Capital Markets Senior Counsel

Posted Yesterday
Be an Early Applicant
5 Locations
In-Office
Senior level
Fintech
The Role
Advises fixed income research, trading, and portfolio management teams on securities laws, capital markets transactions, MNPI, trading restrictions, market structure, and cross-border matters. Reviews and negotiates offering and transaction documents, monitors regulatory developments, develops policies and training, partners with Compliance, Risk, Operations, and Legal teams, and manages outside counsel.
Summary Generated by Built In

The Global Fixed Income Legal team is seeking an experienced securities lawyer to serve as a primary legal advisor to our Fixed Income research, trading, and portfolio management teams. The role covers a broad range of fixed income instruments and markets across the U.S., UK, and Europe. It also works closely with Compliance, Risk, and Operations colleagues.


Responsibilities:

  • Advise Fixed Income trading, research, and portfolio management teams on securities law matters under the Securities Act of 1933 and the Securities Exchange Act of 1934, including:
    • public offerings and exempt offerings (Section 4(a)(2), Regulation D, Rule 144A and Regulation S);
    • resale restrictions under Rule 144; and
    • trading restrictions, market abuse, and insider trading.
  • Advise on the handling of material nonpublic information (MNPI), information barriers, and wall-crossings, particularly for private-side activity such as private placements, bank loans, distressed debt, creditor committees, and restructurings.
  • Review and negotiate offering and transaction documents, including offering memoranda, purchase agreements, indentures, credit agreements, assignment documentation (e.g., LSTA/LMA forms), non-disclosure agreements, and similar.
  • Advise on trading and market structure matters, including best execution, TRACE and other trade reporting obligations, Treasury market and fixed income regulatory developments, and trading counterparty documentation.
  • Advise on cross-border investment and trading matters involving U.S., Canadian, UK, and European markets.
  • Monitor, interpret, and communicate regulatory developments affecting fixed income funds. Help in the development and maintenance of related policies, procedures, and training.
  • Partner with Compliance, Risk, Operations, and other Legal teams, and manage outside counsel as needed.

Qualifications:

  • At least five years of relevant legal experience at a leading law firm and/or in-house. Experience advising investment advisers, asset managers, broker-dealers, banks, or other financial institutions is preferred.
  • Juris Doctor (J.D.) degree and active membership in good standing in at least one U.S. state bar. Eligible for admission to the relevant state bar.
  • Significant experience advising on the Securities Act of 1933, including registration requirements and exemptions, Rule 144A, Regulation S, and Rule 144.
  • Significant experience advising on the Securities Exchange Act of 1934, including antifraud provisions (Section 10(b) and Rule 10b-5), and insider trading and MNPI.
  • Demonstrated experience with fixed income instruments and markets, including how debt securities are issued, structured, traded, and settled.
  • Familiarity with a broad range of fixed income products, including:
    • investment grade and high yield corporate bonds;
    • U.S. Treasuries, agency debt, sovereign, and supranational debt;
    • emerging markets debt;
    • agency and non-agency mortgage-backed securities (RMBS/CMBS);
    • asset-backed securities (ABS), CLOs, and other structured products and securitizations;
    • bank loans and leveraged loans; and
    • private placements and Rule 144A and Regulation S securities;
    • distressed debt and restructuring situations (i.e., bondholder groups and ad hoc committees).
  • Experience with capital markets transactions and fixed income trading and investment activities.
  • Strong analytical, drafting and negotiation skills, with the judgment to give practical, commercially minded advice in a fast-paced trading environment.
  • Excellent communication and stakeholder management skills, including the ability to explain complex legal issues clearly to traders, portfolio managers, and senior management.

Nice To Haves:

  • Experience directly supporting fixed income research and trading desks, portfolio managers, or investment management businesses, whether in-house or on secondment.
  • Experience advising UCITS funds and other non-U.S. investment vehicles, including eligible asset requirements and investment restrictions, particularly around securitizations.
  • Experience advising on cross-border investment and trading matters involving UK and European markets.

