Corporate Paralegal
2 months ago
Our top Am law 100 client, a global law firm, currently has an excellent full-time employment opportunity in the Corporate Department. They offer competitive compensation and an excellent benefits package.
Position Summary
The Corporate Paralegal position will provide organizational and substantive assistance to attorneys in the Corporate Department practice group in all stages of corporate transactions including assisting in private company financings, mergers and acquisitions, joint ventures, Edgar online and Form D filings with SEC; familiarity with EFD, Blue Sky exemption filings and notices, REIT formations and transactions, dispositions, non-traded REIT state registrations, and financings, and related research and analysis. Candidate should be flexible to work overtime as needed.
Duties & Responsibilities
- Coordinates and manages multiple transactional closings including, private company financings, mergers and acquisitions, joint ventures, real estate acquisitions, dispositions, and financings. Public securities experience a plus. Assists with drafting board and shareholder resolutions; assists with due diligence procedures, online and factual searches; organization of due diligence materials.
- Assists with entity formation, including corporate name availability and reservation thereof; assists with drafting of corporate organizational documents; assists with operations of corporations and corporate records maintenance; prepares foreign qualifications, dissolutions and withdrawals.
- Assists with the preparation and filing of UCC filings including continuation and termination statements; analyzes UCC search results; researches filing requirements in various states; calendars expiration dates.
- Prepares and files documents and forms for ongoing corporate operations, including directors and shareholders’ resolutions, amendments to articles of incorporation and bylaws, applications for authority to conduct out-of-state business.
- Prepares stock certificates; maintains stock ledgers and capitalization tables.
- Reviews and analyzes lien search reports.
- Prepares all documents required to form corporations, partnerships and limited liability companies.
- Prepares documentation for amendments, withdrawals, mergers and dissolutions of corporations, partnerships and limited liability companies.
- Prepares qualification documents for foreign jurisdictions.
- Drafts secretary's certificates, bylaws, operating agreements and resolutions.
- Maintains entity minute books and entity ledgers for various clients.
- Prepares applications for federal employer identification (EIN) number.
- Redlines and proofreads documents.
- Conducts research and performs library and online searches; retrieves reference materials from outside libraries that may not be readily available.
- Prepares SEC filings, both corporate and Section 16, and with regard to securities offerings;
Skills & Competencies
- Knowledge of the workings of a corporation, and a general understanding, appropriate for a paralegal, of federal and New York securities laws, and how to research the securities laws of other states.
- Experience working with governmental agencies and service companies, including Secretary of State, Department Corporations and SEC (principally with respect to Forms D) to file and retrieve documents.
- Excellent analytical and organizational skills and demonstrated follow-through on project management, including ability to anticipate needs through knowledge of past transactions.
- Strong communications skills, both verbal and written.
- Excellent attention to detail and high level of accuracy.
- Ability to work autonomously as well as a member of a team.
- Flexible and able to adapt to changing priorities and multiple tasks
Qualifications & Prior Experience
- Bachelor’s Degree and Paralegal Certification preferred
- Candidate will be a New York notary and have minimum 5 years’ experience as a Corporate Paralegal in a mid-to-large law firm or in-house transactional position.
- Proficiency with Windows-based software and Microsoft Word, Excel and Outlook, experience with Westlaw, Lexis, and SEC Edgar required.
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