General Counsel / Head of Legal - US jobs in United States
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Allocator One · 2 days ago

General Counsel / Head of Legal - US

Allocator One Group is a global investing platform redefining how institutional capital reaches private markets. The General Counsel / Head of Legal will serve as Infra One's lead advisor on US fund law, structuring, and GP relationships, focusing on drafting legal templates and advising on regulatory compliance.

Financial Services

Responsibilities

Draft and maintain template LPAs, PPMs, Reg D offering documents, and sub-advisory agreements for Infra One-backed funds
Advise GPs on Delaware LP vs. LLC choice, co-investment structures, parallel funds (US taxable vs. foreign investors), and feeder structures
Review and negotiate advisor agreements between Infra One and each GP sub-adviser; ensure proper delegation, monitoring, and liability allocation
Coordinate Reg D compliance: manage Form D filings, investor accreditation documentation, and offering memorandum delivery
Work closely with the CCO on Form ADV disclosures, material conflicts of interest, and regulatory obligations
Draft conflicts of interest policies and disclosure matrices; ensure all material conflicts are documented and communicated
Advise on AML/KYC procedures and custody rule compliance
Monitor SEC guidance and private fund rules; assess impact on Infra One's platform and update templates as needed
Draft custodial agreements, fund administration service agreements, and audit engagement letters
Manage service provider contracts: custodians, auditors, administrators, tax advisors
Own Infra One's master service agreement (MSA) with GPs and update it as new operational or regulatory requirements emerge
Conduct legal due diligence on prospective GPs: prior fund documentation, relevant litigation, regulatory history
Advise the MD and investment committee on legal risks, GP track record documentation, and any regulatory flags
Oversee GP onboarding: final documentation, investor communication, and legal handoffs to operations and compliance
Advise the MD on market positioning, competitive fund structure benchmarking, and emerging regulatory trends
Participate in investment committee meetings; flag legal and regulatory risks early
Build relationships with specialized counsel (external tax lawyers, Delaware counsel, etc.) and manage their engagement

Qualification

Investment fund lawPrivate equity structuringUS fund documentationReg D complianceAdvisers Act requirementsLegal due diligenceRelationship buildingJD from top law schoolBar admission in New YorkCPAAccounting background

Required

10–18 years of experience in investment fund law, private equity structuring, or venture capital law
Deep expertise in Delaware limited partnerships, LLCs, and US fund documentation (LPA, PPM, MSAs)
Strong knowledge of Reg D, Form D filings, accreditation rules, and anti-fraud provisions
Exposure to Advisers Act requirements for fund advisers, conflicts of interest disclosures, and custody rules
Prior experience advising fund platforms, umbrella structures, or multi-GP environments is a strong plus
Business-savvy lawyer: you understand how legal structure affects GP incentives, LP returns, and operational complexity
Practical and proportionate: you optimize for clarity and GP adoption, not legal perfection
Relationship builder: you can communicate complex legal concepts to non-lawyer stakeholders (GPs, LPs, operations teams)
Entrepreneurial: you design templates and processes for scale, not bespoke one-off advice

Preferred

JD from a top 20 law school; bar admission in New York or Delaware
Prior in-house counsel experience at a PE firm, fund platform, or venture firm
Exposure to European fund regulation (Luxembourg, Ireland) and cross-border structuring
CPA or accounting background is a plus

Benefits

Equity: TBD (0.15%–0.35%)

Company

Allocator One

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Incubator for first-time Fund managers

Funding

Current Stage
Early Stage
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