Senior Corporate Counsel

NATURE OF THE JOB

Each day in this position is different – not one matter or situation is alike, and the law is as varied as are the jurisdictions, including global jurisdictions.  The effective, efficient and confident management and implementation of legal strategies require (in addition to the substantive knowledge and professional work experience) an individual to be readily adaptable and to demonstrate an aggressive and creative approach in resolving many legal issues at once.

• Development of effective global legal strategies across multiple jurisdictions (e.g., Country, State, Province, etc. brought to bear by  legal entities across the globe) which result in risk mitigation and a cost effectiveness implementation of same;

• Retain, direct and supervise multiple international external law firms, consultants and third-party experts concerning an array of corporate governance protocols and regulations, environmental considerations/laws, partnership/joint venture arrangements, real estate transactions, general corporate laws, human resource/benefit regulatory schemes and intellectual property laws;

• Direct, supervise and administer EBARA Energy Company (“Energy Company”) entities world-wide and their affiliates to ensure that each observe, adhere to, maintain and conform their conduct to their respective country’s legal obligations and that each entity appropriately documents its respective corporate and administrative structure and corporate actions in adherence with each entities (jurisdictions) country’s laws, each entities by-laws, articles of incorporation and for ensuring that meetings and corporate registrations are properly recorded and filed, along with, supervising administering and ensuring that the respective entities are fully compliant with EBARA administrative rules, guidelines, practice protocols and regulations;

• Responsible for the supervision and maintenance of the Energy Company and its real estate assets (multiples of millions in value) records, leasehold arrangements, ownership documents, transactions and ensuring regulatory compliance of same which includes, but is not limited to, regulatory compliance, zoning, tax assessment issues, negotiation of commercial leases worldwide and maintaining a database reflecting accurate and complete data, records, deeds, etc. containing all transactions and properties;

• Adaptability to sufficiently and expediently handle novel issues with layers of complexities and introduction of ‘new territories’ in almost any arena of law;

• Exercise astute problem-solving, creative thinking in the design of legal strategies which facilitate operational needs across the globe;

• Develop, supervise and maintain necessary software systems which provide ample protection as required by laws/regulations regarding E-discovery, as well as encryption programs to maximize protection of the Company’s and its affiliates electronic data, intellectual property and confidential/proprietary assets/information.

This position is a dynamic environment and the candidate must be able to respond quickly to tight deadlines, prioritize a massive volume of work and perform these responsibilities in an efficient manner that concludes in an acceptable result to Energy Company entities worldwide.

CONTACT WITH OTHERS

• Within Energy Company: This position requires contact with all organizational levels globally, including but not limited to officers, directors, Executive Management, as well as multiple levels of operational personnel. This individual must be able to work cross-functionally across the global entities. Additionally, it is critical that the individual be persuasive and collaborative in exercising his/her duties/responsibilities.

• External to Energy Company:  This position is one that requires an individual to manage large outside law firms across the globe as they relate to the provision of services to the multiple Energy Company entities. This position requires the individual to manage and direct outside third-party experts, consultants and regulatory authorities worldwide to confirm the effectiveness of Energy Company representation globally.

• Travel Requirements:  Limited, an occasional trip, including international (less than 5%)

SPECIFIC JOB RESPONSIBILITIES/COMPETENCIES

This position reports directly to the Associate General Counsel, and, on occasion, to the Chief Risk Officer. This role and its attendant functions requires a candidate to be decisive, confident, and well organized.  Additionally, the candidate needs to be flexible with an ability to prioritize as the demands of each day can greatly vary.   The specific job responsibilities include, but are not limited to, the following:

• Key component of the Patent Committee and works closely with the Global Information and Documents Specialist to register, maintain, and protect Energy Company’s intellectual property globally.

• Communicate, direct and monitor activities of various outside counsel representing Energy Company’s  interests globally, to minimize the adverse impact of litigation and claims against the Company, including, but not limited to, environmental issues, bankruptcy, and other commercial matters.

