Senior Counsel, Tax & Structuring

Overview

The organization is hiring a mission-driven Senior Counsel: Tax & Structuring to identify and implement tax efficiencies across its funds, portfolio, and transactions. This is a senior, high-autonomy role for a tax lawyer with deep experience in vehicle and deal structuring.

You will partner closely with the internal finance team, internal corporate lawyers, outside counsel, and accounting advisors. Work includes structuring vehicles that fund companies and the transactions involved in exits—efficiently and with careful attention to closing outcomes.

You will report to General Counsel and work alongside the Assistant General Counsel: Transactions.

Responsibilities

• Structure and optimize fund, entity, and transaction frameworks to improve tax outcomes
• Independently design and evaluate entity structures for new initiatives and portfolio needs
• Pressure-test tax terms in purchase agreements and other transaction documents
• Advise and brief outside counsel on fund, feeder, and related tax structures
• Support formation and QSBS planning, equity and carry structuring, and related blockers and feeders
• Draft and support tax provisions in financings and sale processes, including carve-outs
• Address cross-border tax questions involving investors and operations outside the U.S.
• Draft internal memos used by senior leadership
• Coordinate with outside tax counsel and accountants on complex tax matters
• Serve as a key advisor when deal structure becomes difficult or time-sensitive

Requirements

• J.D. and currently licensed to practice and in good standing in your U.S. jurisdiction
• 7+ years of tax experience, including substantial fund, entity, and transaction structuring work at a strong tax practice and/or in-house, with a demonstrated track record of identifying and implementing tax-efficient structures independently
• Meaningful experience on the tax side of M&A, including:
  • Transaction structuring
  • Tax diligence
  • Negotiation of tax representations
  • Negotiation of tax covenants and indemnities
  • Post-closing tax obligations
• Experience with the tax mechanics of venture financings, including:
  • SAFEs
  • Convertible notes
  • Priced preferred rounds
  • QSBS planning
  • 83(b) elections
  • Profits interests
  • Equity compensation structuring
• Ability to use sound, independent judgment under deal pressure, including taking a position and communicating “no” when appropriate without day-to-day upward review
• Team-oriented, proactive, and able to drive work to completion while improving the process for others

Preferred Qualifications

• Experience supporting venture-backed or high-growth startups
• LL.M. in Taxation, or equivalent depth in partnership and corporate tax
• Experience with fund formation, blockers and feeders, secondaries, or continuation vehicles
• Familiarity with cross-border structuring, including:
  • Non-U.S. holding companies
  • Treaty and withholding considerations
  • Non-U.S. investor sensitivities
• Experience using AI legal tech or other productivity tools

Compensation & Benefits

• Base salary: $225,000-$300,000

Benefits (may differ for each incubation; for full-time roles):

• Career track opportunity with potential for rapid advancement with strong performance as the organization grows
• 100% employer-paid comprehensive health care including medical, dental, and vision for you and your family
• Paid maternity and paternity for 14 weeks at employees’ normal pay
• Unlimited PTO, with management approval
• Opportunities for professional development and continued learning
• Optional 401K, FSA, and equity incentives available
• Mental health benefits available
• Cost-effective GLP-1 solutions available

Equal Opportunity Employer

Equal employment opportunity is provided without regard to race, sex, color, religion, sexual orientation, gender identity, national origin, protected veteran status, or disability.

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