Joining a MAT – ‘Due Diligence’ Due diligence is the process by which the parties gather information about each other to ensure the integration process proceeds smoothly. In particular, it is used to identify risks, liabilities, cultural differences and practical issues that may cause difficulties later in order to resolve them. The key objectives are: Test the ‘rationale’ for the partnership (the ‘why’) Examine culture, systems and processes, management structures, future opportunities and business plans (the ‘how’) To make sure the all legal aspects are covered (property, liability, finance) To lay the foundations of the future integrated organisation and build its culture (the ‘what’)

Part 1 Performance Leadership & Governance Both parties need to understand where the other currently stands at the moment in performance terms (vision, strategy, results, improvement, SEN, teaching, development, OFSTED … ) Leadership & Governance Both parties need to understand how the MAT currently operates in terms of leadership & governance and also how this will be done after the transfer. Example - How will governance be organised after the transfer? What roles will the governors/staff of the new joiner play? Will any of them be invited to join the MAT board or will they function as a Local Governing Body with some delegated powers? Are role descriptions of the SMT, governors and key staff clearly documented so it is clear who is responsible for what?

Part 2 Workforce (all staff) Stakeholders The joining school will want to understand what will happen to its staff (all aspects) when they join the MAT. The MAT, on the other hand, will be interested in the profile of the staff it will be taking on, and the associated payroll costs and liabilities. (Note: Transfers are covered by TUPE) Practical aspect of staffing (contracts, salaries, sickness) will be reviewed. Staff organisation, development, recruitment, training and other opportunities within the MAT will be considered. The culture and ethos of the two parties will be reviewed to ensure alignment Stakeholders The joining school and the MAT will have a range of stakeholders whose views and attitudes can shape the future success of the integrated organisation. These will include parents and carers, pupils, former pupils, the staff, the local authority, external sponsors, local residents. It is important to map out these stakeholders, consult as necessary, and keep them informed about future plans.

Part 3 Financial Commercial Assets Both parties need to understand how the finances are currently managed to avoid any surprises. Budgets, bank accounts, liabilities, financial controls will all need to be mutually reviewed. Commercial The joining school will want to understand what will happen to any commercial arrangements with 3rd party (or LA suppliers). Will any existing contracts be taken over by the MAT or need re-organising in some way (e.g. catering, cleaning, statutory testing, property maintenance, photocopiers, IT, telecoms?). In some cases ‘no change’ may be the best option and in some cases a move to a ‘central contract’ in the MAT may be better or the MAT may move to use the joining school contract. Assets What state are the school buildings in? What kind of backlog maintenance liabilities are there, and what is the likelihood of significant capital expenditure in coming months and years, e.g. will heating systems, roof repairs, water tanks, windows need repairing? What state are the IT systems in - evaluate the age and reliability of the current systems

Conclusion Due diligence is a vital part of any merger of schools into a MAT. Handled well it can lay the foundations for creating genuine ‘marriage value’ by allowing each party to get to know each other, explore the respective strengths and weaknesses of the other and find real opportunities to improve the life chances and attainment of pupils across all the schools involved. Contrary to popular belief, it is not a rigid process designed to unearth ‘dealbreakers’. Neither is the process an exercise in box-ticking: it needs to be a dynamic and living one, deploying a range of skills and a healthy dose of emotional intelligence. Addressing soft issues such as cultural compatibility and management succession can be just as important as hard issues, such as legal and financial aspects. Leaders of both parties need to be as sure as they can be before taking the plunge to merge their schools. As the old saying goes, ‘marry in haste, repent at leisure’.