Conduct detailed review of the investor term sheet.
Advise on key legal, commercial, and governance implications of proposed clauses.
Provide market benchmarking guidance, particularly in the context of a first-time fund manager.
Support navigation of negotiation strategy and fallback positions.
Advise on legal and governance-related Conditions Precedent (CPs).
Support the review, refinement, and where required drafting of key fund policies, including: Carry Policy & Carry Allocation.
Advise on market-standard carry structures.
Review and/or draft carry allocation agreement.
Ensure alignment with investor expectations and fund economics.
Develop or refine conflict identification and mitigation framework.
Ensure governance safeguards meet institutional investor standards.
Advise on LPAC structure, mandate, composition, and decision-making authority.
Review governance rights and oversight mechanisms reflected in the term sheet.
Ensure clarity of escalation and accountability structures.
Advise on SPV performance linkages and deployment structures.
Review performance alignment mechanisms between SPVs and the main fund.
Ensure structural arrangements are commercially workable and aligned with investor expectations.
Provide pragmatic guidance beyond technical legal review.
Translate legal provisions into operationally workable frameworks.
Support a first-time fund manager in navigating institutional investor standards.
Identify structural risks or misalignments early and propose solutions.

Significant experience advising or working with private equity, venture capital, or blended finance funds.
Demonstrated experience supporting fund managers through investor negotiations and closing processes.
Experience working with first-time fund managers strongly preferred.
LP-side experience (or prior experience within an institutional investor or DFI) advantageous.
Experience with African fund structures and Mauritius-based elements preferred.
Deep familiarity with fund term sheets, governance frameworks, and institutional investor standards.
Strong understanding of carry structures and allocation mechanisms.
Experience advising on SPV structures and performance-linked arrangements.
Ability to draft and refine fund governance and policy documents.
Law degree (LLB or equivalent) strongly preferred.
Formal legal admission in a recognised jurisdiction advantageous but not mandatory.
Strategic and commercially astute.
Comfortable advising under tight timelines.
Able to operate independently with limited supervision.
Clear communicator capable of simplifying complex legal structures.
Pragmatic and solutions-oriented.

Legal Advisory Expert – Investment Funds

Key skills