Senior Legal Counsel, Africa Catalytic Impact Fund (ACIF) at Mastercard Foundation

Mastercard Foundation is a global foundation based across four hubs in Kigali, Rwanda, Nairobi, Kenya, Accra, Ghana and Toronto, Canada. Our programs promote financial inclusion and advance education and learning in Africa, primarily for young people, and in Canada for Indigenous youth. The Foundation was established in 2006 through the generosity of Mastercard when it became a public company. From inception, the Foundation was designed to be a separate entity and independent from Mastercard. Our policies, operations, and funding decisions are made by our President and Board of Directors.

The Foundation believes that youth employment is key to unlocking prosperity, both for youth and their societies. Enabling young women and men from disadvantaged communities to secure dignified and fulfilling work will ensure inclusive development and economic growth in Africa.

We are recruiting to fill the position below:

Job Title: Senior Legal Counsel, Africa Catalytic Impact Fund (ACIF)

Location: Lagos

The Work at the Foundation

• We are currently in an exciting period at the Mastercard Foundation as we intensify the implementation of the Young Africa Works strategy, aiming to empower 30 million young people throughout Africa to access dignified and fulfilling employment.
• To ensure the Foundation's accessibility to our partners and program participants, we have established offices in Rwanda, Kenya, Ghana, Senegal, Ethiopia, Nigeria, and Uganda. These offices provide strong in-country support for the implementation of Young Africa Works. 
• We collaborate with governments, the private sector, educators, and other funders to enhance the quality of education and vocational training, equip young individuals with the necessary skills for the workforce, expand access to financial services for entrepreneurs and small businesses, and facilitate connections between job seekers and meaningful employment opportunities.
• Our values serve as our guiding principles, transcending and surpassing all other considerations. We wholeheartedly encourage you to bring your bold ideas, curiosity, and expertise to your work.

The Opportunity

• Over the last decades, targeted investment has become a key driver of economic development, societal change, and job creation. To accelerate the Mastercard Foundation’s mission towards Young Africa works - 30 million young Africans – particularly women – have dignified and fulfilling work - and towards an ecosystem in Africa that sustainably creates enables jobs, the Foundation has established the Africa Catalytic Investment Fund (ACIF). 
• This exciting initiative will invest in mid to large African enterprises, with a view to building African champions who can support the Continent’s next wave of growth. ACIF will invest directly by taking significant minority stakes in established, growth-oriented businesses as well as commit to Africa-focused private equity and private credit funds operating on the Continent.

The Investment Objectives
Create a large cohort of African champions (mid to larger size enterprises): 

• Identify and build African champions in critical sectors, which will generate access to dignified and fulfilling work and entrepreneurship opportunities for young people, especially women.
• Invest directly in growing African champions or indirectly through fund managers and financial intermediaries to scale their growth and impact, accepting disproportionate risk or concessionary return on ACIF investments.
• Provide on-demand technical assistance to these investees, with deal structuring and investment readiness, and post-investment to help their enterprises grow in an inclusive and sustainable way (e.g., on how they maximize access to jobs, particularly for disadvantaged youth and enabling intentionality in sustainable growth).

Catalyze significant projects that will spur equitable and sustainable economic activity and create access to entrepreneurship and work opportunities in key sectors: 

• Identify high potential opportunities in key sectors where ACIF’s participation would de-risk investment and draw in other major investors. This would multiply each ACIF investment by at least 5-fold, amplifying the impact of each investment.
• The Foundation ensures sustainability through intentionality in ensuring that the impact of the Foundation’s investments does not compromise the human, social, economic, and environmental resources for future generations of young people; and the durability of interventions well into the future (linked to the depth of change).

Way You Can Contribute

• We are seeking a Senior Counsel to join our team and play a pivotal role in the build out of ACIF. The position offers the opportunity to shape, monitor and add value to direct investments in African champions and to support intermediated investments, including fund commitments, and co-investments. 
• The Senior Counsel will also work with the broader ACIF team to develop creative investment products and structures to catalyze external capital in furtherance of our impact objectives. 
• As a core team member, you will be instrumental in shaping the future of ACIF, the clients and companies, and the African youth we serve. 

