Legal Counsel - Fund Attorney

Functional Title: Legal Counsel

Reporting To: Principal, New York

Department: Legal Department, Corporate and Investment Management Team

Background Information: Established in 1983, Davidson Kempner is a global institutional investment management firm with more than $37 billion in assets under management.  The firm’s culture is based on a commitment to a collegial environment, global teamwork, and the highest ethical standards.  Davidson Kempner’s legal department is responsible for all firm-wide legal functions. 

Role Description: The Legal Counsel will be responsible for private equity fund, co-investment fund, hedge fund and general corporate matters and will work closely with compliance, investor relations and marketing departments.  There is expected to be a particular focus on bespoke investor products such as co-investment vehicles, side cars, fund of ones, allocator funds, and separately managed accounts.  Candidates must have an interest in and an ability to work under time pressure in a highly organized, thorough, efficient and collaborative manner.  This is an opportunity to join a high performing in-house legal team to operate at a high level in a dynamic and intellectually stimulating environment.

Responsibilities:

• Formation, structuring and maintenance of private equity funds, co-investment funds, hedge funds, managed accounts and management entities.
• Reviewing and drafting fund offering and constitutional documents, side letters, corporate materials, placement agent agreements and service agreements.
• Reviewing marketing materials, investor communications, due diligence questionnaires, RFPs and responses to investor inquiries.
• Advising on compliance with applicable laws, including investment advisory, securities laws, CFTC rules and regulations, Cayman regulations, ERISA rules, ESG regulations, AIFMD rules and other non-U.S. marketing regulations.
• Working closely with compliance, marketing, investor relations, accounting, tax, treasury and operations departments.
• In conjunction with the legal transactional team, analyzing investment issues and implementing investment structures.
• In conjunction with the compliance team, assisting in analyzing conflicts and reviewing regulatory filings.
• Reviewing and negotiating confidentiality agreements, bank platform distribution agreements, capital introduction agreements and other miscellaneous contracts.
• General corporate counsel duties, including governance and operation of entities controlled by the Firm.
• Assisting in a variety of other day-to-day matters faced by in-house counsel to a growing, global business.

Ideal Candidate Qualifications:

• J.D. with top academic performance.
• 4-6 years professional experience in a law firm investment management practice, with significant experience with traditional private equity fund formation. Experience with co-investment funds and other investor-specific fund structures (fund of ones, aggregator vehicles) and 1-2 years in-house experience is strongly preferred. Experience with hedge funds, venture capital funds and investment manager seeding is also desirable.
• Superb understanding of different fund structures and fund documentation. Experience with hybrid, novel or unique fund structures is a plus.
• Experience negotiating side letters with large institutional investors. Experience representing institutional investors also helpful.
• Expertise in all relevant private placement laws, including the Securities Act of 1933, the Securities Exchange Act of 1934, the Investment Advisers Act of 1940, the Investment Company Act of 1940, ERISA, AIFMD, CFTC and FINRA rules, etc.
• Experience researching and analyzing marketing rules in non-U.S. jurisdictions.
• Real-time ability to interpret complex laws and regulations and apply them to the Firm's businesses.
• Strong written and oral communication skills and relationship-building skills required.
• Strong organizational skills and ability to manage multiple, time-sensitive projects in a demanding environment.
• Familiarity with credit strategies (e.g., distressed debt, direct lending, structured credit, specialty finance) and hard asset investments (e.g., real estate) a plus.
• Familiarity with credit facilities and basic tax/investment/finance/accounting concepts and terms is a plus.

Salary Ranges $200,000 - 250,000