Corporate Paralegal

New York, NY

Description

A premier, forward thinking, global law firm, currently has an excellent full-time employment opportunity in the Corporate Department of their New York office.  Firm offers 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, and financings, strategic investments, and related research and analysis. Candidate should also be flexible to work overtime as needed.

Duties & Responsibilities

• Coordinate and manage multiple transactional closings including, private company financings, mergers and acquisitions, joint ventures, real estate acquisitions, dispositions, and financings, and strategic investments. Public securities experience a plus, but not required. Assist with drafting board and shareholder resolutions; assist with due diligence procedures, online and factual searches; organization of due diligence materials.
• Assist with entity formation, including corporate name availability and reservation thereof; assist with drafting of corporate organizational documents; assist with operations of corporations and corporate records maintenance; prepare foreign qualifications, dissolutions and withdrawals.
• Assist with the preparation and filing of UCC filings including continuation and termination statements; analyze UCC search results; research filing requirements in various states; calendar expiration dates.
• Preparation and filing of documents and forms for ongoing corporate operations, including directors and shareholders’ resolutions, amendments to articles of incorporation and bylaws, applications for authority to do out-of-state business.
• Prepare stock option agreements and stock certificates; maintain stock ledgers and capitalization tables.
• Review and analyze lien search reports.
• Prepare all documents required to form corporations, partnerships and limited liability companies.
• Prepare documentation for amendments, withdrawals, mergers and dissolutions of corporations, partnerships and limited liability companies.
• Prepare qualification documents for foreign jurisdictions.
• Draft secretary’s certificates, bylaws, operating agreements and resolutions
• Maintain entity minute books and entity ledgers for various clients.
• Prepare applications for federal employer identification (EIN) number
• Redline and proofread documents.
• Draft audit response letters.
• Conduct research and perform library and online searches; retrieve reference materials from outside libraries that may not be readily available.
• Prepare SEC filings, both corporate and Section 16, and with regard to securities offerings; respond to the requirements of the Securities Acts of 1933 1934 filings; prepare Rule 144 opinion letters; assist with preparation and organizations of documents related to public company transactions; draft Form S-8s.

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 and as a member of a team.
• Flexible and able to adapt to changing priorities and multiple tasks. 

Qualifications & Prior Experience

Position requirements include: Bachelor’s Degree. 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.