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Posted 3 weeks ago
Job Vacancy - Full-time

Counsel – Corporate Trust and Depositary Receipts

BNY Mellon

  Greater Manchester


Responsibilities: (Key parts to the job role)
The position involves reviewing and advising on:

Corporate Trust

• Providing timely advice and assistance to business, risk and compliance partners.
• Initial point of contact/support for designated product lines, including attendance at semi-weekly business acceptance committee and trustee committee meetings as applicable.
• Supporting the Transaction Management Group in the negotiation of documents, which may or may not be based on Bank standard agreements, programme updates, drawdowns, etc., to ensure compliance with all policies and procedures promulgated by the Legal Department.
• Consideration of proposed amendments to existing deal documents/structures.
• Providing advice and formulating strategy on transaction restructurings and contentious matters in relation to both trustee and agency capacities,
• Assisting CT in devising and implementing FINTECH strategy and products.
• Building relationships with all Business Managers, Relationship Managers, Transaction Managers and Client Service Managers, to ensure understanding with the Bank's contractual obligations, identify areas of improvement of documents policies and standards, advise on the documentation for new services or markets and other strategic initiatives and join industry panels and work initiatives through trade associations e.g. ICMSA and TACT.
• Regulatory issues, including maintaining an understanding of existing and proposed regulatory requirements, trends and best practices for EMEA, and where applicable US.
• Supporting the instruction and management of external counsel, both in the UK and overseas (including assistance with analysis and collation of advice from such counsel).
• Assistance with the development of formal training sessions for business colleagues on relevant topics, e.g. documentary standards, policies, market industry issues, regulatory issues, or else legal issues.
• Assistance with the development of formal training sessions for business colleagues on relevant topics, e.g. documentary standards/policies/market industry issues/legal issues.
• Informal knowledge-sharing within the legal team.
• Assisting the business in maintaining an appropriate profile with industry groups and others on key issues, including via participation in industry forums and other external discussions.
• Advising EMEA senior management on regulatory trends emerging across EMEA and assisting in developing consistent good practice in respect of custody regulation.

Depositary Receipts

• Advice on DR program establishments, offerings and ongoing transactions and implementation and the extension of issuers’ corporate actions to DR holders, including tender and exchange offers, rights offerings, dividends and proxy voting;
• Consultation on legal and contractual arrangements with agents, international clearing and settlement systems and exchanges involved through the life-cycle of a DR, including local market sub-custodians, transfer agents, DTC, Euroclear and Clearstream;
• Work with the DR business, Risk and Compliance partners in providing guidance on issues related to legal and contractual matters, operational risks and regulatory matters;
• Assist business in interactions with regulators in various emerging and frontier market jurisdictions to introduce DR product and engage with business line on developing new DR uses in existing markets;
• Review and approve legal opinions, marketing and communication materials;
• Manage outside counsel engaged to assist the business;
• Monitor and advise on relevant legal and regulatory developments.

Requirements: (what we are looking for)

The successful candidate will be legally qualified with a background in private practice, and will preferably have had in-house legal or business experience, with circa 7+ years PQE. The following experience is highly desirable:
• Restructuring and work-out experience with debt transactions.
• Experience in representing agents, trustees, collateral administrators and custodians in transactional and contentious matters.
• Experience with debt and debt-related transactions, including mortgage- and asset-backed securitisations, repackagings, collateralised debt/loan obligations, structured investment vehicles and conduits, project finance transactions and other forms of structured finance transactions.
• General corporate and cross border equity capital markets law experience.
• Experience of transactions with issuers in emerging or frontier markets.
• Working knowledge of Issuer Services regulatory frameworks including proven experience of delivery on regulatory projects.
• Experience of interactions with Issuer Services legal and wider business/risk/compliance colleagues.
• Excellent drafting and negotiation skills.
• Regulatory background and experience of regulatory/strategic change.

The candidate should also have:
• Excellent interpersonal and communication;
• Excellent drafting and negotiation skills;
• Strong organisation skills;
• Adept problem solving skills – ability to identify practical solutions;
• Flexible and adaptable working style to react to demanding workload and changing priorities;
• Self-motivation to drive delivery against objectives – ability to work autonomously;
• Customer orientation & specifically a willingness to learn and to cultivate good working relationships with internal clients;
• Experience in balancing commercial flexibility and risk management; and
• A willingness to work as part of a team and help out on all matters.

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