Legal Counsel

Federal Land & Nomura Real Estate; Makati; On-site; PHP 3,647,416 - 5,471,124; Full time

Job summary

Federal Land & Nomura Real Estate is looking for a Legal Counsel Corporate and Commercial, responsible for corporate governance and managing legal risks associated with contracts. You will oversee corporate obligations, draft various agreements, and ensure compliance with regulatory requirements.

The ideal candidate should have a background in corporate law and demonstrate strong contract management skills. In this role, you will collaborate with internal teams to navigate legal risks and support business objectives effectively.

Qualifications

• Experience in corporate law, governance, and contract management.
• Ability to draft, negotiate, and administer a variety of contracts.
• Strong understanding of legal risk management in business contexts.

Responsibilities

• Manage corporate governance and secretarial responsibilities.
• Ensure compliance with corporate obligations and statutory filings.
• Draft and administer various business and project-related contracts.

Job description

KEY AREAS OF RESPONSIBILITY

The Legal Counsel Corporate and Commercial has 2 broad areas of responsibility.

The Legal Counsel Corporate and Commercial must ensure that all matters relating to corporate governance, including corporate secretarial functions, will be carried out efficiently and in a timely manner.

The Legal Counsel Corporate and Commercial must also manage legal and commercial risk in all contracts entered into by the company with third parties and must prepare, draft, negotiate, assist in the execution of, and administer such contracts.

Corporate Governance Responsibilities

• Organize, prepare agendas for and take minutes of committee, board and shareholder meetings.
• Act as corporate secretary and assistant corporate secretary and issue the appropriate certificates as such.
• Manage and maintain corporate registers (directorships, shareholdings, resolutions/minutes) for all entities.
• Manage and monitor all corporate obligations including the requirement for board meetings.
• Maintain the records management system and ensure all records (resolutions, corporate documents, agreements, advice) are accurately filed.
• Manage the execution, coordinate documentation closings, assist with the filing of corporate documents as required by regulatory authorities or other external parties.
• Monitor and carry out corporate statutory filing obligations.
• Incorporate new entities and coordinate all the corporate and regulatory requirements in relation to such incorporation.
• Oversee and maintain the group’s ownership structure and update changes for new entities, shareholdings and portfolio investments.
• Deal with correspondence, collate information and write reports, ensure decisions made are communicated to the relevant company stakeholders.

Other Ad-hoc Company Secretary Requests And Administrative Matter

Legal and Commercial Risk Management Responsibilities

• Identify, allocate and manage risks as well as draft, negotiate, assist in the execution of, and administer all project development and business development‑related contracts of the company, including but not limited to the following:
• Joint venture agreements
• Shareholder agreements
• Asset and/or Share Sale and purchase agreements and contracts to sell
• Construction contracts
• Service contracts
• Indemnity Agreements
• Operation and maintenance contracts
• Property management contracts

Provide legal advice in respect of legal and commercial risk issues that may arise in connection with any and all commercial / business transactions of the company (including acquisitions, mergers, and the like).

Work with various internal clients, including project development, in managing legal and contractual risks.

Prepare and draft business documents, such as letters and correspondences, and commercial reports.

Create standardized / template agreements to be used in connection with the various commercial transactions of the company.