Role Summary:
We are seeking a commercially minded and detail-oriented Legal Counsel to support the group’s corporate legal function with a focus on capital markets, M&A, corporate governance, and regulatory compliance.
This is a high-exposure role, working closely with senior leadership and cross-functional teams. The successful candidate will play a key role in driving legal aspects of strategic investments, fundraisings, and board governance across multiple jurisdictions, while contributing to the development of a strong compliance culture across the group.
The role requires sound judgment, a strong sense of professional independence, and the ability to present legal and strategic perspectives constructively to support well-informed, balanced decision-making at the senior level.
Key Responsibilities:
1. M&A & Strategic Investments
- Lead the legal structuring, due diligence, negotiation, and execution of M&A transactions, joint ventures, and portfolio investments across different jurisdictions.
- Draft, review, and negotiate transaction documents including term sheets, Share Purchase Agreements, shareholders’ agreements, and investment agreements.
- Collaborate with internal and external stakeholders (finance, tax, external counsel) on cross-border deal execution and post-merger integration.
- Monitor legal rights and obligations under investment contracts and advise on governance and compliance implications.
- Proactively identify legal risks and opportunities in potential deals and support investment strategy formulation.
2. Capital Markets & Fundraising Support
- Provide legal advisory on capital raising activities including private placements, bond issuances, convertible securities, and other structured financing.
- Liaise with financial advisors, underwriters, and external counsel in the preparation of offering documents and disclosures.
- Ensure compliance with applicable securities laws, stock exchange rules (e.g., SGX, HKEX, US SEC regulations), and regulatory filing requirements.
- Good understanding of various Takeover Codes (mainly SGX) or related securities laws and regulations in relation to takeovers.
- Support investor relations and disclosure processes in coordination with finance and communications teams.
3. Corporate Governance & Secretariat
- Support the Company Secretary in coordinating board and shareholder meetings, including drafting board resolutions, meeting minutes, and maintaining statutory registers.
- Ensure group entities comply with corporate governance standards and regulatory obligations in Singapore and other operating jurisdictions.
- Liaise with external corporate secretarial providers to ensure timely lodgements and accurate record keeping.
- Provide guidance to directors and senior management on their duties, conflict management, and governance practices.
- Assist with governance matters relating to subsidiaries and joint ventures globally.
4. Regulatory Compliance & Legal Training
- Monitor legal and regulatory developments relevant to the business, including corporate, financial, and operational compliance requirements.
- Develop and implement internal policies and procedures to ensure ongoing regulatory compliance.
- Design and deliver internal legal training (e.g., directors’ duties, anti-bribery, AML, data protection, insider trading).
- Assist in maintaining registers and controls related to compliance (e.g., insider lists, code of conduct).
5. Legal Advisory & Operational Support
- Act as the legal business partner to key departments on investment structuring, corporate finance, and governance matters.
- Support strategic projects, including internal reorganizations, holding company restructuring, and cross-border entity management.
- Review, draft, and manage a range of legal documents including service agreements, confidentiality agreements, and board-level documentation.
- Provide legal insight to cross-functional strategic initiatives, especially those involving third-party partnerships, investor interactions, or regional expansions.
