General Counsel & Company Secretary

The organisation

At this stage of the procedure, information about our client is highly confidential.

The position

As General Counsel and Company Secretary you will be the trusted advisor to the board and will have a supportive role in our M&A and corporate housekeeping activities. You will advice on complex (commercial) arrangements and will support the board and business with complex deals around private equity, IP and licensing. The Corporate Secretary duties will contain full responsibility to facilitate and improve smooth operation of the company’s decision-making and reporting processes. Furthermore you ensure that the work of the board and directors is compliant with the statutory rules and the company’s internal regulations.

In this challenging position you will report directly to the CEO and will support the Chairman of the board in his governing role. Furthermore you will manage the internal legal counsels (NL and USA based) and will work closely with our business teams around all sorts of legal and commercial contracts. The legal team plays a key role in the company’s successful sales cycle and therefore internal visibility and having a business mindset is very important in this position. Together with the legal team you are responsible for providing high quality legal advice in various law areas and countries. You will ensure that all global and local activities, be it strategic projects or more regular business issues, are in accordance with legal requirements. You will analyse complex matters with multiple stakeholders and advise management on legal rights and obligations, and new and existing laws. You will keep track of and liaise between the shareholders, board and other stakeholders around important topics such as the cap table and ESOP benefit plan.

As General Counsel and Company Secretary, you are a member of the international Executive Committee, consisting of the CEO, the CFO and 4 other staff directors.

Tasks & responsibilities

• End-responsible for the organisations legal aspects
• Provide accurate and timely advice to the management board on agreements, contracts and other legal documents on corporate law and corporate housekeeping
• Provide legal support to the CEO and Chairman and its committees; on a broad range of corporate, legal and operational matters, including corporate structuring, financing and executive compensation
• Company Secretary to the board and contact person for external counsels and stakeholders
• Review, negotiate and advice on a broad range of contractual and commercial agreements, including IP, licensing and software support agreements
• Liaising with relevant teams to ensure that were legal risks have been identified within the group, appropriate courses of action have been taken from a Dutch legal context
• Review and advice on legal implications with respect to development of corporate governance policies, including a Code of Conduct, and internal ethics and conflict of interest policies
• Continuously monitor compliance with Dutch statutory obligations and advise accordingly.

Candidate profile

• Experience in Dutch law and (international) M&A gained through at least 10 years of working experience
• Extensive experience with commercial contracts, preferably in a complex software, SaaS or other relevant technology and IP driven business
• Confident and professional communication, presentation and negotiation skills
• Excellent negotiating and influencing skills, and a talent for non-confrontational, win-win negotiations
• Able to provide accurate, high-quality yet practical and concise legal advice
• Future oriented - see what is around the corner and translate this into potential legal dimensions for the business;
• Fluency in Dutch and English

The offer

Excellent remuneration and benefits.

Interested?

You are invited to apply for this position by using the form below. For more information regarding this vacancy, please contact Gijs ter Kuile at +31 (0)6 25 52 44 33.