Senior Corporate Counsel

The Senior Corporate Counsel is in charge of handling corporate legal matters by providing their expertise and advice in respect of local and Group-wide projects lead by the parent entity or its subsidiary Valneva France SAS, particularly in the fields of securities and corporate law.

Notably, they ensures that the company’s reports, filings, shareholder meetings and long-term incentive plans comply with the requirements of European and French corporate and securities law and with the Company’s objectives. The Senior Corporate Counsel also ensures that Valneva France SAS receives appropriate legal advice in its day-to-day business.

When fulfilling their missions, the Senior Corporate Counsel advises colleagues and the organization on appropriate legal action to be taken, and coordinates with relevant stakeholders, both internally (across functions) and externally (in particular, service providers, outside counsels).

The incumbent supervises the Legal Counsel and the Senior Legal Assistant, who contribute to the projects as may be required.

Corporate matters

+ Ensure the timely drafting and filing of the Universal Registration Document and other corporate reports in compliance with applicable law;

+ Ensure the timely preparation and proper conduct of shareholder meetings: define plans and manage schedules, write documentation for the attention of the shareholders, manage the relationships with outside providers and counsels, prepare meeting notices, check and publish the results, ensure timely filings of legal formalities resulting from the agenda of the meeting;

+ Participate in capital increase/reduction transactions in coordination with Senior Legal and Finance Team members and external counsels: review legal documentation, ensure consistency with corporate records, participate in the drafting of the required publications and ensure their timely filings as needed (notably with the Autorités des Marchés Financiers or with the Greffe du Tribunal de commerce );

+ Manage stock option plans, free share plans, and other long-term incentive plans (at launch of new plans or at opening of exercise window/vesting of shares): prepare legal documentation, including meeting minutes, coordinate internally (notably with HR and Finance) as well as with outside providers (financial intermediaries, in particular the Plan Manager), inform employees and ensure their continuous guidance in the stock plan processes;

+ With respect to regulated information on Valneva’s shareholding: ensure that the monthly updates of the Company’s shareholding structure and the related filings are done consistently and in due time, follow-up on directors’ dealing filings and ensure that the Company’s notifications to the persons exercising managerial responsibilities are sent to all relevant persons (pursuant to Market Abuse Regulation), ensure follow-up on threshold crossings;

+ Generally ensure that the corporate documentation of Valneva SE and Valneva France SAS is properly maintained and that the related filings with French authorities are timely done.

Contracts

+ Evaluate, advise on and manage lease agreements of the Company's French sites, ensure that legal review and advice is provided in respect to other agreements relating to the management of such sites;

+ Advise the international legal affairs team on French law aspects of contracts managed by them.

Regulatory and Compliance

+ SOX Audit: manage Share-based Compensation controls by ensuring that they remain up-to-date and are implemented in due time, ensure that any exception or deviation is properly handled or remediated;

+ Ensure that the Company’s anti-kickback and transparency processes for France are updated so as to reflect current internal and external organization, and that these processes are implemented effectively and efficiently.

Litigation

+ Manage any judicial or arbitral litigation related to the responsibilities described above, including liaising with outside counsels to ensure proper and timely handling, and coordinating internal work related to such litigation.

Requirements

Full master degree in law and not less than 7 years’ experience in corporate law, in a law firm or business company. Prior experience in the biopharma industry would be an advantage.

+ Strong organizational skills that reflect an ability to perform and prioritize multiple tasks in an energetic environment with multiple priorities.

+ Ability to manage a small team.

+ Ability to build strong working relations with both internal and external stakeholders at all levels.

+ High degree of professional ethics, integrity, and responsibility.

+ Discretion in handling confidential matters.

+ Exemplary writing and editing skills, with proficiency in Microsoft Word, PowerPoint, Excel, Outlook, and the Internet.

+ Excellent communication and analytical skills in both written and spoken English.

+ Excellent judgment and ability to anticipate legal issues or risks.

+ Proactive approach to problem solving.

+ Overall broad legal knowledge and understanding of legal matters in the fields of contracts, corporations and intellectual property.