About us
First Digital is a digital asset focused trust, custody, financial technology company at the vanguard of the emerging digitalization of assets, where the full value for your worldly assets can finally unite like other digital data. Our best-in-class custodian and near-banking layer enables previously unattainable options for payments, asset management and access to products that can help enhance financial inclusion.
Our infrastructure – including FDUSD, Asia’s 1st home grown blockchain-based USD stable-coin – Developed to help economies, institutions and developers gain access to technology breakthroughs and capitalize on the digital evolution of finance, trust, and technology.
About First Digital and Finance District
First Digital is a digital asset focused trust, custody, financial technology company at the vanguard of the emerging digitalization of assets, where the full value for your worldly assets can finally unite like other digital data. Our best-in-class custodian and near-banking layer enables previously unattainable options for payments, asset management and access to products that can help enhance financial inclusion.
Our infrastructure – including FDUSD, Asia’s 1st home grown blockchain-based USD stable-coin – Developed to help economies, institutions and developers gain access to technology breakthroughs and capitalize on the digital evolution of finance, trust, and technology.
Purpose of the role
To own the Group's legal function and its listed-issuer governance obligations, and to give the Board independent legal judgment.
The role exists because listed-company obligations — securities reporting, disclosure controls, governance and listing rule compliance — are new to the Group and are not covered by any existing role. The postholder is accountable for the Group meeting those obligations on time and to standard.
Key responsibilities
Securities and reporting
- Own the periodic and current reporting calendar end to end, including owners, deadlines and sign-offs.
- Lead registration statements, including the Form F-4 and any subsequent offering documents, through SEC comment to effectiveness.
- Determine disclosure obligations and current-report triggers; maintain and circulate the trigger log.
- Own beneficial ownership and Section 16 filings for directors, officers and significant holders.
- Own the insider trading policy, dealing windows and pre-clearance process.
- Own disclosure controls and procedures, and support the CEO and CFO certifications.
Listed-issuer governance
- PubCo board and committee mechanics: agendas, papers, minutes, resolutions and the annual calendar.
- Committee charters, terms of reference and their periodic review.
- Nasdaq listing rules: continued listing standards, notification obligations, annual certification and independence testing.
- D&O questionnaires, the conflicts register, insider lists and related-party transaction review.
- D&O liability insurance placement, renewal and claims notification.
- Note: entity and statutory company secretarial work for the operating subsidiaries sits with the Business Operations division and is not transferred by this role.
Risk, litigation and regulatory
- Own material litigation, with appropriate independence where the Group or a subsidiary is a party.
- Report the Group legal risk register to the Audit Committee, prepared by the Head of Legal.
- Lead regulator correspondence where enforcement or disclosure risk arises, alongside the relevant entity compliance function.
- Hold the Group's two legal sign-off gates over Operations work: license applications before submission, and AML and CTF policies before adoption.
Function, people and money
- Build and lead the legal function within approved headcount.
- Own the external counsel panel outright: appointment, rate cards, negotiation of fees and engagement terms, and the legal budget. This is not delegated to the Head of Legal. Pending the appointment, it sits with the supervising outside counsel.
- Develop the Head of Legal against a documented plan, reviewed at six and twelve months, under the progression framework at section 2.
Boundaries — what this role does not own
The following sit elsewhere. The postholder oversees but is not the day-to-day owner:
- Day-to-day commercial contracting — Head of Legal.
- Compliance operations, licensing programme management and entity company secretarial — the Business Operations division, under the Chief Operating Officer. Legal holds sign-off gates over this work; it does not hold the teams.
- Suspicious transaction reporting and the money laundering reporting function — the entity MLRO, exercised independently. Legal must not sit in a reporting decision.
- Tax advice and tax filings — Chief Financial Officer, with external advisers.
Experience and qualifications
Essential
- Qualified lawyer admitted in a common law jurisdiction.
- Has personally run a full reporting cycle for a US-listed issuer — not supervised one.
- Has taken a registration statement through SEC comment to effectiveness.
- Experience advising a controlled company or a company with a dual-class share structure.
- Experience of regulated financial services.
- Listed-issuer governance experience — board and committee practice, listing rule compliance, insider administration.
Desirable
- Hong Kong admission, or the ability to obtain it.
- Digital assets, stablecoins, custody or tokenization experience.
- Experience of a de-SPAC or cross-border listing.
- Experience building a legal function from a standing start.
#LI-Onsite
We are an equal opportunity employer and value diversity at our company. We do not discriminate on the basis of race, religion, color, national origin, gender, sexual orientation, age, marital status, veteran status, or disability status. This job description is intended to convey information essential to understanding the scope of the job and the general nature and level of work performed by job holders within this job. However, this job description is not intended to be an exhaustive list of qualifications, skills, efforts, duties, responsibilities or working conditions associated with the position. First Digital Trust reserves the right to amend this job description at any time.
