BarbriSFCourseDetails
  • videocam Live Webinar with Live Q&A
  • calendar_month March 17, 2026 @ 1:00 p.m. ET./10:00 a.m. PT
  • signal_cellular_alt Intermediate
  • card_travel Real Property - Finance
  • schedule 90 minutes

Local Counsel Opinions in Real Estate Finance Transactions: Due Diligence, Ethical Considerations, Minimizing Risks

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Discount expires 1/28/26

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CLE
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About the Course

Introduction

This CLE course will provide practitioners with tools for drafting local counsel opinions for real estate finance transactions, referencing recently published opinion reports. The panel will also discuss ethical considerations and liability risks associated with rendering local counsel opinions and best practices for reducing such risks.

Description

Commercial real estate loan transactions are usually conditioned upon opinions of counsel. Lenders will often require lead counsel and local counsel opinions when, for example, the lead counsel's license is from a different state than the situs of the property subject to the mortgage loan.

Local counsel rendering an opinion must understand and define with lead counsel and the client, as appropriate, the local counsel's role in the transaction and the areas for which local counsel is specifically responsible. Local counsel must also render an opinion that accurately reflects local state law and is in a format consistent with lender requirements (as negotiated) and customary opinion practice.

Listen as our authoritative panel explains best practices when drafting local counsel opinion letters for commercial real estate finance transactions.

Presented By

Anthony D. Todero
Shareholder
Winthrop & Weinstine

Mr. Todero represents global, national, regional, and community banks, life insurance companies, and other institutional lenders in a variety of financial transactions, including commercial real estate and other asset-based lending, public and private finance on bond transactions, C&I loans, syndicated and club credits, loan participations, and senior and mezzanine financing. He also has significant experience representing borrowers, helping to negotiate loan transactions to fit the client’s business needs and aspirations.


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Credit Information

  • This 90-minute webinar is eligible in most states for 1.5 CLE credits.


  • Live Online


    On Demand

Date + Time

  • event

    Tuesday, March 17, 2026

  • schedule

    1:00 p.m. ET./10:00 a.m. PT

I. Defining the scope of the engagement of local counsel

II. Document review and due diligence, including ethical considerations relating to recommended changes to the draft loan documents under the law of the opinion jurisdiction

III. Substantive opinion issues

A. Opinion requests: entity opinions, usury and enforceability opinions, choice of law opinions, non-contravention and no violation of applicable law opinions, no litigation opinions

B. Assumptions, qualifications, and exceptions

C. Reliance wording

IV. The relevance of "customary practice" and published opinion reports, in particular, the ABA/American College of Real Estate Lawyers/American College of Mortgage Attorneys Real Estate Financing Opinion Report and Local Counsel Opinion Supplement

V. Theories of opinion-giver: liability and best practices for minimizing liability risk

The panel will review these and other critical issues:

  • What are the roles and responsibilities of the local and lead counsel in providing their respective opinions?
  • What guidance do published opinion reports provide about local counsel opinions?
  • What are the crucial due diligence steps for counsel preparing commercial real estate finance opinion letters to minimize risks and liabilities?