Universities are rewriting contracts to enable cuts

When the Office for Students (OfS) launched its consultation on a new “treating students fairly” condition in April, the plan was for decisions in the autumn and C6 in force before the end of the year.

That’s now gone. In an update to accountable officers and SUs, the regulator says it now expects to publish the guidance, conditions and outcomes in “early 2027”. The reason given is that “we want to take the time to get this right”.

Consultation responses apparently generated “useful challenge” on several aspects of the proposals, including on the implementation timelines, student protection plans, ancillary services and OfS’ proposed fairness principles. OfS hasn’t made any decisions, but it’s “thinking about making changes in some areas”.

Taking time to get it right sounds fine. But the delay comes smack bang in the middle of a huge wave of restructuring. OfS’ own financial sustainability report has 42.7 per cent of providers forecasting a deficit for 2025-26. Nearly a quarter reported restructuring costs in 2024-25 – £218.2m across the sector. They are, frankly, circumstances that demand a little more wriggle on.

It matters because students make one of the biggest financial commitments of their lives largely in the dark. They can’t inspect a course before they buy it, they can rarely switch once they’ve started, and they’re choosing on the strength of what a prospectus, an open day, and an offer letter tell them – so they need to be able to rely on what’s there, and on it still being there when they arrive.

Every student who signs up in the meantime signs up to whatever terms their university has written. And while the regulator has been getting C6 right, plenty of universities have been rewriting those terms. Perfection, as ever, is the enemy of the good.

Reading the small print

I took a look at the core terms that give universities in England a right to make changes – the current edition and the three before it, back to 2023-24.

I then tested the 2026-27 variation clauses against the Competition and Markets Authority’s advice to HE providers (CMA182) and its unfair terms guidance (CMA37) which was updated in July. Variation clauses are the parts of the contract that let a university change a course, close it, or rewrite the contract itself.

I also compared every problem I found with the earlier editions, to see which way it has moved.

I couldn’t find all of them. Some appear to publish no student terms at all, and the rest sit behind logins. The usual caveat applies – whether a term is unfair is ultimately for a court, so what follows is a view against the guidance rather than a legal ruling.

The small print gets bigger

Every one I could get my hands on has at least one variation term that looks open to challenge under the guidance. More worrying is the direction of travel. Since 2023-24 these terms have got worse at around three in ten universities, and better at fewer than one in ten. The problems cluster around eight issues.

Overall, 59 of the 118 I read come out as high concern against the guidance, 56 as medium, and only three as low. And 78 have at least one term that is new or has got worse since 2023-24.

All change

This is the most common problem, and the fastest growing. Of the 118, 98 have a broad power to change significant aspects of a course – content, structure, location, mode of delivery, or the award itself. At 36 that power is new or has got wider since 2023-24, and only four have narrowed it.

The CMA says a variation term should be narrow, and should cover changes students can foresee. The new drafting heads the other way. One university’s power now runs to changes “up to and including the type of award”. Another lets itself revise compulsory modules, including how many there are, for academic or financial reasons. A third has reclassified moving teaching from face-to-face to online as a routine change rather than a significant one.

Reasons to be fearful

Of the 118, 91 rely on reasons within their own control – student numbers, staffing, or finances – to justify changes. Since 2023-24, 18 have added or widened those reasons, against eight that have pulled back.

CMA37 says a reason is more likely to be valid where it’s tied to an external event, unconnected with the trader’s own commercial decisions. Yet the grounds being added are almost all the university’s own – a course being financially unviable, the outcome of an internal review of a programme’s finances, restructuring, operational needs, and not enough students enrolling. Several now list low recruitment and staff leaving as events “outside our control”, alongside fire and flood.

The reasoning runs like this. A university decides what to offer, how many students to recruit, what to charge, and how many staff to employ, so a course that doesn’t pay, a review that cuts it, or a department that loses its staff are consequences of those choices rather than things that happen to it. CMA37 says a fair right to cancel should exclude matters within the trader’s control.

The CMA has already said that a university’s relations with its own workforce fall within its control, and recruitment is an ordinary commercial risk – one a provider watches for months before deciding when to act.

OfS’ own rules point the same way. Condition D requires a registered provider to have the financial resources to “provide and fully deliver” its courses “as it has advertised and as it has contracted to deliver them”.

