Corporate Legal Officer

GS Advisory has been exclusively mandated by an AIFM/ManCo in Luxembourg to recruit a Corporate Legal Officer for a 1-year fixed-term contract.

We are looking for a experienced professional to work closely with the Legal Counsel on a wide range of corporate, regulatory, and governance matters.

Key Responsibilities:

Corporate Governance & Compliance:

Prepare and file corporate documents with the Registre de Commerce et des Sociétés (RCS), including annual financial statements, appointments/resignations of directors, and auditor filings for assigned Alternative Investment Funds (AIFs) and Special Purpose Vehicles (SPVs), with review by the Legal Counsel when required.

Draft board and shareholder resolutions for AGMs, WRs and EGMs; coordinate execution and circulation.

Organize and coordinate AGMs, including preparation and dispatch of PoAs, convening notices, board/shareholder minutes, and financial statements to relevant stakeholders.

Archive all legal and governance documents in internal systems in accordance with internal document naming conventions and policies.

Preparation and coordination of board meetings for assigned entities, including scheduling, preparing board packs, and distributing materials to directors.

Preparing meeting minutes and maintaining accurate records of board and shareholder meetings, with support and review from the Legal Counsel.

Regulatory filings & reporting:

Prepare filings for the Registre des Bénéficiaires Effectifs (RBE) and handle requests for extracts and translations as required.

Support the preparation of regulatory filings to the Commission de Surveillance du Secteur Financier (CSSF) via the e-desk platform, including coordinating responses to regulatory queries, subject to Legal Counsel review.

Monitor relevant regulatory changes affecting AIFs and SPVs, and assist in ensuring compliance with Luxembourg corporate and fund-related legislation.

Legal agreements & documentation:

Draft standard agreements including fund management agreements (FMA), depositary agreements, investment advisory agreements, cost-sharing agreements for new AIFs, subject to the Legal Counsel review.

Coordinate execution of documents via DocuSign and ensure all relevant agreements are properly filed and archived.

Administrative & operational support:

Liaise with external service providers such as auditors, notaries, and legal advisors to ensure timely execution of filings and documentation.

Incorporation procedures for AIFs and SPVs, including liaising with notaries and compliance teams, and preparing foundational documents such as Articles of Association (AoAs), Offering Documents (PPMs) and Power of Attorneys (PoAs), with oversight from the Legal Counsel.

Maintain a working knowledge of Luxembourg corporate law and specific topics such as account 115 obligations relevant to share capital transactions.

Provide general support to the legal function in legal research, and documentation projects as required.

Profile:

Experience: 3-5 years of post-university legal experience in a corporate governance or corporate law setting. Experience within asset management or financial services is a plus.

Education: University degree in Law (Bachelor's) with a focus on corporate and governance matters.

Strong organizational skills with the ability to manage multiple tasks and meet deadlines.

Familiarity with Luxembourg corporate and governance regulations.

Solid understanding of Luxembourg corporate filing processes (RCS, RBE, etc.).

Strong attention to detail and accuracy.

Knowledge of account 115 in Luxembourg is a plus.

Fluent in English (written and spoken).

Proficient in Microsoft Office.

Team-Oriented: A collaborative approach to working with other legal professionals and departments.

Adaptable: Eagerness to learn within a fast-paced, dynamic legal environment.