PRINCIPAL COUNSEL, INVESTMENT TRANSACTIONS

Position Summary Reporting to the Managing Counsel, the Principal Counsel will provide legal advice on highly complex corporate transactions for the UC system, focusing especially on matters within the purview of the University’s Office of the Chief Investment Officer (UC Investments). The role involves drafting, reviewing, structuring, and negotiating agreements related to direct and private fund investments, real estate transactions, and other investment activities that support UC Investments’ global portfolio of over $200 billion. Responsibilities Core Legal Practice (75%) Provide actionable legal advice, counsel, and support on complex corporate, finance, operations, and investment matters under the supervision of the Deputy General Counsel and/or Managing Counsel. Structure, document, and negotiate legal matters and projects on behalf of The Regents and UC Investments, including private fund transactions, secondaries, direct investments, real estate deals, and separately managed accounts. Research and advise on legal issues affecting University investments, including joint ventures, equity investments, disposals, and related projects. Coordinate with individual campuses on startup and equity-related matters. Create and update standard form investment agreements and other agreements. Draft, review, and negotiate commercial contracts such as professional services agreements, data agreements, and vendor licenses. Establish legal and compliance policies and procedures, test their effectiveness, and conduct training. Assist in the preparation of board materials and provide strategic legal input for transaction execution. Implement a contract management system and process. Support UC Investments on compliance matters such as insider trading reporting, personal trading, and related policies. Plan and assist in due diligence, actively manage deal processes, and provide timely advice to senior leaders. Attend public meetings of the Investments Committee on behalf of the General Counsel. Collaborate with colleagues in the UC Office of the President to modify practices and procedures in line with changing legal requirements. Advise officers and senior managers on corporate legal responsibilities. Maintain awareness of legislative and case law developments in corporate, finance, and investment transactions. Build effective internal and external relationships to achieve successful outcomes. Negotiate matters on behalf of The Regents. Leadership (10%) Provide functional advice, training, and mentorship to less‑experienced attorneys. Develop objectives, prioritize service delivery, and delegate work to maximize efficiencies. Compliance & Stewardship (10%) Recommend areas for in‑house versus outside firm work and manage outside counsel budget. Ensure accurate record‑keeping in compliance with UC Legal data quality protocols. Abide by delegations of authority for committing University funds. Act as liaison with retained outside counsel. Collaboration and Communication (5%) Recognize strategic needs, build relationships, and ensure successful outcomes. Develop objectives and ensure service aligns with established priorities. Maintain accurate record‑keeping under UC Legal standards. Experience Minimum of 8 years of relevant in‑house or law firm experience with corporate transactional and investment matters; extensive transactional experience required. Required Qualifications Significant experience with private fund investments, direct investments, real estate transactions, M&A, and/or corporate finance. Advanced collaboration, facilitation, and strategic thinking skills. Proven team player with strong interpersonal communication and negotiation skills. Expertise in drafting and negotiating a broad range of agreements related to investments, banking, broker‑dealer counterparts, term sheets, M&A, real property, consulting, licensing, confidentiality, and related corporate actions. In‑depth understanding of complex legal issues in a university setting, with ability to foresee implications. Strong decision‑making ability, maintaining credibility and support from colleagues. Excellent written and presentation skills for senior leaders and technical experts. Advanced project management and policy review facilitation skills. Ability to build trust and credibility with a broad group of stakeholders. Commitment to the highest ethical standards and ability to maintain confidentiality. Willingness to work in the office on an as‑needed basis. Strong understanding of securities regulations, corporate transactional, investment, finance, and contract laws. Experience negotiating equity‑based financing transactions. Preferred Qualifications Experience in real estate transactions. Experience in a legal department of an investment management firm, investment bank, or financial institution. Experience in private corporate/business transactions, including advising on incubators, accelerators, and startup frameworks. Experience with educational institutions, startups, or investors. International transactional experience. Knowledge of UC equity‑related policies and procedures or similar higher education experience. Experience with private and public/governmental entities, local, federal, or UC policy. Ability to mentor and coach staff at all levels and support succession planning. Education Advanced degree in a related area. Licenses and Certifications Must be a member in good standing of the California Bar (out‑of‑state hire may be provided time to pass the Bar). Travel Requirements Occasional travel for business meetings (approximately 5% of the time). Special Conditions The position requires residency in California and regular on‑site work at UC’s Office of the President in Oakland, CA, with at least two anchor days per week (Tuesday and Wednesday). In exceptional circumstances, a fully remote arrangement may be considered for candidates who reside in or relocate to California. Salary and Benefits Salary Grade 29: $235,000–$275,000 annual, commensurate with experience. Benefits are available to eligible employees (details provided on the UC benefits portal). EEO Statement The University of California is an Equal Opportunity Employer. All qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, national origin, disability, age, protected veteran status, or other protected status under state or federal law. #J-18808-Ljbffr University of California Office of the President