Position : Head of Legal - Ireland
Metier : Legal Counsel
Department : Credit, Risk, Legal and Compliance
Job family : Legal
Report to: Global Head of Legal Affairs - Alternative Investments
Manage a team of legal professionals to deliver a first class legal service in respect of fund administration, custody, trustee, banking and treasury business.
Deliverables
Deliverables + key activities
1. Oversee and manage the Irish legal team (I legal Manager, 2 Legal counsel and 2 Legal PAs) to ensure the implementation of the legal strategy, policies and procedures.
2. Allocate workload across the team and ensure timely and accurate execution of all credit and security documentation, ISDA master agreements, administration agreements, custody agreements, deeds of trust and other ancillary documentation to ensure that all documentation is filed and up to date to ensure the perfection of securities.
3. Provide legal advice to local and other business units and operational departments and the group in respect of technical legal aspects of their service offering, policies and business and in relation to global risk, credit, regulatory, corporate governance and compliance issues..
4. Liaise with regulatory authorities, companies’ and trust registration office and relevant statutory revenue and tax authorities in the appropriate jurisdictions to ensure all necessary records are filed in line with regulation.
5. Review, draft, amend and negotiate custody agreements and liaise with clients to have the documents executed.
6. Prepare the necessary bank mandates for Banking clients and ensure that they are put in place.
7,. Preparation of legal documentation in respect of new or modifications to existing products and negotiate with external legal advisors for same.
7. Draft and negotiate loan and security documentation, ISDA master agreements and ancillary documents and obtain legal opinions in respect of multi jurisdictional transactions.
8. Review fund offering documentation and constitutive agreements and third party contracts, drafting administration agreements, custody agreements, deeds of trust and other ancillary documentation all to ensure compliance with the PFS practices, procedures and policies.
9. Draft all PFS agreements for fund business in order to fully and accurately describe or amend the relationship between a fund administration company and the fund to ensure that such agreements are consistent with PFS requirements, relevant legislation, notices and guidance notes and with the offering documents and memoranda and articles of association or the trust deed of a find.
10. Ensure timely execution and management of legal documentation in respect of fund, custody and banking to ensure that all documentation is filed and up to date.
11. Prepare and review draft resolutions of directors, shareholders/unit holders, circulars and other correspondence to shareholders/ unit holders of funds to ensure legal interests are protected and promoted.
12. Provide legal advice and guidance in respect of legal provisions for developing and maintaining new and existing products.
13. Assisting in formation, review, investigation and resolution of incident reports.
14. Assisting with drafting and maintenance of PFS legal group precedent documentation, policies and practices for banking, administration, trustee and custody services.
15. Carry out research on local legal and regulatory issues and product developments and provide advice on same to PFS group.
Required knowledge and experience
Required level and content of education :
Qualified Lawyer in a common law jurisdiction.
Business experience required :
Minimum 5 years post qualification experience in general banking / funds.
Major contacts
Internal : Global Head of Legal
Operational staff and general management in local/regional offices to ensure that legal obligations are being adhered to in respect of funds, custody and bank operations.
Regional and group commercial staff in respect of new and existing clients, products and business serviced by/impacting on jurisdictions of responsbility
Regional and group compliance officers in respect of new and existing products and business.
Group credit department in respect of provision of services to clients in jurisdictions of responsibility.
Regional management team in respect of current and proposed business of each office.
External : FPFS Clients in respect of drafting and negotiating contracts.
Clients’ lawyers to negotiate contract terms on companies behalf and ensure that all relevant documentation conforms to PFS requirements.
the external lawyers regarding the development of services in relation to local jurisdictional issues and in relation to company registrations in domiciled jurisdictions.
Regulators in the local jurisdictions managed under guidance from Global Head of Legal Affairs.
Authority
Internal decision making authority / independence:
Act within legal policies and procedures assigned globally. Built in discretion regarding negotiation.
Decision on recruitment and probation in conjunction with Global Head of Legal Affairs and Legal Group management in BeNeLux.
External representative and signature authority:
Instruct external lawyers, under supervision of Global Head of Legal Affairs, in respect of product / business development and incident specific matters.
** Authorised signatory subject to confirmation
Special features
In respect of Fund Administration, the legal department ensures that the fund is properly registered and compliant with the necessary legal requirements of the various jurisdictions. It must identify whether the assets of a fund can be properly valued. It provides legal advice to Fund operations in respect of interpretation of the funds appropriate investment types. In the event that funds are closing it provides advice to Corporate Services in legal matters in respect of liquidation.
In relation to custody the department reviews documentation for appropriateness and drafts custody agreements and liaise with the client to execute the documents. Legal must ensure that Fortis responsibility as custodians does not conflict with the responsibilities of Fortis bank.
In relation to trustee services, the legal department ensures that trust agreements/declarations are registered and comply with necessary legal requirements in local jurisdictions. Further, the legal department is responsible for ensuring that such agreements/declarations contain protection for the co (by way of exculpation and indemnity provisions) in accordance with Fortis PFS principles of business conduct.
In relation to banking the legal department prepare the necessary bank mandates and ensure that the mandates are put in place. It provides legal opinion to the credit committee on whether or not a fund can borrow and prepares and executes necessary documentation in respect of loan, derivative and foreign exchange facilities.
It will prepare the necessary legal documentation for the set up and sale of new products/services and advise the PFS commercial department on legal policies, precedent and appropriate structures and liaise with external lawyers on behalf of the Commercial department.
