please see attached files

Today I took initial instructions from Harry Sphinx (Sphinx), on behalf of HM Investment Pty Ltd and I promised him detailed legal advice as soon as possible. Sphinx runs his own investment advisory company with an old friend Maurie Scrubles (Scrubles). The company is HM Investment Pty Lid, and it trades as HM Investor Services (HM Co). HM Co is looking to buy shares in Sphinx's wife's company, Four Sea Four Shore Pty Ltd. HM Co has sought finance from Ossie Finance Pty Ltd. The details of the transaction and the parties' relationships and interests are in the attached file note. I would like you to analyse the following issues and present your findings at our next Banking and Finance practice group meeting: 1. The parties' assets and relationships [presented by way of an explanatory diagram]. 2. The ways that the HM Co proposal might be financed by Ossie Finance. 3. What security might be sought by Ossie Finance, including any guarantees and possible issues that might arise with security. 4. What enquiries and searches Ossie Finance will make if finance to HM Co goes ahead, why it will make those enquiries and searches and when it will make them. 5. The legislation that may apply to the proposed finance to HM Co.FILE NOTE NEW FILE HM Investment Pty Ltd proposed loan Harry Sphinx (Sphinx) lives on a small farm outside of Melbourne with his wife, Sarah Shore (Shore). The farm is their primary residence and is unencumbered. It was bought two years ago for $2.2 million. At the time of purchase, Sphinx was a newly discharged bankrupt and the purchase funds came solely from Shore's inheritance from her late father, Sir Stanley Shore. The property is presently registered in Sphinx and Shore's names as joint tenants. Last year, the Sphinx and Shore bought an investment property in suburban Canberra, ACT for $450,000. That property is registered in Sphinx and Shore's names as tenants in common in equal shares. The Canberra property is heavily mortgaged to Ossie Finance Pty Ltd (ABN 12 321 231 220). Sphinx and Shore's net equity in the Canberra property is about $45,000. Sphinx runs an investment advisory company, HM Investment Pty Limited (ABN 99 906 609 660) trading as HM Investor Services (HM Co), with an old friend, Maurie Scrubles. Sphinx and Scrubles are the sole directors and shareholders of HM Co. The business of HM Co was established 18 months ago with a significant client base across Australia and is proving quite successful. Scrubles lives in Melbourne with his wife, Bertha Wilder. Their home, their two investment properties in the wine lands south of Adelaide, and all other assets they own are registered in Bertha's sole name. Nearly a year ago, HM Co bought a luxury penthouse apartment in Sydney, off the plan from a property developer. The off-plan purchase price was $3 million and HM Co has paid a 50% deposit of $1 ,500,000 from its own funds and the duty. NSW Bank will provide the balance of the purchase price on completion for a rst registered mortgage over the apartment. Construction of the apartment is expected to be completed in 3 months or so. Shore runs an on-line business, through the company Four Sea Four Shore Pty Ltd (FSFS) (ABN 33 345 897 503). Shore is a director and shareholder along with two other directors and shareholders, Laura Ishmael and Rana Adana. Each shareholder of FSFS holds one-third of the issued shares in FSFS. FSFS has developed a very successful financial planning app and some top selling computer software to help customers invest and increase their wealth. Laura and Rana wish to sell their shares in FSFS for a total sum of $1,000,000. Sphinx tells us that HM Co is looking to buy both Laura and Rana's shares in FSFS. To do so, HM Co has sought finance from Ossie Finance. HM Co wishes to finance the full purchase price of $1,000,000 with the principal and interest repayable monthly over 48 months. Sphinx says that he and Scrubles are each willing to provide personal guarantees to Ossie Finance in support of the proposed loan. Although Ossie Finance has indicated it may require additional security