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Banking, Venture Capital & Finance

Finance

Navigating Finance Solutions for Public and Private Companies

Salerno Law provides expert legal advice on banking, financing structures including securities, disputes, investigations, and regulatory challenges.

Our team of experienced finance lawyers offers comprehensive advice across all aspects of banking and financial services. This includes financial transactions, securities regulations, lending agreements, financing arrangements, and debt restructuring. We specialize in complex funding solutions, such as structured finance for property development and PPSR structuring.

Additionally, we advise on corporate mergers and acquisitions, shareholder agreements, joint ventures, commercial transactions, business sales, commercial leasing, and software service agreements.

How we can help

At Salerno Law, we deliver legal solutions that keep pace with a fast-changing world. Our experienced legal team combines deep expertise with a practical, client-first mindset to deliver timely, accurate, and commercially-focused outcomes. With a presence across Australia and internationally, we offer seamless support no matter where our clients operate. By leveraging modern technology and a commitment to clear communication, we provide efficient, cost-effective legal services that never compromise on quality or results.

Debt Recovery

Our banking and finance lawyers provide comprehensive support for lenders and financial institutions seeking to recover debts efficiently and effectively. We...

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Lending Agreements

Our team specializes in drafting, reviewing, and negotiating comprehensive lending documentation that underpins all types of financing...

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Securities & Collateral

Securing loans with appropriate collateral is fundamental to mitigating lender risk, and our lawyers bring deep expertise in preparing, perfecting...

Read More

Regulation & Compliance

Navigating Australia’s rigorous regulatory landscape is critical for financial institutions and lenders operating in the banking and finance sector. Our legal...

Read More

Debt Restructuring & Insolvency

When financial distress arises, our banking and finance lawyers provide crucial advice and support to creditors and debtors in navigating debt...

Read More

Guarantees

Guarantees provide lenders with additional security and risk mitigation by involving third parties who agree to assume liability if the primary borrower...

Read More

Our Experience

  • Acted in the establishment of a complex financing structure for development of the Mt Carbine Tungsten project.
  • Acted in numerous financing arrangements for development of property developments throughout Australia.
  • Acting under instructions for Kroll Pty Ltd who were appointed voluntary administrators of the company who were involved in both Forex and Cryptocurrency trading both domestically and internationally. Assisting through the voluntary administration and thereafter during the DOCA phase.
  • Advising and assisting in relation to AFSL requirements for a cryptocurrency exchange operating in Australia.
  • Acting for a group of investors in a class action against the owners and operators of the Qoin cryptocurrency token. Commencing the first cryptocurrency class action in Australia with these proceedings being brought in the Federal Court.

Finance FAQs

Options include issuing statutory demands, commencing winding-up or bankruptcy proceedings, enforcing security interests via foreclosure or receivership, and negotiating voluntary repayment or settlement agreements.

 

Lenders can enforce security by appointing receivers, selling secured assets, or seeking court orders to recover the debt, provided security documents are properly drafted and registered.

Important clauses include covenants, conditions precedent, events of default, remedies, representations and warranties, pricing terms, and dispute-resolution mechanisms.

 

Bilateral loans involve one lender and one borrower with simpler agreements, whereas syndicated loans include multiple lenders with complex inter-creditor arrangements and shared obligations.

Common securities include mortgages over real property, fixed or floating charges, pledges of shares or other assets, and security interests registered on the Personal Property Securities Register (PPSR).

 

Registration perfects the security interest, giving the lender priority over unsecured creditors and other secured parties and enabling enforcement rights if the borrower defaults.

Obligations include obtaining and maintaining an Australian Financial Services Licence (AFSL), complying with disclosure and conduct rules, reporting financial information, and ensuring responsible-lending practices.

Options include renegotiating loan terms, refinancing, voluntary arrangements such as deeds of company arrangement (DOCA), voluntary administration, or liquidation.

 

Insolvency limits creditor enforcement actions and prioritises repayments according to statutory ranking; secured creditors generally have priority over unsecured creditors in recoveries.

Guarantors assume liability if the borrower defaults, potentially exposing personal or corporate assets. Risks can be managed through clear drafting, limiting the guarantee’s scope, including release conditions, and providing independent advice to guarantors on their obligations.

