Banking & Finance

Our specialist Banking & Finance team holds a strong reputation for offering specialist and commercially applicable legal advice on a wide range of banking and debt matters.
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Banking & Finance

Our Banking & Finance team advises lenders and borrowers on financing transactions across a broad range of sectors, including fintech, healthcare, financial services and real estate. We provide commercially focused advice throughout the transaction lifecycle, from structuring and term sheet negotiations through to completion, including preparing and negotiating facility agreements, security documents and intercreditor arrangements. We have extensive experience advising on security structures, including debentures, share charges, legal mortgages and charges over intellectual property, ensuring lenders are adequately protected while delivering practical and efficient solutions for borrowers. Working closely with our Corporate, Commercial and Real Estate teams, we deliver seamless, joined-up support.

Our reputation in the banking market is reflected in our panel appointments with Metro Bank, NatWest and Handelsbanken.

Asset-backed lending allows a business to borrow against the value of assets it already holds, such as property, plant and equipment, inventory or receivables, giving lenders the security comfort to extend facilities that might not otherwise be available on an unsecured basis.

We advise both lenders and borrowers on the full range of asset-backed structures, including receivables financing, invoice discounting facilities, and stock and equipment-secured lending. Our work covers the choice and structuring of security (fixed and floating charges, assignments and specific charges over identified assets), the perfection of that security at Companies House and, where relevant, HM Land Registry, and the drafting of the supporting facility and security documentation. We also advise on the practical issues that arise once a facility is live, including waivers, amendments, and what happens to security following a subsequent refinancing or sale of the secured assets.

Acquisition finance is debt raised specifically to fund the purchase of a company or its assets, and it sits at the intersection of banking and M&A.

We act for both borrowers (management teams, private equity sponsors and trade buyers) and lenders on the full spectrum of acquisition finance transactions, from single-lender facilities for smaller owner-managed business acquisitions through to LMA-based facilities with accordion features for larger, multi-stage buy-and-build strategies.

We negotiate facility agreements, intercreditor arrangements where there is more than one layer of debt, and the security package required by the lender, while working closely with the M&A team to ensure both workstreams complete simultaneously. For businesses pursuing an active acquisition strategy, we also advise on structuring facilities with sufficient headroom for follow-on acquisitions and assist a number of clients with the requirements for new acquisitions where an existing facility is already in place and funding the transaction.

Mezzanine finance sits between senior debt and equity and is typically used where a borrower has reached the limit of what a senior lender will provide but requires additional funding to complete a project, acquisition or development, without diluting equity to the same extent as a further equity raise.

We advise on the particular structuring issues associated with mezzanine debt, including subordination and intercreditor arrangements with the senior lender, warrants or equity kickers, payment-in-kind interest structures, and the enforcement mechanics that apply where there is more than one class of creditor with differing priorities.

We act for both mezzanine lenders and borrowers and regularly coordinate with senior lenders' counsel to ensure the layered debt structure works effectively in practice.

Our property finance team has experience in effectively handling transactions across a wide range of property transactions. We deliver a seamless and adaptable service that covers a broad spectrum of disciplines essential to present day real estate finance transactions. We advise on the most appropriate security solutions for our clients including bespoke finance where required.

The large team regularly acts for a variety of different lenders borrowers, developers, investors, care home owners and operators in addition to high net worth individuals

Our services includes advising on:

  • Property acquisition
  • Real estate investment finance
  • Short term loan funding
  • Prioritisation of loans
  • Sale and leaseback structures
  • Property refinancing.
  • Development finance
  • Secured Lending
  • Care home financing
  • Storage space financing
  • High net worth individuals buying or refinancing residential properties across the UK

Working in conjunction with our colleagues in our corporate and commercial teams , we also offer advice on loan agreements, floating charges, debentures, guarantees, security over building contracts and other finance documentation.

Key contact

Chris-Gemson-PNG
Chris Gemson
Partner

What our clients say about us

We were very impressed with the service provided by Herrington Carmichael. Michelle & Siddhartha were highly responsive and provided clear, professional advice throughout the process of our director's loan conversion. Their support with our company secretarial requirements was excellent, and we would highly recommend their services.

We needed urgent assistance and you delivered way beyond expectations. Really appreciate you, Chris, Sophie and Samuel, and all your teams effort.

