This guidance is designed to assist organisations that are considering, or that are in the process of, merging with another organisation(s). It examines:
- what a merger is
- internal and external drivers of mergers
- what forms a merger can take
- questions to consider before undertaking a merger
- why organisations merge
- what an organisation needs to consider during a merger process
- a merger under duress
- an abandoned merger
- when to tell staff
- good practice
- brand and identity
- organisational culture post-merger
- final thoughts
A number of case studies will be presented which highlight a successful merger, an abandoned merger and a merger completed under duress.
"Embarking upon a merger is to travel a road where every dimension of an organisation will change and continue to change: values, behaviours, managerial styles, cultures and capabilities will all be affected".
Devine and Hirsch, 1998
A merger involves the mutual decision of two companies to combine and become one entity.
In the VCSE sector a merger is used to describe the transfer or combination of assets (and liabilities) of two or more separately organisations, resulting in some or all of the parties restructuring or dissolving. In such cases, either a new organisation is formed or one organisation assumes control of another.
In its publication entitled, Collaborative Working and Mergers (RS4), The Charity Commission for England and Wales (CCEW) notes that in the case of mergers:
"charities need to have compatible objects, whereas for collaboration a charity needs to be satisfied that collaborating furthers its objects, that the resources devoted are reasonable in relation to the extent to which the objects are furthered, and that any benefit to others is incidental''
The decision to merge should be driven by consideration of whether merging will improve outcomes for beneficiaries by helping an organisation better fulfil its aims. There is a growing interest in merger amongst VCSE organisations in response to a combination of internal and external factors.
Internal drivers include:
- desire to provide more or better services to beneficiaries
- need to increase efficiency through better use of resources
- preventing duplication of services
- financial difficulties
- raising public profile or boosting income
- loss of key staff or trustees such as a chief executive or founder trustee
- ‘survival' and 'rescue' - an organisation in jeopardy merges with another with similar objectives so that its services continue
External drivers include:
- pressure from funders to reduce duplication
- government encouragement
- competition with similar organisations
- stakeholder opinion
- public perception of an overcrowded voluntary sector
Merger leading to new organisation
In figure 1 both/all organisations transfer their staff, assets and activities to a new organisation with similar objectives, while the original organisations wind up.
One organisation transfers to the other
In figure 2 organisation A continues, perhaps with some changes to its name and structure. Organisation B (and C etc) transfers its staff, assets and activities to organisation A and then winds up.
In a group structure, a parent organisation governs a group of subsidiary organisations which retain their own legal identities. One example of a group structure is where organisation A becomes a holding company for organisation B. This structure can be used to maintain the services organisation B provides while protecting organisation A from any associated risks arising from organisation B by creating a 'firewall' between the organisations. There may be some transfer of senior staff, assets or projects, but organisation B continues to operate as a separate legal entity, albeit one controlled by the trustees of organisation A. The relationship may continue indefinitely or may be an interim stage prior to full merger.
Questions to consider before merging
- What are you hoping to achieve by merging with another organisation?
- Are you sure that merging is the best way to achieve this aim?
- Who proposed the idea? Do they have a vested interest?
- Do your trustees and chief executive support the idea?
- Does it fit within your organisation's charitable objects as stated in your governing document?
- Do your plans for merger fit your strategic vision, values and current priorities?
There are several reasons why VCSE organisations decide to merge.
- offer similar and/or complementary services
- have similar beneficiaries
- can clearly outline the benefits of undergoing a merger
- for smaller charities, it could enable them to create a single organisation with a broad enough reach to bid for large contracts to deliver public services
There are times when merging can both secure funding and be beneficial to supporters and service users. For many organisations the driving force is to create more effective services for beneficiaries; to offer more projects, more diverse services, more effective services and to have a larger geographical remit.
There could also be better use of charity funds if organisations are managed as a single entity. There could be clear economies of scale where there are two head offices, two sets of costs and together the organisations could leverage additional benefits from combining central of other functions.
Alternatively, the decision could be driven by a crisis, which prompts one party to seek a partner. Perhaps the trustees could not see a way forward to a healthy financial future, or a regulatory crisis or reputational issue could threaten the survival of an organisation. Whatever the rationale for a merger, it is important that both sets of trustees ensure that the charitable purposes are compatible and that the long term benefits of a merger are greater than the short term costs.
