Assistant General Counsel – M&A Law

Jobtailor

Connecticut

On-site

USD 180,000 - 280,000

Full time

14 days+

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Job summary

Jobtailor seeks a senior transactional attorney with deep expertise in life and annuity reinsurance to lead drafting and negotiation of complex agreements. You will serve as the primary legal contact across structuring, due diligence, regulatory analysis, and closing, coordinating with corporate development, actuarial, finance, tax, and risk teams.

You will advise on Form A matters, credit for reinsurance, and affiliate approvals while managing outside counsel and driving efficiency and budget

Qualifications

J.D. from an accredited U.S. law school and active U.S. bar membership.
8+ years of transactional experience in top-tier law firm or major life/annuity insurer.
Direct experience with reinsurance required.
Strong ability to translate actuarial, accounting, and tax concepts into contract language.

Responsibilities

Lead drafting, review, and negotiation of term sheets and complex reinsurance agreements (coinsurance, modco, funds-withheld).
Serve as primary legal point of contact on assigned transactions from start to close.
Advise on Form A, credit for reinsurance, affiliate approvals, and other regulatory issues.
Manage outside counsel, advisors, and cross-functional teams to drive quality and budget discipline.
Monitor developments in NAIC groups, Bermuda Authority, and federal regimes affecting life/annuity (re)insurance M&A.

Skills

Negotiation

Regulatory analysis

Cross-functional collaboration

Project management

Client management

Education

J.D. from an accredited U.S. law school

Job description

Lead drafting, review, and negotiation of term sheets, transaction agreements, specifically coinsurance, modco, and funds-withheld reinsurance treaties, retrocession agreements, trust and security/collateral arrangements, administrative services agreements, transition services agreements, and ancillary deal documentation.
Serve as primary legal point of contact on assigned transactions — managing deal execution end-to-end across structuring, due diligence, regulatory analysis, negotiation, closing, and post-closing integration.
Advise on Insurance Holding Company Act (Form A) matters, Credit for Reinsurance requirements, affiliate transaction approvals, and other state
Manage outside counsel, financial advisors, accountants, and actuarial consultants — driving quality, efficiency, budget discipline, and accountability.
Monitor and synthesize developments in NAIC working groups, state insurance law, Bermuda Monetary Authority rulemaking, and federal tax/securities regimes affecting (re)insurance M&A, and brief senior leadership on impact.
Support ongoing contractual administration of reinsurance arrangements post-close amendments, recaptures, commutations, novations, disputes and audits.
Partner with Corporate Development, Actuarial, Investments, Finance, Tax, Risk, and senior executives — translating legal risk into business terms and offering practical paths
Support scalable playbooks, precedent libraries, and operating procedures for the M&A and reinsurance legal function as the platform grows.

Requirements

J.D. from an accredited U.S. law school; active member in good standing of at least one U.S. bar
Minimum of 8 years of relevant transactional experience at a top-tier law firm and/or in-house at a major life/annuity (re)insurer, with meaningful exposure to insurance M&A and/or reinsurance
Direct experience with reinsurance is required for this position
Working knowledge of block reinsurance and loss portfolio transfers of annuity (fixed, indexed, variable, payout) and life (UL, ULSG, term, whole life, LTC) liabilities both within the US and in cross border transactions
Experience supporting a sidecar, third-party capital vehicle, or strategic reinsurance platform is a plus
Demonstrated ability to lead-negotiate complex purchase agreements and reinsurance treaties within the life and annuity space from term sheet to close, including coinsurance, modco, funds-withheld, and combination structures
Strong knowledge of issues related to risk transfer, recapture triggers, collateral and trust mechanics and certified and reciprocal jurisdiction reinsurer regimes.
Ability to translate complex actuarial, accounting, and tax concepts into clear contractual language.
Excellent client management skills, able to serve as a partner to the business to help form and execute strategic projects
Sound ethical and legal judgment with the capacity to effectively negotiate with business partners
Ability to work independently and/or collaborate with cross-functional team members outside
Demonstrated business savvy with a strategic focus for problem solving
Effective communicator with outstanding interpersonal and organizational skills
Ability to establish and maintain productive business relationships across the organization
A self-starter with strong organizational and project management skills

Core Competencies

Expertise in drafting and negotiating complex reinsurance agreements, with a strong focus on insurance M&A and regulatory compliance. Proven ability to manage cross-functional teams and translate legal risks into actionable business strategies.

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