 
 
 

Our Insights

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Debt Recovery

Our banking and finance lawyers provide comprehensive support for lenders and financial institutions seeking to recover debts efficiently and effectively. We understand the critical importance of timely recovery to maintain cash flow and reduce credit risk.

Our team advises on a full range of enforcement options, including issuing statutory demands, initiating winding-up or bankruptcy proceedings, and enforcing security interests through court applications or private sales. We carefully assess the merits of each recovery approach, balancing cost, timing, and likelihood of success to develop tailored strategies that maximize recovery outcomes.

Our lawyers also handle negotiation with debtors to secure voluntary repayment plans or settlements where appropriate, helping to avoid protracted litigation. For secured lenders, we provide expertise in enforcing collateral, including foreclosure and receivership processes.

Throughout, we ensure all enforcement actions comply with relevant legislation such as the Corporations Act and Personal Property Securities Act (PPSA), and consider client commercial objectives. Whether acting for major banks or non-bank lenders, our pragmatic approach helps clients navigate complex legal and practical issues surrounding debt recovery, safeguarding their financial interests with minimum disruption.

Lending Agreements

Our team specializes in drafting, reviewing, and negotiating comprehensive lending documentation that underpins all types of financing arrangements for banks, non-bank lenders, and borrowers. We cover bilateral and syndicated loan facilities, revolving credit lines, term loans, acquisition finance, and bespoke lending structures tailored to sector-specific needs.

Our lawyers meticulously draft key contractual provisions, including representations and warranties, covenants, conditions precedent, events of default, and remedies, to provide clarity and allocate risk effectively between parties.

We ensure documentation aligns with regulatory frameworks and reflects market standards, facilitating smooth deal execution. Our expertise extends to complex transactions involving multiple jurisdictions and cross-border financing. We also advise borrowers on negotiating favorable terms and protecting their interests while maintaining lender confidence.

By balancing commercial objectives with robust legal safeguards, our legal team helps clients secure funding on clear, enforceable, and market-aligned terms, reducing uncertainty and enhancing transaction certainty.

Securities and Collateral

Securing loans with appropriate collateral is fundamental to mitigating lender risk, and our lawyers bring deep expertise in preparing, perfecting, and enforcing security interests across a broad range of asset types.

We draft mortgages, charges, fixed and floating charges over real and personal property, and register security interests under the Personal Property Securities Register (PPSR) to ensure priority and enforceability.

Our team advises on structuring security packages that cover key assets such as land, plant and equipment, inventory, accounts receivable, intellectual property, and shares in companies. We also assist with identifying and resolving priority disputes among competing secured parties and coordinate enforcement strategies, including receivership and foreclosure processes.

Our knowledge extends to complex, multi-jurisdictional collateral arrangements for cross-border financings. By rigorously managing security documentation and registrations, we help lenders protect their interests and improve recovery prospects in the event of borrower default, enhancing overall transaction security.

Regulation and Compliance

Navigating Australia’s rigorous regulatory landscape is critical for financial institutions and lenders operating in the banking and finance sector. Our legal team provides expert guidance on compliance with the Australian Securities and Investments Commission (ASIC) requirements, ASX listing rules for publicly listed entities, and obligations under the Corporations Act and Financial Services Reform Act.

We advise on obtaining and maintaining Australian Financial Services Licenses (AFSL), disclosure and continuous reporting duties, financial product governance, and conduct and responsible lending obligations.

Our lawyers assist clients in implementing effective compliance programs, internal controls, and risk management frameworks that align with regulatory expectations. We also represent clients in interactions with regulators, including responding to inquiries, audits, and enforcement actions, aiming to minimize regulatory risk and reputational damage.

By staying abreast of legislative and policy developments, we proactively counsel clients on adapting to evolving requirements, ensuring ongoing compliance, operational integrity, and market confidence.

Debt Restructuring and Insolvency

When financial distress arises, our banking and finance lawyers provide crucial advice and support to creditors and debtors in navigating debt restructuring and insolvency processes. We assist clients in renegotiating loan terms, pursuing refinancing, and structuring workouts to preserve business value and optimize recoveries.

