Senior Counsel Corporate

Overview

The organization is seeking a Senior Counsel, Corporate to work closely with the Chief Legal Officer to support securities law, governance, and other corporate matters for the organization and its affiliated companies. This newly created role provides legal counsel and advice for M&A and other strategic transactions globally, from diligence to execution and integration.

The position requires strong negotiation and project management skills to coordinate and efficiently close complex transactions on tight timelines. In addition, the role assists in managing overall legal affairs by ensuring compliance with laws and regulations and mitigating legal risks to support business objectives.

Responsibilities

• Provide legal and business guidance on financing and strategic transactions, including due diligence, drafting, and negotiation of M&A transactions, joint ventures, and other strategic investments
• Support Treasury transactions and matters, including equity and debt offerings, credit facilities, intercompany loans and agreements, and charitable support and foundations
• Oversee and assist with corporate secretarial functional matters, including preparation of notices, agendas, materials, and minutes for board and committee meetings, as well as preparation for annual shareholder meetings
• Oversee formation, management, compliance, and dissolution of domestic and foreign entities, including policies and procedures for establishing entities; managing and approving corporate powers; assisting with annual reporting and compliance; and performing periodic compliance audits
• Develop and oversee equity plans, executive compensation programs, and compliance with associated securities regulations
• Develop and maintain policies and procedures for compliance with SEC and other securities-related regulatory requirements applicable to publicly traded companies, including Insider Trading Policy processes and Section 16 filings
• Partner with Internal Audit, Finance, Compliance, and other organizations on insurance, risk management, and compliance programs
• Draft, negotiate, and review a wide range of complex agreements related to the role
• Resolve legal issues using negotiation and legal expertise, including pre-litigation dispute resolution and settlements
• Assist in creating new template agreements, playbooks, training, and internal systems and procedures to enable efficient legal support
• Contribute to the development, implementation, and enforcement of organizational policies and procedures to ensure legal compliance
• Support management of legal services budgets, including assistance with efficient allocation of resources

Qualifications

• Juris Doctor (JD) degree from an accredited law school
• Admitted to a US state bar in good standing
• Minimum of 7 years of legal experience
• Preferably 3+ years of in-house counsel exposure to the healthcare industry
• Experience with emerging company private and public company financing, corporate governance, M&A, and equity compensation

Technical Competencies & Knowledge

• Strong understanding of laws and regulations affecting assigned areas to issue-spot and provide counseling, including SOX, Dodd-Frank Act, Nasdaq listing standards, and corporate governance initiatives
• Basic understanding of other laws and regulations relevant to sales and marketing of products to health care professionals and reimbursement by government programs, including fraud and abuse (Anti-Kickback Statute, False Claims Act), FDA regulation (Food, Drug & Cosmetic Act), privacy (HIPAA and GDPR), and anti-corruption (Foreign Corrupt Practices Act)
• Ability to identify issues that should be escalated to senior management and determine appropriate timing

Skills

• Strong analytical and problem-solving skills
• Excellent communication and interpersonal abilities
• Ability to handle multiple projects in a fast-paced environment and exercise sound commercial and legal judgment
• Demonstrated ability to work independently with minimal supervision while also collaborating in a team environment
• Flexible and willing to take on different types of projects in a quickly scaling company as needed

Preferred Qualifications

• Experience with the healthcare industry as in-house counsel (3+ years preferred)

Compensation & Benefits

Not specified in the provided job description.

Location

Not specified in the provided job description.

Physical Demands & Work Environment

• Frequently required to sit
• Frequently required to stand
• Frequently required to utilize hand and finger dexterity
• Frequently required to talk or hear

Equal Opportunity

The organization is an equal opportunity employer dedicated to building an inclusive and diverse workforce. No discrimination is made based on race, religion, color, national origin, sex, sexual orientation, age, gender identity, veteran status, disability, genetic information, pregnancy, childbirth, or related medical conditions, or any other status protected under applicable federal, state, or local law.