IRC’s Office of the General Counsel (OGC), reporting to the President and CEO, provides legal advice and guidance to IRC management and the Board of Directors on a wide range of matters affecting the IRC and its affiliated entities, including contracts, employment issues, governance, requests for information, policy formulation and compliance, and compliance with applicable laws and regulations. The OGC is also responsible for overseeing domestic and international litigation and outside counsel.
The OGC serves as a resource for informed decision-making, providing independent, timely, and thoughtful advice on a broad range of legal issues that our programs, departments, boards and legal entities face. It looks to prevent legal problems and solve those that occur, to facilitate transactions, and to build structures that consider the longer-term impacts of a transaction, litigation, or governance issue and other corporate matters.
The Associate General Counsel (AGC) is a full-time position based in New York that works on matters related to due diligence. The AGC will research prospective funding sources (including corporations, foundations, individuals, government, and quasi-government entities) and conduct detailed due diligence on each, to support IRC’s prioritization and selection work for donor engagement. This area of work aims primarily to support IRC’s effective engagement with the private sector, but will include supporting engagement across all potential sources of funding. At the same time, the AGC will ensure that positive relationships with all donors and public associations/links to third parties, individuals, and other entities are built in alignment with the organization’s integrity and ethical standards.
The AGC position shall report to the General Counsel but work closely with the Vice President, International Development in order to lead development of IRC’s global due diligence policy function. The AGC shall also lead the undertaking of regular and ad-hoc donor intelligence work and oversee the organization’s gift acceptance policy.
The successful candidate will have a demonstrated ability to develop high-quality research and due diligence products. They will be expected to identify developments, issues, and situations that require internal collaboration with other in-house counsel, compliance professionals, and/or representatives of business units or other corporate functions, or consultation with outside counsel. The position will involve extensive contact with senior management and representatives of the business units and corporate functions across the organization in multiple offices.
Preferred candidates will have strong academic credentials, international/transactional experience, a strong understanding of corporate governance and regulatory environments, substantial contract expertise, fluency in French, Arabic, and/or Spanish, and a demonstrated expertise in the nonprofit/public sector. This in-house counsel must be capable of working independently in a fast-paced environment while effectively managing multiple projects and competing priorities.
Priorities for the role include:
- Ensure IRC’s engagement with governments, quasi-government entities, corporations, foundations, global high net worth individuals (HNWI), and other entities is undertaken according to existing ethical standards, criteria, and policies, and that IRC is equipped with the necessary information to assess and handle potential ethical and reputational risks involved
- Coordinate IRC’s gift acceptance policy and process, working closely with Global Philanthropy and Partnerships (GPP) and other relevant departments across the organization
- Serve as the main focal point for commissioning and interacting with specialized due diligence third-party firms to further improve reports and internal processes
- Lead the implementation of the due diligence process with a focus on research, screening, and risk assessment of entities considered by IRC for potential engagement
- Lead the drafting of screening reports against results-oriented deadlines and upload final reports to an online database
- Develop insights and make associated decisions related to IRC research and due diligence
- Conduct additional research as needed, including research on sector trends, for use in briefings, meetings, and presentations
- Lead efforts to ensure robust knowledge management, including data quality assurance of a customer relationship management (CRM) database, the financial management tools and systems, and available information on dedicated intranet pages
- Identify meaningful information (from both internal and external sources) on ethical business and sustainability issues and ensure timely dissemination among colleagues concerned with public and private-sector engagement
- Prepare timely due diligence reports on potential third-party public associations, government, quasi-government, corporations, foundations, and global HNWI prospective donors in standard format and with meaningful content
- Develop the organization’s standardized workflow and subsequent standard operating procedures (SOPs) for decision-making around due diligence criteria and gift acceptance
- Recommendations, insights, and research reports on risks and risk management actions to be considered when evaluating funding or other public relationships with third parties/prospective donors submitted for screening
- Briefings on sustainability and integrity issues related to strategic industries and sectors
- · Legal advice and consultation to GPP, CRRD and RAI Programs Departments and to the field, including review of fundraising materials and drafting agreements
- Advising on the development and implementation of organizational policies
- Providing general nonprofit corporate advice and advising on exempt organizations law, including creation, governance, administration and regulation of legal entities in the US and abroad
- Other duties as assigned
- Occasional international and domestic travel
Key Working Relationships:
- Position Reports to: General Counsel
The Associate General Counsel will have at least 8-10 years of US or international law firm and/or in-house experience (or equivalent), with experience in the development of high-quality research and due diligence products, preferably in the international humanitarian or development sectors. The ideal candidate is interested in becoming an all-purpose generalist in our in-house legal department.
Additional qualifications include:
- advanced degree (JD/LLM) from an accredited law school
- must be admitted to practice in New York State
- must be a team player with a practical, business-oriented approach to problem-solving, tempered by an appreciation for legal complexity and risk
- ability to conduct business in French, Arabic and/or Spanish (written and spoken) strongly preferred
- experience working in the exempt organizations field strongly preferred
- experience with donor/corporate due diligence and evaluation in the INGO sector and/or the multilateral system
- ability to identify strategic issues, opportunities, and risks and communicate broad and compelling direction
- excellent verbal and written communication, including in a virtual environment, along with the ability to capture key points and actions in succinct formats for a variety of audiences
- direct experience in developing and implementing internal communication plans, policy guidance, and/or training materials
- excellent contract drafting and negotiating skills
- familiarity with anti-terrorism and anti-fraud/corruption issues a plus
- experience with governmental agencies and regulatory environments preferred
- superior organizational skills and attention to detail, with excellent follow-through
- strong interpersonal skills and ability to listen effectively
- expert in identifying and resolving complex issues
- integrity, professional discretion, and ability to handle sensitive/confidential matters
- extraordinary initiative, creative thinker, and strong judgment and analytical skills
- strong relationship-builder, team player and communicator with experience building partnerships
- experience managing inter- and intra-organizational relationships in complex organizational environments
- international experience a plus
- the ability to work under pressure, manage simultaneous tasks, prioritize, and meet deadlines within a changing and fast-paced environment