We are looking for an experienced, pragmatic and commercial attorney to join our growing legal team as a Corporate Counsel with specific focus on private fund formation, investment adviser maintenance and private investments. The ideal hire should have significant experience representing and working with exempt reporting private fund managers and/or registered investment advisers with significant private fund activities, organizing syndicates, reviewing and negotiating direct investments into private companies and also HNW/institutional investor relations. This position may be based in New York. Boston, or Houston (but must work around E.S.T. business hours). Republic is a leading FinTech and investment firm focused on expanding access to private investments, and is the home of Republic Labs, a fast-growing private fund adviser with over $150M AUM. To date, Republic Labs has syndicated capital into notable private companies such as Robinhood, EquipmentShare, and Relativity Space as well as smaller high-growth potential startups such as Caraway and Bokksu as well as providing risk capital for SPACs.
The Corporate Counsel will advise and support all aspects of our complex investment fund formation and direct investment in support of the firm’s specialized syndicated funds and investment advisory businesses. A strong working knowledge and experience of private capital markets including fund formation, private offering exemptions, limited partnerships, Investment Advisers Act and Investment Company Act, tax and RIA/ERA compliance matters will be critical for success. . This position will report to Republic’s Legal Department and the Head of Private Capital, providing legal services for the benefit of Republic’s Private Capital division as well as Republic overall on all related legal matters. In addition, Corporate Counsel may also be required serve as the Chief Compliance Officer of any new Registered Investment Advisers that may be formed in the future.
What you'll do:
- Draft, review and negotiate private fund limited partnership agreements and amendments; investment management / advisory agreements; private placement memoranda; subscription documents; side letters; placement agent agreements; administration agreements; depositary agreements; as well as, the structuring of funds and other investment vehicles for the separate account clients.
- Familiarity with syndicates and managed accounts.
- Ensure compliance with all applicable securities and tax laws and regulations, regarding specialized fund offerings.
- Understanding tax sensitivities of various investor classes is a plus.
- Collaboratively coordinate with internal key stakeholders across the firm.
- Oversee fund’s investment or LP negotiations and closings, as well as handle limited partner transfers.
- Handle and coordinate US regulatory filings and applications.
- Manage efficiently the use and costs of fund formation and finance outside counsel.
- Advise on new product development in US and non-US jurisdictions.
- Resolve general solicitation and allocation issues.
- Review and negotiate external fund auditor engagement letters.
- Train and develop paralegals and administrative staff.
- Other projects and tasks as they arise from time to time.
Our ideal candidate:
- Juris Doctorate from an accredited U.S. law school and licensed to practice in at least one state
- 4+ years of experience at a reputable law firm or investment funds with significant private equity fund formation and private investments, with strong familiarity of capital markets and securities law.
- Exhibits sound practical judgment with a client-service and commercial orientation
- Strong interpersonal skills and a positive work ethic and able to be flexible to deliver under higher pressure and tight deadlines
- Proven analytical and organizational skills with the ability to handle projects from inception to conclusion; subject matter expert with quality decision-making; and, fostering a collaborative team environment
- Communicate complex ideas in an understandable manner with all levels of Republic’s operations.
