General Counsel

Founded in 1971, Republic Financial Corporation has a proven track record of private investing in a diverse array of companies and assets over four decades. Republic invests in aviation assets, commercial debt, small‐market buyouts, troubled middle‐market companies and energy technologies. Refer to our website for our history as well as a list of our current holdings. https://republic-financial.com...

We are seeking an experienced attorney to assume the role of General Counsel, and provide upper management with quick and thoughtful advice on a variety of legal and corporate matters. You will be responsible for leading legal due diligence on debt originations, debt investments, aviation related investments, operating company investments and project investments, strategic and tactical legal initiatives, including partnering with the executive team to negotiate business-critical contracts, managing transactions, drafting and reviewing settlement/asset management agreements with Republic’s borrowers, facilitating the Company’s financing

transactions, and managing the Company’s corporate governance matters, with minimal assistance from outside counsel. The position will also manage litigation matters that arise from time to time. This position reports to the CEO and President.

To be clear, this is a hands-on, roll up your sleeves and get-into-the-details position. To be successful in this role, you will need to be a Do-er, someone that digs in and gets things done.

Major Duties & Responsibilities

Drafting, reviewing and negotiating transactional documents, such as asset purchase/sale agreements, all manner of debt documents, settlement agreements, merger or de-merger agreements, joint venture agreements, partnership/LLC/shareholder agreements, investment agreements, inter-company agreements, consulting agreements, confidentiality agreements, side letters, engagement letters, letters of intent, bid letters and term sheets;

Sets internal governance policies and manages the impact of external factors. Evaluates and weighs multiple inputs and impacts of any decision or course of action. Anticipates issues and estimate risks. Identifies solutions that will eliminate or mitigate risks.

Manages litigation manners that come up from time to time. Judges the merits of major court cases filed against or on behalf of the company, and works with the appropriate executive(s) to define a strategic defense, recommending settlements of disputes where warranted. Manage outside counsel and outside counsel fees .

Serve as key lawyer/legal advisor on all major business transactions, including investments, financings, acquisitions, divestitures, joint ventures for Republic as well as its holdings.

Act as the Compliance and Data Protection Officer, including being a key voice of interpretation of regulations and related business matters including:

Evaluates the impact of U.S. and international legislative, regulatory, legal developments, and industry guidelines that may impact our holdings.

Develops and leads internal audit and compliance programs.

Manages corporate resolutions and key areas of governance, ensuring that Company conducts its business in compliance with state and federal regulations. Advises on legal aspects of the Company’s financings, including assessing and advising on current and future business structures and legal entities.

Manages selection, retention, and evaluation of outside counsel, displaying expertise for retaining the right level of counsel at the optimal fee structure/budget and the ability to manage and accurately forecast legal fees to an annual budget.

Leads the definition and development of corporate policies, procedures, and programs.

Manages and provides legal counsel on all other general, legal matters inherent in running a corporation, such as labor and employment, bankruptcies and collections, intellectual property, and real estate matters.

Directly manage the in-house paralegal. Work with the paralegal to ensure all compliance items are achieved and all Legal Department duties are being carried out in a thorough and business-like manner.

About You

You are driven, organized, and have the proven ability to independently manage a 2-person corporate legal function in a high-paced environment, with the experience and expertise in providing support as a hands-on legal generalist.

Requirements

8 -10 years of relevant experience in General Counsel, Associate/Assistant General Counsel, or similar senior internal counsel role; combination of 4+ years at a law firm and 2+ years in-house preferred.

Desire to be hands on and into the details of all aspects of the business (due diligence, legal review, drafting, managing outside counsel, etc.)

Strong work ethic.

Strategic and operational experience who is able to solve the business needs of the organization with a pragmatic, solution-oriented legal approach.

Experience with distressed asset purchases, turnarounds, reorganization, private equity, aviation, manufacturing, medical products, energy is a plus.

Ability to learn and add value to others through collaboration (customers, business partners, and colleagues).

An eagerness for working and learning in a very fast-paced and dynamic environment.

J.D. degree and membership in at least one US state bar (CO preferred).