Description:
About the Office of the General CounselThe Office of the General Counsel is UHAB's in-house legal team. Led by the General Counsel, the office serves as legal advisor to UHAB's executive team, Board of Directors, program staff, and affiliated entities, including HomeOwnership Lending, our CDFI. Its work spans nonprofit, real estate, lending, regulatory, and corporate law.
The office's work falls into five areas:
- Transactions: structuring, documenting, and closing real estate deals, including the acquisition, financing, rehabilitation, and conversion of distressed rental properties into affordable cooperatives, and negotiating the contracts, grant agreements, and loan documents that support UHAB's programs
- Compliance: managing compliance with the federal, state, and local laws that govern housing cooperatives, nonprofits, and CDFIs
- Governance and risk management: supporting the Board of Directors on bylaws, resolutions, and governance matters, developing organizational policies with the Executive Director, People & Culture, and program areas, leading internal legal trainings and risk assessments, and managing contractual risk by ensuring UHAB's agreements include appropriate indemnification and insurance protections
- CDFI legal support: advising HomeOwnership Lending on loan compliance, underwriting, licenses and certifications, funding agreements, and lending policies
- Intellectual property: protecting UHAB's name, logo, and other trademarks, and the copyrights in its training curricula, publications, and educational materials; reviewing licenses and permissions for others' use of UHAB's materials; and ensuring that contracts with consultants, vendors, and partners properly address ownership of work product
- The office also manages UHAB's relationships with outside counsel and reviews their work, including overseeing the outside counsel who handle litigation for the organization.
Position:
As Assistant General Counsel, you will work under the direction of the General Counsel to deliver day-to-day legal support to UHAB's program teams, finance and lending staff, and affiliated entities, including HomeOwnership Lending, our CDFI. You will draft and review transaction documents, help move real estate and loan closings to completion, track compliance obligations, and support board governance.
This is a hands-on role for an attorney who wants to build broad expertise in affordable housing, cooperative, and community development finance law, with increasing responsibility for your own matters over time.
Key Responsibilities:
Legal Support & Compliance
- Assist the General Counsel in advising UHAB and its affiliated entities on nonprofit, real estate, lending, regulatory, and corporate law issues
- Provide day-to-day advice to staff on contractual and operational questions
- Research and analyze federal, state, and local laws governing housing cooperatives, nonprofits, and CDFIs, and prepare memoranda and recommendations
- Maintain compliance calendars and track filings, registrations, licenses, and reporting deadlines for UHAB and its affiliates
- Conduct legal due diligence for real estate acquisitions, loan transactions, and cooperative conversions, including review of title, survey, organizational documents, and regulatory agreements
- Draft, review, and negotiate documents for real estate deals, including the acquisition, financing, rehabilitation, and conversion of distressed rental properties into affordable cooperatives
- Draft and review organizational and authorization documents for project entities, including certificates of incorporation, bylaws, operating agreements, and certificates
- Review construction and permanent loan documents, security instruments, and related financing documents where a UHAB affiliate is the borrower
- Review zoning materials and title policies, and help resolve due diligence issues
- Assist the General Counsel in preparing legal opinion letters for affordable housing transactions and financings
- Prepare closing checklists, coordinate deliverables with lenders, government agencies, and title companies, and manage closings under the General Counsel's supervision
- Confirm that all organizational and transaction documents are properly executed and delivered at closing
- Draft and review routine contracts, MOUs, vendor and consulting agreements, grant agreements, leases, licenses, and confidentiality agreements
- Review contracts for risk allocation, ensuring UHAB is protected through appropriate indemnification, insurance requirements, and limitation of liability provisions, and confirm that vendors, contractors, and partners provide the required certificates of insurance and additional insured coverage
- Develop and maintain contract templates, legal forms, and standard organizational documents
- Assist with trademark registrations and renewals, review requests to use UHAB's name and materials, and draft intellectual property and work-product provisions in contracts
- Coordinate with outside counsel on assigned matters and review their work product
- Prepare board resolutions and consents, and maintain corporate records for UHAB and its affiliated entities
- Assist with entity formation and maintenance for HDFCs, LLCs, and other affiliates
- Keep UHAB entities in good standing with corporate and organizational requirements
- Help draft and update organizational policies in coordination with the General Counsel, People & Culture, and program areas
- Support internal legal trainings and risk assessments
- Help the General Counsel track pending and potential litigation, and maintain related reporting and documentation
- Serve as a day-to-day contact for outside litigation counsel on assigned matters
- Coordinate with insurance carriers and claims representatives on litigation and other claims
- Draft and review loan documents for HomeOwnership Lending, including notes, mortgages, security agreements, and participation agreements
- Attend loan closings and support loan modifications and servicing matters in coordination with the finance and lending teams
- Assist with CDFI Fund certification and reporting, state licensing, and other regulatory requirements
- Help maintain lending policies and procedures that ensure sound underwriting, borrower protections, and legal enforceability
- Monitor legal and regulatory developments in community development finance and flag issues for the General Counsel
Qualifications:
Required:
- J.D. from an accredited law school; admitted to the New York State Bar
- A minimum of 2 years of legal experience, including transactional real estate, lending, nonprofit, and/or affordable housing work
- Excellent legal research, writing, and verbal communication skills; strong negotiation and analytical skills
- Strong organizational skills and attention to detail; ability to manage multiple matters and deadlines in a fast-paced environment
- Sound judgment, including knowing when to escalate issues to the General Counsel
- Ability to give practical, solution-oriented advice and explain legal issues clearly to non-lawyers
- Ability to work collaboratively and build trust with a diverse body of employees, partner organizations, tenants, and communities
- Passion for affordable housing, community development, and tenant empowerment
Preferred:
- Experience drafting and negotiating contracts, loan documents, or real estate transaction documents
- Experience with or familiarity with real estate lending, secured transactions, construction lending, and mortgage loan portfolio management is helpful; litigation experience may also be useful
- Experience handling real estate transactions and facilitating closings
- Knowledge of corporate governance and entity formation and maintenance
- Familiarity with housing cooperative law, community development finance, and/or public/private housing programs
- Experience representing affordable housing developers, HDFCs, or nonprofits
- Experience working with or within CDFIs, affordable housing development, or community-based organizations
Location:
This position is based at UHAB's office in Lower Manhattan and operates on a hybrid work schedule. In addition to some in-office work, it requires frequent in-person site visits to projects in pre-development, construction, and conversion, as well as occasional attendance at other events and evening meetings across NYC.
