86980 – Principal Counsel, Investment Transactions

Position Summary

Reporting to the Managing Counsel, the Principal Counsel will provide legal advice on a variety of highly complex corporate transactions for clients across the UC system and particularly matters within the purview of the University’s Office of the Chief Investment Officer (“UC Investments”). The Principal Counsel will draft, review, structure, and negotiate a variety of agreements involving the University’s interests in connection with direct investments and private fund investments. Responsibilities require knowledge of laws, regulations, and policies applicable to a broad range of investment transaction issues, including, but not limited to, highly complex corporate transactional, finance, and investment matters. UC Investments manages a global portfolio of investments, including retirement, endowment, and cash assets with an aggregate value in excess of $200 billion. These investments are made across a variety of asset classes, including public equity, fixed income, private equity, private credit, real estate, and real assets.

Duties and Responsibilities

Responsibilities

75% Core Legal Practice

Provides practical, actionable, and timely legal advice, counsel, and support on a variety of highly complex corporate transactional, finance, operations, and investment matters related to UC Investments under the supervision of the Deputy General Counsel and/or Managing Counsel, BTI

Directly and independently structures, documents, and negotiates legal matters and handles projects on behalf of The Regents and UC Investments as they pertain to various corporate and investment transactions, including private funds (e.g., private equity funds, venture capital funds, co-investment funds, continuation funds, etc.), secondary sales, direct investments (e.g., venture capital financings, etc.), real estate transactions, and separately managed accounts, among others.

Provides research and advice on legal issues affecting University investments, including for special projects, such as joint ventures, equity investments and disposals, and similar matters.

Coordinates with individual University campuses on campus-based startups and equity-related matters

Creates and updates standard form investment agreements and other agreements

Drafts, reviews, and negotiates various commercial contracts, including professional services agreements and data agreements, among others.

Establishes legal and compliance policies and procedures that meet applicable regulatory requirements; tests the operative effectiveness of those policies and procedures; and conducts appropriate training

Assists in the preparation of board materials

Participates in development of legal strategy and execution of transactions

Implements a contract management system and process

Assists UC Investments on compliance matters such as insider trading reporting policy and reporting procedures, personal trading, etc.

Plans and assists in due diligence; actively manages deal processes and execution

Advises and renders opinions to senior leaders with respect to the legal implications of establishing or changing policy

Attends public meetings of the Investments Committee of the Board of Regents on behalf of the General Counsel

Works with colleagues in the UC Office of the President to develop and modify practices and procedures to conform with changing legal requirements

Advises officers and senior managers of corporate legal responsibilities

Keeps informed on changing legislation and case law development in the area of corporate, finance, and investment transactions

Establishes effective relationships with key internal and external constituencies by recognizing strategic needs of organization and proactively building relationships with appropriate stakeholders to ensure successful outcomes

Directly negotiates matters on behalf of The Regents

 

10% Leadership

Provides functional advice, training and/or guidance and effectively mentors less-experienced attorneys.

Develops objectives and ensures service according to established priorities; delegates work effectively to maximize efficiencies.

 

10% Compliance & Stewardship

Makes recommendations concerning areas of work to perform in-house, versus payment for an outside firm.

Ensures accurate record keeping in compliance with UC Legal data quality protocols.

Complies with delegations of authority for committing University funds.

Acts as a liaison with retained outside counsel and manages outside counsel budget.

 

5% Collaboration and Communication

Recognizes strategic needs of organization and proactively builds relationships with appropriate stakeholders to ensure successful outcomes.

Establishes effective relationships with key internal and external constituencies.

Develops objectives and ensures service according to established priorities.

Ensures accurate record keeping in compliance with UC Legal data quality protocols.

 

Experience

Minimum of 8 years of relevant in-house or law firm experience with corporate transactional and investment matters; must have extensive transactional experience.

 

Required Qualifications

Significant experience with legal aspects of private fund investments, direct investments, real estate transactions, mergers and acquisitions, and/or corporate finance

In-depth capabilities in collaboration, facilitation, and strategic and creative thinking

A proven team player with a positive attitude and strong interpersonal communication skills, including proven ability to actively listen, negotiate, persuade, and educate

Experience in reviewing, drafting, and negotiating a broad range of general corporate and/or fund-related agreements for a variety of transactions, including private fund investments; direct investments (e.g., venture capital financings, etc.); investment, hedging, futures, and similar accounts; agreements with bank and broker-dealer counterparts; term sheets and letters of intent; mergers and acquisitions; dispositions; real property transactions; consulting and professional service arrangements; agreements relating to trading, risk management, and data management functions, including software license and other vendor agreements; confidentiality agreements; and related corporate actions

