Description:
It's fun to work in a company where people truly BELIEVE in what they're doing!Job Description Summary:
The Senior Counsel is a strategic and cross-functional role focusing on general corporate law reporting to the Associate General Counsel. As such, the successful candidate will provide corporate legal services to in-house clients, primarily to the corporate development and finance teams, as well as across multiple functions at A Privately Held Software Development Firm.
Essential Duties and Responsibilities:
Duties include supporting all facets of general corporate legal work with a focus on supporting A Privately Held Software Development Firm's Associate General Counsel responsible for M&A, integration, legal entity consolidation, corporate governance and procurement matters. You will interact with various other departments including A Privately Held Software Development Firm's accounting, tax, treasury and corporate development teams as well as work with outside counsel on a variety of matters.
Principal Responsibilities:
- Oversee corporate governance policies and procedures for over 50 legal entities with a focus on company's foreign subsidiaries and branches including preparation and execution of government filings and drafting of annual resolutions and compliance certificates. This will include managing outside local counsel in applicable jurisdictions.
- Support post-acquisition integration process including analysis and preparation of legal entity consolidation and simplification.
- Support M&A transactions by performing due diligence on target company on corporate matters and contracts of potential targets and advise corporate development teams of potential risks and recommendations of mitigation.
- Assist treasury, finance and customer support teams with Know Your Customer questionnaires required by banking partners and customers.
- Provide support on company's procurement, vendor and facilities agreements and relationships.
- Negotiate and review commercial (customer, vendor and independent contractors) agreements as necessary.
- Develop a thorough understanding of A Privately Held Software Development Firm's business, products, markets, customers and partners in order to identify trends and formulate effective governance and compliance strategies.
- Counsel the business team on legal issues and risks, business strategies, complex deal structures, approval processes, intellectual property and other issues related to technology transactions.
- Provide day to day responses to requests for legal support for the company as needed.
- Work on significant and unique issues where analysis of situation and/or data requires evaluation of intangibles and legal expertise.
- Exercise independent judgment in methods, techniques and evaluation criteria for obtaining results and acting independently to determine methods and procedures on assignments.
- Counsel and collaborate with other members of the legal department in areas of expertise.
- Help with the maintenance and update of corporate governance policies and procedures.
- Monitor changes in relevant legislation and regulations, prepare summaries of change and any suggested action required and assist with embedding these within the Company.
Qualifications:
- Strong academic credentials, law degree.
- Must be licensed to practice law in at least one US State or admitted in an European jurisdiction.
- Minimum of 8 years experience in a law firm and in-house legal positions.
- Experience in software and/or other high technology industries, including M&A.
- Experience in international transactions and international law is a plus.
- Experience with corporate governance of legal entities, including drafting and preparation of board and stockholder resolutions and minutes.
- Ability to clearly articulate and defend risk analysis; critically examine business practices to ensure they are aligned with legal requirements; provide advice regarding business practice risk.
- Ability to establish and maintain positive working relationships with other attorneys, staff and clients
- Ability to prioritize and manage multiple projects simultaneously while also managing critical deadlines
- Successful candidate is a proven team player and consensus builder that takes a business approach to law.
- Successful candidate is a flexible self-starter and proactive problem solver who can work autonomously and handle significant client contact.
- Effective written and oral communication skills are essential. Ability to clearly present information, in writing and orally, respond to questions from executives, managers, customers, and other employees, with focus on client service.
- Diplomatic, approachable and possessing good business and personal judgment.
- Must manage conflicting demands from multiple business clients in a fast-paced environment.
- Inherent ability to act with the highest integrity and professionalism.
- Excellent organizational skills; ability to manage multiple projects at once, follow through and meet deadlines.
- Notary Public a plus if in the U.S.
Information security is everyone's responsibility. A fundamental principle of information security at A Privately Held Software Development Firm is that all individuals in the organization have a responsibility for the security and protection of company information and IT Resources over which they have control, according to their role.
