Senior Corporate Counsel
Cybercoders
Job Description
Job Description
Senior Corporate Counsel
Senior Counsel
Position OverviewWe are seeking an experienced Senior Counsel to provide strategic legal advice and hands-on support across corporate transactions, securities compliance, governance, and commercial matters. The role will support senior leadership and the Board on M&A, public and private financing, SEC reporting and compliance, corporate governance, and risk management. The ideal candidate combines deep transactional experience with public company securities expertise, strong drafting and negotiation skills, and the ability to manage outside counsel and cross-functional stakeholders. Key Responsibilities
- Advise on mergers, acquisitions, divestitures, asset and stock purchase transactions, including negotiating and drafting SPAs, APAs and ancillary agreements.
- Lead legal aspects of public offerings and private placements (S-1s, follow-on offerings, private financings and venture financings); coordinate with underwriters and counsel.
- Manage SEC reporting and compliance obligations (10-K, 10-Q, 8-K, S-1), SOX compliance, and ongoing disclosure controls and procedures.
- Counsel on corporate finance matters, equity and debt instruments, and capital-raising strategies.
- Draft, review and negotiate a wide range of commercial contracts, vendor agreements, licensing and IP transactions, and service agreements.
- Oversee equity compensation programs (stock options, RSUs), shareholder agreements, and related corporate governance documentation.
- Lead due diligence processes for transactions and manage integration and post-closing legal matters.
- Provide day-to-day corporate governance and corporate secretarial support, including Board and committee advisory, preparation of minutes, bylaws and charter amendments, and regulatory filings.
- Advise on cross-border transactions and international regulatory considerations, including data privacy, cybersecurity and export controls.
- Develop and maintain company policies and compliance programs addressing data privacy (GDPR, CCPA), anti-corruption (FCPA), antitrust/competition and employment/benefits (ERISA) risks.
- Support corporate restructuring, reorganizations, and, when necessary, bankruptcy or insolvency matters; coordinate litigation strategy and outside counsel management.
- Partner with business leaders to identify legal risk, deliver practical solutions, and provide timely, commercial legal advice under competing priorities.
Qualifications
- Juris Doctor (JD) or equivalent law degree and active bar admission in at least one U.S. jurisdiction (Delaware admission or willingness to obtain preferred).
- 10+ years of in-house or law firm experience with focus on corporate transactions and securities law; significant experience with public companies preferred.
- Demonstrated experience managing M&A transactions, public offerings (S-1), private placements, and complex financings.
- Deep knowledge of SEC reporting requirements (10-K/10-Q/8-K), Sarbanes-Oxley compliance, and public company disclosure practices.
- Proven track record drafting and negotiating complex commercial agreements, SPAs, APAs, shareholder agreements, and equity compensation documentation.
- Experience with corporate governance, board advisory, corporate secretarial filings, and Delaware corporation law (bylaws and charter amendments).
- Practical experience advising on data privacy and cybersecurity compliance (GDPR, CCPA) and anti-corruption/FCPA compliance.
- Familiarity with antitrust/competition, employment & benefits (ERISA), licensing and IP transactions, and vendor contracting.
- Strong due diligence, risk assessment and transaction management skills, including coordinating cross-functional teams and outside counsel.
- Excellent written and verbal communication skills, strong business judgment, and ability to provide clear, pragmatic legal advice to senior executives and the Board.
- Demonstrated leadership, project management capabilities, and ability to work independently in a fast-paced environment.
- Willingness to travel as needed and to work across multiple time zones for cross-border matters.
Vacancy posted more than 2 months ago
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