Our team is experienced in formal insolvency procedures such as deeds of company arrangement (DOCA), voluntary administration, receivership, and liquidation. We advise creditors on their rights and strategies to enforce claims while safeguarding their position in insolvency distributions.

For debtors, we focus on restructuring options that enable business turnaround, maintaining critical financing and operational continuity. Our lawyers coordinate with insolvency practitioners, regulators, and other stakeholders to manage the complex legal, commercial, and regulatory issues involved.

Whether facilitating consensual arrangements or managing contentious insolvency disputes, we strive to deliver pragmatic solutions that balance creditor recoveries with business viability.

Guarantees

Guarantees provide lenders with additional security and risk mitigation by involving third parties who agree to assume liability if the primary borrower defaults. Our legal team drafts, reviews, and negotiates guarantee agreements that are legally enforceable and tailored to the specifics of each financing arrangement.

We carefully consider the scope of guarantor obligations, including primary and secondary liability, limits on liability, and indemnity provisions, ensuring clarity on the nature and extent of the guarantor’s commitment.

Our lawyers also address enforceability issues, such as consideration, capacity, and consent, to prevent challenges to guarantee validity. We advise on release or discharge mechanisms, including conditions for termination or novation of guarantees, protecting lenders’ security interests over time.

Whether drafting corporate group guarantees for related entities or personal guarantees from directors or shareholders, our services ensure guarantees provide robust, clear, and commercially effective credit support aligned with lender risk profiles.

Litigation and dispute resolution

Litigation within the agribusiness sector refers to legal disputes and court actions that arise in connection with agricultural operations. These cases often require in-depth understanding of both the legal system and the unique regulatory landscape of agriculture. Our firm has extensive experience with the full gamut of legal disputes such as:

The key areas that we can assist with include:

  • Contractual Issues: Disagreements often arise from contracts involving supply chains, land leases, share farming, agistment arrangements, partnerships, joint ventures, and various other commercial agreements typical in the agricultural industry.
  • Land Access and Compensation: Conflicts may occur over access to land for activities like mining, gas exploration, or infrastructure development, often involving compensation claims for landowners.
  • Workplace Disputes: Litigation may stem from matters such as wrongful termination, employment agreement breaches, or occupational health and safety concerns on farms or in agribusiness operations.
  • Environmental and Biosecurity: Disputes may be triggered by non-compliance with environmental regulations, pollution events, water contamination, animal and plant health including pest and disease control measures or debates surrounding water usage and rights.
  • Intellectual Property Rights: Conflicts might arise over ownership or use of agricultural intellectual property such as plant variety rights, trademarks, and other proprietary innovations.
  • Farm Succession and Inheritance: Disputes over the division of farming assets, family trusts, or the interpretation of wills often lead to litigation in the context of generational farm transfers.

Rural property acquisitions and sales

The purchase or sale of rural land involves a broad spectrum of legal considerations that require careful attention. Key issues often include legal access to the property, the existence of easements, water rights and entitlements, land zoning regulations, potential land contamination, and the impact of native title, mining interests, and cultural heritage protections. It is also essential to assess the tax implications of the transaction, particularly in relation to Goods and Services Tax (GST) and Capital Gains Tax (CGT).

Salerno Law has extensive experience navigating the complexities of rural property matters at local, national, and international levels. We provide comprehensive support throughout the entire transaction process—from initial due diligence and review of contractual documentation to stakeholder engagement and final settlement. Our goal is to ensure that every legal aspect is addressed thoroughly and efficiently, safeguarding your interests every step of the way.

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Acquisition and leveraged finance

Opportunities in a tightening market

Borrowers and lenders face increasing pressure as leveraged finance markets tighten in the face of higher interest rates, inflation and geopolitical uncertainty. To explore new opportunities at the outset of any deal, market participants require the support of experienced, detail-oriented advisers who understand the competitive and potentially complex nature of this sector.

Expert advisers with an innovative approach

Ashurst’s global leveraged finance team advises major financial institutions, private equity houses, alternative asset managers, mezzanine financiers and corporations. Leveraged finance is a core area of expertise for Ashurst. Our team has institutional knowledge across sponsors, credit funds and banks, which means we can streamline the process for you. We have experience in the full range of leveraged.