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Title : Corporate Paralegal

Location : California - Palo Alto
Refer to Job # CSXX814738

Corporate Paralegal The candidate works effectively and collaboratively with attorneys and case teams across offices and assists in preparing and filing documents related to incorporation and corporate governance. Works directly with clients during transactions, such as financings, initial public offerings, mergers and acquisitions and is responsible for managing deadlines, records, facts and information. Assists with the forming, registering, maintenance and dissolution of corporations, limited liability companies, limited partnerships, and other types of business entities, including non-profits, including researching of availability of a corporate name and trademarks, certified copies of corporate documents, certificates of good standing and legal existence from state officials for corporate transactions or when otherwise requested. Assists with the preparation and maintenance of corporate records and obtain the employer identification number from the IRS for corporations, partnerships and/or limited liability companies. Drafts and Files Corporate Documents. Assists attorneys with the drafting and filing of by-laws, annual reports, articles, certificates, foreign qualifications, amendments, resolutions, dissolutions, consents, minutes, stock transfers, tax documents and ledgers for corporations, limited liability companies, limited partnerships and business trusts. Assists with preparation of forms required to be filed with the state or other local regulatory agencies. Assists with mergers/acquisitions, initial public offerings and financings, including due diligence review and response, stockholder mailings, obtaining good standings, certificates and certified documents from state government agencies, prepare capitalization tables and forms 3, 4 and 5 for filing, compile exhibits to registration statements, drafting and filing transaction documents, tabulation of stockholder votes and SEC filings. Attends closings and manages closing room, coordinates workflow, and manages the execution of closing documents. Tracks, obtains and organizes pre- and post-closing documents to assure performance of obligations. Assists with all aspects of stock issuance and stock plan administration, including preparation of stock option agreements, stock purchase agreements, stock transfer agreements, stock certificates and capitalization spreadsheets, as well as organization and maintenance of stock ledgers. Assists with the preparation and filing of various fund documents, including formation documents, amendments, closing documents, including preparation of opinions for partner approval. Performs public searches and prepares charts to illustrate results as requested. Manages data rooms for potential transactions. Performs due diligence, precedent reviews, statistical and financial research and oversees preparation of financing statements. Prepares annual director and shareholder votes for subsidiaries, proxies, proxy statements, notices for non-public companies, 228 notices pursuant to the Delaware corporate statues, issues stock certificates and authenticates documents for use in foreign countries. Assists attorneys with the drafting, preparation and filing of registration statements, form 144s, proxies and other periodic filings with the SEC and performs searches on the EDGAR database. Serves as a liaison with ongoing clients regarding the maintenance of stock records and minute books; provides assistance with additional corporate maintenance as necessary. Adheres to best practices for the intake and management of all client-related documents, both in hard- copy and electronic formats. As appropriate, ensures the swift disposition of client materials, clearance of record rooms and the accurate archiving and/or destruction of all relevant materials. Participates willingly and reliably. Demonstrates commitment to the team, the client and the firm. Contributes to a team culture where individuals work together and are comfortable expressing new ideas and raising concerns. Delegates tasks to junior team members clearly and in context, taking into account current workload and commitments and following up appropriately. Provides input to collaboratively develop an approach to delegated tasks. Manages junior team members project deadlines as well as overall project deadlines. Is solution-oriented and proactive. Provides constructive feedback and serves as mentor to junior team members, offering guidance to promote their development and sharing successes with other team members, attorneys and management. Attends and participates in professional development programs, department and paralegal meetings and trainings. Supervises Staff, Project Assistants and Temporary Staff. Provides guidance and supervision to junior members of the department as well as temporary staff. Meets the Firm's billable hours expectations and adheres to best practices for daily time entry for client work and eTime for attendance and time off requests. Contributes to the Firm's Service Excellence initiative to consistently improve its image internally and externally. Displays professionalism, quality service and a "can do" attitude to internal members/departments of the Firm as well as external clients and vendors via electronic and print correspondence, over the telephone and in-person. Assumes Additional Responsibilities as Assigned. Knowledgeable of applicable court systems, judicial processes, and procedures of the US Securities and Exchange Commission required. Proficient in the utilization of online services to aid in business compliance, corporate transaction management, due diligence oversight, corporate maintenance and preparation of capitalization tables required. Strong written and oral communication skills required. Strong organizational skills and attention to detail required. Proficient in Microsoft Office (Excel, Word, PowerPoint) and Corporate Focus required. Ability to supervise senior project assistants and/or project assistants required. Ability to track and process expenses required. Ability to work overtime and travel required. BA/BS preferred. Notary preferred. 3 years of related experience including general corporate and transactional work preferred.

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