Special Factors

Sponsorship

Vanguard is not offering visa sponsorship for this position.

About Vanguard

At Vanguard, we don't just have a mission—we're on a mission.

To work for the long-term financial wellbeing of our clients. To lead through product and services that transform our clients' lives. To learn and develop our skills as individuals and as a team. From Malvern to Melbourne, our mission drives us forward and inspires us to be our best.

How We Work

Vanguard has implemented a hybrid working model for the majority of our crew members, designed to capture the benefits of enhanced flexibility while enabling in-person learning, collaboration, and connection. We believe our mission-driven and highly collaborative culture is a critical enabler to support long-term client outcomes and enrich the employee experience.

Skills Required

  • At least five years of relevant legal experience at a leading law firm and/or in-house
  • Juris Doctor degree
  • Active membership in good standing in at least one U.S. state bar
  • Eligibility for admission to the relevant state bar
  • Significant experience advising on the Securities Act of 1933, including registration requirements and exemptions, Rule 144A, Regulation S, and Rule 144
  • Significant experience advising on the Securities Exchange Act of 1934, including Section 10(b), Rule 10b-5, insider trading, and material nonpublic information
  • Demonstrated experience with fixed income instruments and markets, including debt issuance, structuring, trading, and settlement
  • Familiarity with corporate bonds, Treasuries, agency and sovereign debt, emerging markets debt, mortgage-backed securities, asset-backed securities, CLOs, structured products, securitizations, bank loans, private placements, distressed debt, and restructurings
  • Experience with capital markets transactions and fixed income trading and investment activities
  • Strong analytical, drafting, and negotiation skills
  • Excellent communication and stakeholder management skills
  • Experience directly supporting fixed income research, trading desks, portfolio managers, or investment management businesses
  • Experience advising UCITS funds and other non-U.S. investment vehicles
  • Experience with cross-border investment and trading matters involving UK and European markets

Vanguard Compensation & Benefits Highlights

The following summarizes recurring compensation and benefits themes identified from responses generated by popular LLMs to common candidate questions about Vanguard and has not been reviewed or approved by Vanguard.

  • Retirement Support — Retirement support appears unusually strong through a 401(k) design that includes a match plus an additional employer contribution, which can materially lift long-term total rewards. HSA seeding and an enhanced employer match further strengthen the savings-and-benefits value of the package.
  • Wellbeing & Lifestyle Benefits — Wellbeing and lifestyle support is reinforced by a sizable annual FlexFund stipend that can be applied across many day-to-day categories such as fitness, childcare, and other personal expenses. On-site or virtual clinics and fitness options add practical health and wellness convenience.
  • Affordable Benefits — Healthcare and related benefits are positioned as comparatively affordable via heavily subsidized medical plans and broad coverage options. This affordability can offset moderate base pay for employees who place higher value on out-of-pocket cost reductions.

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The Company
HQ: Malvern, PA
20,252 Employees
Year Founded: 1975

What We Do

We are a community of 30 million who think – and feel – differently about investing. Together, we’re changing the way the world invests. Since our founding in 1975, helping our investors achieve their goals is our sole reason for existence. With no other parties to answer to and therefore no conflicting loyalties, we make every decision—like keeping investing costs as low as possible—with only your needs in mind. Vanguard is one of the world's largest investment companies, offering a large selection of high-quality low-cost mutual funds, ETFs, advice, and related services. Individual and institutional investors, financial professionals, and plan sponsors can benefit from the size, stability, and experience Vanguard offers. As of April 30, 2019, we managed more than $5.6 trillion in global assets. In addition, we have 189 funds in the United States and 225 funds in global markets. For Commenting Guidelines & Important information, visit here: http://vanguard.com/linkedin Vanguard Marketing Corporation, Distributor.

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