EdCon2026: Academy mergers that work
High-profile MAT mergers are creating larger, more strategic organisations. In our EdCon2026 session on academy mergers, Lydia Michaelson-Yeates (Partner) and Tracy Foster (HR Consultant) explored how to plan successful mergers, navigate due diligence, integrate cultures, streamline HR policies and build cohesive organisations that achieve sustainable growth.
The UK Government’s white paper, ‘Every child achieving and thriving’, sets out an ambition for all schools to join or form multi-academy trusts, it signals a system built around multi-school groups.
42% of attendees said they were currently contemplating a merger as an option for their future direction.
The landscape: A sector in consolidation
According to DfE data as of 1 December 2025, there are now 11,830 academies in England, sitting within 2,100 academy trusts. In our summer 2025 School Leaders Survey, almost half of school leaders expressed dissatisfaction with government policy on academisation and place planning, reflecting widespread concern about falling pupil numbers.
The most common transfer scenarios include:
- A MAT or SAT being re-brokered to another MAT.
- An individual academy within a MAT being re-brokered into another MAT.
- A MAT or SAT voluntarily joining another MAT, a genuine merger.
When do mergers happen?
There are a range of drivers that typically prompt academy trusts to consider merging:
- A shared vision, values and cultural fit.
- A need for sustainable growth through consolidation.
- School improvement and the sharing of educational best practice.
- Strengthening central support and leadership succession.
- Future-proofing and building organisational resilience.
- Developing or extending the central team.
- Improving governance through shared strategic oversight.
- Responding to external factors, such as falling pupil numbers.
- Delivering local and wider community benefits.
Transfers may be initiated by different parties:
- Regional Directors, who are responsible for brokering relationships between academy trusts and planning for each region's development and its needs.
- Academies themselves, where they recognise a strategic imperative.
- Re-brokered transfers, which are initiated by the Regional Director.
All transfers require Regional Director approval.
Phase 1: Before the transfer – Getting the foundations right
The 'courting' period
The pre-transfer phase begins with identifying, assessing and engaging with potential merger partners. This is a critical stage that sets the tone for everything that follows.
Heads of Terms are a key tool at this stage, setting the expectations of the parties and the basis of the transfer. They typically cover:
- Approach to governance and leadership.
- Timescales.
- Approach to due diligence.
- Confidentiality agreements and data sharing arrangements.
Due diligence
Thorough due diligence is essential, and typical key areas include:
- Educational performance.
- Financial health.
- Organisational and staffing structures.
- Legal and regulatory compliance.
- Commercial matters.
Phase 2: The transfer – Legal process and TUPE
The legal process
The legal process for a merger involves a number of key workstreams:
- Stakeholder consultation.
- Corporate and commercial work, covering the transfer of business and assets.
- Governance arrangements.
- Employment matters, including TUPE, measures and consultation.
- Funding: Existing Funding Agreements will need to be varied to become Supplemental Funding Agreements and novated to the acquiring trust under its existing Master Funding Agreement.
Property transfers require particular attention:
- The transfer constitutes a "disposal" under Schedule 1 of the Academies Act 2010 and the Funding Agreement, requiring consent - usually via Form M through the DfE.
- Freehold property is transferred by deed
- Leasehold land is transferred by assignment.
- A licence to assign may be needed from the current landlord.
- Any third-party leases will also need to be assigned.
- CofE schools will have additional considerations.
TUPE: Pre-merger
TUPE consultation with staff should begin two to three months prior to the transfer date. Key steps include:
- Carrying out TUPE consultation on any proposed measures and engaging trades unions.
- Being clear in the measures letter that selection for any duplicated central roles will occur on transfer, where applicable.
- Clarifying whether selection leads to new roles in the structure or redundancy.
- Communicating the outcome of any necessary central team selection before the transfer date, without issuing redundancy notices at that stage.
TUPE: Post-merger – Central team roles
On the transfer date, all staff transfer to the new MAT under TUPE and become employees of the merged trust. In the post-transfer period:
- Individual redundancy consultation begins with unsuccessful candidates, where required for the new structure.
- Individual redundancy consultation is finalised.
- Confirmation is given that no suitable alternative roles exist.
- The redundancy notice period can then run during employment with the new MAT, in accordance with statutory or contractual notice, whichever is greater.
During staff consultations, it’s important to consider that:
- Staff can be told they are at risk before transfer.
- They can be told that redundancy dismissal is proposed following selection.
- They can even be told that redundancy notice will be issued after transfer.
The measures letter must clearly set out the proposed changes, but remember, the actual notice of redundancy cannot be issued until the new MAT is their employer.
Common pitfalls: Managing pay disparity
One of the most common and sensitive challenges arising from mergers is pay disparity for similar central roles. Practical considerations and steps to manage this include:
- Immediate pay changes are usually not possible.
- Transparency with staff is essential.
- Benchmarking roles and responsibilities through an external executive pay review.
- Developing a future pay framework and executive pay policy to ensure long-term consistency.
- Aligning pay gradually through restructuring, recruitment or natural turnover.
Phase 3: Post-transfer integration – Becoming one organisation
Building a unified culture
Successful post-merger integration requires focused effort across a number of areas:
- Embedding the new governance structure.
- Articulating clear values, ethos and strategy.
- Developing the central leadership team.
- Establishing a strong brand and organisational clarity.
- Winning hearts and minds.
A successful merger ultimately results in one clearly established organisation with a single distinct identity, a unified strategy, a shared ethos, culture and values, and sustainable long-term benefit for every pupil.
HR and people management
A full audit of both trusts' employment policies is essential, covering pay structures, leave entitlements, performance management frameworks, disciplinary and grievance procedures, flexible working policies and sickness absence arrangements. From that point, trusts should:
- Identify where policies differ and assess whether those differences are material enough to require streamlining.
- Engage trade unions and staff representatives early, ensuring strong communication and consultation throughout - a core leadership responsibility.
- Take specialist employment law advice on any changes to terms and conditions post-TUPE, which carry legal risk if not handled correctly.
- Aim to implement a single HR policy framework within a clear, communicated timeline.
- Ensure consistency and fairness, so staff who joined from the transferring trust feel genuinely part of one organisation and ensure alignment with applicable collective agreements including School Teachers' Pay and Conditions and support staff terms.
Final thoughts
Academy mergers, when handled well, offer transformative opportunities for trusts: the chance to build more resilient, better-resourced and strategically coherent organisations that genuinely improve outcomes for pupils.
Success depends on careful planning at every stage, from the earliest conversations with a potential partner, through a rigorous legal and HR process, to the sustained cultural work that follows the transfer date. We’re here to help. To discuss MAT mergers further and your specific circumstances, please get in touch.
Contact
Lydia Michaelson-Yeates
Partner
lydia.michaelson-yeates@brownejacobson.com
+44 (0)121 237 3986