Counsel, Corporate

About the Team OpenAI's Legal team plays a crucial role in furthering OpenAI's mission by tackling innovative, fundamental legal issues in AI. If you're passionate about doing significant and unique work as a technology lawyer, this team is for you. The team comprises professionals from diverse fields, including technology, AI, privacy, IP, corporate, employment, tax, regulatory, and litigation. About the Role As a Corporate Counsel, you will support and lead on a broad range of corporate matters, including governance initiatives, capital markets transactions, securities compliance, and other general corporate matters. This is a unique opportunity to be directly involved in the forefront of the legal and technology field. This role will report to our Associate General Counsel, Corporate. This role is based in San Francisco, CA. We use a hybrid work model of 3 days in the office per week. In this role, you will: - Advise on a broad range of corporate governance matters, including the company’s governance framework and structure, board and committee meeting preparation, minutes, resolutions, governance charters, organizational documents, and corporate policies.

• Support and lead capital markets and financing activities, including equity and debt transactions, liquidity events, and other strategic transactions.
• Structure, negotiate, and draft transaction documents, and provide strategic counsel throughout all phases of a transaction — from initial structuring and term sheet negotiation through due diligence, execution and closing.
• Partner closely with cross-functional teams across the company, including Finance, Investor Relations, Accounting, Tax, Equity, People and other Legal teams, to support corporate and strategic initiatives.
• Support securities compliance and disclosure matters in connection with financings, governance initiatives, investor engagement and other corporate activities, including development and maintenance of related processes and controls.
• Develop and scale legal processes and frameworks for general corporate matters, including subsidiary governance and entity management, international expansion, equity matters and corporate compliance, in close collaboration with other teams. You might thrive in this role if you: - Have at least 6+ years of combined legal experience at fast-paced technology companies and technology-focused law firms.
• Have experience advising on corporate governance, capital markets transactions and securities-related matters for late-stage private companies and/or public companies.
• Have a strong sense of ownership, are inquisitive and enthusiastic about technology, enjoy being continually challenged, and can demonstrate sound judgment in ambiguous situations.
• Are humble, thoughtful and operate at the highest level of integrity.
• Have exceptional analytical, communication, organizational and project management skills, and are comfortable managing multiple workstreams simultaneously.
• Have a JD and license or qualification to practice in CA. About OpenAI OpenAI is an AI research and deployment company dedicated to ensuring that general-purpose artificial intelligence benefits all of humanity. We push the boundaries of the capabilities of AI systems and seek to safely deploy them to the world through our products. AI is an extremely powerful tool that must be created with safety and human needs at its core, and to achieve our mission, we must encompass and value the many different perspectives, voices, and experiences that form the full spectrum of humanity. We are an equal opportunity employer, and we do not discriminate on the basis of race, religion, color, national origin, sex, sexual orientation, age, veteran status, disability, genetic information, or other applicable legally protected characteristic. For additional information, please see OpenAI’s Affirmative Action and Equal Employment Opportunity Policy Statement https://cdn.openai.com/policies/eeo-policy-statement.pdf. Background checks for applicants will be administered in accordance with applicable law, and qualified applicants with arrest or conviction records will be considered for employment consistent with those laws, including the San Francisco Fair Chance Ordinance, the Los Angeles County Fair Chance Ordinance for Employers, and the California Fair Chance Act, for US-based candidates. For unincorporated Los Angeles County workers: we reasonably believe that criminal history may have a direct, adverse and negative relationship with the following job duties, potentially resulting in the withdrawal of a conditional offer of employment: protect computer hardware entrusted to you from theft, loss or damage; return all computer hardware in your possession (including the data contained therein) upon termination of employment or end of assignment; and maintain the confidentiality of proprietary, confidential, and non-public information. In addition, job duties require access to secure and protect

• Develop a strong understanding of the current regulatory landscape surrounding AI and technology, and be prepared to discuss how you've applied this knowledge in previous corporate counsel roles, particularly in relation to governance initiatives and securities compliance.
• Create a portfolio that showcases your experience with capital markets transactions, including IPOs, mergers and acquisitions, and securities compliance, and be prepared to walk the interviewer through your thought process and decision-making on these matters.
• Familiarize yourself with OpenAI's products and services, such as ChatGPT, and think about how you can apply your corporate law skills to support the company's mission and tackle innovative legal issues in AI, such as data privacy and IP protection.
• Prepare to discuss your experience working with cross-functional teams, including engineering, product, and business development, and highlight your ability to communicate complex legal concepts to non-legal stakeholders, as this is a key aspect of the Corporate Counsel role at OpenAI.
• Review OpenAI's publicly available documents, such as their Form S-1 filing, to gain insight into the company's corporate governance structure and securities compliance practices, and be prepared to ask informed questions during the interview about the company's approach to these matters.
• Be prepared to negotiate a salary that reflects your experience and qualifications, considering the competitive market for corporate counsel roles in the tech industry, and think about what benefits and perks are most important to you, such as flexible work arrangements or professional development opportunities, to discuss during the negotiation process.