"It is much easier to make a bid in the name of a single charity rather than a complicated partnership between multiple organisations."
Gareth Morgan, Director of the Centre for Voluntary Sector
Research, Sheffield Hallam University
The people who lead the implementation of a merger vary with the type of collaboration, and may be trustees, chief executives or project managers. The idea of merger is usually raised by an organisation's chief executive or trustees (members of the board or management committee). It is the trustees' role to ensure their organisation acts legally and they take final responsibility for the decision to merge. Trustees must act in the best interests of beneficiaries.
If organisations decide to go ahead, they will need to plan who to involve and when and whether to sound out representatives of the beneficiaries. An organisation may have an obligation to consult its members. It is important to set a timescale for the consultation process and plan how the organisations will keep different groups informed of significant decisions.
Questions to consider:
- Who needs to be involved in each stage of decision making?
- Who can be left out until plans have developed further?
- Who needs to feel they have a stake in the new venture?
- How will you manage this process?
- Will you use a consultant or facilitator?
Organisations will need to check whether their governing document includes a power to merge or a dissolution clause. If merger is not mentioned or if organisations are uncertain whether it is permitted, they should seek advice from CollaborationNI or a solicitor. They may have an obligation to consult their members about a proposed merger.
Questions to consider:
- What does your governing document say about collaborative working or merger?
- Does your governing document include a power allowing you to establish and support, co-operate with, join or amalgamate with other VCSE organisations?
- VCSE organisations without this power usually have an implied power to work collaboratively if it is in the best interests of the organisation and its beneficiaries. If trustees are considering full merger with another organisation, they should seek advice.
Organisations must be sure that the merger will help them achieve their objectives. The potential merger partner/s should have compatible objectives so that merger allows them to continue current work. Merger should only go ahead if it will mean more or better services for beneficiaries or the continuation of existing services which would otherwise be lost.
Case study: Abbeyfield UK (NI) Ltd.
Who made the decision?
The Chief Executive of Abbeyfield UK (NI) Ltd made the decision about merging 14 separate societies, operating under the Abbeyfield brand, providing similar services. All the organisations had the same basic ethos and guiding principles. However, not all were operating at full capacity and it was decided that by merging these organisations could operate more effectively.
Another reason for the decision was that most of the societies had a strong volunteer base and were volunteer run. These volunteers were responsible for all the management and administration including completing Supporting People administration, human resources, health and safety, including environmental health and the fire safety of the premises. It was the responsibility of volunteers to directly undertake these essential tasks, and it was decided that this should be reviewed.
Could the separate Abbeyfield societies merge?
The chief executive (Geraldine Gilpin) reviewed the governing documents of the societies operating under the Abbeyfield brand and found that they were able to merge. She then had discussions with representatives from the other societies. A detailed proposal was circulated of what a merger would look like. Once the proposal was discussed, expressions of interest forms were circulated. All societies returned their expression of interest form, with 14 in favour of the merger.
Once it was agreed to merge the chief executive contacted the Department for Social Development and explained the changes that were about to take place. The chief executive then drew up a transfer agreement which all merging societies completed. Each merging society made its accounts available and signed over its assets.
Once completed the Abbeyfield society leading on the merger took control of the merging societies and renamed its organisation Abbeyfield UK (NI) Ltd.
The chief executive established a five year plan which examined the different rates of funding each society received and the different charges made to residents for rent and support. The chief executive contacted the main funders and gradually over the five year period charges were standardised, the number of variations reduced, and the same rate of funding negotiated across all supported accommodation schemes.
The chief executive also worked with the Centre for Housing and Support (CHS) and found its framework very useful in ensuring that all the policies were in place. Staff members were transferred to the new organisation upon completion of the merger and new contracts of employment were established.
Should they have merged?
The merger of the Abbeyfield societies was a great success. Previously all the societies had the same basic ethos and guiding principles, however, not all were operating at full capacity. As a result of the merger, 14 of the previous Abbeyfield societies are working more effectively, with improved capacity, terms and conditions for staff, better policies and procedures and an improvement in the delivery of services.
Planning the process
Mergers work best when the process is led by people who are good communicators and change managers, who can articulate a vision for the merged organisation and carry people along with them in achieving it. A merger typically passes through a number of stages. Planning ahead and setting a timetable is crucial to ensure the process goes smoothly. Organisations should take legal advice and may also benefit from the involvement of a neutral facilitator in their discussions.
