Funds Associate

Our client is a boutique corporate law firm advising emerging and growth-stage companies, venture capital funds, private equity sponsors and private credit investors on their financing and transactional work. Their attorneys come from large firms and bring that depth to a practice built for speed, direct client contact and real ownership of deals.

Our client is a boutique corporate law firm advising emerging and growth-stage companies, venture capital funds, private equity sponsors and private credit investors on their financing and transactional work. Their attorneys come from large firms and bring that depth to a practice built for speed, direct client contact and real ownership of deals.

The Funds Associate will work with partners on the formation, structuring and ongoing operation of private investment funds and of the special purpose vehicles our finance clients use to hold and finance assets. The seat covers venture capital funds, private credit funds, co-investment and SPV structures, and the management companies and general partners behind them.

• Formation of venture capital, private credit and private equity funds, and of their management companies and general partners.
• Special purpose and bankruptcy-remote vehicles used in receivables financings, forward flow purchase programs and warehouse facilities.
• Co-investment vehicles, joint ventures and single-asset SPVs.
• Investor negotiations, including side letters with institutional, family office and strategic investors.
• Ongoing fund operations, governance, amendments, and successor fund launches.

• Draft and negotiate limited partnership agreements, operating agreements, private placement memoranda, subscription documents and side letters.
• Structure fund entities, parallel and feeder vehicles, blockers, general partners and management companies, including carried interest and distribution waterfall mechanics.
• Advise sponsors on economic terms and on governance, key person, removal and successor fund provisions.

• Run investor onboarding and subscription processes and coordinate closings on fund raises.
• Negotiate side letters and track most favored nation elections across the investor base.
• Advise on capital calls, transfers, withdrawals, amendments, defaults and ongoing governance.

• Advise on private offering exemptions under Regulation D and on Form D and blue sky filings.
• Advise on Investment Company Act exclusions under Sections 3(c)(1) and 3(c)(7), and on Investment Advisers Act status, including the venture capital and private fund adviser exemptions.
• Support compliance policies, marketing rule questions and investor reporting.

• Work with the finance and corporate teams on portfolio investments and on the facilities that finance fund and SPV assets.
• Handle diligence, investment documentation and closing logistics.
• Lead client communications to manage timelines, expectations and deliverables.

• J.D. from an accredited law school.
• Admitted and in good standing in a U.S. state bar. New York admission is preferred.
• Minimum 6 years of law firm experience in investment funds, including fund formation and investor negotiation.
• Working knowledge of the Securities Act private offering exemptions, the Investment Company Act exclusions, and Investment Advisers Act registration and exemption questions.
• Strong drafting, negotiation and communication skills, and the ability to run several fund launches and closings at once.
• Helpful, but not required:
  • Private credit or specialty finance funds, warehouse or forward flow vehicles, and bankruptcy-remote SPVs.
  • Management company and GP-level economics, including carry vesting and co-invest allocation.
  • Sponsors in fintech, e-commerce, consumer goods or SaaS.

• Full time, fully remote. Our office is in New York City and you may work from anywhere.
• Benefits: medical, dental and vision coverage; 401(k) with firm match; short-term disability; paid parental leave; paid time off, paid holidays and paid sick leave; bar dues, CLE and professional development support; and a technology budget.

The Firm is an equal opportunity employer. All qualified applicants will be considered without regard to any characteristic protected by federal, state or local law.