Real Estate Finance and Investment

An article answering the question why a buyer should ask for a letter of non-crystallisation even where the floating charge has not been registered at the Land Registry.

A note on some of the issues that may arise in finance transactions where lenders and/or borrowers are required to participate in the CRC Energy Efficiency Scheme.

This note explains: In what circumstances lenders are at risk of incurring environmental liabilities. The purpose of, and the various steps involved in, environmental due diligence. The various provisions that can be included in a facility agreement and debenture to address environmental issues.  

Do you have a trainee or newly qualified lawyer joining your finance team? Are you a trainee or newly qualified lawyer wondering what finance transactions are all about? Have you moved in house and find yourself having to get to grips with finance law? If so, have a look at the following materials to get an overview of the law and practice of finance transactions. Remember to arrange for any new recruits to get access to PLC Finance and ensure they are signed up to receive our weekly e-mail. To do this, please e-mail info@practicallaw.com or contact your account manager on 020 7202 1220. If you do not subscribe to PLC Finance, see Request a free trial or call 020 7202 1220 to register your interest in a free trial.

A note on whether a Law of Property Act (LPA) receiver can transfer property when the appointing bank has subsequently gone into administration.

A practice note listing key forthcoming dates for finance lawyers.

A Practice note providing a guide for subtenants and other third parties on what happens when the tenant becomes insolvent and the lease is disclaimed.

Although it is common for legal opinions to be requested in finance transactions, obtaining them can be fraught with difficulties. This practice note gives an overview of the matters to be considered when requesting or responding to a request for an English legal opinion, the form and content of an English legal opinion and the practical steps to be taken when providing an English legal opinion. This note also links to detailed notes on the purpose and structure of legal opinions in finance transactions in the United States, including the purpose and structure of legal opinions delivered in securities offerings in the United States.

A practice note on mortgagees, their rights and duties and commonly asked questions when dealing with mortgagees in possession principally in relation to land and real estate.

International or cross-border finance transactions often require certain documents to be notarised or notarised and legalised. This note explains the role of notaries and what notarisation means. It outlines the types of documents that are notarised and explains what legalisation and apostille mean. It includes a checklist of what to consider when instructing a notary.

This note considers the registration and other formalities for perfecting a security interest over freehold or leasehold property. The registration and other formalities include whether or not the security interest needs to be signed as a deed or be in writing, registering the security interest at Companies House and the Land Registry and serving notices on landlords and prior mortgagees. The perfection requirements for a range of security interests are considered, including legal mortgages, equitable mortgages, fixed charges, floating charges and liens.

This note provides an overview of property derivatives.

A note outlining the law under the Companies Act 2006 on the registration of charges created on or after 1 October 2009 by companies and limited liability partnerships registered in England and Wales. The relevant sections of the Companies Act 2006 referred to in this note came into force on 1 October 2009. For a note setting out the registration regime under the Companies Act 1985, the regime that applied to charges created before 1 October 2009, see Practice note, Registration of charges under the Companies Act 1985.

The Solicitors' Code of Conduct 2007 (the Code) came into force on 1 July 2007. The Code replaced, with effect from 1 July 2007, the rules of professional conduct contained in the Solicitors' Practice Rules 1990 (SPR). The Code applies to all solicitors acting in England and Wales. This Practice Note deals with the situation of a solicitor acting for a lender and a borrower in a conveyancing transaction. Rule 3.16 of the Code replaces Rule 6(3) of the SPR, which provides that, as a general rule, a solicitor cannot act for both the lender and borrower on the grant of a mortgage of land. Where the mortgage is a "standard mortgage", however, joint representation is permitted, subject to there being no conflict of interest and to certain conditions being complied with. Note: The Solicitors Regulation Authority (SRA) Handbook, which is fully in force from 6 October 2011, replaces the Solicitors' Code of Conduct 2007. PLC has published the following Practice notes on the new handbook: SRA Handbook 2011 and Code of Conduct. SRA Handbook 2011 and Code of Conduct: issues for property lawyers. SRA Handbook: ten top things for in-house lawyers to think about.

This note examines the legal background and case law relating to subordination and looks at different methods used to alter the priority of debts.This note also contains links to a multi-jurisdictional guide to finance (which includes issues relating to subordination) and a detailed note on subordination in the United States.

A note on taking security over choses in action.  A chose in action is an asset that can only be claimed or enforced by action at law or equity, rather than by taking physical possession of the asset. The note looks at how to take security over various types of choses in action such as rights under contracts, debts, financial instruments and cash deposits in bank accounts.

This practice note is a basic summary of the tax issues that frequently arise in respect of commercial lending transactions carried on by banks. Among other things, it considers distribution treatment for interest, withholding tax, stamp duty and VAT.

An introduction to term sheets in the context of loan finance transactions, including details of what they are used for. This note also considers what provisons are typically included in term sheets and the lender's and borrower's perspectives in drafting and negotiating term sheets.  This note includes links to related resources such as standard documents, term sheets and commitment letters. It also includes a link to an introduction to bank loan term sheets in the US.

This practice note explains the VAT consequences of property sales by a mortgagee following a default by the mortgagor in an insolvency.