Gibson Dunn is a leading global law firm, advising clients on significant transactions and disputes. Our exceptional teams craft and deploy creative legal strategies that are meticulously tailored to every matter, however complex or high-stakes. The firm’s work is distinguished by a unique combination of precision and vision.
Based in Dallas, the Corporate Paralegal will be responsible for providing comprehensive legal and administrative support for corporate transactions, including drafting and managing corporate documents, conducting due diligence, coordinating filings, leveraging AI tools, and assisting with transaction closings and post-closing requirements.
This role reports to the Manager of Paralegal Services.
Responsibilities include:
- Prepare and update working group lists.
- Maintain and update forms of due diligence requests lists and diligence call agendas.
- Coordinate UCC, tax lien, judgment, litigation, and bankruptcy searches and prepare summary of results.
- Leveraging AI tools such as KIRA and Harvey to prepare diligence matrices for common corporate documents (e.g., customer and supplier agreements, lease agreements, etc.).
- Preparing “shell” disclosure schedules for sell-side transactions and lower middle-market, buy-side transactions.
- Prepare initial drafts of corporate organizational documents and coordinate filing where necessary.
- Draft stock certificates, stock ledgers, and capitalization tables for corporations.
- Coordinate preparation of secretary’s certificates and written consents.
- Manage U.S. state qualifications or registrations for foreign jurisdictions.
- Handle name reservations, amendments, merger documents, dissolutions, and foreign registration cancellations.
- Order good standing certificates and certified formation documents.
- Support transaction closings, including by leveraging iManage Closing Folders to prepare signature packets, final executed documents and client-facing closing binders.
- Coordinate notarization and apostillization of documents.
- Maintain company records notebooks.
- Assist in the tracking and managing of post-closing deadlines, including through the sending of calendar invites for key events.
- Maintain post-closing collateral requirements (e.g., stock certificates, deposit account control agreements).
- Draft release instructions for adjustment and indemnity escrow accounts and coordinating the execution of the same.
- Prepare and submit IRS SS-4 EIN applications.
- Prepare and submit SEC Form ID applications.
- Generate SEC EDGAR filing codes.
- Prepare and file SEC Form D and related blue sky filings.
- Prepare and file UCC financing statements, including collateral descriptions.
- Send documents for execution via DocuSign.
- Prepare signature packets and arrange execution.
- Compile executed documents and assemble exhibits.
- Other tasks and responsibilities as assigned.
Qualifications
- Comfortable and effective in client-facing situations, demonstrating strong communication and interpersonal skills to build and maintain professional relationships.
- Superior analytical and reasoning abilities.
- Strong written and verbal communication skills.
- Excellent organizational skills and strong attention to detail.
- Proactive and able to efficiently handle multiple projects and client matters simultaneously.
- Ability to work independently and as part of a team, with members across multiple offices in a fast-paced environment.
- Flexible and able to multi-task, balancing priorities and tight deadlines.
- Ability to work overtime as needed.
Experience
- Bachelor’s Degree required.
- 5+ years of relevant experience preferred.
- Paralegal certificate from an ABA-approved program preferred.
- Notary preferred.
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