Senior Corporate Counsel

About the role

Manning & Napier is seeking a Senior Corporate Counsel to serve as the firm's primary in-house legal advisor. This role supports the firm and its affiliated entities across corporate, regulatory, commercial, and risk matters, partnering closely with executive leadership and key stakeholders. This is a stand-alone position with broad autonomy and responsibility. The role is ideal for a senior attorney who exercises sound judgment, operates independently, and provides practical, business-oriented legal counsel.

Responsibilities

• Serve as the firm's principal legal advisor, managing day-to-day legal matters across corporate, regulatory, commercial, and risk areas.
• Provide practical legal guidance to senior leadership, identifying and managing legal risk and engaging outside counsel as appropriate.
• Advise on corporate governance matters, including fiduciary duties, director and officer obligations, and governance best practices.
• Support board and committee activities, including preparation of resolutions, consents, minutes, and governance documentation.
• Lead legal support for corporate transactions and strategic initiatives, including minority investments, asset sales, restructurings, and internal reorganizations.
• Draft, review, and negotiate transaction and commercial agreements; oversee legal due diligence and coordinate external counsel.
• Analyze change-of-control, consent, and notice provisions across advisory, credit, and commercial agreements.
• Advise on legal and regulatory matters applicable to a registered investment adviser, broker dealer, mutual fund, trust company, including securities regulation, privacy, and employment-related compliance.
• Partner with Compliance and HR on policies, employee handbook updates, and firm-wide initiatives.
• Draft, review, and negotiate a broad range of commercial and vendor contracts.
• Oversee litigation, subpoenas, and third-party inquiries; advise on indemnification, insurance coverage, and contingent liabilities.

Requirements

• Required
• Juris Doctor (J.D.) from an accredited law school; active member in good standing of the New York State Bar Association
• 10+ years of legal experience, including senior in-house or equivalent experience operating independently.
• Strong background in corporate governance, commercial contracts, and complex legal issue analysis.
• Excellent drafting, communication, prioritization, and judgment skills.
• Preferred
• Experience as sole or lead in-house counsel in a lean legal environment.
• Background in financial services, investment management, or another regulated industry.
• Comfort advising executive leadership and interacting with boards of directors

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