Case study: AgeNI
Age Concern Northern Ireland and Help the Aged in Northern Ireland came together on 1 April 2009 to create a new independent charity for older people in Northern Ireland. The two organisations identified three key stages of a merger that they felt should be explored by all senior figures in any organisations considering merger. These are:
The first, governance, considers how to set up a governance structure, the establishment of a working group to manage the merger process, followed by planning and implementation of the merger process. Within the merger plan for AgeNI, each of the three sections had a series of points or questions highlighting the key issues to be considered.
Stage 1: Forming a working group - agreeing representatives from each group and terms of reference for the group.
Stage 2: Planning - including structure of the new organisation and the cost of merger.
Stage 3: Implementation - including agreed timescales, key stages, communication plan, assets, liabilities, financial matters and governance.
Once the decision has been made to merge, it is useful to create a small steering group. Typically the steering group would include the chairs of the merging organisations, at least one other trustee from each organisation, each organisation's chief executive, and any advisors or consultants. In large organisations, other senior staff may also be included. An implementation group of staff can act on decisions taken by the steering group and can get these future colleagues to start working together.
Timescales and budget
Set a target date for merging, and then start working to make it happen. Delays in getting going may make the merger process harder. The process is time consuming. Time costs money and if staff members are working on a merger, they are not working on their ongoing tasks.
Questions to consider:
- How much time will be required from different staff?
- Could you employ temporary staff to maintain pace on ongoing work?
- How much consultancy help do you need?
- At what stages will you need to call on professional input?
Set a budget for the merger which includes costs such as staff time, legal and professional fees, relocation costs and redundancy payments.
- How will these costs be shared between the merging organisations?
- Can you get funding to support the merger process?
What role do regulators play?
There are few constitutional barriers to merger that cannot be overcome with the help of the appropriate regulator. The merging organisations will need to draft the new organisation's governing document. Options include forming a new entity with a new governing document or amending the governing document of one of the existing organisations. Merging organisations should seek advice from their regulator or professional advisors on the content of the governing document and registration procedures for the new organisation.
What is due diligence?
Due diligence is the exercise which unearths the information that organisations need so that they can decide whether to go ahead with a merger. The scope of due diligence varies according to the size and complexity of the organisations involved. Some organisations carry out due diligence themselves. In other cases, professionals working for each organisation examine the other(s) to ensure that they fully understand how a potential merger partner works and to identify any risks, liabilities or other issues which could derail the merged organisation.
Due diligence looks at a range of areas including:
- current financial position and future viability of the merged organisation
- property ownership and occupation
- assets, eg restricted funds or permanent endowment
- income sources, eg committed giving, grant funding, contracts held or under negotiation
- employment practice
- policies and procedures
Case study: Alpha Housing (Northern Ireland) Ltd
Alpha Housing (Northern Ireland) Ltd. was established on 1 July 2009 through the merger of Abode and Presbyterian Housing Associations. Abode Housing Association was a relatively small housing association and had been looking for a partner organisation. The chief executive of Abode identified Presbyterian Housing Associations (PHA) as a potential organisation to work with and informally approached PHA to assess the possibility of formal collaborative working. An informal meeting took place between both chief executives.
Once it was established that PHA was interested in working with Abode, the management committees of both organisations discussed what options should be considered. These individuals recognised that the two organisations had a similar ethos and worked with the same service users. Merger was therefore a viable option.
The boards and senior management team involved in the merger were very aware of the importance of due diligence. The merger process took nearly three years from initial discussion to the establishment of Alpha Housing. The chief executive of PHA invested a great deal of time in the merger process, working closely with the merger committee.
The boards of both organisations were very active and meetings took place at regular intervals. Detailed due diligence was undertaken by management and staff in both organisations covering the condition of the stock, financial issues, staffing, policies and procedures. Towards the end of the process external auditors were brought in to ensure that nothing had been missed.
"Each party went into the merger knowing all the strengths and the weaknesses of both organisations."
