Legal Counsel - Investment Funds, Tokenised RWA's

ABOUT TRILITECH

Trilitech is the London-based R&D and entrepreneurship hub for the Tezos blockchain. Founded in 2021, it brings together developers, entrepreneurs and institutions working across the Tezos ecosystem, from core protocol development (including Nomadic Labs) and DeFi through to real-world asset (RWA) tokenisation.

RWAs are a growing focus. Trilitech is behind Uranium.io http://Uranium.io, a tokenised uranium marketplace launched in December 2024 on Etherlink, Tezos' EVM-compatible Layer 2, and Metals.io http://Metals.io, a platform for trading tokenised commodities such as gold and uranium. Alongside building its own products, Trilitech invests in third-party tokenised RWAs, typically with ticket sizes of roughly $1M to $10M.

THE ROLE

We are looking for an experienced investment funds lawyer to support our in-house legal team on a flexible, as-needed basis. This is a freelance engagement paid hourly, not a permanent or full-time role.

When we are considering an investment in a tokenised RWA, you will review the issuer's documentation and tell us, clearly and quickly, two things: how we get our money out, and what we can do if something goes wrong. You will work closely with Giti, who leads investment legal in-house.

HOW IT WORKS

• When an opportunity reaches legal due diligence, Giti shares the document pack along with context on the deal and any specific concerns

• You review the documents and return a short red-flag report, typically within a few days

• Where needed, you speak directly with the issuer's lawyers to clarify provisions or negotiate side letters

• Volume follows our deal flow, so the workload will vary from month to month

DOCUMENTS YOU WILL REVIEW

• Offering memoranda and prospectuses: the core terms and disclosure for the issuance, including the issuer structure, reserve arrangements and risk factors

• Token terms and conditions: the rights attached to the token, including how redemption works

• Subscription agreements: our contractual entry point, including the representations, warranties and waivers we are asked to give

• Protocol and whitelisted-user agreements: the terms governing who can hold, transfer and redeem the token

• Tripartite or assurance letters with custodians and auditors: the third-party comfort over how the reserve assets are held and verified

For each opportunity you will deliver a short, prioritised report focused on our exit and our recourse. It is not a full due diligence report: it should tell us what matters, why it matters in practice, and what we might ask for to fix it. It will cover:

• Redemption rights: whether and how we can redeem, on what terms, and how much discretion the issuer keeps to refuse, delay or suspend redemptions

• Extraordinary-event and termination clauses: what events allow the issuer to change terms, suspend or wind down the token, and what happens to holders if they do

• Reserve assets: whether the reserves are segregated from the issuer's own assets and bankruptcy-remote, so they are protected for token holders if the issuer fails

• Limitation of liability and reliance waivers: how far the issuer and other parties limit their liability, and what we are asked to waive

• Transfer restrictions: limits on transferring or selling the token, and how they affect our ability to exit other than through redemption

• Governing law and dispute resolution: the applicable law and forum, often offshore arbitration (BVI, Cayman), and what that means for enforcing our rights in practice

ISSUER NEGOTIATIONS

From time to time you will hold counsel-to-counsel calls with issuers' lawyers to:

• Negotiate side letters, for example a binding redemption commitment, most favoured nation (MFN) rights or information rights

• Get clarification on ambiguous provisions before we commit

ABOUT YOU

ESSENTIAL

• An associate or counsel from a fund formation, asset management or financial regulatory practice

• Hands-on exposure to digital assets and tokenisation

• Exposure to offshore fund structures

• Able to turn a review around within a few days

NICE TO HAVE

• Experience reviewing tokenised funds, commodities or other RWA structures from the investor side

• Experience negotiating side letters

• A concise, practical writing style suited to short red-flag reports rather than long-form memos

What You Can Expect From Us

• Competitive salary with substantial incentive schemes

• Generous long-term incentive plan (LTIP) tez token scheme

• Hybrid working environment

• Daily lunch budget provided in-office

• Commuter costs reimbursement (up to £3,300 annually)

• 20-day policy for working abroad

• 25 days paid holiday plus your birthday off

• Enhanced parental & adoption leave

• Pension contributions double matched (up to 10%)

• Private medical and travel insurance with mental health support

• Learning and development programs

• Life assurance (5x base salary)

Why You'll Love It

Join a fast-paced environment where you'll lead impactful initiatives. You’ll have autonomy to deliver results, supported by passionate colleagues in a focused but fun environment. We value ambition, creativity, and continuous learning—providing the ideal setting for career growth.

Our Principles

• Desire to Win: We strive for excellence and aim to be the best.

• Sense of Urgency: Adaptability and decisive action keep us ahead.

• Ownership Mindset: We lead by example, taking responsibility for outcomes.

• Pragmatism: We focus on impactful results.

• Communication: Transparency and collaboration are central.

• Resourceful Approach: We maximise our resources for competitive advantage.

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Experience is great, but passion is key. If you believe in your potential, we encourage you to apply. We are an equal opportunity employer, dedicated to fostering diversity and inclusion. Please inform us if you require accommodations during the interview process.

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