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Group Counsel - Corporate Secretary (LATAM)
Refer job# FCCE152592
Group Counsel - Corporate Secretary (LATAM) The candidate will engage and manage outside counsel to support corporate and finance related projects, which includes developing budgets and reviewing invoices. Will supervise paralegals and administrative professionals in the execution of legal tasks. Provide leadership and guidance on questions concerning LatAm corporate law. Proactively manage corporate governance and entity management projects, ensuring that work is coordinated across various corporate functions and completed in a timely manner. Coordinate with Finance department the approval of annual accounts of entities in the Latin America region and holding of annual general meetings. Appointment and removal of officers and directors of local entities, including obtaining of internal approvals. Changes to the by-laws of entities (e.g., change of domicile, update of managements powers, adjustments to corporate treasury rules). Getting shareholders powers of attorney issued to outside counsel for legal representation in each jurisdiction including any notarizations or apostilles. Coordinating the execution of local powers of attorney (through shareholders meetings or Board of Directors Meetings). Assisting with the issuance of corporate approvals that may be required to participate in bidding process through shareholders meetings or Board of Directors meetings. Review and help maintain the accuracy of the information contained in firm's legal entity management portal. Keep record of actual location of corporate books of LatAm entities. Collect and provide corporate information to business units of entities that may be required by clients, governmental authorities and other third parties such as banks etc. Assist IP department with execution of IP agreements and registration process with IP authorities. Assist M&A department with transactions on an as-needed basis. Assist Corporate Tax department in relation to projects relevant the region (e.g., intra-group mergers, liquidations, incorporation of new entities). Coordinate with outside counsels the review of intercompany agreements. Assist business units with requirements related to business activities or information of shareholders (e.g., obtaining corporate extracts of foreign shareholders, obtain certificates of incorporation, statements from officers abroad, etc.); and review of outside counsels invoices. Should have a Law degree. Must preferably have 6+ years of experience practicing corporate law in LatAm in a law firm or in-house, with a mix of experience. Should preferably be Bi-lingual Spanish.
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