Policy on Independent Legal Advice (ILA) for Personal Guarantees

Version: 1.0
Effective from: 22nd of December 2025
Applies to: All lending transactions where Integer Investments Europe Ltd (“Integer”, “we”, “us”) takes a personal guarantee.

1. Purpose and Scope

This policy sets out Integer’s approach to Independent Legal Advice (ILA) in relation to personal guarantees provided to support our loans.

The aims of this policy are to:

• Protect Integer’s position as lender;
• Ensure that guarantors understand the nature and risks of the obligations they assume;
• Reduce the risk of future disputes involving allegations of misrepresentation, undue influence, or lack of understanding;
• Provide consistent guidance to borrowers, guarantors, brokers, and solicitors.

This policy is an internal risk and process framework, not a contract with any third party. Integer may depart from this policy in individual cases where appropriate.

2. General Principle

Where an individual gives a personal guarantee in favour of Integer, our starting point is that they should receive independent legal advice from a solicitor (or other appropriately qualified lawyer) who is independent of Integer.

However, for repeat, experienced guarantors who are familiar with Integer’s standard documentation and with bridging finance, Integer may, in certain circumstances, waive the requirement for ILA, subject to appropriate safeguards and written acknowledgements.

3. When Full Independent Legal Advice is Required

Integer will normally require full ILA (with a signed solicitor’s certificate) in the following circumstances:

1. First-time guarantors
   • The guarantor is providing a personal guarantee to Integer for the first time.
2. Spouses / partners / family members
   • The guarantor is a spouse, partner, or close family member of the borrower or of a director/shareholder of the borrowing company.
3. Non-professional guarantors
   • The guarantor is not a director, shareholder or active controller of the borrowing company; or
   • The guarantor has limited experience with property investment, borrowing, and guarantees.
4. Material exposure
   • The proposed guarantee represents a material exposure relative to the guarantor’s personal financial position (for example, a substantial proportion of their net worth).
5. Risk of undue influence / conflict
   • Integer considers there to be any risk of undue influence, pressure, or conflict of interest (for example, relationship dynamics, business tensions, or other factors that might later be invoked in a challenge).

In these situations, Integer will typically require:

• A full ILA process; and
• A signed Solicitor’s Certificate of Independent Legal Advice in the form supplied by Integer, or in a form agreed between Integer and the guarantor’s solicitor.

4. Repeat Experienced Guarantors – ILA Waiver

Integer has a number of repeat professional borrowers and guarantors (often directors and shareholders of the borrowing company) who regularly provide personal guarantees and are familiar with bridging finance and Integer’s standard guarantee form.

In order to avoid unnecessary cost and duplication for such guarantors, Integer may waive the requirement for fresh ILA on subsequent transactions, subject to the conditions below.

4.1 Criteria for Possible ILA Waiver

Integer may consider waiving ILA for a particular transaction where all of the following apply:

1. Experienced guarantor
   • The guarantor is an experienced property investor and/or a director / shareholder actively involved in the management of the borrowing company.
2. Previous ILA with Integer
   • The guarantor has previously provided a personal guarantee to Integer; and
   • On at least one earlier transaction, the guarantor has obtained independent legal advice on Integer’s standard form of personal guarantee.
3. Standard form guarantee
   • The guarantee on the new transaction uses Integer’s standard form personal guarantee, with only commercial terms varied (e.g. loan amount, date, borrower, property).
4. Exposure and structure appropriate
   • Integer considers, under its internal credit and risk policies, that the aggregate exposure, deal structure and circumstances are appropriate for an ILA waiver (for example, the guarantee is not disproportionately large relative to the guarantor’s profile).
5. Guarantor Risk Acknowledgement signed
   • The guarantor signs a Guarantor Risk Acknowledgement in the form set out in section 5, or in a substantially similar form approved by Integer.

The decision to waive ILA is at Integer’s sole discretion and assessed on a case-by-case basis.

5. Guarantor Risk Acknowledgement

Where Integer agrees to waive ILA under section 4, each guarantor must sign a Guarantor Risk Acknowledgement. A template wording is set out below (to be adapted from time to time as necessary):

Guarantor Risk Acknowledgement
I, [●], acknowledge and confirm that:

• I have previously received independent legal advice on the standard form of personal guarantee used by Integer Investments Europe Ltd.
• I understand the nature and effect of the personal guarantee I am being asked to sign in relation to the facility of £[●] dated [●], including that:
  • if the borrower does not pay any amounts due under the facility when they fall due, Integer Investments Europe Ltd can demand payment of those amounts from me personally;
  • Integer Investments Europe Ltd may take enforcement action against my personal assets, which may include (without limitation) my home, any investment properties, my savings and other assets, and that such enforcement could result in the loss of those assets and, in an extreme case, my bankruptcy or insolvency; and
  • my liability under the guarantee may extend to all interest, fees, charges and enforcement costs payable under the facility, not just the original loan amount.
• I have had the opportunity to take further independent legal advice on this guarantee and the associated documents but have decided whether or not to do so of my own accord. Integer Investments Europe Ltd has not prevented or discouraged me from seeking such advice.
• I am signing this guarantee freely and voluntarily, having regard to my own personal and financial circumstances, and I have not been subjected to undue influence, pressure or misrepresentation by Integer Investments Europe Ltd, the borrower, or any other person.

Signed: _______________________________
Name: _______________________________
Date: _______________________________

Integer may require this acknowledgement to be signed separately from the guarantee and returned to Integer before or at completion.

6. Integer’s Discretion

Even where the criteria in section 4.1 are met, Integer reserves the right to require full ILA in any transaction, including where:

• The guarantee amount or overall exposure is significantly higher than previous transactions;
• The transaction is more complex (e.g. unusual structure, high leverage, multiple security assets);
• Integer has any reason to believe that the guarantor’s personal circumstances have changed (for example, financial stress, relationship breakdown, health issues); or
• Legal, regulatory or risk considerations otherwise make full ILA prudent.

Conversely, the fact that a guarantor has not previously taken ILA does not prevent Integer from accepting a guarantee if Integer considers that appropriate in all the circumstances.

7. Independence of the Advisor (Where ILA is Taken)

Where ILA is required:

• The guarantor’s solicitor must be independent of Integer. Integer does not act for guarantors.
• Integer may, for convenience, suggest firms that are familiar with Integer’s documentation and may offer fixed-fee ILA services, but the guarantor remains free to choose their own advisor.
• The solicitor providing ILA should normally:
  • Meet or speak directly with the guarantor (in person or via video/phone);
  • Explain the nature and effect of the guarantee and any key facility / security documents relevant to the guarantor; and
  • Provide Integer with a signed Certificate of Independent Legal Advice in the agreed form.

Even where ILA is waived under this policy, guarantors are strongly encouraged to seek their own legal advice if they have any doubts or concerns about the guarantee or their obligations.

8. Review of Policy

This policy will be reviewed periodically and may be amended to reflect:

• Changes in law or regulation;
• Developments in case law concerning guarantees and ILA;
• Integer’s evolving risk appetite and portfolio experience.

The latest version will be made available to relevant stakeholders on request.