I would highly recommend using the services of Samuel and the Herrington Carmichael Team. The expertise was consistent from my initial contact through to completion. Working against time constraints, the communication, responsiveness and due diligence from Samuel was first class.

We appointed Herrington Carmichael to act for us in the sale of our Chartered Financial Planning business. From the outset, we were impressed with Alex and Lucinda's professionalism. This impression was backed up by helpful and knowledgeable support from them and their team throughout the sale process. All aspects of the sale discussions were dealt with carefully and efficiently, resulting in a satisfactory outcome for us as sellers.

Joel and his team are an absolute pleasure to work with. From day one to completion, they were totally engaged in the sale process to ensure the best possible outcome for us as individuals. Their wise counsel throughout the process was invaluable, and I wouldn't hesitate to recommend them.

I have worked with Joel and his team on two acquisitions, on both occasions he has been professional, knowledgeable and approachable. He is able to explain the process in layman’s terms, clearly differentiating between the preferred and essential in contract negotiations. I wouldn’t hesitate to use or recommend Joel's services again.

I recently completed the sale of my business. Herrington Carmichael acted on my behalf, and my contact was Joel Gocool. Joel and his team were magnificent. I had one point of contact throughout the process, which made everything much easier. Joel was very easy to get on with, attentive, and promptly answered questions or queries. The advice I received was balanced, and Joel helped me to navigate my way through the warranties and indemnities, making the journey as easy as possible for me. I would like to thank him and his team for their very professional assistance throughout and would not hesitate to recommend the Firm to other business owners.

This was the first time we had worked with Herrington Carmichael, and we were extremely happy with our experience. We found Joel to be helpful, always on time for meetings, flexible and his legal knowledge was very good. We completed on a very tight schedule and Joel addressed all the key issues to make this happen. Joel is very easy to get on with and a pleasure to work with. We would strongly recommend him and highly recommend the firm to others.

I would like to express my thanks to Harry Winkley, Joel Gocool and the team at Herrington Carmichael for their pro-active approach in our recent acquisition to the Surelock McGill Group of companies. A smooth transition working closely and professional within our set parameters, also within predicted budget. Many Thanks to the full team at HC.

I recently sold my business. I was advised to use HC as they have experience in selling financial advisory companies. I have been delighted with the work that they did. They were thorough and quick to engage, and from a cost perspective, they met the quote that they had given at the outset. Most importantly, it was imperative that, with a relatively short window to operate in, we got the deal over the line before the new tax year... we completed on the 31st March. I am so pleased with all Joel and Dylan have done and would recommend HC highly.

We recently worked with Joel Gocool and Dylan Cutifani on the successful completion of our Management Buyout (MBO). Throughout the process, they provided clear advice and guided us confidently through what was a complex process. Their attention to detail, commercial understanding, and responsiveness helped ensure the deal progressed smoothly and efficiently. We particularly valued their ability to explain legal matters in straightforward terms and their proactive approach to resolving issues that arose. We would have no hesitation in recommending Joel or Dylan to any business considering an MBO.

I cannot thank Joel, Dylan and the wider Herrington Carmichael team enough for their outstanding support throughout the sale of my shares. What should have been a straightforward transaction became far more complex and protracted than anyone anticipated, with numerous delays and challenges along the way. Throughout the process, Joel and Dylan remained calm, professional, responsive and completely committed to achieving the best possible outcome for me. They provided clear, practical advice, kept me informed at every stage and worked tirelessly to keep the transaction moving forward despite repeated obstacles. Their attention to detail, persistence and ability to navigate difficult negotiations gave me complete confidence that my interests were being protected at all times.

Beyond their legal expertise, what stood out most was their genuine support. This was a stressful and emotionally draining transaction, and there were times when I felt like giving up. Joel and Dylan were always there to provide reassurance, explain the next steps and ensure I never felt that I was facing the process alone. I am incredibly grateful for their professionalism, dedication and perseverance in bringing the transaction to a successful conclusion. I would have no hesitation in recommending Joel, Dylan and Herrington Carmichael to anyone looking for solicitors who combine exceptional legal expertise with outstanding client care.

