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Title : Paralegal - Corporate Transactions & Securities

Location : Ohio - Columbus
Refer to Job # KTAM847211

This Midwest firm manages its practice groups efficiently and matter-of-factly. Solid and steady work help solidify this firm as a reliable player in the smaller law firm market. Associates can expect good training, including more hands-on work than in other firms offering similar levels of sophistication in the practice. Associates will be pleasantly surprised by the sophistication of this small firm, combined with a warm collegial environment.
Paralegal - Corporate Transactions & Securities The candidate will prepare basic organizational documents for profit corporations, including Articles of Incorporation, Original Appointment of Statutory Agent, initial subscriptions, initial shareholder and director actions, code of regulations, stock journal and stock certificates (Ohio, Delaware, etc.). Prepare basic organizational documents for non-profit corporations, including Articles of Incorporation, Original Appointment of Statutory Agent, initial director action, and code of regulations (Ohio); assist with the preparation of IRS Form 1023, Application for Exemption. Prepare basic organizational documents for limited liability companies, including the Articles of Organization, initial member minutes, operating agreement (if sole member), membership certificates (if desired) (Ohio, Delaware, etc.). Prepare basic organizational documents for limited partnerships, including the Certificate of Limited Partnership and limited partnership agreement (Ohio, Delaware, etc.). Prepare basic organizational documents for general partnerships, including the Statement of Authority and partnership agreement (Ohio). Obtain tax identification number and prepare other basic IRS forms for new entities (Subchapter "S" election; Form 8832, Entity Classification Election). Assemble original and duplicate minute books and prepare correspondence to the client. Prepare forms to qualify corporations, limited liability companies or limited partnerships in foreign jurisdictions. Prepare basic forms and resolutions to amend the charter documents for corporations, limited liability companies, limited partnerships and general partnerships. Prepare basic forms and resolutions to dissolve the charters of corporations, limited liability companies and limited partnerships. Prepare name protection documentation, including name reservations, trade name reports, fictitious name reports, and trademark / service mark applications. Prepare statutory agent update forms, including subsequent appointment of agent, change of agent address, and agent resignation. Prepare reinstatement forms for Ohio non-profit corporations canceled for failure to file its Statement of Continued Existence. Prepare reinstatement forms for Ohio professional corporations canceled for failure to file its Biennial Report. Prepare reinstatement forms for Ohio limited liability partnerships canceled for failure to file its Biennial Report. Prepare and file UCC-1 financing statements (state and county). Prepare and file UCC-3 amendments (continuations, releases, assignments, terminations, etc.). Conduct UCC searches of state and county records. Prepare basic Buy-Sell (Shareholder) Agreements. Prepare basic stock purchase agreements. Prepare basic employment agreements and/or amendments. Prepare assignment and assumption agreements. Prepare bills of sale. Prepare stock powers and lost stock affidavits. Prepare close corporation agreements. Prepare certificates of merger and assist with the preparation of merger agreements, resolutions, etc.. Prepare basic forms, resolutions and other documents to convert entities from one form of organization to another form of organization. Obtain and organize due diligence documents. Prepare closing checklists and basic closing certificates. Organize and attend closings; review and finalize closing documents to include appropriate schedules and exhibits; witness and acknowledge closing documents. Prepare closing bible index and closing bible. Prepare board resolutions calling the meeting. Prepare meeting notice, first draft of proxy statement/proxy card, and letter to shareholders. Prepare script for the annual/special meeting. Prepare ballots and certificate of inspector of election. Prepare first draft of shareholder meeting minutes. Assist with the preparation of state and federal securities exemption filings. Assist with blue sky research. Obtain good standing certificates and certified copies of filings from the Ohio and other Secretaries of State. Proofread various documents. Attend status meetings with clients and lawyers and departmental meetings. Prepare general correspondence. Research state and county records to obtain information on business entities. Prepare Audit Letter Documentation. Four-year college degree is required. Degree in Paralegal Studies or paralegal certificate is preferred.

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