• In-depth understanding and working knowledge of Elliott products and services supplied throughout 100 plus year history to support litigation/trial strategy and assist outside counsel in the defense of Energy Company

• Prepare confidentiality agreements to protect Energy Company’s proprietary information worldwide and maintain the confidentiality agreement, database repository on behalf of the Legal Department.

• Perform contract analysis and reviews, prepare corporate commercial documents, banking, financial and credit facility documentation, and interface with Energy Company operational personnel.   

• Ensure that Energy Company and its subsidiaries observe their legal obligations and appropriately document their structure and actions by maintaining corporate records globally and participating in annual corporate meetings.  Such support currently responds to the needs of Energy Company entities currently in excess of 23 legal entities/branch offices worldwide.  

• Supervise the maintenance of necessary software systems to provide ample protection as required by laws/regulations regarding E-discovery, as well as encryption programs to protect Elliott intellectual property when electronically transmitted.

• Jointly work with the Associate General Counsel and the Energy Company Chief Risk Officer for acquisitions, divestitures and integration matters, as required, globally.  

• Supervise the maintenance and regular audit of Energy Company real estate assets and efficiently handle aspects of real estate transactions including regulatory compliance, zoning, and tax assessment issues, negotiate commercial leases worldwide and maintain a database containing lease property locations.

• Assist the Manager, Contract & Insurance Administration with legal support and preparation of documentation for Energy Company sales transactions.

• Assist the Manager – Supply Chain Contract Administration with the preparation of documentation required for Energy Company procurement transactions.

• Maintain professional license and skills by regular participation in continuing legal education and business seminars and by reading professional materials.    

• Ensure that appropriate legal support functions provide cost-effective and timely services.

BACKGROUND and EXPERIENCE

• Minimal educational requirement:  Doctorate of Jurisprudence from an accredited law school.

• Minimal Licensures:  Admitted and in good standing to the Commonwealth of Pennsylvania Supreme Court (no lapse in license).

• At least seven (7) years of high-level corporate experience, which must include demonstrated competencies in Contracts, Financial matters (banking and credit facilities), Intellectual property, Environmental matters, International law matters, Commercial real estate/leasing, and Corporate governance.

• Candidate will have knowledge and experience with global anti-corruption laws and regulations (Foreign Corrupt Practices Act, United Kingdom Bribery Act, Japanese Unfair Competition Law, the Frank Dodd Act [including experience with Conflict Minerals], and Sarbanes Oxley provisions).

• Candidate must be able to examine volumes of complex information quickly and efficiently and prepare a case plan for each pending legal matter.

• Must be decisive, confident, and well organized in order to appropriately assist the Associate General Counsel and Chief Risk Officer.

• Demonstrated ability and experience to provide a basis upon which an individual is  able to respond – in a timely manner – to new and unfamiliar situations.

• The ability to almost immediately shift organizational hierarchies in order to accommodate the functional needs of the organizations as well as to provide critical support and structure necessary to accommodate operational challenges.

• Demonstrated cross cultural awareness and exemplary writing and research skills.

• Excellent communications skills and superior intuition are essential to effectively perform the functions of this position.

• Must be able to speak in a persuasive, confident and effective manner.

• Strong ability to communicate effectively with a wide variety of audiences, including executive management and key external stakeholders and proven ability to engage, influence and align stakeholders is critical.

• Experience working in or advising corporate organizations in complicate legal roles, both, domestically and internationally.

• Excellent communications and interpersonal skills.

• Attention to detail and a passion for efficiency are critical.

• Proven ability to work in complex, matrixed environments and to problem solve to arrive at effective outcomes in multiple projects.

• Computer literate; experienced with Microsoft Word, Excel and PowerPoint, together with Lotus Notes and the ability to work with a variety of databases.

• Basic accounting knowledge helpful.

• Project management/supervisory skills and experience are key to this position.

• Must be able to multi-task and manage/supervise numerous matters at one time.

• Must be a self-starter, require little supervision, and be able to work independently.