Billy Graham, Chief Executive, Alpha Housing
Sometimes merger takes place to enable an organisation in financial difficulties to survive so that its services for beneficiaries continue. Efficiency gains can be made through sharing back office services. In its report Anatomy of a Merger, NACVA (National Association for Voluntary and Community Action is the national voice of local support and development organisations in England) reveals that the five merged Councils for Voluntary Service (CSV) in Cumbria had to pool their resources in order to stay relevant. There was a general view that the Cumbria CSVs had no choice but to merge 'because of the political and funding climate pushing charities into merging'. Once merged, the new organisation became known as the Cumbria Council for Voluntary Service.
Increasingly, many voluntary and community organisations in Northern Ireland are considering the possibility of collaborative working due to the current economic climate in tandem with the issue of keeping themselves relevant.
Case study: Down Community Transport
In 2010, 18 community transport organisations were informed by their main funder, the Department for Regional Development (DRD) that the numbers of community transport organisations were to be reduced to seven due to financial and strategic motives. Three organisations in County Down: Peninsula, Newtownards and Newcastle Community Transport took into consideration these issues and in April 2009 merged into one organisation. The new organisation, Down Community Transport, has a centralised booking station located in Downpatrick, one manager and one team.
Historically one organisation had been top heavy on administration with its back office function being out of proportion with the rest of the organisation. DRD kept raising the issue of the cost of back office support, with the aim that this would be addressed post-merger. The organisation fully understood the rationale for the merger. Individually the three organisations were providing insufficient value for money. Whilst the decision to merge was understandable, potential job losses were a major cause for concern. This was especially the case with the staff at Newtownards Community Transport, who lost three members of staff.
With regard to funding, Down Community Transport received a 50% reduction in core funding for the 'dial a lift' service which it delivers under the Community Transport Programme. However the organisation was still expected to provide the same level of service. Whilst this was not a surprise to the organisation, two thirds of the organisation's income comes from DRD, which meant 30.6% of its total income had been lost. The organisation took several measures to reduce the running cost of services including:
*three members of administrative staff were made redundant (one voluntary and two enforced)
*staff wastage - staff members who left have not been replaced
*Down Community Transport manager took a pay cut and reduced his hours
*drivers hours have been reduced
*reduced staff hours; however the service is still available from 8am-6pm
*restructuring of staff
*wage freeze and in some cases pay cuts
*more focus on volunteers: Down Community Transport is in the process of developing 'Investors in Volunteers' and has a volunteer champion, they are working with Volunteer Now and advertising and recruiting where possible
Mergers remain a tricky and complicated exercise and many attempts at merger do not end in success. All too many mergers undertaken with the highest of hopes have failed to deliver. Too often cultural conflicts and personality clashes hamper the new organisation's performance.
The consequence of this is that these mergers fail or are abandoned.
Inadequate annual accounting by an organisation can be one barrier to a merger going ahead. Once the decision to merge has been made, organisations are advised to take professional advice on handling the accounting issues raised by merger as this is a complex area.
Assessing financial problems
Sometimes merger takes place to enable an organisation in financial difficulties to survive so that its services for beneficiaries continue. Efficiency gains are made through sharing back office services. Organisations taking over others for this reason should ensure that they have compatible objectives so that merger will have no adverse effect on their own beneficiaries. Organisations being taken over in this way should decide what compromises they are prepared to make.
However, many mergers of this sort do not go forward once the scale of financial problems is known. It is vital that due diligence uncovers both the scale of any financial problems and whether they are:
- the result of an unexpected or historic and non-recurring problem
- symptomatic of long-term problems such as inadequate funding or high costs
- uncertain and potentially more extensive than initially indicated
It may be possible to overcome such problems with additional funds or by adopting a form of group structure which creates a firewall between the organisation in financial difficulties and its parent organisation. Where an organisation that is being taken over has a pension deficit, this is a liability which could mean a major outlay for the merged organisation. Professional advice should always be taken.
The periods just before and particularly just after a merger are critical. Words and actions at this time set the tone for expectations in the new organisation. The need for, and benefits of, a merger may not be readily understood or accepted by many staff, and this may make them reluctant to go along with it. Fear of change is nurtured by rumour, concerns for personal and job security and apprehension about loss of autonomy and changing work practices.
Part of the inherent difficulty in merging is that the organisations which encouraged staff to develop an identity and sense of belonging are now asking the same people to change allegiance. Management of the new organisations need to expect, allow for and support a grieving process for the loss of the past. The roles, behaviour and attitudes of all managers make a fundamental difference to how well employees cope with the change over and adjust to life in the new organisation.
