Transactional
Property and real estate
We advise owners, investors, developers, landlords and tenants on the commercial agreements and structures that underpin property transactions.
Overview
Property is often the largest asset on a balance sheet, and the agreements that govern its acquisition, development and occupation carry correspondingly significant consequences. In property and real estate, we advise on the commercial side of property transactions: leases, sale agreements, development arrangements, property joint ventures and the corporate structures through which property is held.
Our role is commercial and transactional. We negotiate and draft the agreements, structure the transaction and coordinate with the conveyancers who attend to transfer and registration in the Deeds Office, so that our clients receive coherent advice from the first offer to registration.
Because property transactions so often involve companies and trusts, our property work is closely integrated with our corporate, finance and trusts work.
Services
What the work involves
Commercial leases
We draft, review and negotiate office, retail and industrial leases for landlords and tenants, covering rental and escalations, operating costs, maintenance and repair obligations, permitted use, assignment and subletting, renewal and early termination. We give particular care to the provisions most likely to cause later disagreement.
Property sale agreements
We prepare and negotiate agreements for the sale of immovable property and of property-owning companies, including suspensive conditions, occupation, risk and benefit, warranties and the arrangements for transfer. We coordinate closely with the conveyancers attending to registration.
Sales of letting enterprises
We advise on the sale of rental enterprises as going concerns, including the treatment of existing leases, deposits, employees and the documentation required on both sides. We make sure the transfer of tenant relationships and deposits is properly documented and communicated.
Development agreements
We advise developers, landowners and investors on development agreements, including the allocation of development risk, funding obligations, milestones and the arrangements for completed units or space. We pay particular attention to delay, cost overruns and the consequences of a party's failure to perform.
Property joint ventures
We structure and document joint ventures for the acquisition and development of property, including governance, capital contributions, profit-sharing and exit mechanisms. We plan for disagreement and exit from the outset, while the relationship is constructive.
Property-holding structures
We advise on whether property should be held directly, through a company or through a trust, and on the related shareholders' agreements, trust deeds and governance arrangements, working with the client's tax advisers on the tax consequences. The right structure, chosen before acquisition, avoids the cost of restructuring later.
Property finance
Drawing on our banking and finance work, we advise on the finance and security arrangements for property acquisitions and developments, including the coordination of mortgage bonds with the lender's conveyancers. We align the finance terms with the sale and development agreements so that funding is available when needed.
Who we work with
Property owners and investors; landlords and tenants of commercial premises; developers and landowners; businesses acquiring or disposing of premises; and families holding property through trusts and companies.
How we work
Commercial focus
We concentrate on the terms that determine the value and risk of the transaction.
Coordinated execution
We work alongside conveyancers, lenders and tax advisers so that the transaction proceeds as one.
Structure first
We consider how property should be held before the transaction is signed, not afterwards.
Common questions
Do you attend to transfer and registration?
Transfer and registration in the Deeds Office are attended to by conveyancers. We advise on and negotiate the transaction and coordinate with the conveyancers so that the process runs smoothly.
Technically sound. Commercially minded.
Advice that begins with technical precision and extends to the commercial and strategic judgement that founders, owners and executives rely on.