Commercial Property Refinancing & Security Solicitors

Commercial Property Refinancing & Security Solicitors

Refinancing commercial property can release capital, replace existing borrowing, fund further investment or reorganise the financing of an established property portfolio.

However, refinancing is not simply a matter of replacing one loan with another.

The incoming lender will usually require satisfactory security over the property. Existing finance may need to be redeemed. Title, leases and property rights may need to be reviewed. Corporate borrowers can require additional security documentation and registration.

At Knights & Shah Solicitors, we advise commercial property owners, investors, landlords, developers and businesses on the property aspects of refinancing and secured lending.

Our work can include:

• Commercial property refinancing
• Investment property refinancing
• Portfolio refinancing
• Replacement lending
• Legal charges
• Existing charge redemption
• Additional security
• Debentures
• Corporate guarantees
• Priority arrangements
• Title investigation
• Lease review
• Lender requirements
• Conditions precedent
• Companies House registration
• HM Land Registry registration

Our focus is on identifying issues early and coordinating the property and security requirements necessary to complete the refinance.

What Is Commercial Property Refinancing?

Commercial property refinancing involves replacing, restructuring or increasing finance secured against commercial property.

An owner may refinance to:

Replace an existing lender

Obtain different borrowing terms

Release equity

Raise additional capital

Fund another acquisition

Finance improvements

Support business expansion

Consolidate borrowing

Restructure a portfolio

Reorganise group finance

The property may be:

Owner-occupied

Let to commercial tenants

Held as an investment

Part of a wider portfolio

Owned through an SPV

Held by a trading company

The legal requirements will depend upon the property, borrower, existing security and incoming lender.

Refinancing an Existing Commercial Property

Where finance is already secured against the property, the existing lender's position needs to be dealt with.

The transaction may involve:

Obtaining a redemption statement.

Reviewing the existing registered charge.

Satisfying the incoming lender's requirements.

Redeeming the existing loan on completion.

Putting the new lender's security in place.

Dealing with post-completion registration.

HM Land Registry's current guidance provides for registered charges to be discharged through prescribed or electronic processes. Its Practice Guide 31 was updated in June 2026.

Timing is important where completion of the new loan depends upon simultaneous repayment of existing finance.

Legal Charges Over Commercial Property

A lender commonly requires a legal charge over the property being financed.

The charge provides security for the borrower's obligations under the lending arrangements.

HM Land Registry's Practice Guide 29, updated in August 2026, deals with registration of legal charges and variations of registered charges.

Depending upon the lender, the charge may be:

The lender's standard form

A separately negotiated security document

Another appropriate form satisfying registration requirements

Where a lender does not use its own standard form, HM Land Registry provides form CH1 for creating a legal charge over a registered estate.

The precise security package will depend upon the transaction.

Refinancing Investment Property

Refinancing a let commercial property requires consideration of both the title and occupational arrangements.

The lender may require information about:

Current tenants

Lease terms

Rent

Rent review provisions

Break clauses

Lease expiry

Security of tenure

Rent deposits

Guarantees

Side letters

Concessions

Arrears where relevant

This information can be important because rental income and the quality of occupational leases may form part of the lender's assessment of the property.

A defective or undocumented lease arrangement can therefore become a refinancing issue.

Reviewing Commercial Leases

Where the property is let, the lender may require leases to be reviewed.

Relevant issues can include:

• Length of lease
• Rent provisions
• Break rights
• Repair obligations
• Insurance
• Assignment
• Underletting
• Alterations
• Permitted use
• Security of tenure
• Landlord obligations

The lender's requirements will depend upon the nature of the loan and property.

Where lease issues are identified, they may need to be resolved or reported before funds are released.

Our Commercial Leases section is:

https://knightsshahsolicitors.com/commercial-property/commercial-leases/

Title Investigation

An incoming lender needs to understand the title being offered as security.

Title investigation may involve reviewing:

Registered proprietor

Title class

Property extent

Charges

Restrictions

Easements

Rights of way

Restrictive covenants

Leases

Other registered interests

The objective is to identify matters that could affect the lender's security or the property's use and value.

Title issues discovered late can delay refinancing, particularly where a third party must be involved to resolve them.