"When considering a merger, it's important to strike a balance between being honest with staff, and not worrying them about their future unnecessarily. We chose to be open and laid it all on the table at an early stage which meant we did lose some staff."
Shaks Ghosh, Chief Executive, Crisis
Middle managers and professional staff are most vulnerable during this period, and special provision for their support should be made. Employees are often hit by waves of anxiety and need to be supported throughout the transition into the new future. The impact of a merger on staff may be felt for several years.
It is important that staff and volunteers are recognised as a key asset, but how much should they be involved? It may be sensible to keep the exploratory stages of merger confidential. The merger may not happen and the organisations risk losing staff. Organisations may also risk reputational damage if it becomes known that they were involved in an abortive merger.
The stage at which all staff members are told of merger plans depends on the culture of the merging organisations, but legal obligations and the duty to consult staff mean that sufficient time should be allowed for consultation. Once the announcement is made, it is important to keep staff and volunteers informed and involved as the merger process unfolds. Staff may be anxious about compulsory redundancies or relocation.
Regular communication is central to preventing low morale.
Transfer of Undertakings Regulations (TUPE)
The regulations that govern the position of staff transferred from one organisation to another are known as TUPE. They concern the rights of employees to protection for their terms and conditions and transfer employment claims to the new employer. Legal risks and obligations to staff need to be thoroughly understood so legal advice should be taken early on.
An organisation accepting staff may be taking on a range of obligations which could include:
- employment tribunal claims
- trade union recognition agreements
- externally controlled pay structures
- pension and redundancy obligations
TUPE protection continues after a merger, but does not prevent restructuring or reducing the size of the workforce to achieve financial savings. Again, legal advice needs to be taken on this and on any move to alter contracts of employment or other benefits.
While some funders may be keen to see mergers, other stakeholders may have conflicting interests. This should be addressed early on. For instance, if vital operational premises are held on advantageous leases which can only be assigned with the landlord's consent, not getting this consent could seriously obstruct a merger. Consider....
- What effect will a merger have on the interests of your different stakeholder groups? Consider involving beneficiaries or service users, volunteers, donors and funders, as well as staff and members.
- Which stakeholders need to be consulted before the decision to merge is made and who should be informed afterwards? For example, agencies to which you are contracted will need to be notified of certain changes such as your new registered charity or limited company numbers before merger takes place.
Governance and leadership
The period leading up to a merger can be a confusing time so it is important that clear roles are agreed both to ensure that the process goes smoothly and to provide some stability during the transition. The composition of the board and the appointment of a chief executive for the merged organisation can be a hurdle to the process moving forward.
What interim governance arrangements do you need? The interim board could comprise all the trustees of the merging organisations or just some of them. Giving thought to its composition may help you decide what the merged board should look like further down the line.
What criteria will you use to form the new board? Some trustees may see merger as a natural time to leave. This could also be a good time to refresh the board and ensure it is a manageable size, reflects its diverse stakeholder groups and includes a mix of skills. A trustee selection process is useful to help produce a shortlist of candidates.
The appointment of a chief executive can be most difficult when trustees aim to appoint from the existing post holders. People associated with a particular organisation may have strong loyalty to its existing chief executive and the institutional knowledge they would bring with them into their new role if appointed. Appointing the chief executive early reduces uncertainty and gives focus to the leadership of the merged organisation.
Brand and identity
Organisations are often very proud of their brand, although it can be difficult to measure the value that it brings to their work. Organisational identity can be more of an issue where one organisation is absorbed into another, but if brand is considered a valuable asset, it can be preserved within a merged organisation. One example of a brand being preserved for the new organisation was Alpha Housing (Northern Ireland) Ltd. Once the merger had taken place and the new organisation had been established, management put a lot of effort into rebranding it.
Rebranding will mean additional expenditure for new stationery, etc and may involve consultancy costs. You may also consider advertising to explain and promote the new organisation.
"With regard to the name, a lot of care was taken to ensure that it didn't represent a takeover by one organisation. As well as representing both organisations, Alpha also means "first", and we want to be recognised as first in the area of housing for older people. The name has worked out well."
Billy Graham, Chief Executive, Alpha Housing
"Out of those charities that have merged, the most common barrier was considered to be culture clash, experienced in the case of 52% of respondents."
