Housing governance

We can assist with the full range of governance and regulatory queries, including:

• corporate structuring work, including mergers, intragroup consolidations, new group structures, conversions and incorporations.
• registration of new vehicles such as for-profit RPs, trading subsidiaries, development companies, design and build companies and cost-sharing vehicles.
• matters of compliance with the regulatory standards, including issues of self-reporting to the Regulator and serious incident reporting to the Charity Commission.
• strategic advice and matters of internal governance, such as the implementation of a delegatory framework and standing orders, the amendment of constitutional documents and the review of specific policies.
• advice on common governance and regulatory issues such as queries on the management of conflicts of interest, board appointment and tenure, disposals of charitable property or social housing and charitable investment rules.

We work closely, and have strong relationships, with the Regulator of Social Housing, Charity Commission and other regulators. We maintain regular contact with them to ensure that we are fully aware of areas of focus that may impact our clients. We regularly advise RP boards on the requirements of the Regulatory Framework and in relation to potential regulatory breaches and self-reporting. We pride ourselves on giving clear practical advice with recommended actions that provide comfort and a solution to our clients.

Our team has a wealth of experience in dealing with group structuring arrangements and facilitating mergers and joint ventures.

Our group structure work includes the creation of new entities such as subsidiary charities, joint venture vehicles, development companies and other forms of subsidiary. Existing group structures may have a number of entities, being a legacy of add-ons over time, and we work with our clients to review and streamline their existing group arrangements. Lawyers from our team have also worked on some of the largest mergers in the sector. We advise on all stages of a merger from identifying a suitable merger partner, agreeing heads of terms, standstill and confidentiality arrangements, conducting legal due diligence through to effecting the merger. This can include mergers by way of amalgamation, transfers of engagement, business transfer agreements and more novel arrangements. We are also experienced at project managing mergers for our clients, ensuring that all aspects are coordinated and completed.

We are working with more and more clients who want to harness the opportunities that equity investment into the sector brings. We are experienced in advising on the establishment of for-profit RPs and also advising on partnering arrangements between these for-profit RPs, or the funds that sit behind them, and traditional not-for-profit RPs. We provide a complete service and everything our clients need to establish a new for-profit RP, or partner with an existing one.