Novatve Models of Service andIndustry Entities

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1 Staff mutuals A gude to the key legal ssues

2 In a recent ntervew the mnster for the Cabnet Offce, Matt Hancock was asked hs poston on staff mutuals, hs response. t s a clear manfesto commtment that we wll have a rght to mutualse 1, s reflected n the government s plans to ncrease the number of mutuals delverng publc servces.

3 Wth local authortes under ever-ncreasng fnancal pressure, they are beng forced to consder new, nnovatve models of servce delvery. One such model s for local authorty employees to form mutual bodes, whch are fully ndependent of the local authorty, and to take over the runnng of publc servces and facltes. As a busness model, staff mutuals have proved ther vablty. Cabnet Offce evdence suggests that publc servce mutuals have not only delvered sgnfcant savngs to ther parent authortes but also nnovate and mprove the servces they offer. 40,000 Publc servces staff mutuals now employ 40,000 people out of 5.4 mllon publc sector workers and ths looks set to rse. In a recent ntervew the mnster for the Cabnet Offce, Matt Hancock was asked hs poston on staff mutuals, hs response. t s a clear manfesto commtment that we wll have a rght to mutualse 1, s reflected n the government s plans to ncrease the number of mutuals delverng publc servces. Indeed, for publc sector employers facng spendng cuts, employee mutuals relatvely hgh trust ratngs among voters may make the model an ncreasngly attractve opton. Ths s born out by recent news that n a bd to save 1.5 mllon over the next two years, Devon County Councl has approved plans for a communty-owned mutual that wll run the lbrary servce on behalf of the councl 2. Publc servces staff mutuals employ 40,000 people out of 5.4 mllon publc sector workers. Settng up a new staff mutual and then transferrng staff, assets and servces to t s a matter of some complexty. We look at the key legal ssues that wll underpn ths process. What s a staff mutual? The Cabnet Offce defnes a publc servces staff mutual as an organsaton that: has spun out from the publc sector; contnues to delver publc servces; and nvolves a hgh degree of employee control. Qute often a staff mutual wll also be classed as a socal enterprse - e a busness that has a socal msson core to ts purpose - although ths s not always the case. Examples of publc servces staff mutuals nclude: Employees from Staffordshre County Councl establshed Evolve YP, whch provdes servces for chldren and young people who are n care or leavng the care system. It operates as a not-forproft socal enterprse, under contract to the local authorty. Sandwell IPS Ltd was establshed from a group of traded educaton support unts of Sandwell Councl. The company provdes school support and school mprovement servces. Provdng adult and communty learnng servces, Aspre Sussex was set up by employees from West Sussex County Councl. It operates as a chartable staff run socal enterprse. 3MB was the frst mutual jont venture and t operates as an employee owned busness. It was created by employees from the London Borough of Hammersmth and Fulham, The Royal Borough of Kensngton and Chelsea and The Cty of Westmnster and provdes educaton support, corporate buldng and fnancal servces. 1

4 Steppng out on the journey The tmng has never been better for local authorty departments to establsh staff-led mutuals: the Cabnet Offce has hghlghted the manfesto commtment to facltatng the rght to mutualse and s drvng the polcy forward; the Publc Contracts Regulatons 2015 are n force, removng a longstandng hurdle by ntroducng a lmted route to awardng contracts to staff mutuals; and publc servce mutuals have proven ther vablty n the marketplace, delverng sgnfcant savngs to ther parent authortes. Although the scene s set, that s not to say the journey wll be easy or one that every local authorty department wll wsh to embark on. There a sx man consderatons for those contemplatng establshng a staff mutual. Plannng As wth embarkng on any journey, preparaton s key: the route, the destnaton, the thngs that are essental to get you there. When consderng establshng a staff mutual t wll be necessary to do sgnfcant groundwork up front: from establshng the drvers and the case for mutualsaton, to scopng out and rng-fencng the servce to be spunout, through to strategy for the new entty. Our journey map on page four sets out the stages that wll be nvolved n a local authorty department steppng out. At the outset of the project, plannng wll be requred to address each of the key ssues n relaton to every phase. An essental element of that plannng wll be to ensure that the rght legal, fnancal and strategc advce s avalable, be t nternal or external. Securng fundng Throughout the journey there wll be fundng consderatons, from ntal startup costs through to resourcng growth plans and dversfcaton. The new entty wll need to develop robust fnance plans to ensure a steady ncome. Intally, fundng s lkely to be derved almost exclusvely from the parent local authorty, and a reslent contract wll be requred to secure ths. Gong forward, the busness model may nvolve decreasng support from the parent authorty and the new entty wll be requred to look at alternatve sources of fundng, and perhaps consder external nvestment. Identfyng, understandng, decdng upon and contractng for sources of revenue wll be key new challenges for enttes used to focusng prmarly on the delvery of publc servces. Addressng the legal ssues Whle there are obvous benefts to be ganed from mutualsaton, the establshment of a staff mutual can pose an array of legal ssues. Careful consderaton must be gven to the form of legal entty to be adopted: governance, the ownershp structure, how property and other assets wll be held, procurement, state ad, tax, pensons, employment and TUPE. Whle the legal ssues are complcated, they are by no means nsurmountable. The nsght of advsors, experenced n the ssues unque to the publc sector and to staff mutuals can be key to the success of the project. Although the scene s set, that s not to say the journey wll be easy. 2