Joel and the team at HC provided exceptional support throughout what was a complex and high-value transaction. Their calm, pragmatic approach and commercial understanding gave me confidence at every stage of the process. Joel’s communication was clear and consistent, and he was always there to support me and reassure me at all hours and he always made sure my priorities were fully protected while maintaining momentum to completion.

I would have no hesitation in recommending Joel and HC to anyone seeking experienced, commercially minded legal support for an investment process or business sale.

Alex Canham and Joel Gocool are a delight to deal with and form a highly efficient team. They have gone the extra mile in our negotiations.

I recently used Herrington Carmichael Solicitors for the sale of a house and was very impressed with the service. This is the second time I’ve used them, and once again the team were polite, efficient, and kept me well informed throughout the whole process. Communication was clear and timely, which made everything run smoothly and stress-free. I would happily recommend them to anyone looking for reliable and professional solicitors.

Over the period Oct. to Dec.’25, Herrington-Carmichael supported us with regard to the closure of an employer-managed pension scheme. Mark Chapman provided excellent guidance and documentation to ensure that the overall project was correctly completed in the required time-frame. I would not hesitate to recommend Herrington-Carmichael as a partner to provide support with any legal matters.

I have had the pleasure of working with Liz on several complex property purchases, including overseas-based companies and legal opinions, commercial leases analysis, building contracts assignments and collateral warranties. On each occasion, Liz has acted promptly, kept me appraised of the progress and demonstrated excellent commercial awareness and professionalism in dealing with clients’ solicitors. I have no hesitation in recommending Liz for all property-related legal matters.

Their expertise has been invaluable to us as landlords for all sorts of disputes and lease extensions, which can be a minefield. These matters are always dealt with extremely well. It is hard not to praise them too highly, to be honest, as in all of my dealings, I can say that I have always had a very positive outcome.

The real estate team at Herrington Carmichael has expertise in advising on development work, including acting for lenders in the development sector, working with banking institutions, undertaking agricultural matters and advising on leasehold and enfranchisement issues.

The team at Herrington Carmichael are responsive and reliable and provides an exceptional service to us. There is a strong level of ownership from the team, and they go the extra mile to ensure that there is a thorough examination of each transaction and that our interests are always protected.

The Real Estate team at Herrington Carmichael delivered their expertise in a pragmatic and commercial way, maintaining a professional and responsive approach throughout. They provided clear, commercially informed guidance and took a highly structured approach to coordinating the requirements of the transaction and our development strategy. I extend my sincere appreciation to Liz and her team for their sustained commitment to excellence and for their invaluable support in bringing this project to a successful exchange for Storage King. We are pleased to regard you as a trusted and valuable part of our professional team.

I have worked with Herrington Carmichael and Liz Hailey for many years. The recent purchase of a development site for a new home was particularly complicated, involving complex title issues on a large multi-use site, planning considerations, development agreements, easements, collateral warranties and guarantees.......Thank you to all the team at HC for your continued excellence and your support in concluding these exciting new projects for DMP...

The Real Estate team at Herrington Carmichael were excellent in dealing with this transaction; they delivered their expertise in a pragmatic and commercial way, maintaining a professional and responsive approach throughout. They provided clear, commercially informed guidance, and took a highly structured approach to coordinating the requirements of our lender, the transaction as a whole and our development strategy. I'd like to thank Liz and the team for all their support in helping the Chartwell Group successfully complete the transaction. We really appreciated their guidance and look forward to working with them again in the future.

I cannot thank your dispute resolution team enough for all your help. Once again, it was a pleasure dealing with you and should we ever have the misfortune to have to use your services, I would be very confident making that choice.

The firm has a wealth of knowledge and experience and is able to handle all types of issues that I have presented to them. They are easy to contact, and you certainly feel looked after and that you are in capable hands.

Stephen Baker is an experienced and commercially astute litigator who is dedicated to the interests of his clients and has the ability to deal with the most demanding and difficult of clients while still retaining a cheerful and engaged demeanour.

This practice stands out not just for the quality of legal advice, but for its responsiveness, consistency, and ability to build lasting relationships.

What truly sets them apart is their commitment to collaboration and innovation. They not only provide expert legal guidance but also take the initiative to educate our members on the latest legal developments, demonstrating a proactive investment in their clients' success.

