Senior Legal Counsel

Position Overview ROC USA Capital is seeking a transaction-focused Legal Counsel to support its community development lending activities. This role is best suited for an attorney who excels at executing real estate lending transactions, managing legal due diligence, and supporting borrower compliance across a growing national portfolio. The Legal Counsel will serve as a key partner to the lending team, supporting loan closings from diligence through execution, and contributing to the efficient structuring and administration of loan participations with external capital partners. This is a hands‑on role in a lean, mission‑driven environment, requiring strong attention to detail, sound judgment, and the ability to manage multiple transactions simultaneously. Loan Closing & Transaction Execution (Primary Focus) Draft, review, and negotiate loan documents, including: Loan agreements, promissory notes, and security instruments Guarantees, subordination agreements, and intercreditor agreements Manage legal due diligence, including: Borrower entity formation, authority, and governance Title, survey, and real estate documentation Coordinate all legal aspects of loan closings with: Internal lending staff Borrower counsel Title companies and escrow agents Ensure transactions are executed efficiently and in alignment with internal policies and investor requirements Borrower Compliance & Portfolio Legal Support Support post‑closing legal matters, including: Consents, waivers, and loan modifications Ongoing borrower compliance with loan agreements Assist with documentation and legal review related to: Defaults, restructurings, and enforcement actions Help ensure consistency and compliance across the loan portfolio Collaborate with asset management and servicing teams on legal aspects of portfolio oversight Loan Participation & Capital Execution ROC USA Capital operates a participation‑based lending model in which: Capital is raised to the balance sheet Loans are originated to resident‑owned cooperatives Approximately 70% of each loan is sold to participation partners (e.g., banks, CDFIs, impact investors) ROC USA Capital retains approximately 30% and continues to service and manage the full loan Within this model, Legal Counsel will: Draft and negotiate participation‑related documentation, including: Loan participation agreements Participation purchase and sale agreements Intercreditor and servicing agreements Support the execution of participations with existing capital partners by: Translating loan terms into participation structures Ensuring alignment between loan documents and participation agreements Coordinate with internal capital and finance teams to: Implement participation transactions efficiently post‑closing Ensure compliance with partner requirements and policies Assist with ongoing administration of participation relationships, including: Amendments, assignments, and transfers Documentation updates tied to servicing and reporting requirements Contribute to the development and refinement of standardized participation templates and processes to support scalable capital deployment Note: This role supports execution and management of participation relationships and does not involve sourcing or fundraising from capital partners. Legal Risk Management & Outside Counsel Coordination Identify and escalated legal risks within transactions and portfolio activities Support engagement and oversight of outside counsel when neededAssist in managing scope, timelines, and budgets for external legal providers Contribute to the development and maintenance of standardized legal templates and documentation Qualifications Required D. from an accredited law school and active bar membership in good standing Min of 6–10 years of legal experience in commercial real estate finance, banking, or community development lending Demonstrated experience supporting real estate lending transactions through closing Strong working knowledge of: Loan documentation and secured transactions Title and survey review Multi‑party deal structures Ability to manage multiple transactions simultaneously in a fast‑paced environment Strong attention to detail and organizational skills Comfortable working in a collaborative, mission‑driven, and evolving environment Preferred Experience working with CDFIs, housing nonprofits, or mission‑driven lenders Working knowledge of affordable housing finance tools (e.g., HUD programs, state/local housing programs). What Else You Should Know ROC USA is an Equal Opportunity Employer. We celebrate diversity and are committed to creating an inclusive environment for all employees. All qualified applicants will receive consideration for employment without regard to race, color, religion, sex, gender identity or expression, sexual orientation, national origin, disability, age, veteran status, or any other legally protected status. ROC USA has established an annual salary range of $150 K to $180 K for the Senior Legal Counsel position. Compensation also includes a comprehensive benefits package. #J-18808-Ljbffr