Hedge Fund Attorney - Senior Legal Counsel

Sophisticated Work. In a Great City. Making a Difference.

The State of Wisconsin Investment Board (SWIB) manages more than $178 billion in assets, including those of the fully-funded Wisconsin Retirement System (WRS). SWIB operates at a level more often seen in top-tier global asset managers than in typical public pension funds. SWIB is a home for top talent. Approximately 61 percent of SWIB’s investment professionals are Chartered Financial Analyst (CFA) charterholders.

The City of Madison, the state capitol and home of Wisconsin’s flagship university, makes regular appearances on lists of best places to live, eat, and play. SWIB offers a modern workspace, hybrid work options, and competitive compensation and benefits.

Serving over 703,000 WRS beneficiaries, SWIB is driven by a clear mission: securing the financial future of those who serve Wisconsin. When you work at SWIB, you know your work matters.

Job Description:

The Opportunity

SWIB is seeking an experienced investment management attorney to join its Legal Division, with primary responsibility for supporting SWIB’s hedge fund and external manager investment activities. This attorney will work directly with portfolio managers and other investment professionals on the legal diligence, structuring, negotiation, execution, and ongoing management of sophisticated alternative investment relationships. The role also will provide cross-asset support on complex investment transactions based on the attorney’s background and SWIB’s evolving needs.

This is an investor-side role with substantial responsibility and direct exposure to investment decision-makers. The successful candidate will combine deep private-funds expertise with practical judgment, strong negotiation skills, and the ability to distinguish material legal and structural risk from issues that can be managed efficiently. The attorney will join a collaborative legal team supporting a sophisticated institutional investment platform.

Key Responsibilities and Job Functions

Hedge Funds and External Manager Investments – Primary Focus

• •Serve as a lead legal advisor to SWIB’s hedge fund and external manager investment programs, including investments in commingled hedge funds, funds of one, separately managed accounts, and other customized or strategic investment arrangements.
• •Lead legal due diligence and the review, drafting, and negotiation of investment documentation, including offering memoranda, limited partnership and LLC agreements, subscription agreements, side letters, investment management agreements, managed account agreements, and related ancillary documents.
• •Negotiate investor protections and institutional terms relevant to a large governmental investor, including provisions addressing transparency and reporting, fees and expenses, liquidity and withdrawal rights, key-person and change-of-control events, conflicts, indemnification, confidentiality and public-records considerations, regulatory matters, and compliance with SWIB policies and applicable law.
• •Manage side-letter and most-favored-nation processes, including evaluating available elections and coordinating implementation of negotiated rights with investment, operations, compliance, tax, and other internal teams.
• •Advise on amendments, restructurings, liquidity events, redemptions and withdrawals, transfers, wind-downs, manager or strategy changes, and other matters arising during the life of an investment.
• •Identify and evaluate legal, structural, regulatory, tax-sensitive, counterparty, and operational issues in proposed investments and provide clear, practical advice to investment professionals regarding material risks and potential solutions.
• •Support the structuring and negotiation of new or bespoke external-manager relationships and investment strategies, including arrangements that cross traditional hedge fund, public market, credit, and private market boundaries.

Broader Investment and Capital Markets Support

• •Based on experience and team needs, advise on other sophisticated investment transactions, which may include structured credit, leveraged finance, securitized products, private credit, strategic or opportunistic investments, and related financing arrangements.
• •Provide support and backup coverage on public-markets and trading matters, including agreements with banks, broker-dealers, custodians, and other counterparties and, as appropriate, derivatives, securities financing, and related documentation.
• •Collaborate with SWIB’s other investment attorneys on transactions involving private equity, real estate, infrastructure, venture capital, co-investments, or other private-market characteristics.

Strategic Legal Su pport

• •Partner directly with portfolio managers and senior investment professionals to structure and execute complex or novel investment opportunities and translate legal requirements into commercially workable solutions.
• •Work closely with Compliance, Risk, Operations, Finance, Tax, and other internal teams on investment-related legal and regulatory matters, including implementation of negotiated investment terms and ongoing obligations.
• •Monitor and advise on legal and regulatory developments affecting private funds, investment advisers, institutional investors, and SWIB’s hedge fund and external manager activities.
• •Manage and coordinate outside counsel on specialized transactions and matters, exercising judgment regarding when external expertise is appropriate and ensuring efficient use of external legal resources.
• •Develop and maintain institutional knowledge, templates, diligence standards, processes, and legal frameworks that allow SWIB to evaluate and execute investments efficiently and consistently.
• •Support other activities over which the Legal Division has primary responsibility.

Qualifications

We are looking for candidates who bring sophisticated investment-management experience, sound judgment, intellectual curiosity, and a collaborative, service-oriented approach. The ideal candidate will have:

• •A J.D. from an accredited law school and active membership in good standing to practice law in at least one U.S. jurisdiction.
• •Approximately 8+ years of relevant legal experience at a nationally or internationally recognized law firm, institutional investor, asset manager, hedge fund, investment bank, or other sophisticated financial institution. Candidates with materially greater experience are also encouraged to apply.
• •Significant experience with private investment funds and, in particular, hedge fund investments or hedge fund matters, including reviewing and negotiating fund governing documents, subscription materials, side letters, and related investment documentation.
• •Experience with separately managed accounts, funds of one, investment management agreements, or other customized institutional investment arrangements is strongly preferred.
• •Strong working knowledge of the legal and regulatory framework applicable to private funds and investment management. Experience advising governmental, pension, tax-exempt, or other institutional investors is a plus.
• •Demonstrated ability to conduct focused legal diligence, analyze complex investment structures and documentation, identify material issues, and provide practical, commercially oriented advice to investment professionals.
• •Experience with one or more adjacent areas—such as private credit, structured finance, derivatives, securities financing, public markets, or private markets—is desirable but not required.
• •Excellent drafting, negotiation, communication, and relationship-management skills, including the ability to work directly and credibly with portfolio managers, senior investment professionals, external managers, and outside counsel.
• •Strong judgment, attention to detail, and the ability to manage multiple sophisticated matters independently in a fast-paced investment environment without unnecessarily impeding investment activity.
• •Ability an