Working with the team at Herrington Carmichael makes it easy for me to do my job, knowing that I am working with a trusted and reliable partner who has taken the time to understand my business. The team are responsive and communicate clearly at all times, and I know the work will be done right, with my business interests at the forefront of their considerations.

The partner in charge, Mark Chapman, was exceptional. Our issues were unique and we had to change direction several times, but the team always responded well, bringing in the new specialist skills as needed. I think that is the standout quality; adaptability.

The advice and guidance provided to us by the corporate and commercial team at Herrington Carmichael has proved invaluable over the past few years. The team work closely together to provide a consistently high standard of work and sound legal advice. They are available when we need them, exceptionally knowledgeable and approachable. Knowing our company so well, they can provide high-quality legal advice that is suitably tailored to our commercial needs and risk appetite.

My experience of working with Cesare and his team has been a pleasure, the advice was clear, precise and commercially astute and the draft contracts etc were delivered to a very tight programme. We appreciated the attention to detail whilst always being mindful of the agreed budget.

Working with Cesare and the team at Herrington Carmichael on a recent commercial contract has been a very positive experience for us at Ecrebo. The team were professional, knowledgeable and able to pick up on specific nuances relative to our business very quickly. We are pleased with the end result and would recommend the team at HC.

Mark and the team at Herrington Carmichael guided us through a period of high complexity and ambiguity at launch. They simplified our situation, offering clear and straightforward advice, which has laid the foundation for our growth. I would recommend the team to anyone seeking advice on cross-border commerce.

We’ve had an outstanding experience working with Herrington Carmichael who have been instrumental in helping our business protect its registered trade marks. From day one, they demonstrated a clear understanding of the importance of brand protection and took a thorough, strategic, and practical approach to securing our intellectual property

Mark, Edie, and the team were excellent throughout our software company demerger. At the outset, the scope of work was not entirely clear, but they took the time to explain the legal aspects of the process and provided a clear shopping list of the documents that might be needed, together with quotes for each item. This helped us understand the importance and cost of each piece of work and decide what to prioritise and in what order. They then supported us with key documentation, including a new EULA for one of the newly created company's products and novation agreements to transfer customers and suppliers to the new entities. Their advice was clear, practical, and commercially focused throughout, and they handled the whole process with professionalism and efficiency. I would have no hesitation in recommending them.

Excellent level of service provided by Alex, Joel and the team. Our sale was not particularly straightforward, quality advice provided in a timely manner. I am not sure we could have completed our sale without them. Would highly recommend!

A big thank you to Alex and his team in particular Melissa who worked diligently and at all times looked to serve our best interests. They were constantly available to provide reassuring advice through a sometimes difficult transaction and fraught period. Despite the tight deadlines and significant workload I was delighted with their performance.

We have worked with Alex Canham and Melissa Deutrom at Herrington Carmichael on two separate acquisitions together with numerous general corporate activities. We have always found them to be highly responsive, timely and accurate. We would definitely recommend them to other financial services companies like ours.

Ed manages to combine the legal and practical aspects of a disposal with consummate ease and it certainly makes my life a lot easier knowing that he is dealing with the legals on my behalf!

Both Alex Canham and Edward Beedham provide clear advice and are very responsive which is invaluable when dealing with time pressured situations.

We were very impressed with the service provided by Herrington Carmichael. Michelle & Siddhartha were highly responsive and provided clear, professional advice throughout the process of our director's loan conversion. Their support with our company secretarial requirements was excellent, and we would highly recommend their services.

We have been with Herrington Carmichael for many years and we always receive excellent and timely advice, as well as all the practical support necessary to run our small limited management company efficiently. Charges are clear and reasonable. It’s always easy to communicate and replies are swift and helpful. Named individuals take a personal interest.

Mimosa Court Residents Company Limited

Having worked closely with Yavan and the team for several years now, this re-finance project was particularly important for Futura – allowing us to continue with our steep growth trajectory without compromising our focus on service excellence and continual improvement. In such a fast-paced environment, it is essential for us to work with key strategic partners like Herrington Carmichael, who have a deep understanding of our business, people and aspirations.

We instructed the banking team at Herrington Carmichael on a complex and difficult banking transaction with a tight turnaround. Yavan and Chris met the challenge and they helped us to understand the key sticking and contentious points with great clarity, and simplified the process for us. Chris and Yavan had a consistent focus on our end goal throughout, and worked hard to help us achieve it. It has been a real pleasure working with them, and I would not hesitate to recommend them!

