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The Corporate Counsel (CC) is responsible for building and maintaining the in-house legal function and overseeing Root Capital’s enterprise risk management function (ERM). As the sole legal counsel and subject matter expert, the CC provides legal advice at all levels of the organization, across all Corporate Departments and in a range of standard and non-standard circumstances. The CC serves Root Capital’s global operations, with an emphasis on facilitating transactions, improving transactional processes, advising Root Capital leadership on a broad portfolio of issues, overseeing enterprise risk, improving internal structures for legal compliance, participating crises management and business continuity planning, and serving as a key resource in the development and advancement of new business initiatives.
Mission and History of Root Capital
Root Capital is a nonprofit social investment fund whose mission is to grow rural prosperity in poor, environmentally vulnerable places in Africa, Latin America, and Asia by lending capital, delivering financial training and strengthening market connections for small and growing agricultural businesses. Root Capital clients include associations and private businesses that help create sustainable livelihoods by aggregating the products of hundreds, and often thousands, of farmers. Since our launch in 1999, we have provided more than $900 million in credit to over 600 small and growing agricultural businesses. Root Capital envision a thriving financial market serving agricultural businesses that generate long-term social, economic, and environmental sustainability for small-scale farmers and their communities around the world. Headquartered in Cambridge, Massachusetts, Root Capital currently has associated offices in Costa Rica, Guatemala, Mexico, Peru, Senegal, and Kenya.
1. Counsel and Support for Lending and Credit Risk Departments (35%)
• Facilitate lending transactions and work with SVP of Lending and Director of Credit Administration to structure agreements and advise on deal terms.
• Represent Root Capital in discussions with counterparties, co-lenders and other industry principals.
• Lead legal research and enterprise risk assessments to support the development of new lending structures, lending collaborations and credit offerings, as needed.
• Advise on Lending process improvements and draft legal documents/provisions to implement.
• Work with local counsel to analyze and report on legal implications of new market entry.
• Provide legal advice to the Lending and Credit Risk teams for issues related to collection and prosecution of underperforming loans.
2. Counsel and Support for Investor Relations Department (25%)
• Advise Investor Relations Department in structuring and negotiating loan agreements and facilitate closing efforts for all upstream debt funding and grant agreements.
• Advise on the development of new products/securities and draft documentation to implement those products.
• Manage legal aspects of the Root Capital debt campaign and compliance with state and federal securities laws, interfacing with regulators when required.
• Produce in-house legal opinions as needed for incoming loans.
3. Counsel and Support for Strategy and Innovation Department (10%)
Advise on legal implications of business proposals and conduct legal due diligence in the context of new business development, joint ventures, collaborations with peer organizations.
Oversee and advise on the execution of memoranda of understanding, non-disclosure agreements, etc., when needed.
4. Enterprise Risk and Legal Support for Governance and Corporate Matters (30%)
• Provide legal advice to Root Capital executives and Board directors on matters related to the structuring, creation and long-term governance of new Root Capital offices and entities around the world.
• Oversee Root Capital’s ERM function and manage improvements to Root Capital’s ERM tool.
• Manage legal issues related to the protection of Root Capital’s intellectual property and brand assets including oversight of trademark portfolio and confidentiality protection policies.
• Help facilitate annual staff trainings on Root Capital’s Code of Ethics and advise, as needed, on ethical questions / matters that arise.
• Participate in the development and implementation of Root Capital’s Business Continuity Management System (BCMS) to enable crisis management and business continuity planning.
• Advise Root Capital executive leadership on legal strategy / risk in the context of everything from daily operations, to organizational change and crisis management.
• Provide legal advice to Human Resources team on matters related to personnel, workplace policies, Root Capital’s BCMS and other cross-cutting initiatives.
• Provide leadership for long-term projects with legal components such as oversight of Root Capital’s organizational insurance portfolio, real estate transactions, improvement of various internal processes and generally promoting a culture of legal responsibility and awareness.
• Cultivate and manage key organizational relationships with pro bono law firms, local counsel worldwide, and members of the impact investment and social entrepreneurship community of legal practice. Allocate pro bono legal resources across the organization, as needed, to obtain specialized assistance on legal matters.
Qualifications and Experience:
• Seven to ten (7-10) years of experience in general corporate legal practice with strong knowledge of entity creation (structuring), lending transactions and securities law with a focus on regulation of debt offerings.
• Admitted to practice in Massachusetts. Admission to practice in New York as well is an advantage.
• Spanish fluency is required. French proficiency is a plus.
• Knowledge of and/or experience with non-profit organizations and applicable laws is an advantage.
• In-house experience strongly preferred; however, law firm experience with focused specialization in relevant disciplines is an advantage.
• Highly responsive and client-oriented with strong problem solving ability and the capacity to balance multiple projects.
• Able to provide balanced, timely responses and to tailor legal advice to different constituencies in a fluid and fast-moving environment.
• Excellent interpersonal and communications skills. Able to provide clear, well-reasoned advice (and stand by it) to everyone from the CEO to the newest employee.
• Able to deftly integrate the legal function with the business function, balancing the need for effective legal risk management and strong transaction quality, with the need to advance Root Capital’s mission.
• Knowledgeable about the business, social and political contexts in which Root Capital exists, with the ability to incorporate those contexts into legal analysis and problem solving.
• Collaborative team player with a good sense of humor.
• Passion for Root Capital’s commitment to worldwide poverty alleviation and environmental conservation.
Applications and Nominations
More information about Root Capital is available at www.rootcapital.org
Applications will be accepted on a rolling basis. Candidates are encouraged to apply as soon as possible.
Applications including a resume and cover letter describing your interest, qualifications, language abilities, salary requirements, and how you learned of the position should be sent to: email@example.com. Please type “CC” followed by your name (Last, First) as the subject line of your email (e.g. “CC – Smith, John”). Finalist candidates will be required to provide at least three work-related references.
Root Capital is an equal opportunity employer.