Associate Counsel

Location: San Francisco, California, United States (Hybrid – 3 days on site)

Based in San Francisco, we are seeking an organized, detail-oriented, and experienced attorney to play an important role on our legal team. This individual will oversee various aspects of legal and compliance matters for existing and new real estate investment funds. As part of a fast-growing group of companies, the candidate must be flexible, proactive, and willing to support a variety of tasks, challenges, and opportunities as they arise.

Reports To: General Counsel and Co-CEO’s (one of whom is an experienced Real Estate Attorney)

Compliance & Regulatory Oversight

• Regulatory Filings: Oversee and manage the preparation and filing of regulatory documents, including Form D filings with the SEC and Blue Sky filings, ensuring strict adherence to federal and state deadlines.
• Corporate Compliance: Maintain and update the firm’s compliance manual, policies, and procedures; advise on potential conflicts of interest and ensure ongoing adherence to investor, securities, and lending regulations.
• Marketing Compliance: Review and approve marketing materials, pitch decks, and website content to ensure strict compliance with the Securities Act of 1933, the Investment Advisers Act of 1940, and other applicable SEC advertising rules.
• Monitoring: Proactively track regulatory developments and filing statuses to mitigate compliance risks for the firm and its investment vehicles.
• Legal Due Diligence: Lead the review of due diligence materials for prospective loan and preferred equity investments; identify, analyze, and advise the investment team on critical legal and business risks.
• Title & Encumbrances: Review and analyze title reports, lien searches, and judgments to ensure clear title and appropriate collateral security.
• Closing Management: Manage the legal closing process, including drafting and reviewing closing checklists, satisfying pre-closing conditions, and coordinating execution of transaction documents.

• Fund Formation: Draft, review, and negotiate fund formation documents, including Limited Liability Company (LLC) agreements, Limited Partnership (LP) agreements, Private Placement Memorandums (PPMs), and subscription agreements.
• Entity Management: Oversee corporate maintenance for all entities, including drafting resolutions, filing annual reports, and managing registered agent relationships to ensure good standing.
• Investor Relations Support: Advise on legal aspects of investor relations, including KYC/AML compliance, reviewing complex investor documentation, and supporting annual reporting requirements.

• Loan Administration: Monitor legal compliance throughout the asset lifecycle, including tracking loan covenants, analyzing borrower compliance, and advising on default scenarios or modifications.
• Disbursements: Review legal requirements for investor fund releases and draw disbursements, coordinating with fund administrators to ensure compliance with fund documents.

Full-time

$210,000 to $250,000 DOE

• Education: Juris Doctor (J.D.) degree from an accredited law school.
• Licensure: Active membership in good standing with the State Bar of California (or ability to register as Registered In-House Counsel in California).
• Experience: 2–3 years of relevant legal experience, preferably within a law firm real estate/corporate practice or the in-house legal department of a real estate, private equity, or investment management firm.
• Core Knowledge: Demonstrated understanding of real estate finance, fund formation, corporate governance, and securities regulations (SEC/Blue Sky).
• Technical
  
  Skills:
  
  Proficiency with MS Office Suite (Word, Excel, PowerPoint) and familiarity with legal research and practice management tools.
• Communication: Outstanding written and oral communication skills, with the ability to distill complex legal concepts for business stakeholders.
• Project Management: Strong organizational skills with the ability to prioritize and manage multiple complex transactions and deadlines simultaneously in a…