5 People The fact that employees wll have a hgh level of management and governance, f not ownershp rghts, n the new entty means that the mportance of people and ther atttude to the project wll be paramount. Perhaps more so than for any other knd of organsaton, the success of a staff mutual wll depend on staff buy-n. At each stage t wll be mportant to nvolve and engage staff. The challenge wll be to protect and nurture the publc sector ethos whle embracng the changes requred to ensure the success of the new entty. Asde from mnd-set, there wll an array of practcal people consderatons such as shareholdng, management structure, TUPE and pensons. There wll also be sgnfcant work to do n lookng at human resource ssues and assessng whether the department to be spun-out has the requste skllset for the new entty or whether further resources (nternal or external) are requred. Operatng commercally Whle the man am of the new entty wll be to delver servces to publc end users rather than creatng a proft, that s not to say that the entty wll not need to operate commercally. The exempton from the publc procurement rules only apples to contracts for three years. After that perod the staff mutual may be requred to compete n the open market. It may be that the strategy for the entty s not only to re-wn ts orgnal spn-out contract but to compete for other smlar contracts from other local authortes. Commercal expertse and self promoton wll be key new sklls that wll need to be developed to thrve n ths new busness envronment. Commttng to the journey It would be a mstake to underestmate the challenges n establshng staff mutuals but the potental benefts are sgnfcant. The alternatve delvery model can delver substantal savngs to parent authortes, foster a culture of mprovement and nnovaton, and beneft from hgh levels of staff engagement. There are undoubtedly rsks, but wth due consderaton of the ssues, good advce and careful plannng, lean, robust alternatve delvery models can thrve. It s lkely that an ncreasng number of local authorty departments wll decde to navgate the journey. Whle the man am of the new entty wll be to delver servces to publc endusers rather than creatng a proft, that s not to say that the entty wll not need to operate commercally. 3

6 Mappng your journey Idea Intal consderaton Consultaton Busness case SUPPORTING your journey Project plannng Transton The future Busness 4

7 Internatona CLOSED FOR REFURBISHMENT Refurbshn Mappng your journey IT systems Intal consderaton - testng the water Identfy the drvers for change Scope out the servce elements Conduct market research and scope the potental alternatve delvery optons Marketng c Consder potental rsks/benefts Investgate sources of specalst advce (fnancal, legal, HR) Consultaton who s on board? An emergng dea as to whether establshng a staff mutual may be a vable opton Marketng a Rase awareness of the alternatve optons and the pros and cons Obtan ntal professonal/expert advce regardng legal/people/fnance ssues Identfy and engage key stakeholders Obtan and evaluate feedback on the optons beng explored An nsght nto the sentment of key stakeholders and whether there s the support to proceed Product dev Busness case destnaton plannng Scope out the servce elements to be spun out Evaluate the market Set out a full analyss of the pros and cons of the alternatve delvery models Include nput from key stakeholders (the servce team, the authorty and specalst Logstcs Webste an Present convncng ratonale (strategc, economc, commercal, fnancal and management) for the staff mutual route proposed A formal busness case n support of embarkng on the full journey OPENING SOON Extendng s Openng n CLOSED FOR REFURBISHMENT Staff faclt Refurbsh 5

