Acting for both housing associations in Midlands merger
Members of our housing corporate and governance team acted as jointly appointed legal advisers on the merger of two housing associations with a combined total of 18,000 homes across the Midlands.
We acted as corporate adviser to both housing associations to create a new group structure.
Our lawyers started by reviewing the different merger options and providing recommendations. We then advised both clients on the potential rationalisation of the commercial subsidiaries within the new group structure and how their diversified activities could best be structured to fit with the group’s strategic objectives.
We worked closely with our clients on the implications of implementing co-terminous board arrangements within the group; the board assimilation process; and the competition law issues in relation to the merger.
Our team drafted the new constitutional documents and intragroup governance documentation for all group members and advised on material issues such as health and safety issues arising from the due diligence process. We also negotiated with the local authority to obtain and document consent for the merger.
A particularly unusual and challenging aspect of this transaction was our successful response to a referral to the Competition and Markets Authority (CMA) over the risk reduction of choice of housing in the relevant area.
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