noco-noco is a fast-growing decarbonization solutions provider with a range of products and services across the clean energy and mobility space. Since our incorporation in 2019 and through our public listing in 2023, we have been driven by our commitment to solve tangible environmental challenges with game-changing technology and innovative service solutions for global impact. We collaborate with business/commercial and R&D partners across the value chain and spread across South and Southeast Asia.
noco-noco Inc. is seeking an experienced Legal Counsel with over 15 years of legal expertise, including experience managing the affairs of a US-listed company.
The ideal candidate will be proficient in handling documentation related to fundraising, private placement of shares and financing from US fund managers across equity, mezzanine, and debt instruments. Additionally, the candidate should possess significant experience in international mergers and acquisitions (M&A) and risks & compliance matters related to publicly listed companies. This role requires a highly skilled professional with a strong understanding of US securities laws, corporate governance, financial regulations, and international M&A.
Other supporting matters that require legal advisory include legal matters related to ESOW and ESOP implementation, employment and service agreements for senior executives, director engagements in Singapore and remote executives located in other jurisdictions in Asia, namely Thailand and Japan.
Key Responsibilities:
- Corporate Governance: Oversee and manage the legal aspects of corporate governance for the company, ensuring compliance with all relevant regulations and best practices.
- Securities Compliance: Ensure compliance with US securities laws and regulations, including the Securities Act of 1933, the Securities Exchange Act of 1934, and related rules and regulations.
- Fundraising and Financing Documentation: Prepare, review, and negotiate documentation related to fundraising and financing activities, including equity, mezzanine, and debt financing.
- Stakeholder Management: Liaise with US fund managers, investors, and other stakeholders to facilitate fundraising and financing transactions.
- Legal Advisory: Provide strategic legal advice to senior management and the board of directors on various legal and regulatory matters.
- Contract Management: Draft, review, and negotiate a wide range of commercial contracts and agreements.
- Risk Management: Identify and mitigate legal risks associated with the company’s operations and transactions.
- Litigation Management: Oversee and manage any litigation or disputes involving the company.
- International M&A: Manage and oversee all legal aspects of international mergers and acquisitions, including due diligence, structuring, negotiation, and integration.
- Listco Compliance: Ensure compliance with all regulations and requirements applicable to publicly listed companies, including disclosure requirements, corporate governance standards, and shareholder relations.
- Intellectual Property: Manage and safeguard the company’s intellectual property and develop strategies to protect and enforce these rights.
- Public Relations: Review and clear all external PR and Investor communications.
- Risk & Compliance Secretariat: Oversee and develop compliance policies and procedures. Regularly review and implement these policies, particularly those related to whistleblowing and ethical matters.
Qualifications:
- Degree from an accredited law school.
- Admission to the bar, preferably in a US jurisdiction.
- A minimum of 15 years of legal experience, with experience in a senior legal role preferably within a US-listed company.
- Experience with US securities laws, corporate governance, and financial regulations.
- Proven experience in managing documentation related to fundraising and financing from US fund managers, including equity, mezzanine, and debt.
- Strong experience in international mergers and acquisitions (M&A).
- In-depth knowledge of compliance matters related to publicly listed companies.
- Strong analytical, drafting, and negotiation skills.
- Excellent communication and interpersonal skills.
- Ability to work independently and as part of a team in a fast-paced environment.
- High ethical standards and professional integrity.
- Experience in the technology or financial services sectors.
- Understanding of international legal frameworks and cross-border transactions.
- Strong network within the legal and financial communities.
