Assistant General Counsel - Capital Markets - Vice President

The Global Investment Banking Legal Practice Group provides legal support to the firm’s Capital Markets, M&A Advisory and Research groups. Among other topics, this Practice Group provides primary legal coverage to the Equity and Debt Capital Markets teams on securities laws and related matters, including reviewing and negotiating with outside counsel on a full range of capital markets documentation (such as underwriting / purchase agreements, engagement letters, registration statements / offering documents). The Practice Group supports many of the firm’s most innovative and cutting edge transactions and initiatives and is significantly involved in shaping industry views on regulatory developments. This is an excellent opportunity for a junior/mid-level attorney with a strong foundation in capital markets transactions to join a successful, well-established global team of professionals and be a part of one of the premier investment banks in the country and the world.

As a Vice President, Assistant General Counsel in the Global Investment Banking Legal Practice Group you will focus on the firm’s capital markets transactional work (equity and debt), including IPOs, follow-ons, block transactions, private placements, ATMs, tender offers and exchanges. The attorney in this role will handle reviewing, drafting, negotiating and advising on the full range of documentation relating to capital markets transactions (e.g., underwriting / purchase agreements, engagement letters, rep letters, dealer manager agreements, wall-cross guidelines, NDAs). Additionally, the attorney will advise on a wide variety of related legal, regulatory and litigation risk mitigation issues, including ’33 / ’34 Act, FINRA and SEC rules, Reg M, and registration exemptions (Rule 144A, 4(a)(2), Rule 144, Reg S). You will work both independently and with colleagues across the Practice Group (M&A and Research) and across the Firm, including Compliance, Conflicts and Litigation, and will also manage and supervise external counsel engaged in related assignments.

The Legal Department at JPMorgan Chase & Co. manages legal and other risks, advises on products and services, interprets laws and regulations that impact the firm, and advises the firm on other matters. Our global team is made up of about 2,000 lawyers and legal professionals with a reputation as thought leaders who deliver best-in-case services. As trusted advisors, we help the firm’s clients while also safeguarding the integrity of the firm. We are committed to a culture of inclusivity and belonging, where people can grow and succeed throughout their careers while working for a first-in-class financial institution doing cutting-edge work. If these values resonate with you, we would like to hear from you.

Job responsibilities

• Draft and / or negotiate engagement letters, underwriting / purchase agreements, dealer manager agreements, rep letters, NDAs, etc.
• Review registration statements / offering memorandum, counsel opinions, accountant comfort letters and other transaction documents relating to public and private offerings of securities.
• Provide guidance and subject matter expertise on new and existing and / or regulatory requirements to internal business and functional partners, including Compliance, Conflicts and Litigation.
• Partner with senior attorneys to assist with training and other department initiatives.
• Manage and update template documents, such as contracts, guidelines, memos, rep letters and other documents.
• Contribute to the development of industry positions on regulatory developments including review of comment letters.

Required qualifications, capabilities and skills

• Law school degree (JD) and admission to NY bar required.
• 3+ full years’ experience, including Capital Markets transactional background, contract drafting and negotiation work.
• Familiarity with the U.S. securities laws applicable to public and private offerings of securities is a must (e.g., ’33 / ’34 Act, FINRA and SEC rules, Reg M, and registration exemptions (Rule 144A, 4(a)(2), Rule 144, Reg S)).
• Extensive experience reviewing, drafting and / or negotiating capital markets transaction documents, e.g. engagement letters, underwriting / purchase agreements, dealer manager agreements, rep letters, NDAs, registration statements / offering memorandum, counsel opinions, accountant comfort letters and other documents relating to public and private offerings of securities.
• Excellent drafting skills, strong attention to detail and ability to work independently on transactions and projects.
• Strong analytical, problem-solving and legal research skills.
• Proven ability to independently identify issues, analyze problems and provide viable solutions.
• Enthusiastic, “can-do” attitude is critical to role, as well as a strong desire to work closely with Capital Markets bankers and the Legal practice group.
• Polished verbal and written communication skills; ability to effectively communicate complex legal issues to senior managers or executives and to negotiate with clients.
• Team player, confident and proactive, with strong interpersonal skills and ability to build consensus across a global matrix organization.
• Ability to work accurately under pressure, handle deadlines, and manage multiple tasks in a high performance environment.

Preferred qualifications, capabilities and skills

• Prior experience working for or representing a full service investment bank (on Capital Markets, M&A or other transactional assignments) is a strong plus.
• Familiarity with regulatory issues relevant to broker-dealers (e.g., SEC and FINRA rules related to communications, filings, document retention requirements, licensing, etc.).
• Familiarity with M&A / Conflicts, including with landmark Delaware case law relating to M&A litigation, is a strong plus.
• Strong interest in new and emerging technology solutions and applications, including a baseline understanding of AI concepts, and issues relative to such technologies.

All candidates for roles in the Legal Department must successfully complete a conflicts of interest clearance review prior to commencement of employment. Attorneys must be licensed to practice law and a member in good standing or otherwise eligible to practice law in the jurisdiction in which the position is based.