Law specialisms : Banking

Greg Brown is a banking partner at Allen & Overy. He specialises in emerging markets, advising on transactions in countries such as India and Africa.

What does the work involve?

At its most basic level it involves dealing with the legal and commercial relationships between borrowers and lenders. These are usually 'private' debt obligations, which most often boil down to a loan arrangement between a bank and its borrower, and can be distinguished from the debt that is raised in the public capital markets, such as bonds.  

Bank debt can take many forms and there are different circumstances where banking lawyers get involved in transactions. The lawyer's job will be to advise their clients on the terms of the deal and then ensure that the agreed terms are properly reflected in the relevant documentation. As well as a loan agreement, this can extend to security documentation and other associated pieces of paper.

A company might look to raise debt for its ordinary working capital purposes, or it might be looking to borrow money to fund the purchase of another company (this is acquisition finance). Debt might be raised to fund the development of a particular asset, such as a power station or other infrastructure (this is project finance). It might be used to fund the purchase or development of a particular property (this is real estate finance) or other large asset (such as a ship or an aircraft). Each particular product type will require an understanding of different issues and different risks.

As well as the raising of debt, banking lawyers often need to get involved when companies get into financial difficulties. A restructuring or insolvency will require specialist legal advice to deal with any existing debt that it may have, as well as the formal legal procedures that such a process may entail.

Transactions are often international, so banking lawyers have to understand cross-border issues and may work with people from a wide range of jurisdictions. It may also involve working with lawyers from a variety of other practice areas. For example, if working on the financing of a public bid you are likely to be working closely with the corporate lawyers involved.

A large and complex financing can involve numerous, extensive documents, meaning that large teams can be required to deliver everything by the required deadline. It is work of a transactional nature, meaning that banking lawyers need to be able to think on their feet and ensure that they remain mindful of the commercial objectives of their clients.

Who are the clients?

The client base includes banks of all types, investment funds, corporates, private equity funds, hedge funds, export credit agencies, governments and anyone else who may have an involvement in lending or borrowing money. 

What does the future hold?

Despite the challenges faced by many banks in current markets, the business of lending money remains a huge one. Even the process of deleveraging is something that requires the input of lawyers with an understanding of how debt works. Many markets continue to see strong growth and the underlying demand for debt is not going to disappear.

What do trainees do?

• Assist with legal research
• Coordinate and help oversee the documentation required on a transaction
• Liaise with overseas counsel and other lawyers
• Review existing loan documentation
• Draft security registration forms and other ancillary documents