Legal Manager

Legal Manager

NextEnergy Group

Milan, Italy

The Resource will be responsible to support the Starlight legal department in managing, setting up, and coordinating all the matters, fulfilments and initiatives aimed to ensure, from a legal point of view (i) the right execution of any business decision; (ii) the correct application of any corporate decisions taken by the general manager. The Resource will support NextStep, NextEnergy Group start-up incubator in a joint venture with Venice University, in all the contractual and corporate documentation connected to the investment in new start-ups operating within the sustainability and emission reduction.

With reference to the renewable energy sector (solar, on- and off-shore wind, and battery energy storage systems for the time being) and the various geographies (at the moment, Italy, Greece, Romania and Canada) where Starlight is active, the Resource will be requested to provide legal support within the following areas:

• Business Development: any extraordinary transactions regarding development activities in each country and referred to the contractual negotiation of development services agreements, joint venture arrangements (including constating documents, etc.). This could be performed either directly or through the involvement of external law firms;
• Project Development: any legal support in the ongoing activities related to projects under development in various countries. This is strictly connected to the previous activity and implies involvement in contractual and corporate matters;
• M&A Transactions: Starlight could be involved in the acquisition of projects rather than in the disposal of its own renewable energy assets.

With reference to NextStep activities, the Resource will be requested to provide legal support within the following areas:

• Extraordinary transactions related to contractual negotiations of terms sheet, investment agreement, joint ventures arrangements, etc.;
• Corporate and ordinary activities: corporate governance, compliance and company secretary of NextStep.

KEY ACCOUNTABILITIES

Business Development and M&A Transactions:

• Legal assistance in managing every extraordinary transaction of NextSTEP and Starlight in the renewable energy sector (disposal of the projects under development, M&A transactions, negotiation of financing contracts, etc.). The Resource will support the General Counsel in reviewing and negotiating all the contractual documentation, along every phase of the extraordinary transaction (NDA, LOI, SPA, SHA, project financing, security package, etc.), also through the management of external legal consultants, if appointed;
• Legal assistance in the due diligence process in relation to the specific transactions (projects acquisition or disposal, etc.). The Resource will support General Counsel and the rest of the Starlight team in every phase of the due diligence, from the assistance in the preparation of the legal VDR up to the management of the legal Q&As;
• Legal assistance for allowing Starlight to establish partnerships in new countries. In this respect, the Resource will support the General Counsel in reviewing and negotiating all the contractual documentation, along every phase of this type of transaction (MoU, development services agreement, shareholders agreement, deed of incorporation and bylaws, etc.), and incorporation of new legal entities, also through the management of external legal consultants, if appointed.

Project Development:

• Legal assistance in every ongoing activity is required for the development of new renewable energy assets. The Resource will provide legal assistance in the preparation of every agreement, deed, letter, communication, etc. necessary to support the development process of the renewable energy projects (land agreements, consultancy arrangements, management and service contracts, etc.).

Corporate Affairs and Secretary:

• Support the legal department in setting up legal operations for every new country and corporate governance rules for every new legal entity, in cooperation with the central functions and the compliance department of the NextEnergy Group;
• Support the corporate secretary's activities and coordinate the corporate bodies within the governance rules of each legal entity belonging to Starlight and domiciled in various countries.

General Matters:

• Management of potential claims and litigations, directly in relation to extrajudicial procedures and indirectly by overseeing external lawyers in case of judicial proceedings;
• Coordination and management of external legal advisors and/or the public notaries involved in any extraordinary transaction.

EXPERIENCE & QUALIFICATIONS

• Degree in law;
• Admitted as a lawyer within the law bar of the domicile/residence country;
• At least 5+ years of work experience in local or international law firms or in the legal office of companies operating in the renewable energy sector. The level of experience will be assessed also considering the number of M&A transactions, due diligence processes, project agreements negotiation, etc. the Resource has worked on;
• Fluency in the English language and potentially in another one among Italian, Spanish, German and French.
• High literate in MS standard tools (Outlook, Word, Excel and PowerPoint).

SKILLS & COMPETENCIES

To be successful in this role, the ideal candidate will have to:

• Share our passion and mission for generating a more sustainable future by leading the transition to clean energy;
• Be able to work in a team within the legal department but also with the rest of the Starlight team;
• Be a loyal person and have a positive attitude;
• Have the flexibility to travel across Europe and overseas;
• Have the legal right to work in the assigned location for the length of this assignment;
• Share our values of being a leader, building trust, being responsible, being innovative and bringing your alpha.

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