The guidance says that doesn’t oblige a university to keep running a course it judges no longer viable – as long as it honours the obligations it has already entered into. Having enough money to keep its promises is the university’s risk to manage, and a contract that turns a shortfall into a reason to stop delivering hands that risk back to the student.

Exit, pursued by a bursar

Of the 118, 95 have a power to withdraw, close, or substitute a course. At 25 that power is new or wider than it was in 2023-24, and only two have narrowed it.

The CMA says a term letting a provider cancel a course “for any reason” is likely to be unfair. One university now says a course can be withdrawn between offer and registration whatever the reason. Others have gained the power to close, merge, or combine programmes after students have enrolled whenever the university judges it necessary. Closure for financial unviability is becoming standard wording.

Small change

Most terms sort changes into tiers. Of the 118, 42 split them into minor changes, which need no consent and often no notice, and major ones, which trigger notice, sometimes consultation, and sometimes a right to leave. Each change is sorted on its own, and the university usually decides which tier it falls into.

CMA37 says a variation term has to be judged on “what the cumulative effect of multiple such variations over the life of the contract would be”. None of the 118 has any mechanism for that. Nothing in the terms stops a student losing an option one year, having assessment reweighted the next, and teaching moved online the year after – each filed as minor.

Optional modules are the soft target. The CMA treats an indication of likely options as material information, and giving a misleading impression of how many will be available as a potentially misleading action. Yet around 14 universities can withdraw options for staffing reasons, around nine for low numbers, and around eight expressly class changes to them as minor. The OIA has already compensated a student when the options on offer didn’t match what had been advertised.

Compulsory modules aren’t safe either. A sentence letting a university “revise the compulsory or optional modules” for academic or operational reasons appeared in a single university’s 2023-24 terms. It was in three by 2024-25, seven by 2025-26, and 12 by 2026-27 – and one version now adds financial reasons.

A vote of no consent

Consultation or consent is absent or diluted at 68 of the 118. At 23 it has been cut back since 2023-24, and only three have strengthened it.

Some of what has gone were protections of a sort. One university used to need the explicit agreement of more than half of affected students before changing a course for current students – that went in 2024-25. Another dropped a rule in 2026-27 that required the written agreement of a majority of students on a programme before significant changes.

None of them would have protected the student who was outvoted – a contract is with each student, and a majority can’t consent on anyone else’s behalf. But they made a university win the argument before it could act, and that hurdle has now gone.

One institution’s old terms needed the agreement of nine in ten students at a quorate meeting, and its new contract doesn’t. And one university that would “normally” seek affected students’ express agreement now only commits to consult them – and not even that when a change is urgent.

One university’s last two rewrites tell a tale. In 2025-26 it widened what it could change, and in return capped fee rises for non-Home students at 3 per cent and promised to set out how it would consult students. In 2026-27 the cap went to 10 per cent and the commitment to consult disappeared.

That isn’t an isolated case. Fee variation terms look open to challenge at 73 universities, and at 29 they’ve got looser since 2023-24 – caps raised, freezes dropped, or new pass-throughs added for government levies.

A remedy for disaster

Of the 118, 111 offer no genuine exit, refund, or compensation when a change harms a student, and 108 either give no notice of changes or qualify it with “where possible”. The trend here is more mixed – 20 have improved their remedies since 2023-24, against 14 that have cut them back – but the floor remains very low.

The CMA expects students hit by a material change to be able to leave without penalty, with their money back. In practice the exit is usually a transfer, help to find somewhere else, or nothing at all. One 2026-27 agreement removed a whole package – consulting students, reasonable notice, minimising impact, help to transfer, and refunds.

Elsewhere, refunds have become things the university “may” offer, and some new exit rights only apply where the university itself judges the student to have been significantly harmed. One contract’s answer to a student who thinks a late change is unfair is to point them to the complaints procedure.

Terms and conditions may vary

Of the 118, 86 give themselves a power to rewrite the terms or regulations, and 23 have widened it since 2023-24.

The CMA’s “grey list” flags terms that let a trader change the contract itself without a valid reason. One university now reserves the right to change its terms, and any other document that forms part of the contract, at any time and without telling students. Another can amend the terms to suit its operational needs.

