Crowell & Moring LLP is an international law firm with offices in the United States, Europe, MENA, and Asia that represents clients in litigation and arbitration, regulatory and policy, and transactional and corporate matters. The firm is internationally recognized for its representation of Fortune 500 companies in high-stakes litigation and government-facing matters, as well as its ongoing commitment to pro bono service and diversity, equity, and inclusion.

The Senior Corporate Paralegal is a member of Practice Support with an enhanced level of experience, knowledge and skills, who is capable of working independently and with minimal direct supervision and guidance. The Senior Corporate Paralegal is expected to use current skills and acquire new ones while working alongside the attorneys and other professionals in the Corporate Group, in order to complete client service tasks and initiatives for corporate clients of the Firm. The Senior Corporate Paralegal has a minimum billing requirement of 1600 hours per year.

Job Responsibilities:

• Coordinate and provide guidance on major corporate transactions, including mergers, acquisitions, reorganizations, capital markets transactions, and/or private equity/venture capital investments.
• Coordinate and provide guidance with due diligence efforts related to client transactions, including data room management, document retrieval, review and analysis.
• Provide superior client service, including communicating and liaising directly with clients regarding firm activities, seeking guidance or direction from clients as/when necessary, or briefing clients regarding updates on their matters.
• Serve as internal resource for assigned practice area, liaising within the Corporate practice group and throughout the firm.
• Supervise any assigned Practice Support staff, including training, mentoring, monitoring workload and providing quality checks and feedback as needed.
• Coordinate and provide guidance regarding preparation of certificates of merger acceptable for filing in any US jurisdiction related to those transactions.
• Prepare and maintain closing files for major corporate transactions including compiling closing sets, distribution of signature pages, and assisting with transaction closings.
• Assist with general corporate work for firm clients and attorneys, including but not limited to the following as needed: entity formations of various types (including both for-profit and non-profit corporations, LLCs, LLPs, PCs, LPs, GPs, and Trusts) in US and foreign jurisdictions; adoption of stock option plans and preparation of stock option grant agreements thereunder; entity dissolution including foreign jurisdiction withdrawals, tax clearances, and dissolution in domestic jurisdiction; analysis of distressed trade and loan restructuring; updating and maintaining debt trading lists, management of client trades utilizing ClearPar, etc.
• Preparation of board resolutions, unanimous written consents, and board meeting minutes for routine corporate actions (e.g.: appointment of new or replacement officers or directors, amendments to certificates of incorporation or bylaws, and adoption of routine agreements)
• Handle stock issuances and transfers; prepare stock certificates; create and maintain capitalization tables and ledgers.
• Prepare and advise on routine annual filings required to maintain good standing status in any US jurisdiction
• Order, review and analyze UCC, lien and judgment searches; prepare UCC filings
• Preparation and filing of Form ID and notarized attestation letter to obtain SEC EDGAR access codes
• Coordinate and prepare filing of SEC Form D and corresponding state blue sky filing via the EFD for same.
• Maintain confidentiality of client information, including potentially material non-public information regarding publicly traded company clients
• Assist at client meetings as requested

Requirements:

Education

This position requires a Bachelor’s degree.

Experience

A minimum of three (3) to five (5) years of increasingly responsible, directly related experience during which knowledge, skills and abilities applicable to the position were demonstrated, is required. Five years of experience in corporate law department or legal services firm is preferred.

Knowledge, Skills and Abilities

• Demonstrated ability to communicate clearly and effectively, both orally and in writing.
• Strong attention to detail, including superior spelling and grammar.
• Ability to provide quality client service to both internal and external contacts, regarding matters of a routine nature requiring ordinary tact and courtesy.
• Demonstrated ability to work effectively with others in a cooperative manner to accomplish position functions and participate in practice group efforts.
• Demonstrated ability to manage workflow for Project Assistants and junior level Paralegals.
• Demonstrated ability to work independently with minimal direct supervision.
• Demonstrated ability to organize and prioritize work in a dynamic and complex environment to meet deadlines and daily requirements.
• Ability to apply technical knowledge or guidance, analyze and interpret data from several sources, solve problems by applying precedent or extrapolating from previous experience
• Demonstrated ability to analyze and interpret information from a variety of sources, apply critical and creative thinking to draw conclusions or develop solutions to complex problems
• Intermediate knowledge of relevant electronic resources including: SEC EDGAR database, Secretary of State databases and forms libraries, Corporate Focus, ClearPar, and LSTA and LMA market loan and trading regimes
• Proficient in Microsoft Word, Excel, PowerPoint, Adobe Acrobat XI Pro
• Ability to travel or work overtime as necessary

Crowell & Moring LLP offers a competitive compensation and comprehensive benefits package which includes progressive options such as back up child care, wellness programs, cultural events and social activities. We take great pride in our positive, friendly culture that rewards hard work and success, at the same time recognizing the importance of family and community service.

Our Firm is committed to fair and equitable compensation practice in accordance with applicable laws. The salary for this position is $77,300-$107,900. Additional compensation may include a discretionary bonus. Other benefits include healthcare, vision, dental, retirement, and all-purpose leave. The salary for this position may vary based on location, market data, an applicant’s skills and prior experience, certain degrees and certifications, and other factors.

Pursuant to the San Francisco Fair Chance Ordinance, we will consider for employment qualified applicants with arrest and conviction records.

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Crowell & Moring LLP participates in the E-Verify program.