Geographic Corporate Governance Specialist

18 hours ago

Mandaluyong City, National Capital Region, Philippines Neksjob Philippines Full time

Job Summary:

The Senior Legal Counsel is responsible for overseeing complex projects related to corporate entity structure, including entity restructurings, post-acquisition integration transactions, entity eliminations, divestitures, and other ad hoc initiatives. This role involves coordinating intricate entity transactions across multiple countries and jurisdictions, while ensuring alignment with corporate governance and strategic objectives.

The Legal Counsel will collaborate closely with internal teams and may supervise external counsel as necessary. As a key member of the legal department, you will play a crucial role in driving business growth and success through effective management of corporate entities.

Key Responsibilities:

  • Corporate Entity Management: Oversee corporate entity matters, including reorganizations, share transfers, business transfers, mergers, liquidations, and in-kind distributions/contributions.
  • Global Corporate Programs: Support global initiatives such as entity eliminations and governance projects, including corporate secretarial activities to facilitate shareholder and board meetings (e.g., prepare meeting briefs, presentations, minutes, and guide external advisers on corporate filings).
  • Due Diligence for Corporate Transactions: Lead due diligence efforts for entity and corporate transactions and support related projects.
  • Cross-functional Collaboration: Work closely with internal teams across Legal, HR, Tax, Treasury, Controllership, and other departments to ensure alignment and compliance.
  • Entity Transactions & Integration: Coordinate transactions related to acquisitions and integration activities across multiple countries, ensuring a seamless alignment with corporate goals.
  • Ad-Hoc Market Unit Assignments: Take on specific assignments based on market or business requirements as needed.
  • Management of External Counsel & Budgets: Supervise outside counsel and manage legal budgets across projects and initiatives.
  • Knowledge Management & Precedent Development: Leverage internal and external expertise to create and curate reusable legal knowledge resources, contributing to a well-maintained precedent library.
  • Entity Information & Record Management: Work alongside teams tracking entity information and maintaining corporate books and records, while proactively managing entity liquidations and dissolutions as required.

Requirements:

  • Experience: 5+ years of experience as an attorney, with a minimum of 4 years focused on mergers and acquisitions, entity transactions (e.g., restructuring, share transfers, mergers, liquidation), corporate governance, and cross-border transactions.
  • Executive Communication Skills: Strong communication and leadership skills, capable of effectively presenting complex transactions and issues to senior stakeholders and board members.
  • Corporate Structure Expertise: Solid understanding of corporate structures, with the ability to advise on and implement tax-efficient structures in collaboration with tax teams.
  • Corporate Law Knowledge: Comprehensive understanding of director's liabilities, corporate principles, and cross-border legal transactions involving multiple jurisdictions and legal systems.
  • Team Management: Proven leadership experience managing teams of professionals and collaborating with external legal firms.
  • Proactive and Goal-Oriented: A self-starter with the ability to prioritize tasks, make decisions confidently, and identify potential risks.
  • Cultural Intelligence: Proven ability to work, counsel, educate, and motivate legal professionals from diverse backgrounds and cultures.
  • Language Proficiency: Fluent in English (spoken and written).

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