Job #: 28713 Exp.: 10+ Years
The Senior Corporate Counsel- Transactions and M&A will help drive and support Mosaic’s strategy and growth initiatives by delivering practical, timely and smart legal counsel to Mosaic’s business units and functions on a wide variety of corporate transactions, including mergers and acquisitions, divestitures, joint ventures, equity investments, financing arrangements and other complex transactional and corporate matters. Responsibilities will include drafting, reviewing and negotiating contracts, and other documents of strategic importance to the company with a view of anticipating and minimizing legal exposure; evaluating, communicating and managing risks; advising senior management and collaborating with Law Department colleagues on a wide range of issues, including strategic transactions, corporate governance, subsidiary administration and U.S. securities matters; and managing outside counsel on transactional and corporate matters.
What will you do?
Provide strategic legal counsel to Mosaic’s business units and functions through the negotiation of complex business transactions and drafting of documents relating to mergers, acquisitions, divestitures, joint ventures, equity investments, licensing arrangements, and other complex transactions to anticipate and minimize legal exposures.
Draft, review and negotiate contracts and other documents.
Provide legal support to Mosaic’s Strategy and Growth function on various growth and innovation projects.
Manage outside counsel to reduce legal risk and expense.
Consult with colleagues to properly evaluate, communicate and manage risks.
Provide legal support and counsel, including the negotiation, review and drafting of various commercial finance related transactions, including credit agreements, parent guarantees and leases.
Provide leadership and administer Mosaic’s Corporate Secretary function, including hands-on management and supervision of the Company’s annual meeting, proxy statement preparation, transfer agent, subsidiary administration and resolution drafting processes.
Lead the Board of Directors and Committee meeting material preparation process.
Draft minutes for Mosaic and its subsidiaries’ Board of Directors and Committee meetings.
Monitor and develop procedures set in place by the Board of Directors/management regarding corporate governance, including following developments affecting corporate governance and making recommendations to the Board of Directors on development of best practices.
Special projects as assigned.
What do you need for this role?
Juris Doctor Degree required.
Membership in the state bar association as an attorney licensed to practice law, preferably in Minnesota of Florida.
10+ years of corporate experience in a law firm or corporate law department.
Strong background in transactional work, particularly M&A and corporate finance transactions.
Proven experience in successfully managing outside counsel on complex corporate transactions.
Strong working knowledge of U.S. securities laws, reporting requirements and corporate governance, including corporate reorganizations and subsidiary administration, working on behalf of a publicly traded company.
Strong academic credentials.
Demonstrated proficiency with Microsoft Office (Word, PowerPoint, Excel, Outlook).
Strong oral, written, presentation and listening communication skills.
Strong interpersonal skills required to build and maintain trust with internal teams and with the ability to lead through influence and network and external transaction counterparties.
Executive presence and ability to communicate well with senior managers.
Proven project management and leadership skills.
Ability to work within and lead diverse teams.
A positive, highly goal oriented and self-motivated individual who exhibits strong leadership qualities.
Ability to work as a member of a high performing team in a dynamic environment.
Desire to work directly with the company’s operations and finance professionals.
Strong business acumen.
Demonstrated problem solving and decision-making skills.
Strong analytical and critical thinking skills.
Highly professional demeanor and diplomacy skills.
Ability to travel throughout the U.S., Canada and other international locations 10% of the time.
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