General Counsel & Corporate Secretary

Role Overview

• Focus: Core legal owner for a publicly traded closed-end fund (tender offer structure)
• Reports to: CEO/CIO (Andrew) + COO
• Location: US (Hybrid/Remote)
• Level: Executive (GC / Corporate Secretary)
• Start Date: ASAP (≤ 8 weeks)

Mission

Own the fund’s legal and governance function end-to-end: keep us compliant, fast, and commercially pragmatic as we scale post-listing.

12-Month Outcomes (What "Great" Looks Like)

• Compliance & Governance: All SEC, exchange, and fund governance obligations met on time with zero surprises; clean audit and board materials.
• Operating Cadence: Established board calendar, resolutions, approvals, minutes, policies, and disclosure controls.
• Tender Offer Playbook: Comprehensive timeline, vendor list, disclosure templates, and decision checkpoints in place.
• Commercial Infrastructure: Built a contracting system including counsel triage, templates, negotiation guardrails, and turnaround SLAs.
• Risk Mitigation: Regulatory and reputational risk reduced through implemented training, incident response, and escalation paths.

Key Responsibilities

• Primary Counsel: Serve as lead for the fund, adviser, and management company; manage outside counsel efficiently.
• Governance Ownership: Lead board support, committees, charters, consents, minutes, and corporate records.
• Strategic Partnership: Partner with Finance/Compliance on filings, disclosure controls, codes of ethics, and material event processes.
• Investor Relations: Lead fundraising, distribution, and IR review across public and private channels for compliant communications.
• Investment Support: Advise on diligence, side letters, co-invest docs, vendor/tech agreements, and IP/data issues.

Experience & Competencies

Must-Have Experience

• 7–12+ years in asset management legal (registered funds or listed vehicles strongly preferred).
• Hands-on with '40 Act, Securities Act, and Exchange Act issues, board governance, and disclosures.
• Proven track record building practical legal processes in a lean organization.
• Strong contract negotiator who knows how to say “yes, if…” to protect speed to market.
• High integrity, calm under pressure, and excellent written communication.

Core Competencies

• Judgment: High comfort with ambiguity; bias to action with clear risk framing.
• Stakeholder Management: Influence across executives, board members, and regulators.
• System Builder: Ability to create templates, playbooks, and a predictable cadence.
• Discretion: Absolute confidentiality regarding hiring, partnerships, and portfolio data.

Interview Loop & Work Sample

1. Screen (30 min): Values alignment and "deal velocity" mindset.
2. Deep Dive (60 min): Governance and reporting scenario.
3. Work Sample (45 min): Markup of a short press release or investor deck excerpt for compliance and tone.
4. Cross-Functional Panel: Partnership style interview with Ops, Finance, Investing, and Marketing/IR.
5. References: 2 GC peers + 1 business leader who can speak to commercial pragmatism.

Red Flags

• The "Memo-Only" Lawyer: Big-firm style only; unable to own execution or build templates.
• The "No" Man: Over-indexing on risk-aversion without offering alternatives or timelines.
• Lack of Rigor: Weak writing skills or sloppy attention to detail.