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NY - Legal - Assistant General Counsel

Date: Nov 3, 2021

Location: New York, US

Company: Intesa Sanpaolo Group

Intesa Sanpaolo is the banking group leader in Italy. Assisting more than 14,6 milion of retail customers through a network of 5360 branches, it significantly supports the development of Companies and gives an important sustain to the country's growth. The Group has a selected retail banking presence in Central and Eastern Europe, the Middle East and North Africa, with approximately 1,000 branches and 7.2 million customers in 12 countries. Intesa Sanpaolo is also present in 25 countries in support of its corporate customers’ cross-border business. It is looking for new qualify profiles who want to face demanding and challenging career path with the following requirements:

Scope and Purpose

•    The Assistant General Counsel will provide day-to-day legal advice to IMI Securities, the U.S.-registered broker-dealer subsidiary of the Intesa Sanpaolo Group;
•    This position will report directly to the General Counsel of IMI Securities and work closely with its Primary Markets and Compliance teams;
•    This position requires a strong understanding of U.S. Federal Securities Laws and SEC/FINRA rules and regulations; and
•    This position will also assist the General Counsel in the day-to-day management of the legal affairs of IMI Securities, including, but not limited to, negotiation of commercial contracts, supervising external counsel, litigation management, liaising with regulators, corporate governance and advising the Board of Directors.
•    Provide in-house legal advice to all business units within the broker-dealer, including primarily the investment banking group, trading and sales desks and middle and back office operations, , regarding all aspects of their respective businesses with specific emphasis on the products and services offered to corporate issuer and investor clients;
•    Provide legal and transaction management support for registered and unregistered debt and equity offerings, including private placements;
•    Provide interpretive guidance regarding SEC and FINRA rules and regulations applicable to the business lines of the broker-dealer;
•    Assist and coordinate with IMI Securities' U.S. and non-US affiliates on cross-border capital markets transactions, negotiation and management of intercompany service agreements, affiliate transactions and other related issues;
•    Respond to and manage regulatory inquiries, disputes, complaints and litigation;
•    Engage, supervise and maintain relationships with outside legal counsel;
•    Liaise with and advise business teams and other corporate functions, such as Compliance, Human Resources, Operations, IT and Risk Management to understand business strategies;
•    Work closely with Compliance to address matters crossing business and functional lines, including complaint handling and legal/compliance review of sales and marketing materials, new business and client proposals and drafting and revising policies and procedures;
•    Assist the Corporate Secretary in advising and organizing meetings of the Board of Directors, including drafting and reviewing Minutes and Resolutions and maintaining the Minute Books and other corporate records;
•    Review and negotiate commercial contracts, manage vendor relationships and maintain contract database; coordinate agreement execution and manage signatory authorities; and
•    Exercise professional and legal judgment when interacting with and providing legal advice to business personnel in ordinary course matters without need for direct supervision.

Required Experience

•    Minimum of two (2) and up to five (5) years of experience in the Corporate/Capital Markets Department of an international law firm; additional experience in the Legal/Compliance Department of a global investment bank is a strong plus.
•    Extensive experience reviewing offering documents, such as Prospectuses and Offering Memoranda, and negotiating underwriting/purchase agreements, opinions and comfort letters;
•    Well-versed in research rules, in particular regarding "quiet periods," along with experience drafting research and publicity guidelines is also important;
•    Proven experience managing Debt Capital Markets (including high-yield) and Equity Capital Markets transactions (experience with European markets is also a plus);
•    Outstanding organizational and deal-management skills with demonstrated track record executing DCM/ECM deals, either at a global law firm or financial institution; please provide deal sheet;
•    Experience in corporate governance, including advising boards of directors and drafting minutes and resolutions, is a strong plus; 
•    Familiarity with commercial contracts, intercompany service level agreements, affiliate transactions and related issues and contract and vendor management is also a plus.

Competencies Required

•    Juris Doctor (JD) Law Degree and/or Masters of Laws Degree (LL.M.);
•    Admitted to the New York Bar (bar admission in Italy may be a plus if already admitted in NY);
•    Effective oral and written communication skill to efficiently interact with every management level and department; 
•    Strong written and verbal communication skills are required; and
•    English fluency is required; fluency or proficiency in Italian is also a strong plus;
•    Thorough knowledge of U.S. Federal Securities Laws as they relate to Capital Markets offerings, investment banking and sales & trading, in particular with respect to SEC and FINRA rules and regulations;
•    Extensive knowledge and familiarity with U.S. Capital Markets practices and market standards, and understanding of issues regularly encountered on deals;
o    Ability to collaborate with multiple business areas of a financial institution is a plus;

 

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