Corporate Counsel

Ann Arbor, Michigan – Corporate Counsel #1050990

• Serve as NSCE's primary in‑house legal partner for corporate governance, entity management, and delegation of authority administration, ensuring approvals and records are accurate, searchable, and audit ready.
• Own governance documentation (resolutions, consents, officer appointments, minute books) and provide practical legal guidance that enables business execution while maintaining disciplined risk controls and compliance alignment.
• Support corporate aspects of strategic initiatives and transactions, coordinate corporate diligence and filings, and enable stakeholders through clear governance standards, training, and calendaring.

• Maintain NSCE's entity structure across jurisdictions (formations, qualifications, amendments, dissolutions) and coordinate registered agents and annual filings.
• Prepare and coordinate agendas, minutes, and materials for board/committee meetings as applicable; track actions and follow‑ups and manage governance calendaring. Own and maintain corporate minute books and governance records (resolutions, consents, officer appointments, committee records) to ensure audit readiness.
• Draft, review, and manage corporate approvals and internal authorizations for business actions, ensuring documentation is complete and aligned with governance requirements.
• Serve as legal owner of delegation of authority and signature governance (matrix, thresholds, execution rules), including guidance on escalations and exceptions.
• Support corporate aspects of strategic initiatives and transactions (restructurings, capital events, JVs, M&A support) including approvals, diligence, and closing deliverables.
• Support development, maintenance, and interpretation of corporate policies within Legal's scope (conflicts/related party governance, documentation standards) and provide stakeholder training.
• Partner with Legal Operations and IT on records retention and legal hold processes for corporate records; support incident response for corporate/governance implications as needed.
• Coordinate outside counsel for corporate governance and transaction support (as needed), including scope control, deliverable quality, and cost‑conscious management.
• Drive continuous improvement for governance workflows, templates, and knowledge resources; support other non‑essential duties as assigned or may be necessary.
• Associate General Counsel special projects and reporting as needed.
• Other non‑essential duties as assigned or may be necessary.

• In‑house corporate governance and entity management expertise, including formations/qualifications, registered agents, annual filings, and maintenance across jurisdictions within complex legal entity structures.
• Strong drafting and writing skills for resolutions, consents, corporate policies, and governance documentation with high attention to detail.
• Delegation of authority and signature governance design/administration, including knowledge approval evidence standards and audit readiness.
• Transaction governance support skills (approvals, diligence production, closing deliverables, post‑closing governance integration).
• Ability to manage multiple work streams with strong organization, discretion, and responsiveness in a fast‑paced environment.
• Clear communication and cross‑functional influence with a practical, business‑enabling orientation.
• Knowledge of records retention and legal hold concepts and ability to partner effectively with Legal Operations and IT.
• Experience coordinating outside counsel with scope discipline and cost‑conscious execution.
• Commitment to integrity, confidentiality, and legally sound decision‑making.

• Juris Doctor (JD) from an accredited law school is required.
• Active license to practice law in at least one U.S. jurisdiction, in good standing is required.
• 6+ years of corporate, governance, and/or in‑house legal experience with responsibility for entity management, corporate approvals, and corporate records; experience supporting governance aspects of transactions and coordinating diligence/records production for lenders, investors, counter parties, and auditors.

• Medical and Dental (Fast Tek pays majority of the medical program)
• Vision
• Personal Time Off (PTO) Program
• Long Term Disability (100% paid)
• Life Insurance (100% paid)
• 401(k) with immediate vesting and 3% (of salary) dollar‑for‑dollar match