Counsel

GEM•Charlotte, NC

4d•Hybrid

About The Position

GEM is seeking an experienced Senior Counsel to join its Legal and Compliance team. Reporting to GEM’s head of Legal, the position focuses primarily on leading complex investment transactions and partnering on fundraising across GEM’s products. The Senior Counsel works with investment, investment services, and operations teams, along with Legal and Compliance colleagues. The team also includes a Counsel and Senior Paralegal and is supported by established outside counsel relationships. The role leads investment transactions from term negotiation through closing and post-investment matters, including fund investments, co-investments, independent sponsor transactions, secondaries, and GP-led liquidity events. It also supports fundraising through structuring, fund formation, offering documents, investor side letters, credit facilities, and placement agent agreements. Additional work may include investment- and fundraising-related compliance, investor matters, commercial contracts, trading agreements, and other legal projects. The position is full-time, with a minimum 40-hour workweek. The work arrangement is hybrid: four days in the office and one day remote, subject to manager discretion and business needs. Travel is minimal and primarily to firm- or team-related events. The role requires the ability to sit and work on a computer for extended periods.

Requirements

J.D. from an ABA-accredited law school.
Active bar admission in at least one U.S. jurisdiction and willingness to obtain North Carolina bar admission.
7–10 years of legal experience focused on private funds or investment management at a leading law firm and/or in-house.
Substantial experience with private fund formation and offerings.
Substantial experience representing institutional investors in fund investments, co-investments, and secondaries.
Strong drafting, analytical, and negotiation skills.
Sound judgment and ability to work independently on complex matters.
Ability to manage multiple transactions in a fast-paced environment with shifting priorities and tight deadlines.
Working knowledge of the Investment Advisers Act, ERISA, and CFTC/NFA requirements as they relate to private funds.
Strong interpersonal and communication skills.
Traits consistent with GEM’s collegial, team-oriented culture, including enthusiasm, honesty, humility, integrity, and curiosity.

Nice To Haves

Experience with investment adviser compliance matters.

Responsibilities

Lead complex investment transactions from term negotiation through closing and post-investment matters, including fund investments, co-investments, independent sponsor transactions, secondaries, and GP-led liquidity events.
Manage outside counsel as appropriate and coordinate with operational due diligence, tax, and investment teams.
Serve as the Legal team’s go-to resource on sophisticated deal issues, support junior team members’ development, and escalate significant matters to the head of Legal.
Partner with the head of Legal on fundraising across GEM’s products, including structuring, fund formation, offering documents, investor side letters, credit facilities, and placement agent agreements.
Support compliance matters related to investments and fundraising as team needs evolve, potentially including compliance due diligence, regulatory screening of investments (OFAC, CFIUS, and outbound investment), CFTC/NFA exemption analysis, and assessing regulatory developments.
Advise on investor matters, including LP transfers, consents, and inquiries; complex commercial contracts; and trading agreements.
Take on other legal projects as needed.