Associate Counsel – Securities Finance

Malvern, PA, US

October 19, 2017
Vanguard is one of the world’s largest asset managers operating in the United States, Europe, Asia, Australia and Canada where it provides investment advisory services to more than 350 funds with more than $4 trillion under management worldwide. The Associate Counsel in Vanguard’s Legal and Compliance Division will join the Derivatives, Securities Finance and Separately Managed Accounts Global Practice Group based in Valley Forge, PA, with members in London, Hong Kong and Melbourne.

The primary area of focus will be on Vanguard’s global securities financing activities including supporting business teams responsible for securities lending (both agent and direct lending) and repurchase transactions. This active and expanding business is subject to ever increasing global regulatory oversight with potential impact to the scope and structure of the market and business as well as to the underlying contracts. In addition to covering the business, the Associate Counsel will help monitor global regulatory changes and coordinate efforts with legislators, regulators and trade associations to advocate for appropriate, effective and cost efficient regulations.

The Associate Counsel will provide legal advice and counsel to the business and have responsibility for external consultants and counsel when necessary. The Associate Counsel is expected to work closely with Senior Counsel, internal clients and other key internal stakeholders, and be responsible for:

Duties & Responsibilities:

  • Provides advice, counsels, and educates internal clients and business units (BUs) in order to advise, guide and raise awareness of applicable global legal issues impacting securities finance, as well as educate and inform for better compliance with applicable policies, regulations and laws.
  • Conducts legal and/or factual research as necessary to support the needs and initiatives of the company.
  • Drafts and negotiates various legal documents and items of legal significance, as necessary, such as regulatory filings, contracts, memoranda, position statements, correspondence, and other documents and instruments including legal documentation for securities lending and borrowing as well as repurchase transactions, including market specific documentation and ancillary agreements such as guarantees and confidentiality agreements; resolve legal questions or disputes in performance of the same.
  • Supports new services, product developments or initiatives undertaken by Vanguard.
  • Maintains a high level of expertise in applicable areas of the law, Vanguard’s business, the mutual fund industry, and the securities financing industry through attendance at functions discussing our business (e.g., Annual Meetings), keeps current on industry and regulatory developments affecting our business, fosters an interest in Vanguard’s initiatives and new services and products offered; and researches applicable law, reading legal publications, and/or attending legal seminars.
  • Advances the Legal and Compliance Division’s other projects, endeavors and standards by modeling and exemplifying the Division’s standards (through work ethic, responsiveness to clients, attitude, adherence to the Vanguard Code of Ethics and exercise of good judgment), implements new projects as necessary or appropriate, includes preparing documentation and presentations on key legal/regulatory developments affecting the firm and various business lines.
  • Demonstrates judgment, creativity and technical expertise, breadth of vision and initiative, commitment and accomplishment, communication skills.
  • Participates in special projects and performing other duties as assigned.


  • Graduate degree or equivalent combination of training and experience. Law degree (J.D. or equivalent).
  • Minimum 4+ years’ experience as an attorney and admitted into the state bar. Prior in-house experience is a plus.
  • Excellent knowledge of financial services activities. Familiarity with key services provided by service providers to investment managers and financial institutions.
  • Knowledge and experience in securities lending, repurchase transactions, and custody arrangements (legal documentation and global regulatory framework), including MRAs, GMRAs, MSLAs, GMSLAs, Agent Lending Agreements, CUAs and ACAs.
  • Ability to identify and manage legal and reputational risk; demonstrates sound business judgment and legal ethics.
  • Track record for highly successful contract and dispute negotiations.
  • Demonstrated ability to develop positive relationships and work confidently and cooperatively with legal colleagues, business unit managers/employees, and external entities such as outside counsel, clients, vendors, and other business partners.
  • Skilled in drafting and presenting written and oral communications.
  • Strong practical experience with and knowledge of securities laws, UCC, ERISA, Investment Company Act of 1940, UCITS, and laws and regulations relating to insolvency, agency and risk based regulatory capital.
  • Strong leadership, workflow management and organizational skills; ability to handle a variety of projects simultaneously with minimal supervision, and the ability to prioritize to meet tight deadlines in the context of servicing a dynamic business unit.

Special Factors:

  • Vanguard is not offering visa sponsorship for this position.