8 Product de Project plannng how to get Marketn Webste an Conduct thorough due dlgence ng al s OPEN Engage specalst advce ncludng fnancal, legal and HR Identfy and plan each step to establsh the staff mutual, ncludng tmescales Develop a short-medum term strategc busness plan for the new entty Agreeng new franchse partnershps Assemble the team to lead subsequent phases Wholesale OPENING SOON Jont ventures An agreed project plan to be mplemented by an dentfed management team CLOSED FOR REFURBISHMENT Product Openng n Lcensn agreemen Internat Refurbsh Transton / Transformaton bon voyage Implement the project plan to nclude addressng: practcal logstcs contractual and legal ssues fnancal matters IT systems Logstcs staff ssues communcatons throughout A busness-ready ndependent staff mutual The Future chartng your own course Identfy busness objectves for vablty and sustanablty Re-tender for spn out contract Compete for other contracts Consder securng nvestment captal for dversfcaton and growth A strategc plan for the future of the staff mutual. Marketng Extendn Marketng Staff fac Internato Logstcs 6

9 Why set up a staff mutual? A publc servces staff mutual combnes the best of busness wth the socal motvatons of the pubc sector. It has the freedom to be more flexble and fleet-footed than a local authorty n ts decson-makng, to expand upon entrepreneural deas, to access new markets and to attract alternatve nvestment; yet at the same tme to reman true to the publc servce ethos of the local authorty and ts staff. Experence also shows that gvng employees a more drect voce n runnng the organsaton leads to ncreased productvty, motvaton, nnovaton and employee well-beng. Legal powers One of the frst legal ssues s to dentfy a sutable legal power to undertake the staff mutual project. It used to be that an authorty could only do thngs that t was specfcally permtted to do under legslaton, but the ntroducton of the general power of competence under the Localsm Act 2011 has turned ths on ts head and an authorty s now permtted to do anythng that s not expressly forbdden. The general power of competence wll provde the power base for most staff mutual projects. Legal form There are a range of legal forms that could potentally be sutable for a staff mutual, such as ndustral and provdent socety, company lmted by guarantee, company lmted by shares or communty nterest company. Each of these forms brngs dfferent advantages and dsadvantages. Chartable status may also be an opton, whch can brng sgnfcant tax benefts and alternatve fundng optons. The most sutable model s lkely to be nfluenced by the followng matters: What resdual nvolvement does the local authorty want/need (f any)? How much nvolvement wll employees have n the busness or n decson-makng? Wll the organsaton have chartable status? How much of the organsaton s assets wll be dedcated to a chartable or socal purpose? To what extent wll these ssues be bult nto the staff mutual s consttuton and protected so they cannot be easly changed? A staff mutual has the freedom to be more flexble and fleet-footed than a local authorty n ts decson-makng, to access new markets and to attract alternatve nvestment. 7

10 How does employee ownershp work? Employee ownershp wthn staff mutuals can take a number of dfferent forms and these dffer dependent on the underlyng legal structure of the mutual. One of the key decsons n establshng a publc servces staff mutual wll be whether the mutual wshes to allow proft to be dstrbuted to ts owners, whch wll nclude ts employees; or whether ts am s to take the form of a socal enterprse, where profts are re-nvested or dstrbuted to acheve a defned socal good. The dfferent forms of employee ownershp To date most publc servces staff mutuals have taken the form of a socal enterprse, often establshed as a Communty Interest Company, ether as a company lmted by guarantee or company lmted by shares (CIC). For both company types, there s a restrcton on the sze of dvdend that can be pad to members, wth the remanng profts beng appled to the CIC s objects whch have to acheve a socal good. Ths means that although a CIC s enttled to pay market rate salares to attract and retan staff, employees don t receve dstrbutons of the profts of the busness. However, t has been shown that the CIC model of employee ownershp delvers ncreased levels of nnovaton and engagement. Employee owners can voce ther vews va a staff councl or other body, whch ensures a frequent and ongong dalogue between the executve board runnng the mutual and the employees who own t. In a staff mutual the nformaton flow between management and those employees provdng front lne servces has partcular credblty as the executves have to (and wll want to) lsten to the owners of the busness. Where the mutual s establshed to allow employees to receve benefts from the surpluses of the organsaton, the mutual may be establshed ether as a regstered socety (RS) or as a tradtonal employee owned busness model where the company s lmted by shares (the EO model). In the RS model, employees become members of the RS and may receve profts related to partcpaton n the RS busness. The membershp structure usually operates on a one member, one vote bass, gvng the employees the ablty to voce ther opnons and ncrease the levels of actve engagement throughout the busness. The EO Model allows staff mutuals to utlse the new form of employee ownershp model that the Government has sponsored n the prvate sector. The EO Model employees ether: hold shares drectly so that each employee holds a defned number of shares; hold shares ndrectly and collectvely as the benefcares through a specfcally establshed trust called an Employee Ownershp Trust (EoT); or combne ther holdngs through drect ownershp of shares and an ndrect nterest through the EoT. The benefts outlned above of engagement, accountablty and nformaton flow reman but n addton the employee owners can beneft economcally from the performance of the busness through dvdends and, where drect ownershp s nvolved, future share prce apprecaton. It has been shown that the CIC model of employee ownershp delvers ncreased levels of nnovaton and engagement. 8

