Sr Principal Legal Counsel, Finance

CB&I•The Woodlands, TX

About The Position

The Senior Principal Legal Counsel, Finance is the senior legal authority responsible for leading all legal aspects of the company’s corporate finance strategy. This role provides strategic counsel on mergers & acquisitions (M&A), initial public offering (IPO) readiness, corporate governance, securities law compliance, and public and private financing transactions. The position partners closely with executive leadership, the finance organization, and external advisors to design and execute complex financial and strategic transactions that support the company’s growth and long‑term objectives.

Requirements

Juris Doctor (JD) from an accredited law school; strong academic credentials.
Active license to practice law in Texas or other acceptable US jurisdiction.
15+ years of experience in corporate finance, securities law, and M&A at a top-tier law firm or public company
20+ years of industry experience
Demonstrated leadership of IPO, capital markets, and complex financing transactions
Experience advising executive leadership and governing boards
Deep knowledge of securities regulations, including SEC rules and stock exchange requirements
Expertise in M&A, corporate governance, and capital markets law
Must exhibit strong analytical and problem-solving skills with reliable judgment
Strong negotiation and drafting skills for complex financial agreements
Business‑minded, with the ability to balance legal risk and strategic objectives
Strong analytical and problem-solving skills
Experience in providing practical legal advice to management
Mentally agile and ability to multi-task and manage tight deadlines
Knowledge of commercial, sales, and negotiation strategies
High emotional intelligence and interpersonal skills
Demonstrated business partnering skills with the ability to influence the organization
Adaptability and agility to learn and contribute in varying and complex environments
A mature business and technical acumen coupled with a drive to achieve results
Exceptional communication and presentation skills, both written and verbal
Ability to work and build credibility across the business, up to and including senior management level
Must be flexible and able to adapt to constantly changing requirements while taking steps necessary to meet challenging internal and external deadlines.
Must be detail-oriented and possess strong organizational skills.
Ability to work independently with minimal guidance and solve problems.
Must be a team player and can deal tactfully with internal business clients and colleagues.
Ability to manage heavy workload in a high-pressure environment
Proactively embraces and promotes the company’s values and culture, including a healthy and safe work environment

Responsibilities

Lead legal strategy and execution for domestic and international M&A transactions, including acquisitions, divestitures, joint ventures, and strategic investments
Oversee due diligence, negotiation of term sheets, purchase agreements, transition services agreements, and integration related contracts
Advise senior leadership and the board on deal structure, risks, regulatory considerations, and post-closing obligations
Serve as legal lead for IPO readiness, including preparation of registration statements, prospectuses, governance restructuring, equity plans, and disclosure controls
Advise on listing standards, reporting requirements, and investor facing disclosures
Manage relationships with investment banks, underwriters, auditors, and external counsel
Ensure compliance with federal and state securities laws, SEC regulations, stock exchange rules, and applicable international regulations
Oversee preparation and review of periodic filings (e.g., 10 K, 10 Q, 8 K), proxy statements, and other public disclosures
Implement and maintain robust insider trading policies, corporate governance frameworks, and disclosure controls
Lead legal review and negotiation of credit agreements, loan facilities, bond issuances, security agreements, intercreditor agreements, and other financing documents
Ensure compliance with covenants, reporting obligations, and contractual commitments across corporate financing structures
Advise on capital structure optimization and risk mitigation
Provide guidance to the Board of Directors and executive leadership on governance best practices, fiduciary duties, committee charters, and board operations
Support board and committee meeting materials, resolutions, and corporate records
Maintain compliance with existing and emerging governance regulations
Identify, manage, and mitigate legal risks associated with the company’s financial strategies and transactions
Establish and maintain financial compliance frameworks, including SOX related controls where applicable
Collaborate with enterprise risk management, internal audit, and finance teams to ensure regulatory alignment
Lead, mentor, and develop attorneys and legal professionals focused on corporate finance and securities matters
Serve as a key advisor to the CEO, CFO, and other senior executives