Legal & Compliance Lead

FairClub is the operating system for founders and investors to source, structure, close, and govern private rounds. Capital sits in non-custodial multi-sigs. Investors hold Ownership NFTs with smart contract-enforced voting rights. Every deal is vetted by an independent curator before it reaches an investor.

The structures underneath all of that are real legal entities with real filing obligations. Delaware Rollup SPVs. Custom SAFEs, SAFTs and SAFE-Ts. KYC, KYB and AML screening on both sides of every round.

Right now that work is spread across the team and outside counsel. We want one person who owns it.

Tasks

• Every SPV on the platform — formation, operating agreements, subscription documents, transfer restrictions, dissolution.
• Annual maintenance for the full SPV portfolio. Registered agent, state filings, franchise tax, K-1 coordination, beneficial ownership reporting. Nothing lapses.
• Investment agreements for each project raise. You review the terms before they go live and you say what needs to change.
• Exemption analysis for every raise. Which offering, which jurisdictions, which investors, what that requires of us.
• KYC/KYB/AML policy and the escalation path when screening flags something.
• The relationship with outside counsel in each jurisdiction we operate in — you decide what goes out and what stays in-house.
• Compliance review of new product surfaces before they ship, not after.

Requirements

• 5+ years in securities, fund formation, or private capital markets. In-house, at a firm, or at a platform.
• Working knowledge of US private offering exemptions and the practical mechanics of relying on them — investor verification, general solicitation limits, filing deadlines.
• Familiarity with EU offering rules and how a cross-border investor base changes what a raise can look like.
• You have formed and maintained SPVs. Not read about them.
• Comfort with token instruments — SAFTs, SAFE-Ts, warrants over tokens — and the distinction between a token that is a security and one that is not.
• You write clearly. Founders and investors read your work, not just lawyers.
• You are willing to give a direct answer with a stated confidence level rather than a memo that resolves nothing.

Compliance here is a design input, not an obstacle. We build the regulated plumbing in-house because that is the product. You will not be a gate at the end of a process — you will be in the room while the process is being designed.