Senior Counsel, M&A

Description

### POSITION DESCRIPTION:

Hanwha Q CELLS America Inc. is looking for a Senior Counsel to help support its M\&A business. You will join a collegial team of 20 legal professionals and report to the Assistant General Counsel. The Senior Counsel will primarily provide support on commercial, community and industrial (CC\&I) solar and storage project acquisitions and sales, but also provide support from time to time on project development and financing, operations and maintenance, project engineering, procurement and construction (EPC), real estate and permitting, regulatory and dispute resolution/litigation matters. Special consideration will be given to candidates with expertise in renewable energy project acquisition and sale matters. This position reports to the Assistant General Counsel. This position will be based out of our Irvine, CA office, with an in\-office schedule that is set at the direct manager’s discretion in accordance with the company policies and procedures. Remote options could be considered for exceptional cases.

### RESPONSIBILITIES

• Transaction Execution: Advise on the structuring and execution of M\&A transactions, including project and portfolio acquisitions and dispositions. Lead the drafting, negotiation, and closing of Membership Interest Purchase Agreements (MIPAs) and joint venture arrangements.
• Due Diligence Leadership: Lead legal due diligence efforts on a given transaction and provide support in various areas of due diligence (real estate, environmental, permitting, interconnection, incentives) alongside other internal teams to identify "red flag" risks in solar and battery energy storage portfolios. Identify and assess legal and commercial risks associated with acquisitions and development activities. Coordinate efforts with other teams to propose appropriate risk management solutions to critical project risk issues and make recommendations to management.
• Project Development \& Finance: Partner closely with project development and finance teams to support deal execution and financing strategies. Support negotiation of key development agreements, including revenue contracts, EPC agreements, and site control agreements.
• Regulatory Navigation: Assist commercial teams with understanding compliance with evolving state and federal energy regulations (FERC/ISO\-RTO) and manage legal aspects of community solar subscriber frameworks.
• Management of Outside Counsel and Internal Resources: Manage and coordinate external counsel on various transactions, ensuring efficient and cost\-effective execution. Contribute to the development of internal processes, templates and best practices to streamline transaction execution.

### REQUIRED QUALIFICATIONS

• 5\+ year’s experience
• Top law firm training preferred
• In\-house experience, preferably with a broad range of responsibilities
• Strong background in renewable energy (solar/storage) M\&A work
• Experience working for a renewable project development and finance business preferred
• Experience with federal, state and/or permitting issues is a plus
• JD from a top law school preferred
• Membership in at least one state bar

### Preferred Qualifications

• Business Acumen: Ability to translate complex legal risks into commercial "go/no\-go" advice for executive leadership.
• Adaptability: Experience using AI\-based legal tech for high\-volume diligence and document automation to increase deal velocity.
• Community Solar Markets: Experience on transactions involving community solar project portfolios, especially in New York and Illinois.

Hanwha Q CELLS America Inc. (“HQCA”) is a Qcells company, one of the world’s largest manufacturers and providers of solar photovoltaic (PV) products and solutions. Headquartered in Irvine, California, HQCA has been rapidly expanding its business in North America through the expansion of products and solutions, including distributed energy solutions, direct\-to\-homeowner solar sales and financing, and EPC services. We provide an opportunity to be part of an exciting and growing world\-class global business in an interesting and expanding industry of the future.

PHYSICAL, MENTAL \& ENVIRONMENTAL DEMANDS:

To comply with the Rehabilitation Act of 1973 the essential physical, mental and environmental requirements for this job are listed below. These are requirements normally expected to perform regular job duties. Incumbent must be able to successfully perform all of the functions of the job with or without reasonable accommodation.

Mobility

Standing

20% of time

Sitting

70% of time

Walking

10% of time

Strength

Pulling

up to 10 Pounds

Pushing

up to 10 Pounds

Carrying

up to 10 Pounds

Lifting

up to 10 Pounds

Dexterity (F \= Frequently, O \= Occasionally, N \= Never)

Typing

F

Handling

F

Reaching

F

Agility (F \= Frequently, O \= Occasionally, N \= Never)

Turning

F

Twisting

F

Bending

O

Crouching

O

Balancing

N

Climbing

N

Crawling

N

Kneeling

N

The salary range is required by the California Pay Transparency Act and may differ depending on the location of those candidates hired nationwide. Actual compensation is influenced by a wide array of factors including but not limited to, skill set, education, licenses and certifications, essential job duties and requirements, and the necessary experience relative to the job’s minimum qualifications.

• This target salary range is for CA positions only and should not be interpreted as an offer of compensation.

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