SRS | Shareholder Representative Services is a rapidly growing company with offices in San Francisco and Denver that is involved with many of the most interesting and high profile transactions occurring in the market. Our clients include most of the top tier venture capitalists in the country and we work day-to-day with virtually all of the country’s top VC and emerging markets corporate law firms. Our business is expanding rapidly and we are looking for an experienced corporate M&A attorney to help manage the day-to-day activities of being the shareholder representative for issues that occur post-closing in private company sales (Deal Representative). These activities include the review, analysis and negotiation of claims that might arise under the indemnification, working capital and/or earn-out provisions of merger agreements. Should disputes arise, the Deal Representative is responsible for managing all aspects of the dispute resolution process that might include the hiring of outside counsel and other experts. In effect, the Deal Representative is the “project manager” for those deals that are assigned to them.
Deal Representatives can be full-time or part-time with flexible hours. However, even as a part-time position, we are looking for employees dedicated to our company. We are not looking for consultants or independent attorneys with multiple clients. The primary difference between the full-time and part-time classification will be the number of deals assigned. As a part-time position, this role is ideal for the corporate attorney who wishes to take a break from the rigorous work-schedule typically required from major law firms and in-house legal departments. Depending on the candidate's situation, this position can be located at either our San Francisco or Denver office and possibly from other remote locations.
To assist in accomplishing their responsibilities, Deal Representatives will have access to other resources within SRS, including legal, accounting and operational support. Each deal will be assigned a support team that will be under the oversight of the Deal Representative. The Deal Representative is responsible for ensuring that all work related to a transaction is done to the highest standards, but may delegate tasks to others in the support team or elsewhere within SRS.
Job Responsibilities:
1) Client Engagement – Describe the SRS process to various parties associated with the transaction. Negotiate NDAs and transactional agreements with the selling company. Recommend to SRS management the pricing of our services based on deal terms. Ensure that the applicable sections of the merger agreement and other transactional documents are reliably recorded in SRS’ back office systems.
2) Escrow Management –Receive, review and analyze all claims that are received by the shareholder representative. Write objection notices and manage/negotiate the dispute resolution process. Where necessary, hire and manage litigators and/or third party experts. Pro-actively manage relationships with shareholders in the deals under the Deal Representative’s responsibility. Review joint written instructions to escrow agents. Review and approve shareholder allocations.
3) Stockholder Communications: Prepare summaries of deal status for SRS’ monthly reports. Manage communications with requisite shareholders related to disputes.
4) Marketing Support – Write articles, blog entries, and FAQs regarding the shareholder representative’s role and responsibilities and other subjects that might be of interest to our clients. Give CLE presentations to venture firms and law firms regarding issues related to the appointment and use of a stockholder representative.
Job Requirements:
- Five years or greater experience working at a major law firm in the corporate M&A group. Experience working with venture-backed/emerging companies and transactional work on VC exits is highly desired. The right candidate would pay careful attention to details and demand a very high standard of work product.
- Knowledge of merger related accounting issues; CPA and/or experience working in accounting highly valued, but not required
- Experience managing client relationships.
- Highly Computer Literate; Highly Proficient with Microsoft Office Suite; Data and Internet-Savvy
- Excellent Communications, Writing, Negotiation and Analytical Skills
- Creative problem solver. Independent. Highest level of integrity and ethical standards.
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