VP, Legal & General Counsel

15-15 yrs required

Full-time

No

## VP, Legal & General Counsel

Cellares is seeking a VP of Legal & General Counsel to play a key role in overseeing the legal department, managing all worldwide legal resources, and structuring complex commercial transactions. This individual will be responsible for advising on legal aspects of the company’s financing activities and corporate structure considerations, as well as managing intellectual property matters.

This person should be a creative problem solver who takes pride in personal excellence, with a proven ability to thrive in an environment with frequently shifting priorities. Proven experience of overseeing a process to prepare a company to be a public company and functioning as General Counsel of a public company are highly desirable.

The VP of Legal & General Counsel will benefit from a competitive base salary, highly subsidized Medical, Dental, and Vision Plans, 401(k) Matching, , depending on experience, education, and knowledge demonstrated throughout the interview process.

### Responsibilities

- Lead the company in structuring, negotiating, drafting, and closing complex commercial contracts, strategic partnership deals, technology arrangements, and financing deals to ensure both business and legal objectives are met
- Manage the company’s general corporate legal activities; including, employment and other HR matters, corporate governance, regulatory, employee equity plans, and other corporate and financial matters
- Partner with all areas of the business, including Finance, Sales, Business Development, and Human Resources, to advise on legal risks, business strategies, and other issues related to corporate transactions
- Partner with and advise internal business clients on legal issues and risks, company policies and procedures, etc.
- Educate the company, clients, and partners about how to manage privacy issues given current and upcoming regulations
- Advise executives on the status, legal risks, and business terms of high-value, strategic deals
- Provide general legal and business advice to the company’s senior management and Board of Directors
- Manage the Legal Department budget and maintain ultimate responsibility for the department’s performance
- Advise the company on IP piracy issues
- Support HR to maintain and update Employee’s Handbook and general HR policies and provide legal support in all HR related matters (labor contracts, disciplinary proceedings, litigation)
- Monitor new legislation and supervise the lobbying activities on any relevant new legislation
- Lead the company’s litigation strategies
- Advise and counsel on general securities law, NYSE/NASDAQ matters, and general corporate governance matters
- Collaborate with internal stakeholders on SEC filings, such as 10-Ks, 10-Qs, 8-Ks, and proxy statements
- Advise and support organizational growth with a global mindset while balancing business risk
- Coordinate Board of Director meetings and act as the corporate secretary preparing meeting minutes and maintaining appropriate corporate records
- Consult with outside law firms as necessary to assist in legal functions

### Requirements

-
- 15+ years of relevant experience in a law firm and as in-house legal counsel within one or more fast growing companies within the company’s sector
- Must be a member of a state bar
- Previous track record of excellence in corporate law, including drafting commercial contracts of high value, structuring international agreements/partnerships, addressing HR issues, etc.
- Exceptional analytical and problem-solving skills with the ability to think strategically and provide sound business advice
- Experience with either an initial public offering or managing legal work for a public company (such as proxies and ’34 Act filings)
- Strong interpersonal skills and ability to partner with employees of all levels throughout the organization
- Hire, lead, and develop high functioning legal professionals to build a world class legal department
- Ability to prepare clear, concise, and complete legal documents, reports, correspondence and other communications on complex legal issues
- Highly responsible, self-motivated, and able to thrive in an energetic, fast-paced, high growth, entrepreneurial environment
- Excellent communication skills - written, verbal, and interpersonal
- Must be able to maintain a high degree of confidentiality
- Strong business fluency in English required
- Must be a highly ethical and proactive leader who can maximize the resources of a growth company
- Be able to work independently in a fast-paced environment
- Occasional travel required

## Overview

Cellares is an Integrated Development and Manufacturing Organization (IDMO) and takes an Industry approach to mass manufacturing the living drugs of the 21st century. The company is both developing and operating integrated technologies for cell therapy manufacturing to accelerate access to life-saving cell therapies. The company’s Cell Shuttle integrates all the technologies required for the entire manufacturing process in a flexible and high-throughput platform that delivers true walk-away, end-to-end automation. Cell Shuttles will be deployed in Cellares’ Smart Factories around the world to meet total patient demand for cell therapies at global scale. Partnering with Cellares enables academics, biotechs, and pharma companies to accelerate drug development and scale out manufacturing, lower process failure rates, lower manufacturing costs, and meet global patient demand.

Cellares is headquartered in South San Francisco, California with its commercial

Highly subsidized Medical, Dental, and Vision Plans, 401(k) Matching, Free EV Charging, Onsite lunches, and Stock options

English

Structuring Commercial Transactions; Drafting and Negotiating Commercial Agreements; Assessing and Advising on Business Structures and Legal Entities; Managing Intellectual Property Matters; Advising on Legal Aspects of Financing Activities; Corporate Governance; Regulatory; Employee Equity Plans; Corporate and Financial Matters; Employment and Other HR Matters; Advising on Legal Risks and Business Strategies; Advising Executives on Legal Risks; Educating the Company, Clients, and Partners about Privacy Issues; Managing Litigation Strategies; Advising and Counseling on General Securities Law; Collaborating on SEC Filings; Advising and Supporting Organizational Growth; Coordinating Board of Director Meetings; Advising and Counseling on General Corporate Governance Matters; Consulting with Outside Law Firms

exceptional analytical and problem-solving skills with the ability to think strategically and provide sound business advice
experience with either an initial public offering or managing legal work for a public company (such as proxies and ’34 act filings)
strong interpersonal skills and ability to partner with employees of all levels throughout the organization
hire, lead, and develop high functioning legal professionals to build a world class legal department
ability to prepare clear, concise, and complete legal documents, reports, correspondence and other communications on complex legal issues
highly responsible, self-motivated, and able to thrive in an energetic, fast pace, high growth, entrepreneurial environment
excellent communication skills - written, verbal, and interpersonal
must be able to maintain a high degree of confidentiality
strong business fluency in english required
must be a highly ethical and proactive leader who can maximize the resources of a growth company
be able to work independently in a fast-paced environment
occasional travel required

annual salary range: $250,000-380,000

cellares total compensation package contains competitive base salaries, highly subsidized medical, dental, and vision plans, 401(k) matching, free ev charging, onsite lunches, and stock options

Qualification and Experience J.D. from a highly regarded university

Legal