Assistant General Counsel

Candidates in the DC Metro area will be considered for on-site work at our DC office. About BlueForge Alliance (BFA): Established in 2022, BlueForge Alliance operates with a culture and singular purpose to serve the men and women defending our nation with the best equipment, platforms, and systems. BFA accomplishes this by strengthening the U.S. defense industrial base. We are specifically focused on advancing and transitioning manufacturing technology; expanding the capacity of the supply chain; and growing and developing the manufacturing workforce. Position Summary: The Assistant General Counsel is a senior, enterprise-facing legal leader who serves as a connector, influencer, and trusted advisor across BFA and its affiliated entities. Reporting directly to the Chief Legal Officer, this role is deliberately positioned for high-level thinking, organizational impact, and strategy not transactional throughput. The Assistant General Counsel translates complex legal, regulatory, and governance considerations into clear, actionable business direction for executive leadership and division leaders, and builds the connective tissue between Legal and the mission-delivery functions it supports. This is a generalist-with-depth position operating at the intersection of nonprofit/tax-exempt governance, government and defense contracting, and multi-entity corporate management. The successful candidate will exercise substantial independent judgment, anticipate risk before it materializes, and shape the frameworks, playbooks, and decision rights that allow the organization to move quickly and responsibly at scale. In addition to the following details, by being a BlueForger, you will be expected to uphold and exemplify our values of Belonging, Selfless Service, Integrity, Leadership, Respect, and Excellence. We uphold these values upon a backbone of humility driven by a culture of safety, vulnerability, and purpose. Essential Duties and Responsibilities: Strategic Advisory & Enterprise Impact o Serve as principal legal advisor and thought partner to division leaders, program executives, and functional heads on matters of enterprise significance, framing legal issues in terms of mission outcomes, risk appetite, and strategic tradeoffs. o Act as second-in-command and delegate for the Chief Legal Officer, representing the Office of the CLO in executive forums and providing continuity of legal leadership in the CLO's absence. o Identify emerging legal, regulatory, and reputational risks across the enterprise; develop forward-looking mitigation strategies and elevate matters of consequence to the CLO and executive leadership with recommended courses of action. o Design and institutionalize scalable legal frameworks, templates, delegation-of-authority structures, and decision playbooks that increase organizational velocity while preserving compliance discipline. o Partner with Finance, Contracts, Programs, HR, IT/Security, and Communications to embed legal considerations early in strategy formation. Nonprofit & Tax-Exempt Governance o Advise on nonprofit corporate law, tax-exempt status maintenance, private benefit and private inurement, unrelated business income, lobbying and political activity limitations, conflicts of interest, and related-party transactions. o Support the development, review, and refresh of governance policies, charters, bylaws, codes of conduct, and delegation-of-authority instruments across the affiliate structure. o Advise on grant, cooperative agreement, sponsorship, membership, and philanthropic arrangements, including flow-down and compliance obligations. Corporate & Entity Management (Affiliate Structure) o Manage the legal health of BFA's multi-entity structure, including entity formation, qualification, dissolution, intercompany agreements, cost-sharing and services arrangements, and maintenance of corporate separateness. o Maintain corporate records, registered agent relationships, state registrations and annual filings, and entity governance calendars. o Advise on structuring decisions for new affiliates, joint initiatives, and strategic partnerships. Defense Contracting & Trade Compliance o Advise on FAR/DFARS, OTAs, subcontracts, teaming agreements, NDAs, data rights and intellectual property, organizational conflicts of interest (OCI), and Foreign Ownership, Control, or Influence (FOCI) matters. o Advise with respect to defense-related trade compliance, including ITAR, EAR, OFAC sanctions, and import/export control processes. o Support ethics and compliance program elements relevant to federal contractors, including mandatory disclosure analysis, gifts and gratuities, procurement integrity, and lobbying/registration obligations. o Advise on cybersecurity, data protection, and information-handling obligations applicable to defense industrial base work. Assistant Corporate Secretary (Post-Training Designation) o Administer Board and committee governance for subsidiary and affiliated entities, including meeting calendars, notices, agendas, board books, resolutions, consents, and minutes. o Manage director and officer onboarding, annual conflict-of-interest disclosures, independence assessments, and D&O insurance coordination. o Maintain the corporate minute books, entity records, and governance repositories; ensure timely execution and retention of governance documentation. o Serve as a primary point of contact for directors on governance logistics and process, in coordination with the Corporate Secretary/CLO. Performs other related duties as assigned. Supervisory Responsibilities: None.