11 Would employees hold shares drectly or ndrectly n the EO Model? It s lkely that employees takng shares drectly under an EO Model would do so under a tax advantaged government approved share plan such as a Share Incentve Plan, whch allows employees to acqure and hold shares n a tax effcent manner. However, a smpler approach may be an ndrect ownershp model smlar to that establshed by John Lews. Under ths model: Employees collectvely own shares n the staff mutual. No employee has a specfc enttlement to partcular number of shares. A trustee board acts as the mouthpece of the employee owners. The employee owners share n any proft of the busness, often on a pro rata bass by reference to ther salary. Ths type of ndrect ownershp can now be facltated through the new government approved EoT whch allows tax free bonuses to be pad to employees workng wthn the mutual. What does the governance structure of a staff mutual look lke? Lke other busnesses, a staff mutual wll be run by an executve board. The dfference s that ts owners are also the employees that provde ts servces. Ths presents an opportunty to not only hold the board accountable to the same people that the busness employs and but also allow staff the ablty to ensure that the executve board lstens to ts vewpont. At the same tme, the board wll beneft from the ncreased nformaton flow whch can lead to more nnovaton and effcency, mprovng the overall busness. The nteracton between the executve board and the employee owners s normally managed through the establshment of a staff councl, trustee board or commttee, whch promotes the sense of ownershp wthn the busness and provdes the executve board wth feedback on the owners vews and opnons. Ths engagement and nteracton between the executve board and ts employee owners dstngushes a publc servces staff mutual from both the authorty from whch t has spun out and more tradtonal prvate sector companes. Lke other busnesses a staff mutual wll be run by an executve board. The dfference s that ts owners are also the employees that provde ts servces. 9

12 What are the TUPE consderatons? TUPE rules can apply to publc sector organsatons to protect the rghts of employees transferrng to a new prvate sector employer. Where a staff mutual s created as a result of a part of the parent publc sector organsaton breakng-off to create a new employer, TUPE regulatons wll lkely apply. In addton to TUPE, the Cabnet Offce Statement of Practce on Staff Transfers n the Publc Sector (COSOP) may apply wth mportant Far Deal pensons consderatons and wder TUPE Plus polcy consderatons. Employee Lablty Informaton The outgong employer, n ths case the parent publc sector organsaton, must provde nformaton about transferrng employees to the ncomng employer, the staff mutual. The followng nformaton must be provded: the dentty and age of the employees who wll transfer; nformaton contaned n the wrtten statement of partculars for those employees; detals of any dscplnary acton taken aganst an employee n the last two years; detals of grevances rased by an employee n the last two years; nstances of legal acton taken by employees aganst the outgong employer n the last two years (any court or employment trbunal clams); and nformaton regardng any collectve agreements. Pre-transfer TUPE consultaton The parent publc sector organsaton, as the outgong employer, must nform/consult wth employees through approprate representatves. These could be trade unon representatves or, n the absence of a recognsed trade unon, formally elected employee representatves. The nformaton must be gven n wrtng and nclude: the fact that the transfer s gong to take place, approxmately when and why; any socal, legal or economc mplcatons for the affected employees, for example a change n locaton or rsk of redundances; any measures that the outgong and ncomng employers expect to take n respect of affected employees (even f no measures are envsaged, ths should be confrmed); and the number of agency workers, the departments they are workng n and the type of work they are dong f agency workers are used. The nformaton must be accurate, up to date and secure, and must be provded no less than 28 days before the transfer. TUPE rules can apply to publc sector organsatons to protect the rghts of employees transferrng to a new prvate sector employer. 10

