Corporate Counsel

Job description

The Corporate Counsel will serve as a key member of the corporate Legal team and will report into the Associate General Counsel for Corporate and M&A. This role will have primary responsibility for subsidiary governance, legal entity management, and corporate compliance matters, while also supporting mergers and acquisitions, special project transactions, and IP portfolio management. The Corporate Counsel will also need to flex into other areas of legal work as the business may require from time to time, including commercial contracts, securities, Board support, and/or litigation support. The ideal candidate has a corporate and transactional background, has a roll-up-your-sleeves approach to work, and is eager to develop as a generalist in-house attorney. WHAT YOU’LL DO Corporate Governance and Entity Management Serve as the primary attorney responsible for legal entity management and subsidiary governance across the Company’s portfolio of entities. Manage entity formation, maintenance, periodic filing and reporting requirements, including overseeing registered agent filings and ongoing secretary of state compliance. Draft subsidiary corporate documents, including resolutions, intercompany agreements, certificates, powers of attorney, and notices. Maintain officers and directors’ lists and other internal resources, collaborating with internal teams and external vendors as needed. Partner with other Legal team members to develop and improve plans, processes, and best practices for corporate governance and entity management, as well as internal records and knowledge management. Assist with and respond to Know Your Client (KYC) requests from internal and external parties. Stay current on legislative, regulatory, and corporate governance developments and their potential impact on the Company. M&A Transactions and Special Projects Support on M&A transactions, financing, and special project work, including transaction pipeline confidentiality agreements, due diligence and transaction documentation finalization. Assist with post-transaction integration/separation activities and other post-closing matters. Collaborate with cross-functional partners (Finance, Tax, HR, and others) on transaction-related and other corporate matters as needed. IP Portfolio Management Assist in managing the Company’s IP portfolio, including communications with external counsel and internal stakeholders on IP matters, maintenance of internal IP resources, and improvements to IP portfolio management and reporting processes. General / Flex Support Provide overflow legal support on projects and responsibilities across the broader Legal team as the business requires, including, e.g., on business unit commercial contracts work, SEC and Board matters, and/or litigation management. Collaborate with Legal team members and other departments on periodic reporting requirements related to corporate entity changes, officer changes, M&A, and divestitures. Help identify legal and business risks and escalate issues appropriately to senior attorneys. Juris Doctor (J.D.) from an accredited law school. Active membership in at least one U.S. state bar in good standing. 3 plus years of legal experience in corporate transactions, corporate governance, entity management, or a closely related area, whether at a law firm or in-house legal department – ideally a combination of both. Outstanding written and verbal communication skills, with ability to translate complex legal concepts into practical guidance for non-legal audiences. Ability and willingness to manage multiple priorities simultaneously, balance administrative and substantive workstreams, and flex into different substantive legal areas. Motivated self-starter with utmost attention to detail and a service-oriented approach. Experience with, and enthusiasm for, integrating new technology tools into legal workflows. The US base salary range for this full-time position is $125,000-$160,000 + bonus + medical, dental, vision benefits starting day 1 + 401k and PTO. Our salary ranges are determined by role, level, and location. Individual pay is determined by work location and additional factors, including job-related skills, experience, and relevant education or training. Your recruiter can share more about the specific salary range for your preferred location during the hiring process. (Full-time is defined as regularly working 30+ hours per week.) All your information will be kept confidential according to EEO guidelines Why work for Cornerstone Building Brands? Our teams are at the heart of our purpose to positively contribute to the communities where we live, work and play . Full-time* team members receive** medical, dental and vision benefits starting day 1. Other benefits include PTO, paid holidays, FSA, life insurance, LTD, STD, 401k, EAP, discount programs, tuition reimbursement, training, and professional development. *Full-time is defined as regularly working 30+ hours per week. **Union programs may vary depending on the collective bargaining agreement. Cornerstone Building Brands is an Equal Opportunity Employer. All qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, national origin, age, pregnancy, genetic information, disability, or status as a protected veteran. You can find the Equal Employment Opportunity Poster here . You can also view Your Right to Work Poster here along with This Organizations Participation in E-Verify Poster here . If you'd like to view a copy of the company's affirmative action plan for protected veterans or individuals with disabilities or policy statement, please contact Human Resources at 281-897-7788 or . If you have a disability and you believe that you need a reasonable accommodation in order to search for a job opening or to submit an online application, please contact Human Resources at 281-897-7788 or . This email is used exclusively to assist disabled job seekers whose disability prevents them from being able to apply online. Only emails received for this purpose will be returned. Messages left for other purposes, such as following up on an application or technical issues not related to a disability, will not receive a response. All your information will be kept confidential according to EEO guidelines. California Consumer Privacy Act (CCPA) of 2018 Must be at least 18 years of age to apply. Note to External Recruiters Cornerstone Building Brands does not accept unsolicited resumes and will not pay fees for any candidate submissions that were not expressly authorized. Notice of Recruitment Fraud We have been made aware of multiple scams whereby unauthorized individuals are using Cornerstone Building Brand's name and logo to solicit potential job-seekers for employment. In some cases, job-seekers are being contacted directly, both by phone and e-mail. In other instances, these unauthorized individuals are placing advertisements for fake positions with both legitimate websites and fabricated ones. These individuals are typically promising high-paying jobs with the requirement that the job-seeker send money to pay for things such as visa applications or processing fees. Please be advised that Cornerstone Building Brands will never ask potential job-seekers for any sort of advance payment or bank account information as part of the recruiting or hiring process. Cornerstone Building Brands is a leading manufacturer of exterior building products for residential and low-rise non-residential buildings in North America. Headquartered in Cary, N.C., we serve residential and commercial customers across the new construction and Repair & Remodel (R&R) markets. Our market-leading portfolio of products spans vinyl windows, vinyl siding, stone veneer, metal roofing, metal wall systems and metal accessories. Cornerstone Building Brands’ broad, multi-channel distribution platform and expansive national footprint includes more than 18,800 team members at manufacturing, distribution and office locations throughout North America. Corporate stewardship and Environmental, Social and Governance (ESG) responsibility are embedded in our culture. We are committed to contributing positively to the communities where we live, work and play. For more information, visit us at .