Yavan and team supported us through the process ensuring we had the right level of guidance and regulatory control for every decision through this process, we felt fully supported and couldn’t have achieved the outcome without them.

We appointed Herrington Carmichael to act for us in the sale of our Chartered Financial Planning business. From the outset we were impressed with Alex and Lucinda's professionalism. This impression was backed up by helpful and knowledgeable support from them and their team throughout the sale process. All aspects of the sale discussions were dealt with carefully and efficiently resulting in a satisfactory outcome for us as sellers.

We would like to express my thanks for the work carried out by Alex, Lucinda and the entire team at Herrington Carmichael during a recent transaction.....Their clear communication, thoroughness, and proactive approach ensured the transaction was completed as smoothly and efficiently as possible. It was a pleasure working with them. They went above and beyond to safeguard our interests and provide clear guidance. We felt supported at all times, thanks to their commitment and expertise. Based on our experience, we would have no hesitation in recommending Alex, Lucinda and the entire team at Herrington Carmichael to others seeking a reliable, knowledgeable, and dedicated legal resource.

Client

First class service, with great communications all along, I liked the way the DD report came in under a traffic light style format to highlight those higher risk areas, and when the pressure was on at the very end, Beth and Chris went above and beyond to make sure this one could happen on Tuesday. We (well, Chris and Beth) got it over the line by lunchtime on Tuesday. Thank you once again, Team Herrington, for the professional, human, and reassuring approach.

Simon Arnold
Finance Director, Grundon Waste Management Ltd
The firm has a wealth of knowledge and experience and is able to handle all types of issues that I have presented to them. They are easy to contact and you certainly feel looked after and that you are in capable hands.

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Meet our experts

Dedicated professionals ready to assist you.

Yavan-Brar-PNG
Yavan Brar
Chief Executive Officer
Chris-Gemson-PNG
Chris Gemson
Partner
Sam French PNG
Samuel French
Solicitor
Zen-Marais-PNG
Zen Marais
Paralegal
hc_team-placeholder
Owais Imraan
Banking Paralegal

Frequently Asked Questions

Find answers to your most pressing questions about our services and processes.

A lender may seek various forms of security to mitigate any risk associated with loans. The type of security depends on both the nature of the loan and the agreed terms between the parties. Some common examples include:

  1. Fixed and floating charges on assets
  2. Guarantees (personal and corporate)
  3. Pledges (for example: bank accounts)
  4. Assignments of contract
  5. Legal mortgages
  6. Third party security (for example, parent company guarantees)

A debenture is often a core component of a security package for a finance transaction, it is a security document which sets out the terms on which a security provider will grant security over all, or substantially all, of its assets to secure a loan or other liabilities. Typically, a debenture will create different types of security, such as: legal mortgages, fixed and floating charges and assignments.

A representation is a statement made before the agreement is entered into, serving as an inducement for a lender to enter into the contract. A warranty is a promise or assurance and is a term of the contract itself. There is a distinction between the two terms: a representation that is incorrect would entitle a lender, as a matter of law, to terminate the contract and seek damages. Breach of a warranty does not give this right – a lender will only have a right to damages and, if the term is of fundamental importance, rescission. However, contractually, the occurrence of a breach of either would in most circumstances constitute a default event under the loan documentation.

An intercreditor agreement sets out the priority and rights between two or more lenders secured against the same borrower, for example a senior lender and a mezzanine lender. It covers payment priority, standstill periods, and what each lender can and cannot do if the borrower defaults.

Senior debt is lower-cost, lower-risk borrowing that ranks first for repayment and is usually secured against specific assets. Mezzanine finance sits behind senior debt, carries a higher cost to reflect the increased risk, and often includes an equity element (such as warrants). However, it enables a borrower to raise additional funding without giving up as much equity as a further share issue would require.

Development lenders typically take a legal charge over the site itself, alongside step-in rights, assignment of building contracts and warranties, and monitoring surveyor sign-off linked to drawdowns at each build stage. The exact security package will depend on the lender, the loan-to-value/loan-to-cost ratio, and whether other finance, such as mezzanine debt, sits behind the senior facility.