Background and Organizational Context

The UN Capital Development Fund makes public and private finance work for the poor in the world’s 46 least developed countries (LDCs). UNCDF offers “last mile” finance models that unlock public and private resources, both domestically and internationally, to reduce poverty and support economic development.

UNCDF’s financing models work through three channels: (1) inclusive digital economies, which connects individuals, households, and small businesses with financial eco-systems that catalyze participation in the local economy, and provide tools to climb out of poverty; (2) local development finance, which drives structural transformation of localities through policy and regulatory reform, fiscal decentralization, innovative municipal finance including project finance to unlock capital flows to the local level; and (3) investment finance, which provides catalytic financial structuring, de-risking, and capital deployment to drive SDG impact and domestic resource mobilization.

UNCDF uses a combination of grants, reimbursable grants, loans, guarantees, beneficiary units and technical assistance to support early-stage businesses, SMEs, projects, financial institutions, municipal investments and funds. UNCDF’s use of loans and guarantees has been growing and there is a higher ambition to make better and wider use of these financial instruments. Today the portfolio consists of approximately 41 transactions. UNCDF has also seen a strong increase in demand for its loan and guarantee services from other UN agencies, not least UNDP. In response to the need to deploy different kind of risk tolerant capital, a blended finance impact fund was launched by Bamboo Capital Partners, as the result of a joint initiative between UNCDF and Bamboo Capital. The fund, called BUILD, was incorporated in 2020 and UNCDF made an investment into the Fund in the beginning of 2021, and the Fund made it’s first investment in Q2 of 2021.

UNCDF’s LDC Investment Platform (LDCIP) serves as UNCDF’s center of excellence on innovative development finance in LDCs by creating the conditions for investment viability in financially underserved areas. The aim of the LDCIP is to support the system by (a) demonstrate to domestic and international investors that LDC markets can and do generate returns and merit the attention of a wider range of investors and that (b) use its’ experience to support policy and regulatory improvements which will help the scale up of investment activities.

The transactional work undertaken by UNCDF and other actors has proven to be especially effective in stimulating SME growth. Indeed, SMEs are the mainstay of many LDC economies and play an essential role in creating formal employment, empowering women and youth, and reducing inequalities. Similarly, essential small-scale local infrastructure projects can foster local economic development and contribute to the “leave no one behind” agenda. Lastly, to incentivize local financial institutions to take more risk and be more aggressive in their lending programs in financially underserved areas can also prove to be a very effective use of public funds to support the SDGs.

UNCDF developed the Loan and Guarantee Policy and its associated tools in 2017. Since then, the portfolio of investments has grown and the requirement for developing a more rigorous and solid operational framework has increased. UNCDF is balancing between maintaining the characteristics of a development agency while developing internal operational processes and systems that match the ones of international development finance institutions. In this area UNCDF is still a young institution and there is more work to be accomplished in the coming years to achieve best-in-class standards. Existing policies and procedures regulating UNCDF investment operations continue to be upgraded, so that UNCDF is ready to scale.

The LDCIP’s role is to ensure that UNCDF’s financial instruments are deployed in an orderly fashion, and as such the LDCIP is both a support function to the other UNCDF’s Practices as well as an independent quality control and risk function. In light of the growing portfolio of loans and guarantees, the more complex nature of some of the project finance investments, and the deployment and implementation of more sophisticated development finance initiative, (UNCDF also manage two joint initiatives with third party fund managers, Bamboo Capital Partners and Meridiam) there is a clear need for a Technical Specialist having a legal background to service the transactional work.

As some matters arising from the work by the Specialist may impact the legal framework of the UN organization or its partners relationship, the incumbent will be expected to liaise with the Office of Legal Support at UNDP.

Position Purpose

The Technical Specialist (Legal Advisory) is focused on supporting UNCDF’s growing investment operations, and in particular the preparation and execution of financial transactions from a contractual standpoint. Each investment transaction is underpinned by the negotiation and execution of contractual agreements with the recipients of finance. These transactions need to be managed by a specialist who understands the contractual implications of specific financial instruments, such as loans and guarantees. In addition to loan and guarantee transactions, new emerging development finance initiatives may require the establishment of specific memorandums of understanding, letters of intent, or other types of contractual arrangements to memorialize partnerships and collaborations with third-party stakeholders in lawful terms.

UNCDF already manages two joint initiatives with third-party fund managers, Bamboo Capital Partners and Meridiam with hierarchy of contractual documents that need management. There may also be work reviewing and assessing the compatibility of capital market products by entities that wish to partner with UNCDF in its operations. In above tasks the role and scope of the Specialist is to promote and advocate UNCDFs business interest. Any issue in the above categories which in any way is connected to the UNCDF’s status as an international organization and legal framework will be handled by UNDP’s legal office. The Technical Specialist will liaise with the Office of Legal Support, UNDP, for all such legal aspects.

Summary of key functions:

1. Support on the contractual relationships in relation to financial transactions and initiatives, including with fund managers, asset managers, and third-party stakeholders related to UNCDF’s investment mandate and operations.
2. Liaise with the Office of Legal Support, UNDP, with respect to all legal matters related to or arising from the incumbent’s work, including but not limited to UNCDF’s status as an international organization and its legal framework.
3. Advocacy and knowledge management of contractual relationship experiences as they relate to investments, financial structuring and business advisory support.

