Alistair Spencer

The journal · Supplier transition judgement

An exit clause cannot receive the work when a supplier leaves

A contractual route to leave is valuable. The operating ability to transfer people, records and customer obligations must be demonstrated separately, before the desired departure date becomes the plan.

A supplier arrangement can look manageable because the contract describes how it may end. That provision matters. It gives the organisation a basis for action and may define important responsibilities during a transition. Yet the contract does not receive the work. An operating team must do that, with people, records, capacity and authority available at the necessary time. My concern is the point where confidence in a contractual route becomes an unsupported assumption that the route can already be used.

The distinction becomes especially important when a departure date has acquired commercial or strategic significance. Once management has announced an intention to move, evidence of operating difficulty can be treated as resistance to the decision. Colleagues may be asked to work backwards from the date without being allowed to examine whether the receiving arrangements are ready. A timetable then starts to carry more authority than the work beneath it. The COO should make that tension visible before the institution confuses determination with preparation.

Separate the right to leave from the capacity to receive

I begin with the work that must continue, rather than with the name of the replacement supplier. What customer obligations depend on the arrangement? Which records must be available, in what usable form and with what reconciliation? Which permissions and specialist decisions are required? How much work is already waiting when the transfer starts? These questions make the transition concrete. They also reveal where the proposed receiving operation is being asked to accept assumptions that were never tested in its own conditions.

Different disciplines should retain their own conclusions. Legal colleagues may establish a contractual route; information-security colleagues may examine handling arrangements; procurement may assess commercial terms. Operations should not collapse those assessments into a single declaration that everything is ready. Nor should we use an unresolved operating question to dismiss the value of their work. The disciplines answer related but different questions. A sound transition account explains how their conclusions connect and which dependencies remain open at the point of decision.

Capacity deserves particular care. A receiving team may be able to process a normal day’s work under familiar conditions while struggling with a transition that includes unfamiliar records and accumulated exceptions. Its willingness to help is useful, but willingness is not evidence of throughput or control under the proposed conditions. A rehearsal can expose the additional work. Where a full rehearsal is impractical, management should understand the limitation and the alternative evidence being offered, rather than receive an unqualified statement that capacity exists.

Our review of twenty-four supplier arrangements in 2023 made these differences uncomfortable and specific. Nineteen supported their planned renewals. Five proposed transitions lacked sufficient operating evidence for the intended dates. I recommended six-month extensions for those five, costing AUD 1.4 million. The recommendation did not challenge the bank’s eventual direction. It challenged the claim that the direction could already be executed on the preferred timetable with a sufficiently understood effect on customer work.

Use an extension to buy evidence, not reassurance

An extension can be responsible and still be badly managed. If it merely moves a date, the organisation may reach the new deadline with the same unanswered questions and a larger bill. I therefore want a preparation period to contain named operating work, resources and decisions. The original concern should remain recognisable. If records were not usable in the receiving process, progress should concern their usability and reconciliation, not simply the number of meetings held between the parties.

There is also a danger in treating an extension as an implicit judgement that the existing arrangement is satisfactory. It may be the best available interim choice precisely because alternatives are not yet ready. That is a different statement. Management needs to understand the limitations that remain during the extension, how they will be monitored and what events would require reconsideration. The operating account should not improve cosmetically just because the commercial decision has been made and the immediate deadline has passed.

Procurement colleagues can reasonably object that delay weakens the negotiating position. That consequence belongs in the decision. So does the cost of an attempted transfer that leaves essential work unsupported. The right answer cannot be supplied by a universal preference for speed or caution. It depends on the arrangement, the receiving capacity, the alternatives and the risks that the appropriate decision-makers are prepared to accept. My responsibility is to supply the operating evidence and a clear recommendation, including the expense of the course I support.

In our case, the AUD 1.4 million bought a defined period in which transition work could be undertaken. I did not report it as an investment that had already produced five ready exits. We required the relevant teams to demonstrate their arrangements, and the account retained the questions that had prevented the original timetable. The distinction helped prevent the extension from becoming a success story before its purpose had been achieved. It also made it possible to examine whether the additional period was being used as intended.

Keep the customer obligation visible through the transfer

Supplier transitions are often described through assets, systems and contracts because those are tangible objects to move or replace. Customer obligations can be harder to see. An instruction may have been received but not completed. A complaint may depend on records held in two places. A follow-up may be scheduled after the intended transfer date. If the plan focuses only on the new operating state, it can overlook the work that crosses the boundary between the old arrangement and the new one.

I ask for an account of that crossing work. It needs an owner before, during and after the transition, with a way to reconcile what has happened. The bank should avoid instructing both operations to complete the same task independently without understanding the possibility of duplication. It should also avoid leaving each side to assume that the other retains responsibility. These are not questions a celebratory go-live announcement can settle. They require preparation and evidence from the actual sequence of work.

Communication is part of that sequence. Customers and colleagues may need to know where to direct an enquiry, what remains available and how an outstanding request will be handled. The message must be consistent with the operating arrangements rather than with the preferred simplicity of the announcement. A change in supplier need not become a customer’s burden to interpret. Equally, the bank should not promise uninterrupted completion where it knows a particular task may require a different route or additional time.

The lesson I carry from our five extensions is not that every supplier departure should be delayed. It is that a date becomes credible through preparation, and that preparation must concern the institution’s obligations as well as its new arrangements. I would begin the receiving-operation work earlier than we did. A contractual right is an essential part of a possible exit. The capacity to receive and complete the work is what makes that possibility an operating choice.