13 TUPE dsmssals If an employee s dsmssed before a transfer, and the sole or prncpal reason for the dsmssal s the transfer, t wll be automatcally consdered unfar. Ths s also true of dsmssals made after the transfer, unless they are made for an economc, techncal or organsatonal reason whch entals changes n the workforce, e redundancy. Where a transfer nvolves a substantal change n workng condtons to the materal detrment of transferrng staff, those staff have the rght to termnate ther employment and clam constructve unfar dsmssal at a trbunal. TUPE classfes these types of resgnatons as dsmssals. If a potental redundancy stuaton arses as a result of a transfer and the staff mutual, as ncomng employer, s proposng to make 20 or more redundances at one establshment wthn a 90-day perod, t must frst consult wth a recognsed trade unon, or f there s no recognsed unon, wth elected employee representatves. It must also consult drectly wth affected employees. Where there are fewer than 20 employees beng made redundant wthn a 90-day perod, there s stll a legal requrement to consult wth employees ndvdually but there are no prescrbed tme lmts n whch to do so. COSOP, TUPE Plus and Far Deal Where COSOP apples, the parent publc sector body should handle the project on the bass that staff wll transfer to the staff mutual and TUPE wll apply, unless there are genunely exceptonal reasons why t should not. Changes to terms and condtons Employees of the outgong employer, n ths case the parent publc sector organsaton, automatcally become employees of the ncomng employer, the staff mutual, at the pont of transfer. They carry over ther contnuous servce from the outgong employer, and should contnue to enjoy the same terms and condtons of employment wth the ncomng employer. Followng a transfer, the staff mutual may fnd that t has employees wth dfferent terms and condtons and may wsh to harmonse them. However, TUPE protects aganst ths change/harmonsaton for an ndefnte perod f the sole or prncpal reason for the change s the transfer. Any such changes wll be vod. Collectve agreements Collectve agreements n place at the tme of the transfer would also transfer to the staff mutual. Ths can nclude the collectve dsputes procedure, tme off facltes, tranng for unon representatves, negotated redundancy procedures or job securty arrangements and flexble workng arrangements. Terms and condtons from collectve agreements may be renegotated after one year, provded that overall the contract s no less favourable to the employee. In some crcumstances contractual changes arsng from new collectve agreements agreed by the outgong employer are not requred to be ncorporated after a transfer. On the assumpton that TUPE apples, t s also lkely that transferrng employees penson rghts wll be protected under Far Deal or related legslaton. In practce, ths means that employees would contnue to be elgble to membershp of the local government penson scheme after transfer. If an employee s dsmssed before a transfer, and the sole or prncpal reason for the dsmssal s the transfer, t wll be automatcally consdered unfar. 11

14 How wll staff pensons be affected? When employees n a publc servce penson scheme are transferred to a new employer, ther penson rghts enjoyed under the penson scheme beneft from a protected status because of Far Deal. All the publc servce penson schemes have smlar protectons for employees. However, for the purpose of ths document, we have consdered the Local Government Penson Scheme (the LGPS). You should seek further gudance for other penson schemes. Key mplcatons of the LGPS The rsks and expenses that come wth LGPS oblgatons, whch are nherted by vrtue of legslaton and Far Deal polces, must be consdered carefully. The LGPS s a funded publc servce penson scheme and members are enttled to hgh value benefts. Where transferrng employees are members of the LGPS then the staff mutual wll need to become an admtted body so that t can provde employees wth contnued LGPS rghts. It s worth notng that the ablty to become an admtted body s only avalable for the LGPS. It s mportant to ensure that arrangements are n place whch wll protect aganst ncreases n ongong contrbutons and fund any defct. Consderaton should also be gven as to what wll happen on ext from the scheme. The Admsson Agreement The Admsson Agreement (the AA) should be negotated at the same tme that the terms of busness for the staff mutual are agreed. Ths wll ensure that, before any transfer of employees takes place, the AA has not only been drafted to reflect the terms of busness, but also to take nto account any specfc requrements of the staff mutual and detal how any costs wll be dealt wth. In addton, the staff mutual, as an employer, may be requred to provde an ndemnty, guarantee or bond to protect the scheme from possble costs arsng from the employer s partcpaton n the scheme, eg f the employer were to become nsolvent. Any securty wll be subject to regular revew and the employer may be requred to provde addtonal funds followng such revew. Becomng an admtted body Far Deal 2013 gudance ntroduced new provsons, gvng all members of the LGPS the rght to reman n the LGPS. As staff are transferrng from a publc sector organsaton to the staff mutual, the staff mutual wll need to become a partcpatng employer n the LGPS. Ths would normally take place by the staff mutual enterng nto an admsson agreement and bond or ndemnty wth the transferrng local authorty or publc body. The rsks and expenses that come wth LGPS oblgatons, whch are nherted by vrtue of legslaton and Far Deal polces, must be consdered carefully. 12