More Specific Responsibilities
Structuring investments and due diligence:

• Working with the deal teams to assess investment opportunities, both direct and intermediated, from a legal perspective
• Working with the deal teams to develop term sheets for direct and intermediated investments that align with the Foundation legal requirements and Canadian charity regulations
• Leading and overseeing third party legal due diligence and structuring of direct investments; identifying and mitigating key legal risks associated with these investments; ensuring all relevant legal issues are captured and addressed appropriately; and working with external counsel, deal team members and counterparties to ensure efficient closure of investments
• Leading legal due diligence and structuring of fund commitments, including assessment of fund structures; reviewing, assessing and negotiating LPAs and side letters; ensuring Foundation legal requirements are met and incorporated
• Reviewing co-investment opportunities and in particular, assessing and amending structures to comply with Foundation requirements; working with GP partners on legal due diligence and documentation of co-investments with the support of external counsel
• Working with deal teams on value creation plans, management incentive plans, and technical assistance plans from a legal perspective as part of investment theses for prospective investments
• Work seamlessly with deal teams to evaluate and execute investment opportunities

Instrument and structure development:

• Working with internal legal and fund operations colleagues on appropriate structures for ACIF investments, within the context of its unique regulatory issues
• Working with the ACIF team to create new investment structures in furtherance of the Foundation mandate and ACIF strategy
• Liaising with internal legal colleagues and the Mastercard Foundation Asset Management company to keep abreast of legal and regulatory matters relevant to ACIF

Investment Monitoring and exits:

• Ensuring full compliance of ACIF’s investments with Foundation legal requirements and regulatory conditions
• Supporting portfolio companies or fund managers on occasion as appropriate
• Supporting deal teams in executing value creation initiatives for portfolio companies, from a legal perspective
• Working with deal teams and portfolio companies on negotiating and executing exits of portfolio companies, including evaluating company exit readiness and developing mitigation plans; evaluating vendor legal due diligence providers; contracting advisors; evaluating non-binding offers; negotiating transaction documentation and working with advisors on completion

Requirements
Education & Experience:

• Over 15 years of experience in M&A and/or corporate finance legal work, either at a law firm, financial institution or in-house.
• English law (or commonwealth equivalent) qualified.
• Experience in ESG / SRI / impact investing a plus.
• Experience in philanthropy and Canadian charity law will be an added advantage.
• Experience transaction execution in Africa.

Skills:

• Demonstrated and long-term experience evaluating, structuring, negotiating and documenting M&A or private equity/credit investments in multiple markets across Africa.
• Experience in sectors such as agribusiness, manufacturing, FMCG, retail, healthcare and education particularly valued.
• Experience working in or with private equity or impact investment firms.
• Understanding of impact investment fundamentals, key drivers of major African markets, and how to structure investments appropriately in African markets.
• Strong influencing skills and an ability to negotiate and engage with a multitude of stakeholders and personalities.
• Excellent networks across legal and financial institutions across African markets.
• Research skills and an aptitude to keep current on industry trends and developments.
• Flexible, adaptable, and able to manage changing priorities in a fast-paced environment; Comfort with ambiguity and uncertainty.
• Strong leadership, organizational and analytical skills, drafting and negotiation skills.
• Strong interpersonal and listening skills and is open and receptive to feedback.
• Proven excellence in verbal, written, and presentation skills with the ability to articulate information to various constituents across cultures and distill complex. information and data into accessible conversation and written pieces.

Values:

• Professional maturity, sensitivity with different cultures, and impeccable integrity that exemplify the Foundation’s values.
• Team player; philosophy of collaboration and championing impact goals to colleagues, funds and portfolio companies.
• A partnership approach to working with management teams, co-workers, co-investors and other counterparties.
• Demonstrate a commitment to Mastercard Foundation’s values and vision.

Application Closing Date
21st March, 2025.

How to Apply
Interested and qualified candidates should:
Click here to apply online