Job ID: 5624
Updated: Apr 12, 2021
Location: San Francisco, CA, United States
About Kirkland & Ellis
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.
Essential Job Functions
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.
• 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)
Qualifications & Requirements
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
How to Apply
Thank you for your interest in Kirkland & Ellis LLP. To complete an application and submit your resume, please click "Apply Now."
Equal Employment Opportunity
All employment decisions, including the recruiting, hiring, placement, training availability, promotion, compensation, evaluation, disciplinary actions, and termination of employment (if necessary) are made without regard to the employee’s race, color, creed, religion, sex, pregnancy or childbirth, personal appearance, family responsibilities, sexual orientation or preference, gender identity, political affiliation, source of income, place of residence, national or ethnic origin, ancestry, age, marital status, military veteran status, unfavorable discharge from military service, physical or mental disability, or on any other basis prohibited by applicable law.
The www.kirkland.com job postings and recruiting mailbox are for candidates only. If you are a recruiter, search firm or employment agency, and do not have a signed contract with Kirkland & Ellis LLP ("K&E") and have not been asked specifically to submit candidates, you will not be compensated in any way for your referral of a candidate even if K&E hires the candidate. Direct contact with K&E employees in an attempt to present candidates is inappropriate and will be a factor in determining any future professional relationship with the Firm.