Access and Easements

Commercial property may depend upon legal rights for:

Access

Parking

Drainage

Electricity

Water

Telecommunications

Maintenance

A lender may require confirmation that the property has sufficient rights for its current use.

For example, a valuable commercial building with uncertain legal access may create a material security concern.

Where easements or development rights require detailed consideration, see:

https://knightsshahsolicitors.com/commercial-property/property-development/rights-to-light-easements-wayleaves/

Restrictive Covenants

A commercial title may contain restrictive covenants affecting:

Use

Development

Alterations

Construction

Business activities

The relevance of a covenant depends upon the property and transaction.

Where a restriction could materially affect use or value, it may need further investigation before refinancing proceeds.

Potential responses can depend upon the circumstances and may include clarification, release, variation or other appropriate solutions.

Property Searches

Depending upon the transaction and lender requirements, refinancing may involve property searches.

These can include:

• Local authority
• Drainage and water
• Environmental
• Other specialist searches

In some circumstances, a lender may accept appropriate search insurance rather than fresh searches, but that depends upon its requirements.

The lender's instructions should therefore be established at the beginning of the transaction.

Planning and Building Documentation

A lender may require information relating to the lawful use and development of the property.

Depending upon the property, relevant documentation might include:

• Planning permissions
• Building regulations documentation
• Listed building matters

Development documentation

Other property approvals

The extent of investigation depends upon the lender's instructions and the nature of the property.

Missing documentation should be identified early enough for an appropriate solution to be considered.

Existing Charges

Before refinancing, the title should be checked for existing security.

There may be:

A first legal charge

Further charges

Restrictions

Other security interests

Where the incoming lender expects first-ranking security, existing charges will ordinarily need to be discharged or otherwise dealt with in accordance with the agreed financing structure.

This is particularly important where several lenders or secured creditors are involved.

Redeeming the Existing Lender

Where refinancing replaces an existing facility, the current lender will normally provide a redemption statement.

This identifies the amount required to repay the secured borrowing at the relevant completion date.

On completion, funds may be applied towards:

Existing lender redemption

Transaction costs

Other agreed payments

The old charge then needs to be discharged from the registered title.

HM Land Registry currently recognises electronic methods as well as the relevant prescribed forms for discharge.

Refinancing With the Same Lender

Not every refinance involves changing lender.

An existing lender may:

Extend a facility

Increase borrowing

Vary repayment terms

Take additional security

Release some existing security

Amend the existing charge

The legal work will depend upon what is changing.

HM Land Registry's current Practice Guide 29 also deals with deeds varying the terms of registered charges.

Additional Security

Commercial lenders may require security beyond a legal charge over the property.

Depending upon the borrower and transaction, the security package might include:

• Debenture
• Corporate guarantee
• Personal guarantee
• Share security
• Assignment of relevant rights
• Other contractual security

Not every refinance requires every form of security.

The facility and security documentation should be reviewed to establish precisely what the lender requires.

Debentures

A corporate lender may require a debenture alongside a property charge.

A debenture can provide security over categories of company assets beyond the particular property.

Its scope depends upon its terms.

Where a company is providing security, property and corporate registration requirements need to be coordinated carefully.

Corporate Guarantees

Where borrowing is undertaken within a group structure, the lender may request a guarantee from:

Parent company

Group company

Other connected entity

The guarantor should understand the nature and extent of the obligations being assumed.

Corporate approvals and authority may also need to be considered.

Personal Guarantees

A lender may request personal guarantees from directors, shareholders or other individuals.

A personal guarantee can create obligations separate from the property security itself.

The guarantor may therefore need independent legal advice depending upon the circumstances and lender requirements.

The existence of valuable property security should not be assumed to make a guarantee insignificant.

Companies House Registration

Where a UK company or LLP creates qualifying security, Companies House registration can be critical.

Current Companies House guidance states that details of a charge should generally be delivered for registration within 21 days beginning the day after the charge is created. Late registration normally requires a court order.

This deadline makes post-completion security registration time-sensitive.

Where both Companies House and HM Land Registry registration are required, the two processes need to be handled appropriately.

HM Land Registry Registration

A legal charge over registered land will generally require registration at HM Land Registry.

HM Land Registry's current guidance sets out the requirements for registration of legal charges and deeds varying registered charges.