Changing horses mid-course

Increasingly, new terms are being applied to students who’ve already signed. One university issued a new contract in October 2025 to students part-way through their courses, with a summary of how it differed from the version they’d previously agreed to. The changes included a new right to raise fees every year.

Another rewrote the terms for its coming year’s entrants in August, months after many had accepted their offers. One makes students accept whichever version of the terms and regulations applies each time they re-register. Another has removed its guarantee that a student’s award regulations stay fixed from enrolment, and a fifth has extended its newly revised terms to students already on course.

That cuts against the CMA’s view of how the contract works. Its advice to providers says re-enrolment “does not trigger a new contract being entered into for each year of study” – the contract is “for the full duration of the course”. What a student was told before they accepted becomes a binding term, and changing it later depends on a variation term that is itself fair.

Nor can terms simply be swapped between offer and enrolment – where pre-contract information changes after an offer is made, the CMA says the change only takes effect with the applicant’s express agreement.

Cut and paste

Nobody says why they redrafted, but the timing is interesting. Most of the deterioration is in the 2025-26 and 2026-27 editions, which are exactly the years restructuring took off.

A student starting now will still be enrolled when cuts planned for the next three years fall, so presumably contracts are being written to cover them. The safeguards being stripped out are the ones that would make a huge restructure hard to push through. You can’t just shut a whole wedge of modules if most of its students have to agree in writing.

To be fair to universities, this is a pretty tight spot. Nobody can promise that a course will run unchanged for four years while funding, recruitment, and policy keep shifting, and a contract that ruled out all change would be unworkable.

The CMA accepts that too. Its guidance says the need to deliver what was promised “does not rule out all variation”, and that changes “required by necessity” are more likely to be fair. Courses will close, and some should.

But the law’s the law, and the real question is who carries the cost when universities restructure. Consumer law leaves a university free to close or change a course, while barring it from writing itself an open-ended power to do so and leaving students to absorb the consequences. Being short of money is no more an exemption from the Consumer Rights Act 2015 for a university than it is for a builder or an airline.

The drafting has also learned the test. OfS’ prohibited behaviours list under C5, which C6 is expected to extend to everyone, bans unilateral changes made “without valid reason which is specified in the contract”. It never says what counts as a valid reason.

So the new templates specify their reasons – financial viability, restructuring, operational need. On a literal reading they pass.

The CMA points the other way. CMA37 says a reason is “more likely to be valid where it is connected to an external event that is unconnected with commercial decisions the trader may make”. Being transparent about a wide power doesn’t make it a fair one.

Universities may say they’re only doing what the CMA asked. CMA182 does tell providers to set out the reasons why changes may be needed, so that students can foresee them.

But the same guidance says vague or unclear reasons are unlikely to be valid, and that transparency alone isn’t enough to make a term fair. A list reading “finance, restructuring, operations, numbers, staffing” tells a student what might happen to them. It doesn’t make it any less one-sided.

Shot across

Nor have OfS’ “shame and signal” referrals moved things much. Some of the published Trading Standards cases did touch variation. Two small private providers were told their powers to change location, delivery methods, and timetables were unreasonably wide. One university had to rewrite an open-ended power to raise fees. Another had listed “over or under demand from students” and changes to its funding as events outside its control.

But look at the fix. In one of those cases, the broad power was replaced with a term listing specific circumstances that might require changes – the drafting move now spreading across the sector.

Most of the referrals, including December’s batch on industrial action, have been about strikes and liability caps. Those clauses have improved – force majeure lists got better at 36 universities and worse at 12, though some of that is redrafting rather than substance. The power to change and close courses, meanwhile, has grown. Squeezing one form of words is like trying to hold water in your hand. It just comes out somewhere else.

C6 risks more of the same. The alternative floated repeatedly – in DfE’s 2017 consultation, in the Behan review, in OfS’ own draft strategy, and by me – was a model student contract issued on a comply or explain basis. C6 instead works by prohibition, listing what universities can’t write and leaving them to draft everything else.

Every prohibition is another squeeze of the hand. A model contract would set out what a fair variation clause, exit right, and refund look like, and make any university that departs from it say so in public and justify why. The sector already has model contracts of a sort – the near-identical templates in our audit – but it’s universities’ lawyers who are writing them.

