Job Summary
The Asset Management Group of the Corporate Department seeks experienced Private Funds Associates with three to six years of relevant legal experience. Private Funds Associates advise clients on the formation, structuring, and operation of private investment funds, including private equity funds, hedge funds, credit funds, venture capital funds, and other alternative investment vehicles. This role involves drafting and negotiating fund formation documents, counseling fund sponsors and institutional investors on governance and economic terms, ensuring regulatory compliance, and providing ongoing transactional and advisory support throughout the fund lifecycle. Associates work closely with partners, clients, and cross-practice teams to deliver tailored legal solutions that align with client business objectives.
Key Responsibilities
- Advise clients on the formation, structuring, and operation of private investment funds across a range of asset classes and strategies.
- Draft and negotiate fund formation documents, including limited partnership agreements, subscription agreements, private placement memoranda, investor side letters, and advisory committee agreements.
- Counsel fund sponsors and institutional investors on fund governance, economic terms, fee structures, and co-investment arrangements.
- Ensure compliance with applicable securities laws, including requirements under the Investment Advisers Act and the Investment Company Act.
- Advise on regulatory matters, including registration and exemption analysis, anti-money laundering requirements, and Form D and Form PF filings.
- Conduct due diligence reviews of investment documents, organizational materials, and third-party service provider agreements.
- Support fund restructurings, secondary transactions, continuation fund vehicles, and fund wind-downs.
- Assist with fund marketing efforts and investor relations, including review of marketing materials and compliance with advertising rules.
- Draft and negotiate management company and general partner entity formation documents.
- Collaborate with colleagues across practice groups to provide comprehensive, cross-disciplinary legal advice.
- Monitor and communicate developments in laws, regulations, and market practice affecting the private funds industry.
- Manage multiple concurrent matters and actively coach and mentor junior associates.
Required Education, Experience, and Skills
- Juris Doctor degree from an accredited law school.
- Admission to the bar in the jurisdiction in which the candidate is apply or eligibility for prompt admission.
- Three to six years of substantive legal experience working on private investment fund matters at a national or global law firm.
- Strong knowledge of securities laws and regulations, including the Securities Act, the Exchange Act, the Investment Advisers Act, and the Investment Company Act.
- Excellent drafting and negotiation skills, with demonstrated experience preparing and negotiating fund formation documents.
- Familiarity with fund economics, including management fee structures, carried interest mechanics, waterfall calculations, and investor reporting obligations.
- Strong analytical and problem-solving skills, with the ability to identify legal and commercial issues and propose practical solutions.
- Excellent written and verbal communication skills, with the ability to present complex legal concepts clearly to clients and colleagues.
- Strong interpersonal skills and the ability to build productive working relationships with clients, team members, and firm professionals.
- Ability to work both independently and collaboratively within multidisciplinary teams.
- Demonstrated ability to manage multiple time-sensitive projects simultaneously while maintaining attention to detail and accuracy.
- Willingness to mentor and provide constructive guidance to junior associates.
- Proficiency in using artificial intelligence technologies responsibly and ethically to enhance legal research, document review, and workflow efficiency while exercising sound professional judgment regarding output accuracy and confidentiality obligations.
Compensation
In accordance with Washington D.C.'s Pay Transparency Law, please click here for compensation information.
Equal Opportunity Statement
Ropes & Gray is committed to a policy of equal employment opportunity in all its employment practices and does not discriminate against any individual working at the firm, employee or applicant for employment, on grounds of race, creed, color, religion, sex, gender, pregnancy or pregnancy-related condition, sexual orientation, gender identity or expression, genetic information, citizenship status, domestic violence victim status, work authorization status, national origin, ancestry, age, medical condition, physical or mental disability, prior arrest or conviction record, familial status, marital status, military or veteran status, retaliation, or any other factor prohibited by applicable law.
Applicant Privacy Notice to California Residents - please click this link to review the privacy notice.
How to Apply
Qualified candidates should submit a cover letter, resume, and law school transcript.