Depending upon the transaction, post-completion work can include:

• Registration of new legal charge
• Discharge of previous charge
• Registration of restrictions
• Other associated applications

Correct registration protects the lender's security position.

Priority

Priority can be important where several interests affect a property.

A refinancing transaction may involve:

Existing lender

Incoming lender

Second lender

Other secured creditor

Where more than one security interest remains, the parties may need to agree their relative priority.

This may involve:

Priority agreement

Deed of priority

Intercreditor arrangements

The documentation depends upon the financing structure.

Second Charges

A property owner may seek additional finance without redeeming the existing first charge.

The new lender may therefore take a second-ranking charge.

This can require consideration of:

Existing finance documents

First lender consent

Restrictions on additional borrowing

Priority

Intercreditor arrangements

Land Registry requirements

The borrower should not assume that owning sufficient equity automatically permits additional security to be granted.

Portfolio Refinancing

Refinancing several commercial properties together can be more complex than refinancing a single asset.

A portfolio transaction may involve:

Multiple titles

Different occupational leases

Several property-owning companies

Existing charges

Cross-collateralisation

New legal charges

Debentures

Guarantees

Corporate approvals

The properties may also have different title issues or lease structures.

A coordinated legal approach is therefore important.

Refinancing Property Held Through SPVs

Commercial property is frequently held through special purpose vehicles.

A refinance may therefore involve:

Property-owning SPV

Parent company

Group guarantees

Debenture

Legal charge

Share security

Corporate approvals

The property and corporate security documents need to work together.

Where specialist corporate advice is required, this should be coordinated with the appropriate adviser.

Releasing Equity From Commercial Property

An owner may refinance an asset to release equity rather than fund its acquisition.

Released funds might be used for:

Further acquisitions

Development

Business investment

Portfolio expansion

Other commercial purposes

From a property perspective, the lender will still require appropriate due diligence and security.

The fact that the borrower already owns the property does not eliminate the need for title investigation.

Refinancing to Fund Another Acquisition

An investor may use equity in an existing asset to help finance another purchase.

This can create two linked transactions:

Refinancing the existing property.

Acquiring the new property.

Completion timing becomes particularly important where funds from the refinance are required for the acquisition.

The legal teams, lender and other parties should therefore understand the intended transaction timetable from the outset.

Refinancing Before Development

An owner may refinance a property before:

Redevelopment

Extension

Refurbishment

Change of use

The lender may need to understand the proposed works and whether they affect the value or title.

Development finance may involve additional requirements beyond a straightforward refinance.

Our dedicated Property Development section is:

https://knightsshahsolicitors.com/commercial-property/property-development/

Refinancing and Property Structuring

A refinance can coincide with changes to property ownership.

For example, a client may be considering:

Transfer to an SPV

Group reorganisation

Joint venture

Change in ownership structure

These changes can have significant legal, finance and tax consequences.

They should therefore be considered before the lending structure becomes fixed.

Our dedicated service is:

https://knightsshahsolicitors.com/commercial-property/property-management-advisory/property-structuring/

Refinancing and SDLT or VAT

A straightforward refinance without a property transfer is different from a transaction that also involves transferring or restructuring ownership.

Where property is being moved between entities, potential tax issues can arise.

These may include:

• Stamp Duty Land Tax
• VAT
• Other tax consequences

Tax advice should therefore be obtained where restructuring accompanies the refinance.

Our dedicated Commercial Property Tax service is:

https://knightsshahsolicitors.com/commercial-property/property-management-advisory/commercial-property-tax-sdlt-vat/

Lender Due Diligence

The lender's solicitor may require information concerning:

Title

Searches

Leases

Planning

Insurance

Property rights

Existing security

Corporate borrower

Other transaction-specific matters

The precise requirements differ between lenders and transactions.

Responding promptly and accurately to lender requirements can help prevent avoidable completion delays.

Conditions Precedent

Commercial lending facilities frequently contain conditions that must be satisfied before funds are made available.

Property-related conditions may include:

• Satisfactory title
• Completed security
• Searches
• Valuation
• Insurance
• Existing lender redemption

Corporate approvals

Other required documentation

The facility documentation should be reviewed early so the parties know what is required before drawdown.

