General Counsel and Corporate Secretary 9/13/2016
JOB DESCRIPTIONAPPLY Those who join Emergent BioSolutions feel a sense of ownership about their future. You will excel in an environment characterized by respect, innovation and growth opportunities. Here, you will join passionate professionals who advance their scientific, technical and professional skills to develop products designed-to protect life.
I: Job Summary (2-4 sentence description of overall job purpose)
The General Counsel reports to the Chief Executive Officer (CEO) and is responsible for leading and managing a diverse corporate legal department, including the development of strategic plans, the implementation of tactical legal initiatives and the development of the next generation of legal talent. The General Counsel provides senior management with effective legal advice on company strategies and their implementation, manages the legal function, and obtains and manages the work of outside counsel. The General Counsel is directly involved in complex business transactions and negotiating critical contracts and acquisitions. The General Counsel is strategic, anticipates issues and evaluates risks, including safety, security, reputational, regulatory and legal. In addition, the General Counsel provides legal counsel that helps the organization grow through product, customer and geographic diversification.
The General Counsel partners with the CEO, other members of the senior leadership team and Board of Directors (Board) to identify proactive solutions to eliminate or mitigate risks and advance the company s vision, strategic plan and annual business plans. The General Counsel leverages broad legal subject matter expertise with practical experience and outside counsel relationships to span the legal areas of contracts; corporate and securities transactions; corporate governance; litigation; regulatory; insurance, risk and dispute management; labor and employment.
II: Responsibilites (Include key responsiblities only. This should not be an all encompassing list)
Responsible for managing all legal matters for publicly traded biopharmaceutical company. Primary responsibilities include, among other matters:
* Managing all legal matters relating to complex transactions and litigation matters, including mergers, acquisitions, joint ventures and commercial and IP both nationally and internationally.
* Drive overall legal strategy while managing day-to-day legal operations
* Analyze, formulate and implement various strategies in a way that preserves operational imperatives while mitigating legal risk.
* Oversee the analysis, direction and management of all litigation and pre-litigation matters; including but not limited to settlement negotiation, employment and coordination of outside counsel, analysis and coordination of all indemnification issues.
* Managing and developing staff within medium sized global legal department with resources in multiple locations.
* Structuring and negotiating business agreements including merger/acquisition agreements, license agreements, R&D agreements, supply, manufacturing and distribution agreements, government contracts, real estate contracts, joint ventures and strategic alliances.
* Advising senior management on strategic and complex business issues including deal structuring, international corporate structuring, risk management and operational matters.
* Developing and overseeing comprehensive legal risk systems for global operations, including antitrust, FDA (and international equivalents), import export, select agent and securities laws.
* Structuring and negotiating securities offerings including debt offerings, asset backed securities, stock offerings, and equity lines of credit.
* Serving as Corporate Secretary and advising the Board of Directors and its committees on matters of corporate governance.
* Managing external counsel in all legal disciplines and matters.
* Maintaining a thorough understanding of the business, strategies and external commercial and regulatory market place. Maximize company opportunities and minimize risk and exposure by identifying legal trends and variances and communicating implications of the company s activities.
* Participating in and providing legal oversight for investor relations and public relations matters.
* Partnering with CCO on managing compliance with securities, corporate, international, intellectual property, food and drug, antitrust, employment, government contracting, environmental, health & safety laws. As well as assisting with the development and implementation of corporate policies including insider trading and disclosure policies, code of ethics, document retention policy, and risk management and compliance programs.
The above statements are intended to describe the general nature of work performed by those in this job. It is not an exhaustive list of all duties, and other duties may be assigned.
III: Education, Experience & Skills
* Juris Doctorate with strong academic credentials.
* 15+ years of legal experience and 10+ years of extensive interaction with a Board of Directors.
* Combination of law firm and in-house experience.
* Strong litigation management, M&A and other corporate experience.
* Proven experience with domestic and international markets
* Significant SEC and corporate governance experience.
* Experience serving as a Corporate Secretary of a publicly traded company.
* Able to handle complex matters, across multiple simultaneous initiatives that require discretion, confidentiality, and prioritization
* Proven leadership and influencing skills, influencing, relationship building and strong negotiation skills.
* Experience leading and managing a legal team. Ability to influence change and inspire others.
* Ability to think outside the box. Outstanding business acumen, legal reasoning and analysis, and strategic thinking ability.
* Ability to work in a fast-paced, highly entrepreneurial environment.
* Excellent communication skills and experience in dealing with people at all levels inside and outside of the Company.
* High initiative, flexibility, proactive approach and strong follow up skills. Responsive and thorough.
* Ability to work effectively as part of a team with other Senior Executives.
Experience in the following areas: risk management, IP, patent and licensing, government contracts, and compliance.
Experience dealing with regulatory bodies including FDA, EMA and other international regulatory agencies and with domestic and international government agencies.
Emergent BioSolutions is an Equal Opportunity/Affirmative Action Employer and does not discriminate on the basis of race, color, religion, gender, age, national origin, disability, Protected Veteran status, sexual orientation, or any other characteristic protected by federal, state or local law.
Emergent BioSolutions does not accept non-solicited resumes or candidate submittals from search/recruiting agencies not already on Emergent BioSolutions approved agency list. Unsolicited resumes or candidate information submitted to Emergent BioSolutions by search/recruiting agencies not already on Emergent BioSolutions approved agency list shall become the property of Emergent BioSolutions and if the candidate is subsequently hired by Emergent BioSolutions, Emergent BioSolutions shall not owe any fee to the submitting agency.