Joining or Forming a MAT: A Practical Guide for The School - PowerPoint Presentation

Slide1

Joining or Forming a MAT: A Practical Guide for The School Business Manager

Graham Shaw and Louise Cazan

June 2017

© Stone King LLPSlide2

Massive Goal

My Massive Goal(s) for you from this session:

A clear understanding of the key issues when forming or joining a MAT and how to manage these

.Slide3

Overview

Academies – Legal Status

MAT - Legal Structure

MAT -

Governance

MAT -

Executive

Process of becoming a MAT

Any questions?Slide4

Academies - Legal Status

Academies Act 2010

Operated by a Company Limited by Guarantee (Academy Trust)

Charitable status but exempt from Charity Commission registration

Independent schools, but subject to terms of the Funding Agreement(s)Slide5

MAT – Legal Structure (1)

Strategic M

anagement

£10

GuaranteeSlide6

MAT – Legal Structure

(2)

1 company operating a number of academies

1 Master Funding Agreement and a separate Supplemental Funding Agreement for each academySlide7

MAT – Legal Structure

(3)

1 Board of Trustees responsible for overall operation of the MAT

Usually delegate to Local Governing Body for each academySlide8

MAT - Governance (1)

Members:

£10 Guarantee

Approve

changes to Articles (and exercise certain other reserved powers under company law)

Appoint

and remove Trustees

“Eyes on; hands off”

Who

?

Minimum 3 (5 is the

DfE

preference)

No “ex officio” positions

DfE

expectation

of “independence”

Note

role of Diocese for any VC/VA

schoolsSlide9

MAT - Governance (2)

Trustees

:

Overall day-to-day management

of

the MAT

Ultimately

responsible and accountable for operation of

the MAT and

its

academies

Strategic: 3 core functions of school governance

Delegate

to senior

leadership/executive

team and

LGBsSlide10

MAT - Governance (3)

Who

will be

the

Trustees?

Representation from schools in MAT?

Independents?

Maximum one-third MAT employees

DfE

expectation to include individuals with expertise in HR, School Improvement and Finance

Small and incisiveSlide11

MAT - Governance (4)

Local Governing Bodies (LGBs)

1 for each academy/school

Committees of MAT Board

Delegated authority from MAT Board through Terms of Reference and Scheme of Delegation

Each LGB will include at least 2 elected parents

Note LGB composition for former VA/VC schools and the role of the DioceseSlide12

MAT - Executive (1)

Accounting Officer role (Required

)

EFA requirement that one individual holds this post

Usually a paid position

Responsible for proper application of public monies

Accountable to Parliament

Role must not rotate

Academies Financial Handbook (September 2016) :

“Each

academy trust must designate, in writing, a named individual as its accounting officer. The individual must be a fit and suitable person for the role. The accounting officer should be the senior executive leader of the trust

.

In multi-academy trusts it should be the chief executive or equivalent

.” Slide13

MAT - Executive (2)

CEO - Chief Executive Officer (required)

Must be a “first among equals”

Academies Financial Handbook (September 2016)

requires

the appointment of a Principal or Chief Executive.

This person

should

be appointed as the Accounting OfficerSlide14

MAT - Executive (3)

CFO - Chief Financial Officer (Required)

Paid position

Business Manager/Finance Director for the MAT as a whole

Academies Financial Handbook (September 2016) :

“ The academy trust must have a CFO, appointed by the trust’s board, who is the trust’s finance director, business manager or equivalent, to lead on financial matters.”Slide15

MAT - Executive (4)

MAT Administrator/Company Secretary (optional)

Not strictly required, but helpful

Companies House filing and reporting duties for the MAT

Administration of Trustee and Members’ meetings

Support to CEO/Accounting OfficerSlide16

Process of becoming a MAT (1)

There are two key phases involved:

Start a MAT from scratch

or

restructure a current single academy trust (SAT) to become a MAT

Conversion or transfer of schools/academies into the MATSlide17

Process of becoming a MAT (2)

Initial considerations:

Do you need consent? (faith/foundation schools)

Type? (Non-Church/Church/Mixed)

Sponsoring or non-sponsoring?

Size? (1200 pupils to be viable (Schools Commissioner))

Phase? (Primary or Secondary)

Geography and clusteringSlide18

Process of becoming a MAT (3)

Establishing a MAT from scratch includes

:

Academy Order – liaise with RSC

Public Consultation

Incorporate company with Companies House

Negotiate Funding Agreements with the

DfE

Transfer of Staff: TUPE process

Transfer of Land: freeholds, Leases and Church Supplemental Agreements

Commercial Transfer Agreements for contracts and non-land assets

PensionsSlide19

Process of becoming a MAT (4)

Restructuring a single

academy trust to become a

MAT includes:

Governance:

re-configure

make-up of Trustees and Members

Change name of Academy Trust

Articles

of

Association: amend to

reflect governance

changes and

DfE

model updates

Funding Agreement: amend to Master and Supplemental as per

DfE

latest models

EFA significant change process - consultation

Set Terms of Reference and Scheme of Delegation for LGBs

Executive roles to be filled: CEO and CFOSlide20

Process of becoming a MAT (5)

Transfer of academies into a

MAT includes

:

EFA significant change process for each academy joining

Transfer of staff (TUPE), land and other assets to the MAT

Funding Agreement varied and transferred to MAT

Remaining single academy trust winds up after transfer completedSlide21

Process of becoming a MAT (6)

Conversion or transfer of schools into the MAT includes:

DfE

approval of MAT as a sponsor (if applicable)

Due diligence into school joining the MAT

Academy conversion process for school joining (or transfer process if an existing academy)Slide22

Process of becoming a MAT (7)

Set up and agile and small working group

Ensure project management capacity from the start

Instruct professional advisors early

Frontload e.g. mutual due diligence on finance, property, contracts and assets, design MAT governance and leadership structures

Co-ordinate your consultation

Prepare for concentrated final period of activitySlide23

Set your goal

Key

points to remember:

Governance is key

The art of delegation

Planning and partnershipSlide24

Any Questions?Slide25

Contact

Graham

Shaw

Partner

0113 457 0162

grahamshaw@stoneking.co.uk

Louise Cazan

Senior Associate

0113 457 0162

louisecazan@stoneking.co.ukSlide26

0800 111 4336

info@stoneking.co.uk

stoneking.co.uk