Sidley Austin LLP

  • Paralegal - Corporate

    Recruiting Location US-CA-San Francisco
    Department
    Paralegal & Project Assistant
  • Summary

    • A Transacational (Corporate) Paralegal provides assistance to lawyers by researching law, investigating facts, preparing and organizing documents and serving as a liaison among the legal team, clients, financial institutions, and outside agencies.

    Duties and Responsibilities

    • 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 books.
    • 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.
    • 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.

    Qualifications

    Required

    • Bachelor’s Degree (B.A./B.S.) from an accredited college or university. 
    • Minimum one year law firm experience 
    • Proficiency in Word and Excel

    Preferred:

    • Graduation and certificate from ABA approved Paralegal training program or the equivalent. 
    • Bachelor’s degree in Business Administration, Accounting or Finance.
    • Experience in the areas of securities and/or general corporate law, M&A and IPOs/Public Company/Capital Markets.

    Sidley Austin LLP is an equal opportunity employer.

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