STPD - Legal - Capital Market Advisory Lawyer - Executive Director

SMBC: A trusted partner for the long term

Here at SMBC Group, we want to help you find the next step in your career so read on to discover if this opportunity is the one for you. We like to recognise potential in our people, so we welcome your application even when your experience doesn’t perfectly align with the job description. Whilst we’ll always strive to be better, we’re proud of our inclusive culture, and encourage our applicants and colleagues to be their authentic, unique selves.

Who we are

United by a sense of purpose towards our customers – to be a trusted partner for the long-term – and our universal banking platform in EMEA, SMBC Group has an international growth agenda and award-winning products, meaning we provide exciting opportunities to work on a diverse range of projects and initiatives. We deliver a full suite of corporate finance products and solutions to our customers as well as investment banking and advisory services, and a range of innovative solutions in global capital markets. Read on to find out how you could enhance your skills and gain valuable experience, by joining us to support our clients transition to a sustainable future.

Role Summary

The Senior Capital Markets Lawyer is a senior member of the Legal team, reporting directly to the General Counsel, EMEA.

The role provides dedicated, in-house legal support to SMBC Capital Markets' EMEA primary Debt Capital Markets function, covering both the DCM and LCM franchises following their recent merger into a single combined business. The role exists to ensure the sound management of legal risk within the function, to provide legal advice to the business teams and senior stakeholders on capital markets related issues and to enable the timely, well-governed, and legally sound execution of primary bond and loan issuance mandates, ensuring that documentation, deal structuring, and regulatory considerations are addressed to a standard consistent with market practice and the bank's risk appetite.

The individual also advises the bank on capital solutions products utilising capital markets architecture, including securitisation, CLOs, repackaging vehicles, and related structured solutions.

The role sits at the intersection of legal risk management and commercial delivery: the lawyer is expected to be a trusted, embedded partner to originators and syndicate desk professionals, translating complex legal and regulatory requirements into practical, deal-ready guidance without becoming a bottleneck to execution.

The head of the Capital Markets Legal team (which is a team consisting of around 8 lawyers and paralegals based in London and supporting the DCM business across EMEA) will report to the Senior Capital Markets Lawyer.

The role requires the ability to work directly with senior management to provide clear, practical legal advice on capital markets issues, balancing transaction execution, legal risk, and strategic business objectives.

Business Area

SMBC Capital Markets' EMEA DCM and LCM functions have recently been merged into a single combined business, bringing together bond origination, syndicate, and loan capital markets capabilities under one leadership structure. This consolidation is intended to sharpen client coverage, streamline internal processes, and support the bank's broader FY2026–2028 strategic growth plan for the EMEA franchise.

The combined function operates within a heavily regulated environment shaped by MiFID, UK and EU Market Abuse Regulation (MAR), EMIR, and CRD VI/CRR III, alongside FMSB standards of market conduct. The legal team supporting this business must therefore operate with fluency across both capital markets’ documentation (prospectuses, programmes, term sheets) and loan documentation (LMA-based facility agreements), and must be comfortable working alongside compliance, risk, syndicate, and origination teams in a fast-moving, deadline-driven environment.

This role is a senior role within the Legal function but works in close daily partnership with the business, reflecting the embedded, desk-facing nature of transactional legal support in capital markets including some co-location with the business teams to enhance collaboration.

Scale and Scope

Works on complex transactions and leads on managing legal risk in relation to capital markets transactions.

Supports a high-volume primary issuance business spanning public and private bond transactions (investment grade, FIG, SSA, and corporate issuers) across EMEA.

Works across multiple currencies, governing laws (predominantly English and New York law, with some German and other EU law touchpoints), and documentation frameworks (ICMA, LMA, and programme-based issuance such as EMTN/GMTN).

Engages with a broad internal stakeholder group including Origination, Syndicate, Compliance, Risk, Operations, Credit, and Group Legal in Tokyo/other regional hubs.

Interfaces regularly with external counsel, issuer/borrower counsel, agents, trustees, and industry bodies (ICMA, LMA, FMSB).

Following the DCM/LCM merger, the role covers a materially larger and more varied transaction pipeline than either legacy function managed independently and is expected to help harmonise documentation standards and playbooks across the combined desk.