15 Contrbuton rates Employees and the staff mutual, as an employer, wll have to contrbute to the scheme at the same levels as ther publc sector equvalents. Gudance ndcates that LGPS funds wll be permtted to take nto account the rsks of default attached to LGPS employers and to rase employer contrbutons to reflect ths. Such decsons wll be made by the scheme s actuary. Agreeng a fxed rate of contrbutons wll protect the staff mutual and although the contrbutons whch the actuary dctates wll reman bndng on the staff mutual, t s common for provsons to be nserted nto the arrangements whch requre the authorty to remburse the employer for contrbutons over and above the agreed fxed rate. What happens on ext from the LGPS? If the admsson agreement termnates, there wll be a rsk of a defct on ext from the LGPS. Gudance states that the scheme manager (e the LGPS organsaton) wll be able to charge the staff mutual for such a defct. The possblty of a defct needs to be consdered and provsons nserted nto any arrangements between the staff mutual and the publc sector organsaton to deal wth t. Staff mutuals need to ensure that they are not payng for defcts whch relate to perods before the employees transferred to them. The staff mutual and publc sector organsaton should agree the approach to ths and nsert approprate provsons nto the arrangements and the AA. In agreeng a fxed rate of contrbutons, there s a commercal gamble to be taken and actuaral advce should be sought by any partes wshng to use ths approach. The bass of calculaton of contrbutons often assumes that all transferrng employees benefts are fully funded at the pont of transfer. It s mportant to ensure that arrangements are n place whch wll protect aganst ncreases n ongong contrbutons and fund any defct. 13

16 What are the procurement and state ad mplcatons? Contracts are the lfeblood of any busness and staff mutuals are no dfferent. Newly establshed mutuals are almost always sngle-contract, sngle-customer ventures at the outset, through the servces contract wth ts parent local authorty. However, the award of ths contract s subject to procurement law, n the same way as any other contract awarded by the local authorty. Procurement Due to the mportance of ths contract, whch s lkely to be the cornerstone of the mutual s busness n ts early years, establshng a procurement complant bass for awardng the contract s fundamental to the vablty of the entre project. A newly establshed staff mutual, wth no tradng hstory or track record of prevous servce delvery, would struggle to compete n a tender process aganst wellestablshed commercal provders. Therefore, n order to drectly award the contract to the mutual wthout exposng t to a compettve tender process, authortes have been forced to rely on magnatve and sometmes rsky procurement justfcatons. Squarng ths crcle how to lawfully award a contract to the staff mutual wthout runnng a tender process has hstorcally proved to be a crucal, and sometmes fatal, obstacle n any staff mutual ntatve. Thankfully for authortes, an entrely new approach has been ntroduced under the Publc Contracts Regulatons 2015, that allows authortes to lmt the bdders for certan types of contracts to mutual-type organsatons. Ths s provded that the contract s for specfc categores of servces, ncludng socal servces, lesure servces and hertage servces. Ths lmted form of competton means that a staff mutual, whlst not havng a free run at the contract, would only be bddng aganst other smlar enttes and, crucally, would not be competng aganst establshed commercal provders. Any contract awarded under these new provsons would be lmted to three years n duraton. However, when the contract s subsequently re-let, under a normal, unrestrcted tender process, the staff mutual should have ganed enough experence to gve t a realstc chance of competng wth the establshed commercal provders. State ad The process for establshng a staff mutual s lkely to nvolve the transfer of premses and assets from the local authorty to the mutual. The authorty may also contnue to provde some support servces, such as fnance, IT or HR, at the outset at least. Careful consderaton wll be requred regardng the bass of ths support, n order to ensure complance wth state ad requrements. Commercal compettors wll be lookng closely at the mpact of the staff mutual on ther market share and wll be alve to any publc support that gves an apparently unfar advantage. In recent years there has been an ncreased awareness of state ad by potental complanants, and n partcular of ts potental for causng sgnfcant dsrupton to a project. State ad rsks could arse where the authorty transfers land at an undervalue, provdes grant fundng to the staff mutual and/or provdes servces/assets to the mutual at no cost or at below market terms. There are a number of ways of potentally establshng stad ad complance. For low levels of ad, the De Mnms exempton s usually the most straghtforward approach. Alternatvely, the revsed General Block Exempton Regulaton (GBER), whch came nto force n July 2014, offers a wde range of exemptons, many of whch could potentally be relevant to a staff mutual ntatve. 14