In-depth understanding of highly complex legal issues and ability to foresee implications in the University setting and institutional concerns, even when ambiguous or hidden

Excellent decision-making ability, even when unpopular, earning credibility and support from colleagues

Advanced interpersonal communication skills, including proven ability to actively listen, negotiate, persuade, and educate

Advanced written communication skills and ability to create and deliver effective materials and/or presentations appropriate to various audiences, including senior leaders and technical experts

Advanced skills in project management and in facilitating policy review and changes

Demonstrated ability to build trust and credibility with a broad group of colleagues, clients, and other stakeholders, including senior leadership

Demonstrated commitment to the highest ethical standards

Proven ability to maintain confidentiality and exercise discretion and tact when handling sensitive or potentially sensitive issues

Willingness to work in the office at a minimum on an as-needed basis

Strong understanding of applicable securities regulations, corporate transactional, investment, finance and contract laws, relevant enforcement trends, and strategies to manage related risks

Experience in negotiating equity-based financing transactions

 

Preferred Qualifications

Experience working on real estate transactions

Experience working in the legal department of an investment management firm, investment bank, or other financial institution

General private corporate/business transactions experience, including experience in advising on incubators, accelerators, and similar startup frameworks

Experience working for other clients that are educational institutions, startups, or investors

International transactional experience

Institutional knowledge of the University of California’s equity-related policies and procedures or similar higher education experience

Experience working with both private and public/governmental entities and/or experience with local, federal, and/or UC policy

Ability to mentor and coach all levels of staff and to provide for succession planning

 

Education

Advanced degree in related area

Licenses and Certifications

Must be a member in good standing of the California Bar. (Out-of-state hire would be afforded time to pass the Bar within a reasonable period.)

 

Travel Requirements

5% Occasional travel for business meetings

 

SPECIAL CONDITIONS

The person hired will be required to reside within California and report to work on-site at UC’s Office of the President (UCOP) located in Oakland, CA on a regular basis. Current policy requires that a new employee work on-site at least two days per week on Tuesday and Wednesdays (“anchor days”). In exceptional circumstances, approved by the General Counsel, candidates residing in or willing to relocate to California may be considered for a fully remote work arrangement.

 

SALARY AND BENEFITS

Job Title: Counsel 4

Job Code: 000201

Salary Grade: Grade 29

Payscale: $235,000 – $275,000 annual, commensurate with experience

The University of California, Office of the President, is required to provide a reasonable estimate of the compensation range for this role. This range takes into account the wide range of factors that are considered in making compensation decisions including but not limited to experience, skills, knowledge, abilities, education, licensure and certifications, and other business and organizational needs. It is not typical for an individual to be offered a salary at or near the top of the range for a position. Salary offers are determined based on final candidate qualifications and experience.

Benefits: For information on the comprehensive benefits package offered by the University visit: Benefits of Belonging

 

ADDITIONAL INFORMATION

HOW TO APPLY

Please be prepared to attach a cover letter and resume with your application.

APPLICATION REVIEW DATE

The first review date for this job is July 10, 2026. The position will be open until filled.

CONDITIONS OF EMPLOYMENT

Background Check Process: Successful completion of a background check is required for this critical position. Background check process at UCOP

Smoke Free Work Environment: The University of California, Office of the President, is smoke & tobacco-free as of January 1, 2014. UC Smoke & Tobacco Free Policy

As a condition of employment, you will be required to comply with the University of California Policy on Vaccination Programs, as may be amended or revised from time to time. Federal, state, or local public health directives may impose additional requirements.

As a condition of employment, the finalist will be required to disclose if they are subject to any final administrative or judicial decisions within the last seven years determining that they committed any misconduct, are currently being investigated for misconduct, left a position during an investigation for alleged misconduct, or have filed an appeal with a previous employer.

“Misconduct” means any violation of the policies or laws governing conduct at the applicant’s previous place of employment, including, but not limited to, violations of policies or laws prohibiting sexual harassment, sexual assault, or other forms of harassment, discrimination, dishonesty, or unethical conduct, as defined by the employer.

UC Sexual Violence and Sexual Harassment Policy

UC Anti-Discrimination Policy for Employees, Students and Third Parties

APM – 035: Affirmative Action and Nondiscrimination in Employment

 

EEO STATEMENT

The University of California is an Equal Opportunity Employer. All qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, national origin, disability, age, protected veteran status, or other protected status under state or federal law.

The University of California, Office of the President, strives to make this job board accessible to any and all users. If you have comments regarding the accessibility of our website or need assistance completing the application process, please contact us at: Accessibility or email the Human Resource Department at: epost@ucop.edu.

How to Apply

Please apply via this link.