Shared Services & Outsourcing

Shared Services

& Outsourcing

When it comes to getting clear legal advice

for your project, we think you are best

served by a legal team that has in-depth

knowledge and experience of dealing with

the issues. Our team has worked on a wide

variety of shared services and partnering

arrangements and can help you deliver the

QIPP agenda for your organisation.

Whether it’s pathology, decontamination, estates, HR advisory, payroll, local authority arrangements or shared clinical provision, we will help you get a deal that achieves productivity gains and delivers value for your organisation.

Outsourcing or sharing back office functions and clinical support services are options that can deliver immediate benefits that don’t take years to hit the bottom line. But it is important that these arrangements are structured correctly so that they don’t end up costing your organisation more. In a landscape where there is increasing pressure on NHS organisations to reduce costs and improve performance, it is more important than ever to make the right decisions.

Capsticks has been working in partnership with the healthcare sector for over 30 years. We work with 200 healthcare businesses both in and outside the NHS. We like to think we know the healthcare business inside out, and because we have an in depth understanding of the issues that are likely to affect you, we’ll always find the right answer for you.

“Capsticks adds value to a deal through its unequalled knowledge of the health industry.”

We work with our clients on all stages of their shared services and outsourcing arrangements.

We can be flexible in the way we work with you – some clients may want us to help with just one or two parts of a project but others prefer a full, joined up service. All projects are different but we can use our experience to help save you money and deliver your project on time.

Capsticks Solicitors LLP

How we

can help

Early planning & procurement

law implications

Assistance with timetable and project planning so that your internal and external resources work together as a joint team

Understanding the procurement law implications working out whether any exemptions apply for your project

Advice on the Teckal cases and their impact on your project

Understanding recent flexibilities around shared services in the latest EU procurement cases

Drafting OJEU adverts and procurement documentation so as to minimise challenges to your project

Understanding vires and approval requirements so that your project proceeds smoothly

Preliminary structuring advice for joint ventures and corporate structures

Advice and training on DH and Monitor guidance

Commercial structuring of your project

Choosing the right shared services structure for your organisation

Advising on all aspects of the formation of in-house or multi-party shared services centres

Drafting and negotiating all necessary documentation, such as memoranda of understanding, service level agreements, partnership agreements, framework agreements, shareholders’ agreements and joint venture agreements

Comprehensive advice on the formation of joint ventures Formation of companies and partnerships

Understanding your organisation’s key concerns and ensuring the correct risk transfer

Allowing for cooperation between parties to account for internal reviews, changes to management and contract variations

Detailed consideration of the payment mechanism and financial risk

Understanding the effect of termination on your organisation and drafting appropriate performance management, step-in and compensation on

termination provisions

Advising on the potential for commercial exploitation of your shared service

Negotiating outsourcing contracts with the private sector

Advice on directors’ duties and conflicts of interest

Shared Services and Outsourcing

Implications for your estate

Estates rationalisation focusing on strategic analysis of pooled property portfolios

Maximising capital receipts through taking advantage of increased “marriage values”

Enhancing the marketability of surplus sites in advance of disposal

Working together with public sector partners to co-ordinate best use of surplus space

Ensuring better space utilisation through opportunities for shared or sessional use arrangements

Implementing an electronic estates management database for pooled estates management

Structuring and coordinating managed site disposal programmes with public sector partners

“Getting your house in order” through regularising occupational arrangements

Sharing data on energy use to minimise CRC Energy Efficiency Scheme expenses

Promoting cost efficiencies through best practice and NHS Estatecode compliance

Advice on Monitor’s requirements regarding protected property

Understanding the effect on your workforce

by any TUPE transfer – especially in relation to staff members who provide ancillary services such as HR or finance Advising on the implications of the

Cabinet Office Guidance on Staff Transfers in the Public Sector Helping you to identify any intention

the contractor may have to make changes to the services or the working conditions of the employees after transfer

Advising on early meetings with key managers and key staff, including union representatives, to explain the general approach and to identify issues as early as possible

Working with you to establish a good relationship with the union representatives and showing that the proposals are not detrimental to their members

Discussing practical issues with you, such as where staff will be located, what equipment they will need and what facilities are required

Helping you work with new providers to ensure that they understand fully how the service works and ensuring that any transition is as smooth as possible Ensuring that all pension issues

are resolved at an early stage to avoid time-consuming and costly consequences of trying to resolve those issues at a later date

Our reputation as a market leader has been built over many years advising in the healthcare field.

Some of our recent work on outsourcing projects includes:

Setting up hosting and shared services arrangements for a group of NHS bodies in relation to the provision of estates and related services

Acting for a private sector hospital group on a pathology outsourcing project for its hospitals

Advising on various innovative joint ventures both between NHS bodies, and with service provision by and to the private sector, in relation to the provision of primary care and urgent care services

Advising groups of NHS bodies on the outsourcing of its pathology services in a partnership arrangement between the NHS bodies

Acting for numerous PCTs and NHS providers in relation to the transfers of PCT provider and shared services (including vertical integration, interim management arrangements and social enterprises)

Advising on large scale outsourcing projects for NHS foundation trusts including the outsourcing of pathology, decontamination, catering, estates and payroll services

Advising on the application of safe and robust procurement processes, to optimise the

legal position and protect continuity of service and implementation timescales

Advisory and negotiation support on mergers and acquisition and including shared services arrangements leading up to merger between NHS Trusts and NHS Foundation Trusts

We regularly advise on joint working arrangements with local authorities, including drafting partnership agreements that comply with the complex statutory requirements as well as the specific needs of our clients

Our experience

What is it really like to work with us?

“Commercial Awareness: Their focus on healthcare issues allows them to navigate you through the most complex of problems.”

Chambers 2011

“Specialist health firm Capsticks attracts superb feedback for its ‘good balance of commercially grounded advice with sound technical foundation’.”

To find out more about our experience please visit

our website: www.capsticks.com or if you would like

to speak to us please call one of our team on the

attached teamsheet.

Like to know more?

Andrew Rowland Partner 020 8780 4760 [email protected] Jacqui Atkinson Partner 0121 230 1502 [email protected] Andrew Davidson Partner 0113 322 5563 [email protected] Sharon Lamb Partner 020 8780 4874 [email protected] David Firth Partner 0113 322 5566 [email protected]

Your key contacts

SHARON LAMB Partner 020 8780 4874 [email protected] ANDREW ROWLAND Partner 020 8780 4760 [email protected] RACHAEL HEENAN Partner 0113 323 1063 [email protected] JACQUI ATKINSON Partner 0121 230 1502 [email protected] DAVID FIRTH Partner 0113 322 5566 [email protected]

London Office

1 St George’s Road, London SW19 4DR T +44 (0)20 8780 2211

F +44 (0)20 8780 1141 DX 300118 - Wimbledon Central Birmingham Office

35 Newhall Street, Birmingham B3 3PU T +44 (0)121 230 1500

F +44 (0)121 230 1515 DX 13003 - Birmingham Leeds Office

Toronto Square, Toronto Street, Leeds LS1 2HJ T +44 (0)113 322 5560

F +44 (0)113 242 2722

DX 713112 - Leeds Park Square Southampton Office

22 Kings Park Road, Southampton, SO15 2UF T +44 (0)23 8001 8400 F +44 (0)23 8001 8401 DX 38506 - Southampton 3 gen4.indd813

Capsticks Solicitors LLP