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Location : Massachusetts - Boston
Refer to Job # HGCR709708
Experience Corporate Paralegal The candidate will support multiple Corporate Partners and the overall practice on a variety of deals. Drafts and files certificate of incorporation and certificate of formation, typically in Delaware but also other jurisdictions. Draft written board consents in lieu of a meeting and written stockholder consents in lieu of a meeting, including both organizational and transactional closing matters. Draft resolutions to be presented at a board meeting and/or stockholder meeting. Prepare basic organization documents, including initial stock subscription agreement, stock certificates and stock ledger, typically for Delaware but also other jurisdictions. Complete and file Form SS-4s to obtain EINs. Compile and maintain minute books and stock ledgers. Conduct research to assist attorneys in determining jurisdictions for qualification. Prepare and file qualification and withdrawal applications. Order lien searches and summarizes lien search results. Prepare and file statutory filings with Secretary of State, including amendments, conversions, mergers, and dissolutions. Calculate Delaware franchise tax (both methods); also calculate franchise tax for other jurisdictions. Obtain information from, and provide information to, clients. Formulate solutions to problems which may arise, such as good standing issues. Interface with corporate service providers regarding statutory registered agent services (including changing contact information). Provide direct support to clients (using discretion to handle matters directly or involving an attorney). Draft written consents approving closing agreements. Draft certificates including secretary and officer certificates. Prepare closing files. Handle distribution of signature pages. Order certified copies and good standing certificates. Identify and resolve problems that arise. Prepare and file UCC statements, amendments and termination statements. Review collateral description on lien summary. Prepare initial draft of closing checklist. Assist with closing, including tracking down signature pages, filling in dates, tracking down final agreements and providing general support. Prepare closing book index and assemble closing book, and assist in distribution. Handle distribution of original securities (e.g. stock certificates, unit certificates and notes).
The candidate Should preferably have a Bachelor's degree. Must possess 7+ years of corporate paralegal experience. Should possess experience in one or more areas including M&A, private equity, debt finance, asset-backed securitization, fund formation, investment management and/or venture capital. Additional qualifications include excellent analytical and organizational abilities, solid communication skills, and strong computer abilities.
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