Senior Counsel

Overview

The organization is seeking a Senior Counsel to provide strategic, comprehensive legal support for its ink and chemicals businesses and related corporate and transactional matters across domestic and international entities.

Reporting to the Division General Counsel, Electronics, M&A & Assistant Secretary, this role handles corporate governance and transactional legal work, including mergers and acquisitions, divestitures, reorganizations, equity investments, joint ventures, and other general corporate matters. The position also advises on legal affairs specific to ink and chemicals operations.

Responsibilities

• Draft, negotiate, and manage strategic and complex corporate transaction documents, including confidentiality/non-disclosure agreements, letters of intent/interest, memoranda of understanding, exclusivity agreements, due diligence request lists, process letters, non-binding offers, issue lists, and transaction agreements (e.g., stock purchase agreements, disclosure schedules, transition services agreements, intellectual property assignment/technology transfer agreements, asset purchase agreements, bills of sale, assignment and assumption agreements, manufacturing supply agreements, merger agreements, term sheets, shareholder agreements, voting agreements, intra-company service agreements).
• Support deal documentation across a broad range of transaction types, including joint venture agreements, joint development agreements, IP license agreements, RSU/option plan assumptions, executive employment contracts, credit agreements, commitment letters, loan agreements, promissory notes, closing checklists, subscription agreements, investors’ rights agreements, equity/financing/security documents, secondment agreements, and retention/employment agreements related to transactions.
• Draft and oversee corporate governance documents, including shareholder and board resolutions, meeting minutes, consents, officers’/secretaries’ certificates, stock powers, LLC operating agreements, partnership agreements, plans/certificates of merger, and bylaw amendments for U.S. legal entities.
• Advise on M&A transactions end-to-end, including deal evaluation; multi-jurisdiction due diligence and reporting; structuring; negotiation; documentation; and closing.
• Provide regulatory compliance guidance, including antitrust/competition laws, Committee on Foreign Investment in the United States (CFIUS), Hart-Scott-Rodino (HSR) filings, securities laws, and industry-specific regulations.
• Advise on corporate structuring and transaction mechanics, including earn-out and escrow mechanisms, entity formation, dissolutions, bankruptcy, spin-offs, carve-out transactions, stranded cost analysis, strategic equity partnerships, private equity and venture capital transactions, and cross-border/international transactions involving multiple jurisdictions.
• Oversee preparation and timely filing of required annual and periodic corporate reports with Secretaries of State across all 50 U.S. states where qualified to do business.
• Ensure compliance with Canadian requirements, including Annual Returns under the Canada Business Corporations Act (CBCA).
• Maintain accurate corporate records for domestic and international legal entities in compliance with applicable corporate governance requirements.
• Manage mandated filings, including Individuals with Significant Control (ISC) registers in Canada and Corporate Transparency Act (CTA) reports in the U.S.
• Draft and manage board resolutions, meeting minutes, and written consents for both parent and subsidiary boards to maintain governance compliance.
• Develop and implement best practices, templates, and checklists to standardize transaction documentation, due diligence, and corporate governance workflows.
• Provide day-to-day legal advice and support for domestic and cross-border transactions, contracts, compliance, and operational matters affecting ink and chemicals subsidiaries.
• Draft, review, negotiate, and manage commercial agreements for ink and chemicals manufacturing businesses, including partnership/joint venture agreements, joint development agreements, IP/technology licensing agreements, master services agreements, facilities/logistics services agreements, real estate leases and contracts, non-disclosure agreements, purchase orders, and consultant agreements.
• Coordinate with tax, finance, and HR on deal structure, working capital, equity/compensation, and employment transitions; supervise specialized outside counsel to support cohesive deal execution.
• Support antitrust, trade, and environmental compliance; pre-litigation matters; dispute resolution; government inquiries and investigations; and settlement matters (with support from external counsel resources).
• Monitor legislative, regulatory, and judicial developments globally affecting corporate governance, M&A, securities, antitrust, trade, and related legal areas, and advise on potential impacts and compliance obligations.
• Design and deliver training for relevant entities on topics such as corporate governance best practices, M&A processes, entity management, representations and warranties insurance, contract management, antitrust compliance, and specialized regulations related to ink and chemicals manufacturing sectors.
• Perform other duties as assigned.

Requirements

• Minimum of 12 years of relevant experience in corporate law firms and/or in-house legal departments, with a focus on M&A and corporate governance (preferably with a multinational company).
• Proven experience handling complex domestic and cross-border transactions and commercial contracts, including mergers and acquisitions, divestitures, joint ventures, equity investments, dissolutions, reorganizations, capitalization matters, integration planning and post-closing implementation, escrow/holdback/earnout mechanics, transition services, and restrictive covenants.
• Deep knowledge of Delaware General Corporation Law and provincial and federal Canadian statutes.
• Experience (or demonstrated knowledge/interest) in ink and chemicals manufacturing industries, including environmental and trade compliance.
• Familiarity with M&A insurance processes (RWI and claim handling).
• Strong verbal, written, and presentation skills, including business communications, legal presentations, training materials, and reports; ability to analyze, resolve, and clearly explain legal issues.
• Demonstrated ability to work independently and collaboratively while managing multiple concurrent projects accurately and on time.
• Ability to collaborate across multicultural teams and companies operating across different time zones; some travel may be requested.
• Strong planning, prioritizing, organization, communication, multitasking, problem-solving, and interpersonal skills.
• Ability to engage and communicate with colleagues at all levels across divisions, functions, and geographies while maintaining ownership and delivery.
• College degree and Juris Doctor degree from an accredited law school.
• Licensed to practice law and in good standing with the state bar in the attorney’s work location.

Preferred Qualifications

• Demonstrated experience and familiarity with antitrust matters, CFIUS, and HSR compliance.
• Ability to navigate and advise on multinational legal and regulatory issues impacting global corporations.

Compensation & Benefits

• Salary: $175,000 to $210,500 depending on experience.
• Medical, Dental, Vision
• Life Insurance
• 401k
• Paid Time Off

Location

• East Coast (candidate must reside on the East Coast).