Border lines

In Wales, Medr’s new regulatory framework requires compliance with consumer law and CMA guidance, but doesn’t say what that means in practice. Learner protection plans are only required when Medr asks for one, and closures are carved out where a provider’s terms already warned students it could happen – so the wider the variation clause, the less protection a student gets.

Northern Ireland has no registration regime or consumer protection condition at all – universities there answer to the Department for the Economy through the terms of their grant funding, and the ombudsman looks only at maladministration.

In Scotland, the Scottish Funding Council (SFC) commissioned Rocket Science UK in February to carry out a light-touch review of consumer protection practice in universities and colleges. That work has concluded, and its outputs have gone to institutions to support their review of their terms and conditions.

But SFC has told us it doesn’t intend to publish the report, and that it’s had no request from the Scottish government for advice on the issue. Students there also lack an ombudsman that tests whether a contract was honoured – the Scottish Public Services Ombudsman looks at maladministration and service failure.

Injury time

There’s no need for OfS to invent its own standard of fairness. The task is making sure C6 is at least as demanding as the law it sits on top of. The Consumer Rights Act already makes unfair terms unenforceable, and the CMA’s guidance sets out how they’re judged. A condition that asks only for a “valid reason specified in the contract” sets a lower bar than that.

That’s dangerous. Universities will read a C6 pass as a clean bill of health. OfS would end up signing off terms that Trading Standards or a court could still find unfair, and students would be told their contract had passed muster when it may not hold. A regulatory floor set below the law soon becomes the ceiling.

So there are four things OfS should do with the extra time.

First, it should match the law, then go further. OfS should build the CMA’s tests into C6 and its guidance, rather than a looser paraphrase of them – including the steer that a valid reason is an external event rather than a commercial decision, and that transparency alone doesn’t make a term fair. Where students need more than the legal minimum, such as a say over major changes mid-course, OfS can go further. It shouldn’t go below.

That should include the CMA’s test on cumulative effect. OfS’ prohibited behaviours list already covers “changes to material components or content of a course” – its guidance could say that a run of minor changes counts as one, and that optional modules are part of the course students chose.

Then it should get the CMA and Trading Standards to settle the edge cases. Is closing a course for low recruitment ever a valid reason if there’s a teach-out? Can a financial review justify changing compulsory modules? Is applying new terms to students already on course a unilateral variation? OfS shouldn’t answer those alone. A joint position, or an updated CMA182, would give everyone the same answer, and OfS’ partnership with National Trading Standards is up for renewal anyway.

Next it should fix the student’s position whatever the reason. Anyone materially affected by a change should get a genuine exit with a refund, the extra cost of finishing elsewhere, or a guaranteed teach-out. That shouldn’t depend on how cleverly the reason was drafted. The consultation already contains the hook – course change policies fail unless students are “treated fairly in practice” when changes happen.

It should measure what happens as well as what’s written. Universities should have to report the changes and closures they actually make, so enforcement can follow practice rather than the latest template.

There’s another one, given the rethink on student protection plans. Several contracts now route refunds for changes through the plan. If the plans go, the refunds can’t simply go with them.

Taking the time to get C6 right is fine. But the restructures aren’t waiting for early 2027, and the contracts that will govern them have already been signed.

In the meantime, students should know the one thing no redraft can change. Under the Consumer Rights Act, an unfair term doesn’t bind them, whatever their contract says. And the Office of the Independent Adjudicator looks at whether they were treated fairly, as well as at whether the university followed its own small print.

Wait for it

When the Department for Education consulted on OfS’ regulatory framework in autumn 2017, it cited a July 2016 CMA compliance review that had found terms which “might allow too wide a discretion to vary course content”, and promised that the new regulator would consult on student contracts, on whether it should play an enforcement role, and on model contracts.

OfS pencilled that work in for May 2018, then moved it to September 2018, December 2018, January 2019, May 2019, and July 2019. A November 2019 board paper concluded that terms were “designed to favour the provider” and proposed tougher requirements, before the pandemic paused the lot.

A new approach was then promised in the 2022-23 business plan, a 2023 insight brief, and the 2023-24 and 2024-25 business plans. A model student contract appeared in the draft 2025-30 strategy and was dropped from the final version, and the fairness condition finally arrived in 2025 – for new providers only.

So “early 2027” is the latest date on a promise first made nine years ago, to fix a problem with clauses that the CMA had identified a decade ago. Wriggle on, please.