Kirkland & Ellis is seeking an experienced corporate paralegal who will assist in the transactional area, supporting multiple corporate attorneys focusing in Mergers & Acquisitions and Private Equity, and the overall corporate practice on a variety of deals.Kirkland & Ellis LLP is seeking an experienced corporate paralegal who will assist in the transactional area, supporting multiple corporate attorneys focusing in Mergers & Acquisitions and Private Equity, and the overall corporate practice on a variety of deals.
Open to NY, Chicago, San Francisco office locations.
Drafts and files certificate of incorporation and certificate of formation, typically in Delaware but also other jurisdictions
Drafts and files statutory filings with Secretary of State, including amendments, conversions, mergers, and dissolutions, typically in Delaware but also other jurisdictions
Prepares and files final annual reports in connection with conversions, mergers and dissolutions
Drafts written board consents in lieu of a meeting and written stockholder consents in lieu of a meeting, including both organizational and transactional closing matters
Drafts resolutions to be presented at a board meeting and/or stockholder meeting
Prepares basic organization documents, including initial stock subscription agreement, stock certificates and stock ledger, typically for Delaware but also other jurisdictions
Completes and files Form SS-4s to obtain EINs
Maintains stock ledgers
Conducts research to assist attorneys in determining jurisdictions for qualification
Prepares and files qualification and withdrawal applications
Orders lien searches and summarizes lien search results
Calculates Delaware franchise tax (both methods); also calculates franchise tax for other jurisdictions
Obtains information from, and provides information to, clients
Interfaces with corporate service providers regarding statutory registered agent services (including changing contact information)
Provides direct support to clients (using discretion to handle matters directly or involving an attorney)
Prepares minute book in connection with incorporation and formation
Closing and Post Closing - General
Drafts written consents approving closing agreements
Drafts certificates including secretary and officer certificates
Handles distribution of signature pages
Orders certified copies and good standing certificates
Identifies and resolves problems that arise
Prepares and files UCC statements, amendments and termination statements
Reviews collateral description on lien summary
Prepares initial draft of closing checklist
Assists with closing, including tracking down signature pages, filling in dates, tracking down final agreements and providing general support
Prepares closing book index and assembles closing book, and assists in distribution
Handles distribution of original securities (e.g. stock certificates, unit certificates and notes)
The ideal candidate will possess experience in mergers & acquisition and one or more areas including, capital markets, private equity, debt finance, and/or asset-backed securitization. The ideal candidate will possess 5+ years of corporate paralegal experience with a bachelor’s degree preferred. Additional qualifications include excellent analytical and organizational abilities, solid communication skills, strong computer abilities, creativity, and initiative. Overtime is required.
Applicants in California must meet the California Business and Professional Code, Section 6450 (c) requirements.
Certificates, Licensures, Registrations
Paralegal certificate is preferred.
Internal Number: 5571
About Kirkland & Ellis LLP
Kirkland & Ellis LLP is a preeminent, full-service law firm with offices around the world and a staff as diverse as the practice areas we support. Our clients range from Fortune 100 companies to medium and small corporations, financial institutions, and private equity firms. Known for our commitment to excellence, Kirkland strives to provide superior service to our clients as well as our fellow employees. From Information Technology to Human Resources, Paralegal Services to Business Development, Kirkland offers non-attorney professionals challenging careers in a variety of functional areas. Whether starting or growing your career, Kirkland can offer a performance-driven culture filled with bright and innovative teams of co-workers.
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