The responsibilities associated with this position include:

Support to Business Development (M&A and Special Projects)

Provide legal support in connection with greenfield and brownfield projects undertaken by the Business Development (“BD”) Group which shall include:

• Conduct initial due diligence by identifying legal and regulatory risks related to target projects, assessing of potential impact/issues, and recommending mitigation measures and strategies for the same;
• Provide support related to pursuing greenfield and brownfield projects which includes preparation of non-disclosure agreements, offer/term sheet/letter of intent, framework agreements or memorandum of understanding and other ancillary transaction documents which may be required to pursue these projects;
• Work with finance and tax teams to develop the structure the transaction, which may include corporate restructuring, establishment of new corporations;
• Provide advice on legal issues related to greenfield and brownfield projects including corporate, structuring, regulatory, permitting and tax issues affecting the project, and reviewing of applicable laws, rules and regulations which may hamper or affect the progress of the project and providing legal opinion on the same;
• Conduct the initial legal review related to land titles or any other possessory rights/titles and land related permits in connection with greenfield or brownfield projects including the preparation of land related documents and agreements such as deed of sale, land lease agreements, option agreements, and other related agreements on land;
• Provide coordination and supervision over external counsels during the conduct of a full blown/formal legal due diligence;
• Facilitate the negotiation of, and drafting of transactional documents such as investment, share purchase, asset purchase, shareholders’ merger agreements, and implementing documents for the acquisition of or investment into target entities;
• Draft/review contracts and all other agreements/documents in connection with project development, including procurement terms of reference, bid package documents needed to secure, procure, or engage third party service providers;
• Ensure prompt and accurate submission/receipt of Conditions Precedents and Conditions Subsequents associated with executed transaction documents;
• Assist in the necessary disclosures for the transactions to the PSE, and the SEC, as may be applicable; and
• Provide legal advice and services related to participation in bid processes related to opportunities being pursued by BD.

Project Development and Execution Support

• Manage legal risk during the project development and execution, and collaborate with other departments to identify potential risk and mitigating actions for projects as early as possible;
• Provide support services in connection with ERC applications for approval of Point-to-Point Facilities;
• Assist with preparation, review and submission of individual project applications and/or compliances with relevant regulatory agencies;
• Negotiate, draft, and finalize EPC contracts, subcontractor agreements, other complex construction-related agreements, service, supply and other similar agreements;
• Collaborate with internal stakeholders to understand project requirements and provide legal support throughout the project lifecycle;
• Develop and maintain standard form agreements and templates to streamline the contracting process; and
• Assist in dispute resolution processes, including negotiations and mediations related to contract performance.

Project Financing

• Provide legal support and advice on project financing transactions, ensuring compliance with relevant laws and regulations;
• Oversee and ensure the orderly conduct of the legal due diligence of the Lenders;
• Draft, review, and negotiate a wide range of project financing and general debt financing agreements and documents;
• Collaborate closely with internal stakeholders, including the finance, operations, and business development teams, to support project financing initiatives;
• Be responsible for the prompt and accurate submission of Conditions Precedents, Conditions Subsequents, and Conditions for each drawdown; and
• Conduct legal research and stay updated on developments in project financing laws and regulations.

Emerging Operations Support

• Provides counsel on customary post-closing legal matters, including working capital disputes and adjustments, milestone events and escrow disbursements, and indemnification claims, and ensures a smooth transition of projects to designated integration teams;
• Assist the functional teams with respect to developing and executing the integration plans for the acquired entities, or newly established operations; and
• Provide legal support to new holding companies/power generation companies, and handle a wide range of legal matters, including contract negotiations, change orders, and risk management.

Litigation and Dispute Management

• Represent the Company in connection with litigation/dispute related to project development and execution;
• Direct the preparation, gathering, review and collation of documentary requirements and case evidence and testimonies, and oversee the filing, service and transmittal of pleadings and legal documents to the proper courts, government agencies and other parties;
• Maintain close coordination with external lawyers on the progress of outstanding litigation cases;
• Liaise with and manage external lawyers and tax counsel and review drafts of pleadings, contracts, briefs, protest letters, of external counsel prior to filing with the appropriate courts, quasi-judicial agencies, or government agencies.

Compliance Management

• Provide advice and support to the functional departments in securing the approval of permits and government registrations in connection with project development and execution with the relevant other government agencies;
• Monitor compliance with legal and regulatory obligations in connection with project development and execution;
• Provide compliance and advisory services, including: (i) coordinating closely with regulatory affairs for updates on emerging regulations and/or regulatory matters and their potential impact to project development and construction; and (ii) providing effective management and remediation of non-compliances and represent the company in proceedings with government agencies;
• Perform such other responsibilities as may be assigned by AVP-Legal Affairs.

Requirements:

Skills:

• Ability to handle M&A transaction from inception to closing
• Strong transaction structuring skills
• Strong understanding of EPC contract structures and legal considerations in construction agreements.
• Proven problem-solving skills, with the ability to tackle complex issues efficiently and incorporate multiple perspectives.
• Excellent relationship-building abilities, with a track record of nurturing connections across all levels and effectively managing stakeholder relationships.
• Experience or deep understanding of capital markets and other special projects.
• Excellent analytical, negotiation, and communication skills.
• Ability to balance business needs with legal risks and compliance.
• Excellent verbal and written communication skill
• Strong interpersonal skills
• Computer literate and tech savvy
• Robust advocacy skills

Experience:

• With a minimum of 6 to 7 years’ experience in legal practice
• With strong experience in project development, M&A, EPC contracting, and corporate transactions in a law firm or as in house counsel of an energy company
• Preferably with experience on FIDIC suite of contracts
• Preferably with financing (project finance and corporate finance) transactions experience

Education:

• LLB or JD

Please refer to job description.