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Location : California - Palo Alto
Refer to Job # GTSY720294
Paralegal - Corporate Duties: Organizes business entities of all types (corporations, limited liability companies and limited partnerships); checks availability of and reserves corporate entity names; prepares and files incorporation, merger, acquisition, dissolution and related documents. Prepares incorporation documents including but not limited to certificate/articles of incorporation, bylaws, restricted stock purchase agreements, organizational board and stockholder resolutions and related applications, filings and documentation. Maintains, organizes and updates electronic corporate record book. Prepares, maintains and updates database for corporate capitalization records, drafts stock option and restricted stock agreements, effects transfers of stock and prepares stock certificates. Assists with M&A related tasks including the reviews and audits capitalization tables with underlying equity issuances and review/audit board and stockholder actions. Obtains and coordinates the delivery of good-standing certificates from filing agent. Drafts merger sub formation documents. Provides support to IPO/ Public Company lawyers by assisting with the drafting and review of registration statements including but not limited to: Updating capitalization numbers (including outstanding stock and stock options); drafting related party transaction sections; and drafting principal stockholder tables including footnotes. Prepares beneficial ownership spreadsheets and coordinates with underwriters regarding outstanding share numbers. Assembles and compiles exhibits and works with printer to format and finalize documents. Coordinates due diligence production with the Company including but not limited to: Assisting with data room setup and production; performing diligence audits of all stock and option issuances with board actions and stock/option documentation; Preparing necessary board, stockholder and committee actions and/or minutes; assist with distribution of D&O questionnaires and lock-up agreements; Manages Section 16 reporting matters. Assists attorneys with commercial lending transactions including lien searches and preparation/filing of UCC financing statements. Assists with venture capital financings including tracking status of closing documents, gathering corporate due diligence materials, drafting ancillary documents and preparing electronic closing volumes. Retrieves documents from government agencies, private document retrieval companies and internal sources as appropriate. Researches state and federal securities compliance ( Blue Sky ) rules and regulations, drafts and files securities notices.
Qualifications: Bachelor s Degree (B.A./B.S.) from an accredited college or university. Graduation and certificate from ABA approved Paralegal training program or the equivalent. 2-5 years experience in the areas of securities and/or general corporate law, M&A and IPOs/Public Company/Capital Markets. . Proficiency in Word and Excel. Preferred: Previous experience in a law firm. Post high school (or GED) education or training in paralegal studies. Bachelor s degree in Business Administration, Accounting or Finance. Excellent organizational skills. Excellent attention to detail. The use of good judgment and good interpersonal communication skills. Well developed analytical and problem solving skills. Works harmoniously and effectively with others as part of a team. A self-starter who desires to show ownership and commitment to the job. Exercises confidentiality and discretion. Proofreads accurately. Must be able to handle multiple assignments, work well under pressure, and has the flexibility to assist team in meeting client demands on accelerated schedules. Excellent written, verbal and interpersonal communication skills.
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