Free school policy claims to partly decentralise to local proposers decisions over who provides a free school, where and for what reasons, within the constraints of a government approval process. This article analyses empirically the people and organisations doing the proposing and their interactions with the approval process. The article begins by locating free schools within Big Society and quasi-market policies. The emerging free school landscape is then mapped and the motivations, aims and demography of a sample of 50 proposers are explored. A key distinction emerges between two analytical clusters. First, proposers able to negotiate the approval process are shown to draw on a range of professional networks, to have strongly academic educational aims and to on average not seek to specifically serve disadvantaged communities. Second, and conversely, the majority of proposers located in highly disadvantaged areas have aims and expertise that do not fit well with what the government is willing to accept. This is not conceived as a simple dualism but highlights the significance of both a lack of critical engagement with inclusion among accepted proposers and the effects of an approval process that has prioritised an unequal distribution of particular forms of professional expertise and experience.