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Role: Senior Legal Counsel – Secondaries Transactions (Private Equity)

Location: London

Contract Type: Permanent

Capital Dynamics is an independent global asset management firm focusing on private assets, including Private equity (primaries, secondaries and direct investments) and Clean Energy.

Established in 1988, the Firm has extensive knowledge and experience developing solutions tailored to meet the exacting needs of a diverse and global client base of institutional and private wealth investors. Capital Dynamics oversees more than USD 15 billion in assets under management and advisement and employs approximately 150 professionals globally across 13 offices in Europe, North America, and Asia.

Capital Dynamics is a recognized industry leader in responsible investment, receiving top marks (Five Stars) from PRI across all categories and investment strategies, as well as achieving strong results in GRESB benchmarking for its clean energy strategy.

Capital Dynamics’ Legal & Compliance team manages all legal, regulatory and compliance issues relating to the Capital Dynamics group and its funds. The team consists of a global team of lawyers, compliance officers, trainee solicitors and paralegals who act as the primary contact for internal and external stakeholders in respect of corporate and product related legal and compliance matters.

Global secondaries acquire limited partnership interest in established, high quality, mature leveraged buyout, growth capital and certain established venture capital funds and managers. The team’s differentiated approach focuses on smaller and more complex secondary transactions on a global basis, including fund restructuring, tail‑end wind‑down transactions, and preferred interest structures. The deal sourcing and due diligence advantages that come with an established PE platform make the secondaries team a valuable partner.

Capital Dynamics are seeking a highly capable Senior Legal Counsel to join the Legal Funds Team in the London office. The Senior Legal Counsel will support the Secondaries Investment Management Team (“IM”) in the structuring, negotiation and documentation required for the acquisition and sale of primary and secondary fund investments (both individual positions and portfolio acquisitions).

The role holder will assist the Global Head of Funds Legal on the establishment of any new Capital Dynamics’ Secondaries Funds or related separate managed accounts.

• Lead on all legal aspects relating to the acquisition of individual and portfolios of LP interests on both the primary and secondary markets.
• Advising on structuring to minimize tax and regulatory implications, negotiating share and purchase agreements, reviewing and completing transfers and subscription agreements, providing KYC and tax documentation, negotiating side letters (where necessary) and coordinating aspects of the closing process.
• Lead on the negotiation and implementation of credit and NAV facilities.
• Attend all investment committee meetings in an advisory capacity to the committee.
• Manage the MFN election process related to primary investments.
• Respond to investor and advisory board consents from underlying managers.
• Assist on litigation matters as they arise related to the Secondaries Funds.
• Together with Compliance, develop proper controls, policies and procedures to ensure Capital Dynamics and its funds comply with internal and external legal and regulatory requirements.
• Liaise with, establish, monitor and maintain relationships with law firms and third‑party service providers.
• Assist with legal questions arising from investments in private equity funds, including tax and regulatory issues.
• Be part of the legal team and support the Legal Heads and General Counsel in respect of legal matters generally.

• US or UK qualified lawyer with proven international transactions experience.
• Minimum of 6 PQE (post‑qualified experience) currently working in a Private Funds group at a leading law firm or as an in‑house private funds lawyer.
• Proven experience supporting related transactions including LP portfolio sales, single‑asset and multi‑asset continuation funds, GP‑led preferred equity and LP‑led preferred equity.
• Extensive experience advising clients on buying or selling in the secondary’s investment space.
• Strong knowledge of private equity fund structuring, fund operation and fund closing matters, ideally in respect of both UK and US funds; experience with Luxembourg fund structures is a plus.
• Experience working in a collaborative and demanding environment.
• Flexible as you will work with colleagues across time zones from California (US) to Milan (Italy).

• Must be fluent in English, and display superior writing skills.
• Additional language skills such as German, Italian, Spanish, French, Japanese or Korean are desirable but not essential.

Capital Dynamics is an Equal Opportunity Employer and is committed to creating a global diverse workforce. We are a global company with 23 nationalities represented across our staff in 13 offices, spanning North America, Europe, the Middle East, and Asia. We believe diversity and inclusion (D&I) is key to being better at what we do, and our initiatives are designed to attract, develop, and advance talented individuals, regardless of race, sexual orientation, religion, age, gender, disability status or any other dimension of diversity. We welcome and strongly encourage suitably qualified applicants from a wide range of backgrounds to apply to join Capital Dynamics.

Please inform our recruitment team if you have a disability, condition or difference that may require us to make any adjustments as part of your application process or during employment.