Morgan Stanley is a leading global financial services firm providing a wide range of investment banking, securities, investment management and wealth management services. The Firm's employees serve clients worldwide including corporations, governments and individuals from more than 1,200 offices in 43 countries.

As a market leader, the talent and passion of our people is critical to our success. Together, we share a common set of values rooted in integrity, excellence and strong team ethic. Morgan Stanley can provide a superior foundation for building a professional career - a place for people to learn, to achieve and grow. A philosophy that balances personal lifestyles, perspectives and needs is an important part of our culture.

Position Description:

The FID Secured Lending Group (“FSL”) is currently seeking a Structure and Execution Management lawyer in the business to work on all aspects of executing secured financing transactions involving commercial real estate mortgage loans. This will include working with bankers/originators, syndication and asset management teams, internal constituents in credit, legal, compliance, tax and accounting policy divisions and supervising outside counsel to help structure and execute transactions.

Primary Responsibilities:

Drive the execution of FSL transactions (term and warehouse finance, repos, syndication and securitizations, etc.) by:

Transaction Level

• Manage legal, documentation, and structural issues arising in connection with financing and structured lending transactions.

• Assist in the structuring, negotiation, and drafting of credit agreements, security agreements, intercreditor agreements, repurchase facility documents, and ancillary documentation in close coordination with internal and external counsel.

• Draft, review, and negotiate term sheets for new lines of credit.

• Advise on legal issues affecting transaction structures, including security, perfection, enforcement, bankruptcy, regulatory, tax, and risk considerations.

• Coordinate KYC/AML processes and Level 1 due-diligence searches for new facilities in compliance with firm policies.

• Prepare and present materials for internal committees, management, auditors, and regulators related to facility structures, legal risks, and transaction oversight.

• Foster collaborative relationships across legal, business, and operational functions to enhance efficiency and consistency in transaction execution.

Collateral Loan Level

• Manage the process of collateral pledge deal flow while conducting collateral loan due diligence, including review of underlying mortgage loan files, title, insurance, environmental and zoning reports, borrower and guarantor structures, property-level documentation, and related participation materials for securitizations.

• Coordinate with internal constituents and external counsel to assess collateral eligibility, documentation deficiencies, and required remediation, lien perfection, and enforceability of security interests.

• Partner with asset management on loan modifications, extensions, substitutions, and collateral adjustments to ensure legal consistency and risk mitigation.

• Oversee ongoing documentation processes including servicing, custodial, and deposit account agreements (DACAs), ensuring compliance with legal and operational requirements.

• Manage custodial trust receipt reviews, audits, remittance reporting, and annual file reviews to ensure data integrity and regulatory compliance.

• Demonstrate strong leadership, problem-solving, and project management capabilities, managing multiple workstreams under tight deadlines.

• Additional responsibilities would include:

Preparing material for and presenting to internal committees, FSL senior management, internal audit and regulators

• Maintaining documentation precedents and templates

• Maintaining best practices and internal policies and procedures

Qualifications:

• 8+ years of experience in corporate, banking, structured finance, or capital markets law at a major law firm and/or large financial institution.

• Strong background in structured finance, warehouse lending, or repurchase facilities, ideally with exposure to commercial real estate finance including in lien perfection, and real estate collateral enforcement.

• Proven ability to identify and manage legal, regulatory, policy, commercial, and reputational risks in complex transactions.

• Exceptional drafting, negotiation, and analytical skills, with ability to provide clear, business-focused legal advice.

• Effective communicator capable of interacting confidently with senior management and cross-functional teams.

• Demonstrated leadership, sound judgment, and organizational skills, with the ability to manage competing priorities in a dynamic environment.

• Commercially minded and comfortable operating in a business-facing, fast-paced deal environment.

WHAT YOU CAN EXPECT FROM MORGAN STANLEY:

At Morgan Stanley, we raise, manage and allocate capital for our clients – helping them reach their goals. We do it in a way that’s differentiated – and we’ve done that for 90 years. Our values - putting clients first, doing the right thing, leading with exceptional ideas, committing to diversity and inclusion, and giving back - aren’t just beliefs, they guide the decisions we make every day to do what's best for our clients, communities and more than 80,000 employees in 1,200 offices across 42 countries. At Morgan Stanley, you’ll find an opportunity to work alongside the best and the brightest, in an environment where you are supported and empowered. Our teams are relentless collaborators and creative thinkers, fueled by their diverse backgrounds and experiences. We are proud to support our employees and their families at every point along their work-life journey, offering some of the most attractive and comprehensive employee benefits and perks in the industry. There’s also ample opportunity to move about the business for those who show passion and grit in their work.

To learn more about our offices across the globe, please copy and paste https://www.morganstanley.com/about-us/global-offices​ into your browser.

Expected base pay rates for the role will be between $160,000 and $250,000 per year at the commencement of employment for Vice President, and between $225,000 and $300,000 per year at the commencement of employment for Executive Director. However, base pay if hired will be determined on an individualized basis and is only part of the total compensation package, which, depending on the position, may also include commission earnings, incentive compensation, discretionary bonuses, other short and long-term incentive packages, and other Morgan Stanley sponsored benefit programs.

Morgan Stanley's goal is to build and maintain a workforce that is diverse in experience and background but uniform in reflecting our standards of integrity and excellence. Consequently, our recruiting efforts reflect our desire to attract and retain the best and brightest from all talent pools. We want to be the first choice for prospective employees.

It is the policy of the Firm to ensure equal employment opportunity without discrimination or harassment on the basis of race, color, religion, creed, age, sex, sex stereotype, gender, gender identity or expression, transgender, sexual orientation, national origin, citizenship, disability, marital and civil partnership/union status, pregnancy, veteran or military service status, genetic information, or any other characteristic protected by law.

Morgan Stanley is an equal opportunity employer committed to diversifying its workforce (M/F/Disability/Vet).