Nabarro Nathanson and PricewaterhouseCoopers in association with Charity Finance, Mergers and Collaborations Charities Survey, 2004
Although it is hard to quantify, organisational culture is important to VCSE organisations and should be factored into your decision-making. Mergers have faltered over differences in culture and cultural incompatibility can mean that assimilation will be difficult if a merger goes ahead.
Merging organisations need to ask themselves whether cultural difference is a reason not to merge. Perhaps organisational culture needs to change because it is currently causing the organisation to fail to meet its aims.
"Early in the process, executives downplay the importance of culture with off-handed comments like 'we are the same kind of people' or 'the more I look, the more I see how similar we are'. With 20/20 hindsight, these same executives bemoan their inattention to differences in culture and values that set so many combinations on the wrong course. Studies conducted in a variety of countries find that senior executives rate "underestimating the importance and difficulty of combining cultures" as a major oversight in integration efforts."
Management Professor Mitchell Lee Marks, Ph.D, Managing culture clash in mergers and acquisitions
However, incompatible culture is sometimes also smokescreen to disguise issues such as:
- chairs or chief executives of the merging organisations not getting on
- disagreement over the appointment of the chief executive of the merged organisation
- governance differences between organisations, such as a strongly democratic membership organisation and an organisation trustees select themselves
- different decision-making cultures, for example a flat structured organisation and one that is more hierarchical
- different attitudes to service delivery
In assessing organisational culture, consider:
- attitude to risk
- flexibility and tolerance of change
- decision making approach
- level of participation by staff and beneficiaries
- management style
- involvement of trustees
- remuneration and reward systems
Team working pre-merger
Encouraging staff to start working together while still in separate organisations can help integration post-merger. Working as the team you will become can help you identify and address areas of tension and begin to create the merged organisation.
"We found social events as important as meetings so that people could find out what made each other tick!"
Dorit Braun, Chief Executive, Parentline Plus
Trustees and staff should work together, as well as in staff-only and trustee-only groups, to work out a single vision, mission and strategic aims. Looking at these areas together is not only a step towards a new business plan, but could help produce a sense of shared ownership in the future of the new organisation.
A merger is most probably the greatest challenge that an organisation can face. The entire infrastructure is redefined. Fundamental changes impact upon every department, as well as the governance, management and staffing structure of the organisation. Harmonisation across the organisation can be hard to achieve straight away. The day that legal merger takes place does not mark the end of the merger process. It can be helpful to maintain your steering group to oversee the process of combining the cultures and working practices of each organisation as well as to continue dealing with the legal and financial matters arising from merger.
"In a true merger, you're aiming to create a new culture, not have one organisation's culture taking over another's. You can't enforce culture, but you can take steps to foster a new culture, building from the ground up. The work you've done on the vision and values for the merged organisation are a good starting point."
Myles Bremner, Director of Planning and Performance Management, CLIC Sargent
Tasks at this stage are likely to focus on:
- building beneficiary and stakeholder confidence in the merged organisation
- integrating policies, procedures and systems, eg health and safety, databases
- embedding working style and culture, eg hours of work, use of meetings, dress code
- delivering any service improvements or cost savings
- addressing any issues arising from the transition
To strengthen the effectiveness of new colleagues, you may consider:
- work shadowing
- social events - so staff, trustees and volunteers can meet each other in a less formal setting
Set a date for the steering group to take stock and encourage staff to reflect on how well they are adapting to change. Areas to review include:
- how the process has worked
- impact of the merger on your ability to achieve your objectives
- effect of the merger on the management and functioning of the organisation
- stakeholders' experience since the merger
- issues requiring further action
When, following a successful merger in 2009, Alpha Housing (NI) Ltd was established, a business plan was developed which examined the merger process, its current operations and its strategic direction. Since then the organisation has continued to measure the changes and progress of the merger. Staff members attend a business planning review day on an annual basis. During this day they review what went well with the merger, the problems and challenges experienced and whether the merger has been worthwhile. To date the answer has always been that it has been a worthwhile experience.
A final thought...
"Merger is not the answer for all organisations and is not a quick-fix solution for an already sinking ship, but you should consider whether merging is right for your organisation sooner rather than later. Once a crisis hits, time is limited and the uncertainties increase."
Andrew Studd, Merger, Third Sector, 2009