated salary increases.
  1. Establishing the nature of the existing accounting systems and financial controls, assessing the risk inherent in same and advising on adaptation and integration.
  1. Enquiring into any instances of inappropriate expenses claims, salary increases, unauthorised purchases, and non-compliance with procurement or tendering rules
  1. Examining and reporting on any related party transaction issues.
  1. Review of insurance arrangements and any historic claims.
  1. Analysing revenue surpluses and deficits, and the DfE’s likely position re same.
  1. Ensuring the financial implications of matters arising in legal due diligence are quantified and understood.
  1. Quantifying the financial implications of any partnerships or joint ventures.
  1. Reviewing the fixed asset register to comment on existence, condition, ownership, and valuation, and to determine any requirements for replacement or upgrades.
  1. Scrutiny of board minutes over previous 3 years

 

ii) Legal (inc. HR):

You will need an experienced firm of solicitors to assist with legal due diligence. Contact us to view a legal checklist giving insight into the issues they will consider.

 

iii) Educational:

Finally, and perhaps most importantly, you will need to obtain a clear understanding of the current educational demands & standards across all the proposed MAT schools to determine how each individual member school will interact and impact the group.

NASBM have a useful document containing further detail about the overall due diligence process on their website at http://www.nasbm.co.uk/EFAlibrary.aspx

At Sutton McGrath Hartley we would welcome the opportunity to assist you with your financial due diligence, and we also work closely with trusted solicitors who can carry out your legal due diligence.

Working as a team helps to ensure you benefit from the most comprehensive enquiries and reports without any duplication of time and costs. Together we can help you to get your MAT journey off to the start it deserves.

Please call David Sutton on 0114 2664432 or email dsutton@suttonmcgrathhartley.co.uk to arrange a meeting or to find out more about our Academy services.

 

What is a Multi Academy Trust?

 

 

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