Tell us about your practice and the types of finance matters you generally handle.
My practice focuses on commercial finance, particularly fund financing transactions, including subscription or capital call lines and management fee lines, and private client lending. I regularly represent leading financial institutions in structuring and negotiating complex deals, with additional experience in workouts, restructurings and private placements.
What are some of the key trends shaping fund finance and private client finance today?
The biggest drivers right now are tax policy proposals, tariffs
and regulatory changes, both domestic and international. These
directly impact how both private equity funds and ultra high net
worth individuals manage assets and, by extension, how lenders
assess loan risk.
Proposed changes to the U.S. tax code, international tariffs and
evolving asset treatment rules are influencing how private equity
funds are deploying capital and how ultra high net worth
individuals manage their wealth. These clients are highly attuned
to how policy shifts might affect their portfolios, and lenders are
adjusting risk models in response.
Legal advisers need to stay current on developments out of
Washington and abroad to help structure loans that account for
potential exposure. The regulatory environment is now a key factor
in both loan structuring and long-term risk planning.
What challenges arise when identifying appropriate collateral for private client loans?
The main challenge is that these loans often rely on
nontraditional assets, including art, aircraft, real estate or
equity in private companies. Each comes with different valuation,
liquidity and enforcement concerns.
Our job is to ensure the collateral is legally enforceable,
properly documented and aligned with lender expectations. That
includes reviewing title, ownership structure and any legal
limitations on transfer or pledge. The goal is to protect the
lender while accommodating the client's asset mix.
What trends are emerging in the legal structuring of private wealth, and how are client expectations or behaviors driving those changes?
Structures are getting more complex. Clients are using trusts,
special purpose vehicles and layered partnerships to manage tax
exposure or protect assets. That adds work on the legal side,
especially when mapping out how all the entities
interconnect.
We often walk clients through the full underwriting process. That
includes reviewing structure charts, identifying repayment sources,
such as operating company cash flow or asset sale proceeds, and
making sure the loan documents reflect that setup clearly.
As clients structure their businesses in more customized ways, we
tailor the legal approach to match. Expectations around flexibility
and privacy also influence how these deals come together.
What legal considerations should clients keep in mind when structuring complex lending arrangements?
Cross-border issues and entity-level authorization are two of
the most common legal challenges in private client lending.
For cross-border deals, clients may be based outside the U.S. or
hold significant assets overseas. In these cases, lenders need to
know whether the loan documents are enforceable under foreign law,
whether any local regulatory or withholding tax issues apply, and
whether judgments can be enforced in that jurisdiction. This often
requires coordinating with foreign counsel to vet the structure and
documentation.
On the entity side, clients frequently borrow through trusts,
partnerships or holding companies. Legal counsel must confirm that
these entities have the authority to borrow, pledge assets or
guarantee obligations. For example, a trust agreement must be
reviewed to ensure the trustee has the legal power to enter into a
loan and pledge trust assets.
We also examine ownership records, control provisions and any
limitations under governing documents that might affect the
enforceability of a deal. Without this level of diligence, lenders
risk relying on collateral or guarantees that may not be legally
valid.
Looking ahead, what developments do you see on the horizon for private client finance?
We're seeing growth in the return of deal activity and the
increasing relevance of digital assets in wealth portfolios.
After a period of caution tied to political and market uncertainty,
we're seeing a renewed appetite for private client lending.
Banks are becoming more comfortable with booking new deals, and
ultra high net worth clients are actively looking for liquidity
strategies. For lenders, this means relationship-based lending will
continue to be a critical business—and it's essential to
have sophisticated legal counsel who understands the sensitivities
involved.
At the same time, digital assets such as crypto and stablecoins are
gaining traction among ultra high net worth individuals. While most
traditional lenders have been hesitant to accept crypto as
collateral, that stance is starting to soften, particularly as
federal guidance evolves. We're beginning to see more creative
structures that involve or reference digital assets, even if not
used as direct collateral.
At Loeb, we understand the unique dynamics of private client
lending. We regularly advise lenders on complex, sensitive,
high-value loans and help them navigate everything from asset
evaluation to structuring and enforcement. This is a highly
specialized space, and our experience allows us to guide clients
with confidence, precision and practical insight.
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.