Lender Valuation and Legal Due Diligence

A lender's valuation and its legal due diligence serve different purposes.

A valuation addresses the property's value from the valuer's perspective.

Legal due diligence considers matters such as:

• Ownership
• Rights
• Restrictions
• Charges
• Leases
• Other title issues

A satisfactory valuation does not automatically mean the legal title is satisfactory.

Both processes may therefore be required.

Common Refinancing Problems

Commercial property refinancing can be delayed by:

Existing charges not properly discharged

Title restrictions

Missing access rights

Unregistered leases

Lease defects

Missing consents

Restrictive covenants

Historic Land Registry issues

Incomplete corporate records

Lender conditions not satisfied

Late security registration

Missing property documentation

Many of these problems are easier to address when identified early.

Preparing for a Commercial Property Refinance

Before the legal process begins, it can help to gather:

Property title information

Existing facility details

Existing charge information

Occupational leases

Licences and variations

Planning documentation

Relevant property searches

Insurance details

Company information

Details of proposed new finance

Where several properties are involved, a clear schedule of the assets can also help coordinate the transaction.

The Commercial Property Refinancing Process

1. Review the Proposed Finance

We establish the property, borrower, lender and intended security structure.

2. Review Existing Finance

Existing charges and redemption requirements are identified.

3. Investigate Title

The property title and relevant rights, restrictions and interests are reviewed.

4. Review Occupational Leases

Where the property is let, relevant leases and associated documents are considered.

5. Deal With Searches and Enquiries

Any searches and lender enquiries required for the transaction are addressed.

6. Review Security Documentation

The legal charge and other relevant security documents are considered.

7. Satisfy Lender Requirements

Outstanding conditions and property requirements are dealt with.

8. Prepare for Completion

Redemption figures, funds and completion arrangements are coordinated.

9. Complete

Existing finance is redeemed and the new facility is put in place.

10. Register Security

Relevant Companies House and HM Land Registry requirements are completed.

Commercial Property Finance or Refinancing?

Knights & Shah Solicitors has separate pages because the client intent is different.

Our Commercial Property Finance service focuses primarily on financing connected with:

Acquisitions

Investment purchases

Development

New lending transactions

https://knightsshahsolicitors.com/commercial-property/transactions/commercial-property-finance/

This Property Refinancing & Security page focuses on:

Existing property

Replacement lending

Equity release

Existing charge redemption

Refinancing portfolios

New security over established assets

Security restructuring

Keeping those services distinct provides clearer information for clients and avoids unnecessary duplication.

How Knights & Shah Solicitors Can Help

We can advise on:

• Commercial property refinancing
• Investment property refinancing
• Portfolio refinancing
• Replacement lending
• Equity release transactions
• Existing charge redemption
• Legal charges
• Security documentation
• Debentures
• Corporate guarantees
• Property title investigation
• Commercial lease review
• Lender requirements
• Conditions precedent
• Priority arrangements
• Companies House security registration
• HM Land Registry registration

We can also coordinate the property aspects of refinancing with accountants, lenders, brokers, valuers and other professional advisers where appropriate.

Why Choose Knights & Shah Solicitors?

Commercial Property Focus

We understand how title, leases, property rights and security requirements interact in commercial refinancing.

Investment Property Experience

Refinancing let property requires an understanding of both the underlying title and occupational leases.

Portfolio Support

We can assist with transactions involving individual commercial assets or multiple properties.

Joined-Up Property Advice

Refinancing can be coordinated with property structuring, portfolio management, development and future acquisitions.

Focus on Completion

We identify title, lease and security issues capable of delaying lender drawdown and work to address them as early as possible.

Based in Woking, Serving England

Knights & Shah Solicitors is based in Woking, Surrey and advises commercial property owners, investors and businesses across England.

Speak to Our Commercial Property Refinancing Solicitors

Whether you are replacing an existing lender, refinancing an investment property, releasing equity, restructuring security or refinancing a commercial property portfolio, careful legal coordination can help protect the transaction and avoid unnecessary delays.

Knights & Shah Solicitors advises on commercial property refinancing from initial title and security review through lender requirements, completion and registration.

Contact our Commercial Property team to discuss your refinancing or secured property transaction.