Corporate Counsel

This is a fully remote position, open to applicants in United States.

📋 Description

• Oversee governance and corporate compliance for OpenLoop and its subsidiaries.

• Manage organizational documents, board and shareholder/member approvals, appointments of officers and directors, state registrations and qualifications, annual reports, and ensure good standing.

• Develop and maintain governance calendars, templates for consents and resolutions, entity records, and documentation for signing authority.

• Draft, negotiate, and uphold intercompany agreements and documentation for internal restructuring.

• Assist in ensuring the accuracy of capitalization tables, equity issuances, option grants, transfers, and reconciliation with the Finance team and equity platform.

• Facilitate corporate diligence support for financings and transactions, including data rooms, diligence requests, officer certificates, closing checklists, and signature packets.

• Manage designated workstreams related to M&A and strategic transactions.

• Draft and negotiate documents related to corporate transactions.

• Oversee corporate diligence, entity formation, post-closing governance, entity consolidation and cleanup, and integration of acquired entities.

• Provide guidance to internal teams regarding entity structure and signing authority.

• Assist with licensing and regulatory filings that depend on corporate structure.

• Recognize and escalate corporate, securities, and healthcare regulatory risks with suggested solutions.

• Supervise outside counsel on governance, entity, and filing issues.

• Perform additional duties as assigned.

⛳️ Requirements

• Juris Doctor (JD) degree from an ABA-accredited law school.

• Current license to practice in at least one U.S. jurisdiction.

• 4-6 years of experience in corporate law, either from a law firm, an in-house legal team, or a combination of both.

• Practical experience managing entity governance and corporate maintenance for a multi-entity organization.

• Proficient understanding of capitalization tables, equity issuances, board governance mechanics, entity management, and state registration and qualification requirements.

• Experience in supporting financings and M&A from the corporate perspective, including diligence, data rooms, closing processes, and post-closing cleanup.

• Strong project management skills and ability to follow through.

• Capability to manage multiple workstreams independently.

• Excellent communication skills and proactive status reporting.

• Ability to collaborate across Finance, Accounting, Compliance, and Operations.

• Comfortable functioning as a hands-on generalist in a rapidly growing organization.

• Experience in healthcare or other regulated industries is a plus.

• Familiarity with the corporate practice of medicine and PC/MSO structures is an advantage.

🏝️ Benefits

• Medical, Dental, and Vision insurance plans.

• Flexible Spending/Health Savings Accounts.

• Flexible Paid Time Off (PTO).

• 401(k) plan with Company Match.

• Life Insurance coverage.

• Pet insurance options.

• Remote work availability.

• Flat organizational structure.

• A work environment that emphasizes autonomy, competence, and a sense of belonging.