Senior Counsel, Securities Corporate Governance

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Company: NWRPros

Location: Seattle, WA 98115

Description:

Advises the Company's executive management and directors on corporate governance and compliance with applicable securities laws; works across functions to prepare SEC filings and other disclosure materials; contributes as a key member of transactional teams in connection with equity and debt financing transactions as well as other corporate and commercial transactional matters; provides general legal support for corporate and commercial operations.

Essential Duties & Responsibilities:
  • Advises clients regarding corporate governance and compliance with all applicable securities laws
  • Participates in preparation of all required filings with the Securities and Exchange Commission
  • Advises clients regarding and assists in management of public securities offerings, debt facilities, M&A transactions, and equity incentive plans
  • Advises clients regarding and assists in management of Rule 144 stock transfers; Section 16 compliance; insider trading plan compliance; and shareholder communications
  • Advises clients regarding state corporate law
  • Prepares corporate documents such as minutes, resolutions and certificates
  • Provide general legal support to all departments with an emphasis on evaluation and reduction of risk
  • Coordinates legal matters handled by outside corporate and securities counsel
  • Demonstrates experience in general corporate matters, including corporate organization, securities compliance, drafting transactional documents, risk management, asset-backed financing, and contract management
  • Provides a variety of general corporate and commercial legal services to in-house clients
  • Negotiates and drafts contracts related to all aspects of business
  • Assists in drafting and review of investor relations materials to ensure legal compliance
Education, Experience, Knowledge, & Skills Required:

Relevant substantive legal experience ( 5 years +), including initial training at top tier law firm, additional experience within an in-house legal department in the biopharmaceutical field beneficial but not required
  • Juris doctorate (JD Degree)
  • Admitted to practice law in at least one state required, with admission in Washington State preferred
  • Experience in the following areas:
    • Advising clients regarding compliance with state and federal securities laws and NASDAQ regulations
    • Advising clients regarding compliance with the Washington Business Corporation Act
    • Advising clients regarding public securities offerings
    • Advising clients regarding M&A transactions
    • Advising clients regarding equity incentive compensation, plan administration and legal compliance
    • Advising clients regarding corporate governance
    • Negotiating and drafting a wide variety of contracts
  • Excellent interpersonal and communications skills both oral and written
  • Superior writing skills and the ability to produce excellent written work across various contexts (e.g. contract drafts, SEC documents and investor relations materials)
  • Polished skills in conflict resolution and problem solving
Behavioral Competencies Required:
  • The ability to work well with management and peers and to function as an effective part of a team that has an entrepreneurial spirit
  • The ability to analyze risk and legal issues, negotiate, and manage/measure work
  • High integrity
Physical Demands Required:
  • Intermittent physical activity including bending, reaching and/or pushing, pulling, or lifting up to 40 lbs.
  • May encounter prolonged periods of sitting
  • May work around hazardous material.

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