Key Duties and Accountabilities

1) Commercial Legal Support to Investment Operations

Duties:   

• Conducting due diligence on proposed investees and contractual relationships to ensure, among other things, compliance of the transaction with the mandate and financial regulations and rules of UNCDF as well as KYC and AML best practices, including (but not limited to): prospective loan and guarantee transactions; review of project documents and agreements, constitutive documents of the proposed investee.
• Drafting and/or reviewing, negotiating, and finalizing all relevant contractual documentation required for UNCDF’s lending and guarantee operations, including any amendments thereto, based on pre-approved templates.
• Handling and ensuring proper administration of the implementation and monitoring of projects/transactions post-investment including (but not limited to): advising on waiver requests, amendments, consents and approvals, compliance certificates, amongst others.
• Liaising with co-lenders/investors, partners as appropriate.
• Advising on the third-party investment fund collaborations, including the review and management of specific agreement between the parties, offering memoranda, organizational documents, service provider agreements to ensure compliance with UNCDF’s business interests.

2) Advocacy and Knowledge management

Duties:   

• Provide intellectual leadership in financial transactional contractual matters related to the UNCDF’s investment mandate and operations.
• Conducting research on contractual issues relevant to UNCDF’s business operations, as necessary.
• Adopt approaches to ensure that the lessons learned from the many contractual relationships are captured, documented and disseminated to relevant parties.
• Attend high-level forums and conferences, meet with donors, sponsors and borrowers as needed.

Expected Demonstration of Competencies

Core Competencies:  

Achieve Results:   

LEVEL 3: Set and align challenging, achievable objectives for multiple projects, have lasting impact

Think Innovatively:   

LEVEL 3: Proactively mitigate potential risks, develop new ideas to solve complex problems

Learn Continuously   

LEVEL 3: Create and act on opportunities to expand horizons, diversify experiences

Adapt with Agility    

LEVEL 3: Proactively initiate and champion change, manage multiple competing demands

Act with Determination    

LEVEL 3: Think beyond immediate task/barriers and take action to achieve greater results

Engage and Partner   

LEVEL 3: Political savvy, navigate complex landscape, champion inter-agency collaboration

Enable Diversity and Inclusion   

LEVEL 3: Appreciate benefits of diverse workforce and champion inclusivity

Cross-Functional & Technical competencies:

Business Direction and Strategy:
Strategic Thinking.

• Ability to develop effective strategies and prioritized plans in line with UNCDF’s objectives, based on the systemic analysis of challenges, potential risks and opportunities; linking the vision to reality on the ground, and creating tangible solutions.
• Ability to leverage learning from a variety of sources to anticipate and respond to future trends; to demonstrate foresight in order to model what future developments and possible ways forward look like for UNCDF.

Business Direction and Strategy:
Negotiation and Influence.  

• Ability to reach an understanding, persuade others, resolve points of difference, gain advantage in the outcome of dialogue, negotiates mutually acceptable solutions through compromise and creates ‘win-win’ situations.

Business Development:   
Knowledge Generation.

• Ability to research and turn information into useful knowledge, relevant for context, or responsive to a stated need.

Business Management:   
Partnerships Management.

• Ability to build and maintain partnerships with wide networks of stakeholders, Governments, civil society and private sector partners, experts and others in line with UNCDF strategy and policies.

Business Management:   
Resource Management.

• Ability to allocate and use resources in a strategic or tactical way in line with principles of accountability and integrity.

Legal:
Legal Analysis Skills.

• The ability to digest a large amount of information and facts in order to frame and understand an issue, apply the legal framework to the particular set of facts and present a coherent and comprehensive analysis of the situation presented in order to deliver practical and meaningful advice. This skill includes the ability to provide an objective assessment of the case, the organization’s best arguments for proceeding and a recommended course of action. It also includes the capacity to think creatively and flexibly, within the applicable legal framework.

Legal:   
Legal advocacy and presentation skills.

• The ability to articulate and present legal analysis orally, both in a persuasive and objective format and for a variety of different audiences (e.g. the governments, administrative tribunals, arbitrators, management, donors, and other partners). This skill requires an ability to identify lines of argument, anticipate counter-arguments, interact in a dynamic and engaging way about legal issues, as well as the ability to think on one’s feet and strategically, in a solution-oriented manner, when confronted with new facts or issues within the context of a discussion or presentation.

Requirements:

Education

• A Postgraduate or an advanced degree in law (Master of Laws (LL.M) and/or Juris Doctor (J.D.)), as well as admission to the bar of a Member State or equivalent qualification to practice law in a Member State.

Experience, Knowledge, and Skills

Experience:

• A minimum of 7 years of experience as a practicing lawyer in the legal department of a development finance institution, multilateral development bank, impact investment firm or other international organization with proven technical competence and experience in lending and/or guarantee operations is a requirement;
• Solid understanding of private debt, private equity, fixed income and/or project finance transaction structuring solutions, as well as experience in executing innovative investment product solutions within multilateral institutions is considered a distinct advantage;
• Practical experience in the operations of fund formation, investment management and/or structured finance is desirable;
• Experience from a public sector legal frameworks and/or the legal institutional arrangements of a United Nations organization is desirable.

Further, the interested applicants should be able to demonstrate:

• Active interest in investing in developing countries and a minimum understanding of emerging market environments;
• Ability to work in a multicultural environment, with a willingness to travel.

Language Requirement:

• Full working proficiency in English is required.
• Working proficiency in French will be considered an asset. Knowledge of any other local/regional languages knowledge will be considered an asset.