Senior Legal Counsel, Africa Catalytic Impact Fund (ACIF) at Mastercard Foundation

WAYS YOU CAN CONTRIBUTE

We are seeking a Senior Counsel to join our team and play a pivotal role in the build out of ACIF. The position offers the opportunity to shape, monitor and add value to direct investments in African champions and to support intermediated investments, including fund commitments, and co-investments. The Senior Counsel will also work with the broader ACIF team to develop creative investment products and structures to catalyze external capital in furtherance of our impact objectives. As a core team member, you will be instrumental in shaping the future of ACIF, the clients and companies, and the African youth we serve. More specific responsibilities include:

Structuring investments and due diligence:

• Working with the deal teams to assess investment opportunities, both direct and intermediated, from a legal perspective
• Working with the deal teams to develop term sheets for direct and intermediated investments that align with the Foundation legal requirements and Canadian charity regulations
• Leading and overseeing third party legal due diligence and structuring of direct investments; identifying and mitigating key legal risks associated with these investments; ensuring all relevant legal issues are captured and addressed appropriately; and working with external counsel, deal team members and counterparties to ensure efficient closure of investments
• Leading legal due diligence and structuring of fund commitments, including assessment of fund structures; reviewing, assessing and negotiating LPAs and side letters; ensuring Foundation legal requirements are met and incorporated
• Reviewing co-investment opportunities and in particular, assessing and amending structures to comply with Foundation requirements; working with GP partners on legal due diligence and documentation of co-investments with the support of external counsel
• Working with deal teams on value creation plans, management incentive plans, and technical assistance plans from a legal perspective as part of investment theses for prospective investments
• Work seamlessly with deal teams to evaluate and execute investment opportunities

Instrument and structure development

• Working with internal legal and fund operations colleagues on appropriate structures for ACIF investments, within the context of its unique regulatory issues
• Working with the ACIF team to create new investment structures in furtherance of the Foundation mandate and ACIF strategy
• Liaising with internal legal colleagues and the Mastercard Foundation Asset Management company to keep abreast of legal and regulatory matters relevant to ACIF

Investment Monitoring and exits

• Ensuring full compliance of ACIF’s investments with Foundation legal requirements and regulatory conditions
• Supporting portfolio companies or fund managers on occasion as appropriate
• Supporting deal teams in executing value creation initiatives for portfolio companies, from a legal perspective
• Working with deal teams and portfolio companies on negotiating and executing exits of portfolio companies, including evaluating company exit readiness and developing mitigation plans; evaluating vendor legal due diligence providers; contracting advisors; evaluating non-binding offers; negotiating transaction documentation and working with advisors on completion

WHO YOU ARE

Education & Experience

• Over 15 years of experience in M&A and/or corporate finance legal work, either at a law firm, financial institution or in-house.
• English law (or commonwealth equivalent) qualified.
• Experience in ESG / SRI / impact investing a plus.
• Experience in philanthropy and Canadian charity law will be an added advantage.
• Experience transaction execution in Africa.