Corporate Counsel

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Corporate Counsel

Position: Corporate Counsel

Location: Fully Remote — candidates must reside within one of the following states to be considered: FL, IL, IN, KS, MN, MS, OH, OK, PA, TX, or WI.

Licensed to practice law in TX, OH, PA, or IL.

Schedule: Full-time

Authorization to work in the United States of America is required to apply. Santanna does not sponsor applicants for work visas.

Position Summary:

This role serves as the Company’s primary in-house legal advisor and provides practical, business-oriented legal support across the organization. In a small company environment, this position also supports certain senior legal and governance responsibilities including oversight of outside counsel, regulatory matters, and Board support as needed.

The role will focus primarily on day-to-day legal support, commercial contracts, compliance, employment matters, litigation management, and regulatory guidance, while helping the Company manage legal risk and support business growth. The ideal candidate has significant retail energy industry experience, including strong knowledge of Public Utility Commission regulations, utility tariffs, customer acquisition practices, and energy compliance requirements.

Essential Duties and Responsibilities:

Legal Leadership & Strategic Counsel

• Serve as the Company’s primary in-house legal advisor and provide practical, business-oriented legal guidance to executive leadership and key stakeholders.
• Lead the Company’s legal strategy and risk management efforts across all business functions.
• Identify legal, regulatory, and compliance risks and develop practical solutions that support business objectives while maintaining compliance.
• Advise leadership on legal developments, emerging risks, and regulatory changes that may impact the Company.

Regulatory Affairs & Compliance

• Provide legal oversight of the Company's regulatory compliance and regulatory affairs programs, ensuring alignment with applicable laws and business objectives.
• Advise the Manager, Regulatory Affairs and Compliance on legal interpretations, regulatory requirements, and compliance risks.
• Oversee legal strategy for regulatory proceedings, audits, investigations, enforcement matters, and interactions with regulatory agencies, coordinating with outside counsel as needed.
• Review and provide legal guidance on significant regulatory filings, agency responses, and matters involving material legal or business risk.

Commercial Contracts & Business Transactions

Draft, review, negotiate, and advise on a broad range of commercial agreements, including:

• Retail customer agreements
• Energy supply and service agreements
• Vendor and supplier contracts
• Sales and marketing agreements
• Technology and software agreements
• Consulting and professional services agreements
• Employment-related agreements
• Confidentiality and data protection agreements
• Review new products, programs, customer acquisition initiatives, and strategic business opportunities to assess legal and regulatory risks.

Compliance Operations, Quality Assurance & Vendor Oversight

• Lead the Company’s Quality Assurance and Compliance functions, including oversight of escalated customer complaints, regulatory inquiries, and utility disputes.
• Oversee compliance training and monitoring for internal sales teams and third-party sales vendors, including door-to-door sales channels.
• Direct quality assurance, auditing, and vendor oversight programs to identify compliance risks, implement corrective actions, and strengthen operational controls.

Employment & Human Resources Support

• Partner with Human Resources on employment law compliance, workplace policies, employee relations matters, investigations, and related legal issues, coordinating with outside counsel as needed.
• Oversee legal and compliance matters related to ERISA requirements, Employee Stock Ownership Plans (ESOPs), and other employee ownership or equity programs.

Litigation & Outside Counsel Management

• Oversee all relationships with outside legal counsel, associated budgets and legal expenditures.
• Retain and oversee specialized counsel for employment, ERISA, regulatory, litigation, corporate, tax, intellectual property, and other legal matters as necessary.
• Direct litigation strategy, dispute resolution efforts, mediation proceedings, settlement negotiations, and related legal matters.
• Oversee discovery, document preservation, and litigation management processes.

Corporate Governance & Board Support

• Serve as Corporate Secretary to the Board of Directors and its Committees, coordinating meetings, agendas, resolutions, and minutes.
• Maintain corporate records and governance documentation, ensuring compliance with applicable legal and governance requirements.
• Advise the Board and executive leadership on fiduciary duties, governance matters, and corporate governance best practices.

Additional Responsibilities

• Support mergers, acquisitions, strategic transactions, and other corporate initiatives as needed.
• Develop and maintain legal and compliance policies, procedures, and training programs.
• Perform other duties and special projects as assigned by the President.

Qualifications:

Education & Licensure

• Juris Doctor (J.D.) degree from an ABA-accredited law school.
• Bachelor’s degree from an accredited college or university.
• Licensed to practice law in TX, OH, PA, or IL.

Experience

• Minimum of 8 years of progressively responsible legal experience, including a combination of law firm and/or in‑house counsel experience.
• Significant experience within the retail energy industry is required.
• Demonstrated experience working with Public Utility Commissions, utility regulations, customer acquisition compliance requirements, and retail energy regulatory matters.
• Experience negotiating, drafting, and managing complex commercial agreements.
• Experience overseeing litigation and managing outside counsel.
• Experience advising executive leadership on legal, regulatory, governance, and strategic business matters.
• Experience supporting employment law compliance, ERISA‑related matters, and ESOP governance preferred.
• Prior experience as corporate counsel, senior counsel, or other in‑house legal roles preferred.
• Corporate Secretary and Board governance experience preferred.

Knowledge and Skills

• Strong knowledge of retail energy regulations, utility tariffs, and Public Utility Commission processes.
• Excellent business judgment and strategic thinking abilities.
• Ability to balance legal risk management with practical business objectives.
• Strong leadership, negotiation, and influencing skills.
• Exceptional analytical and problem‑solving capabilities.
• Ability to manage multiple complex matters simultaneously in a fast‑paced environment.
• Demonstrated ability to build strong relationships with executives, Board members, regulators, and external advisors.
• High level of professionalism, integrity, discretion, and sound judgment.

Physical Demands and Work Environment

Fully remote role (only in FL, IL, IN, KS, MN, MS, OH, OK, PA, TX, WI). The employee is responsible for maintaining a home work environment that is safe, ergonomically appropriate, and conducive to productive work, including minimal noise and adequate internet connectivity. The role requires extended periods of sitting and working at a computer, continual use of hands and fingers for keyboarding, mouse operation, and other computer‑related tasks, continual ability to communicate effectively, including speaking and hearing, during virtual meetings and phone calls, and close vision, distance vision, and the ability to adjust focus while working on a computer or digital devices.

This description is intended to describe the general content of and requirements for the performance of this job and is not to be construed as an exhaustive statement of duties, responsibilities, or physical requirements. Nothing in this description restricts management’s right to assign or reassign duties and responsibilities to this job at any time. Reasonable accommodations may be made to enable individuals with disabilities to perform the essential functions.