17 Takng the next steps If you decde that a staff mutual s the rght vehcle for you, then contact our team to dscuss how we can help you navgate through your journey. Our team Phlp Roberts Commercal, Procurement & State Ad Phlp advses a wde range of busnesses and publc sector clents on all aspects of commercal law. Phlp has worked n-house at a local authorty. Ths experence allows hm to brng a practcal understandng of the publc sector whch benefts publc bodes as well prvate companes that operate n ths envronment. +44 (0) phlp.roberts@tltsolctors.com Ben Watson Employee Ownershp Ben advses companes on employee ncentves and ownershp. Ben s team act for a wde range of companes from start-ups to FTSE lsted plcs. Ben s a natonal speaker on employee share plan matters and a member of the Employee Ownershp Assocaton. He has many years experence advsng on employee taxaton matters. +44 (0) ben.watson@tltsolctors.com Harry Parker Employment & TUPE Harry advses employers and senor executves on wderangng ssues, from recrutment to ext and employment dsputes. He also advses on the employment aspects of busness crtcal projects such as reorgansatons, outsourcngs, mergers and acqustons. +44 (0) harry.parker@tltsolctors.com James Dean Pensons James provdes legal advce to trustees and employers on a wde range of pensons matters, ncludng outsourcng from the publc sector, closng defned beneft penson schemes to the future accrual of benefts, penson change projects and managng penson labltes. +44 (0) james.dean@tltsolctors.com

18 About TLT We are an award-wnnng full-servce commercal law frm whch s bult around the needs of clents and focused on delverng advce nnovatvely, effcently and costeffectvely. TLT has a natonal reputaton for ts excellent clent servce. We have a UK-wde presence wth the capablty to delver seamless legal advce across all three UK legal jursdctons England & Wales, Scotland and Northern Ireland. We provde ndustry-focused servces wth leadng strengths n the energy & renewables, housng, fnancal servces, technology & meda, lesure, retal and publc sectors. Our core legal specalsms nclude real estate, commercal, IT, ntellectual property, corporate M&A, constructon, plannng, employment, pensons & ncentves, tax, dspute resoluton and bankng & fnance. We have advsed local authortes for over 20 years Workng under constant scrutny means that our clents delverng crtcal publc servces demand top notch legal advce, and that s what we delver. Members of our team have formerly worked n-house at local authortes, gvng us a drect nsght nto the pressures faced. We are apponted to some of the most prestgous legal panels - ncludng the Crown Commercal Servces framework for major and complex projects, the Natonal Legal Servces Framework for the polce, the London Boroughs Legal Allance, Cornwall Councl s framework for commercal servces and the BBC s panel for property servces. Combnng technology and project management dscplnes means that we can support even the most complex of publc projects effcently and cost-effectvely. We support local authortes, polce forces and other publc bodes wth ther day to day work too. 16

19 We have 101 partners and nearly 1000 employees and a UK-wde presence wth the capablty to delver seamless legal advce across all three UK legal jursdctons England and Wales, Scotland and Northern Ireland. We provde ndustry-focused servces wth leadng strengths n the energy & renewables, housng, fnancal servces, technology & meda, lesure, retal and publc sectors. Our Core legal specalsms nclude real estate, commercal, IT, ntellectual property, corporate M&A, constructon, plannng, employment, pensons and ncentves, tax, dspute resoluton and bankng and fnance. We are apponted to some of the most prestgous legal panels - ncludng the Crown Commercal Servces framework for major and complex projects, the Natonal Legal Servces Framework for the polce, the London Boroughs Legal Allance, Cornwall Councl s framework for commercal servces, EDF Energy s panel for constructon and property servces and the BBC s panel for property servces. We advse an mpressve lst of UK and nternatonal clents ncludng Barclays Bank, BBC, The Cooperatve Group, Dyson, EDF Energy, Merln Entertanments, Punch Taverns, Sansbury s, WHSmth, Unte Group plc, Unversty of Chchester and Unversty of Lecester. tltsolctors.com/contact Belfast Brstol Ednburgh Glasgow London Manchester Praeus

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