Mergers, acquisitions and changes to legal status

We will support a provider that is seeking to merge with or acquire another provider so that they have the necessary information to plan for the process. We can answer queries about our regulatory guidance, discuss the timelines and the nature of the merger to understand the regulatory implications and provide clarity about what we will need from providers and when during the process.

We will not normally complete a full assessment of a merger until after it has taken place, as information can often change up until the merger date. However, we can discuss key regulatory issues with merger and how we are likely to treat these issues before the merger takes place.

When we assess the merger or acquisition that a provider reports to us, we will:

• Take a risk-based approach: We will focus on the areas that are mostly likely to affect the provider’s status of registration and compliance with our conditions of registration.
• Protect students: We will look at how a provider maintains continuity of study and meets consumer protection expectations, including how it will honour commitments to existing students.
• Review governance and accountability: We will consider evidence that decision making, oversight, and accountable officer arrangements remain robust after the change.
• Review regulatory dependencies: Where change at a provider affects degree awarding powers or university title, we will explain related processes, timelines and any evidence that we need.
• Request information: In some cases, we may need more information. Where we do, we will make it clear what we need and why, and coordinate with providers to prevent duplication.

In taking a risk-based approach, we will look at the specific content of the change that the provider has reported to us.

For mergers, acquisitions, and changes to legal status, our assessment will confirm whether:

• the lead provider will still meet our regulatory requirements after the merger or change
• students will be protected during the change and as they complete their studies
• we need to use a ‘saving provision’ (a formal way to regulate a provider that no longer exists or is no longer registered).

We will not reassess providers for every condition of registration. Instead, we will focus on the conditions that the merger is most likely to affect. For example:

• Consumer protection law (condition C1): We will check whether a provider has engaged with students about any changes to fees and other charges, courses, qualifications awarded, mode of study, teaching locations and facilities, terms and conditions, which organisation teaches students, accommodation or availability of funding or support. We expect a provider to offer support to students to navigate suitable alternative options or compensation if appropriate. We will check that a provider’s complaints handling processes are accessible, clear and fair to students.
• Student protection plans (condition C3): We will check whether the lead provider’s student protection plan still covers students who transfer in, or who are affected by teachout.
• Financial viability and sustainability (condition D): We will consider whether the merger makes a material change to the lead provider’s financial position.
• Public interest governance principles (condition E1) and Management and governance (condition E2): We will assess whether governance arrangements have changed (including changes to the accountable officer or governing body), and what this means for compliance.
• Student outcomes (condition B3): We will consider how the merger is likely to affect performance against student outcomes indicators.