Reports To: Vice President, General Counsel & Secretary
Summary: The Office of the General Counsel provides insight, advice and counsel to the Foundation’s President, staff and Board on a wide variety of legal, policy, and governance matters. The Associate General Counsel provides a high level of professional legal advice and service to the Foundation on matters assigned by the Vice President, General Counsel and Secretary (VP/GC) regarding programmatic, corporate, investment, and general legal matters. Matters can include the following areas:
- Compliance with non-profit tax laws and regulations
- Grants and impact investments
- Advice to program staff globally as requested on legal issues relating to grants, tax and OFAC compliance
- Corporate governance matters
- Investments for investment portfolio
- Real estate and leases
- Development and monitoring of Policies
- Intellectual property matters
- Employment/benefit matters
Essential Duties and Responsibilities:
- Keep up-to-date with private foundation tax laws and other laws (including international laws related to the Foundation’s work) affecting grantmaking and the philanthropic sector generally, contracts, intellectual property, and related issues.
- Review, draft, and negotiate agreements and related documents on a variety of transactions, including grants and impact investments, investments, leases, and technology agreements; prepare opinions of counsel as appropriate and required.
- Work cooperatively and strategically with program and department staff to advise on grants, grantmaking strategies, impact investments, and investments in investment portfolio and other matters consistent with applicable laws and regulations.
- Assist with training staff on legal matters as needed.
- Conduct legal research and prepare memoranda on grantmaking and legal matters as necessary.
- Work with the VP/GC to review and analyze legal, business and tax implications, draft documents and/or negotiate terms of investment transactions, including partnership/management agreements, side letters, amendments, and terminations.
- Draft/review/negotiate/terms and conditions for contracts and other documents pertaining to real property leases, purchases, financing, and other matters.
- May prepare resolutions, annual reports, out-of-state qualifications, etc. in connection with corporate governance matters.
- May assist with litigation matters, document requests, etc.
- Assist on other matters as the VP/GC may assign.
- Juris Doctor from an accredited institution is required with a record of strong academic and professional achievement.
- Must be admitted to the Bar of the State of Illinois, with at least five years of experience as a practicing lawyer, preferably with experience with nonprofit organizations.
- Knowledge of tax-exempt law preferred.
- Demonstrated ability to think strategically and be solution oriented.
- Able to write and speak clearly and concisely to identify, assess, and resolve legal and business problems.
- Experience in managing a wide range of multiple projects, clients, and issues simultaneously in a role requiring a broad base if knowledge and being able to respond timely to multiple requests.
- Experience in negotiating and drafting contracts, legal memoranda, and other agreements.
- Proven ability and willingness to exercise sound, informed judgment, build and maintain positive relationships internally, and work independently as a productive member of a team.
- Must be able to summarize complex information both orally and written.
- Demonstrate a solid grasp of the essence of the work of the Foundation.
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