Position Description

• Legal risk management
• Identify, assess and manage legal and regulatory risk issues arising from transactions or market developments in collaboration with the General Counsel and relevant business heads.
• Identify strategic priorities, significant developments, existing and emerging risks, process improvements and operational efficiencies in relation to legal coverage of Capital Markets products and design, implement and support key projects
• Act as a member of the senior legal management team within the bank steering the development of the Legal Department across EMEA.
• Support internal audit, compliance monitoring, and regulatory engagement as they relate to primary markets legal matters.
• Engage with ICMA on behalf of the bank in relation to legal issues and market practice.
• Transaction execution
• Provide and oversee the provision of legal support on the structuring, negotiation, and documentation of primary markets transactions from mandate through to closing.
• Coordinate and instruct external counsel where required, managing cost, quality, and turnaround against deal timetables.
• Advise Origination (including pitch participation) and Syndicate teams in real time on deal structuring questions, market precedent, and legal risk during live transactions.
• Advise on capital solutions products that use capital markets architecture, including securitisation, CLOs, repackaging vehicles, and related structured financing solutions.
• Regulatory and governance support
• Advise on the application of MiFID II/III, UK/EU MAR, EMIR, and CRD VI/CRR III to primary market activity, including product governance, target market assessments, and inside information/wall-crossing considerations.
• Support governance processes for the combined DCM/LCM business, including deal approval committees, new product approvals, and escalation of legal or reputational risk issues.
• Contribute legal input to periodic reviews and governance papers (e.g. quarterly debt allocation reviews, syndicate desk governance frameworks) prepared for senior management and control functions.
• Cross-functional collaboration
• Act as a key legal liaison between the combined DCM/LCM desk and Compliance, Risk, Credit, Operations, and Group Legal, including regional legal teams outside EMEA where transactions have cross-border elements.
• Support training of business stakeholders on legal and regulatory developments relevant to primary market activity
• Knowledge, Skills and Experience

Essential

• Qualified lawyer (England & Wales or equivalent common law jurisdiction) with post-qualification experience gained in a leading law firm and/or in-house capital markets legal team.
• Strong working knowledge of English law debt capital markets documentation (EMTN/GMTN programmes, prospectuses, subscription agreements) and, ideally, LMA-based loan documentation.
• Solid understanding of the EU/UK regulatory landscape affecting primary markets, including MiFID II/III, MAR, EMIR, and capital requirements frameworks (CRD/CRR).
• Demonstrated ability to work at pace on live, deadline-critical transactions while managing multiple concurrent deals.
• Strong drafting and negotiation skills, with the judgement to identify which issues require escalation versus those that can be resolved at desk level.
• Excellent stakeholder management skills, with the ability to build trust quickly with commercial teams, control functions, and senior management.

Desirable

• Experience covering bond products (and preferably experience with loan products). Experience of a DCM/LCM integration or similar organisational change is an advantage.
• Additional language skills relevant to EMEA coverage (e.g. German, French, Japanese).
• Experience contributing to regulatory change programmes or governance framework design

Challenges

Integration risk: aligning previously separate DCM and LCM legal practices, precedents, and risk approaches into a single coherent framework while transactions continue to execute at pace.

Regulatory change: keeping pace with an evolving and overlapping regulatory agenda (MiFID III, EMIR 3, CRD VI/CRR III) and translating requirements into practical desk-level guidance without slowing execution.

Volume and concurrency: managing a high volume of simultaneous, time-critical transactions across both bond and loan products with limited dedicated legal headcount.

Cross-border complexity: coordinating across multiple governing laws, regulatory regimes, and internal legal teams (including Group Legal outside EMEA) on transactions with cross-jurisdictional elements.

Balancing commercial and control priorities: acting as a trusted business partner to Origination and Syndicate while maintaining the independence and rigour required of the legal and control function, particularly during periods of market volatility or heightened deal flow.

Resourcing and continuity: ensuring adequate legal coverage and knowledge continuity given the combined function's broader scope, particularly during peak issuance windows.

Competencies

Customer Focus

Driving Change

Driving Results

Embraces Diversity

Enterprise Leadership

Judgement and Decision Making

Risk Management

Strategic and Visionary

Trust and Integrity

What we offer

For all the expertise and experience you bring to help us make a difference, it’s only sustainable if we support you to build your career and be your best self so we offer competitive company benefits, centred around promoting positive well-bring and work-life balance. We also believe in fostering a diverse and inclusive work environment, where all team members perspectives and contributions are valued. Initiatives in place which promote a diverse and inclusive culture and healthy work life balance include hybrid working, Sport & Social Clubs and Diversity and Inclusion networks.

As an employee of SMBC you have access to a host of both useful and exciting benefit offerings. See below some of the benefits on offer to you:

Hybrid and flexible working

Competitive paid leave days

Benefits to support your physical wellbeing, including private medical insurance and life and invalidity insurance

Various policies to support your mental wellbeing, including a robust behavioural health network with counselling and coaching services

Access a wide range of learning and development opportunities and career progression opportunities

Ambitious remuneration package

So, if you like a challenge and want to continuously grow and develop in a role where you will be supported along the way by a dynamic and diverse team, apply today!!

We recognise our role as a bank to support social change and welcome all applications, including those from groups often under-represented in financial services. We value the uniqueness of professional and personal, backgrounds and perspectives as they play a vital role in continuing the sustainable growth of our organisation. We’ll ensure reasonable adjustments to our recruitment process are offered due to a disability or long-term condition whenever requested.

We are committed to transparent and equitable pay practices. Compensation is determined using objective criteria, including skills, experience, and role responsibilities, and applied consistently throughout our recruitment processes. We do not request candidates' pay history and are committed to preventing unjustified pay disparities.