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Legal Corporate Affairs Consultant

ZainTECH · United Arab Emirates

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Legal Corporate Affairs Consultant will support the Legal function in corporate secretarial, entity management, statutory compliance, and legal matters across the Group's GCC, Middle East, Africa, and offshore entities.The role will coordinate corporate filings, licensing, regulatory requirements, and entity compliance with internal teams, authorities, registered agents, and external counsel. It will also support the Group's entity consolidation and rationalization initiatives, including liquidation and strike-off of redundant entities.Additionally, the role will assist with commercial contracts, corporate documents, and day-to-day legal advice under the guidance of Legal leadership.

Responsibilities

Board, Shareholder & Corporate ApprovalsDraft, coordinate, circulate and maintain Board resolutions, written resolutions, meeting minutes and related corporate approvalsDraft and coordinate shareholder resolutions, general assembly resolutions and minutesAssess the appropriate corporate approval level for each action, including whether approval is required at shareholder, Board, manager or other authorized levelReview applicable corporate laws, constitutional documents and delegations of authority to confirm approval requirements, voting thresholds, quorum, execution formalities and filing requirementsCoordinate signatures, notarization, legalization, attestation and regulatory filings where requiredMaintain complete registers of Board and shareholder resolutions and minutesPrepare and format corporate documents in both Arabic and English, and coordinate certified legal translations where required for notarization, attestation, legalization and authority filingsAnnual Corporate & Financial Statement ApprovalsMaintain and manage the annual legal entity compliance calendar for all Group entitiesCoordinate annual shareholder meetings and general assemblies in accordance with applicable local lawsPrepare resolutions approving annual audited financial statements and related corporate approvalsPrepare resolutions for the appointment, reappointment, replacement and remuneration of external auditorsCoordinate with Finance, Tax and external auditors to ensure annual corporate approvals and filings are completed within statutory deadlinesPrepare resolutions for the distribution of dividends and profits, transfers to statutory and legal reserves, where required under applicable local lawTrack annual returns, statutory declarations and other recurring corporate filings applicable to each entityDirectors, Managers, Officers & Authorised SignatoriesPrepare and coordinate resolutions relating to the appointment, resignation, removal or replacement of directors, managers and officersManage changes to authorized signatories, signing authorities and powers of representationMaintain accurate records of directors, managers, officers and authorized signatories for each entityCoordinate registrations and filings of changes with the relevant authorities, registries and licensing bodiesBanking Resolutions & Powers of AttorneyPrepare Board and/or shareholder resolutions for opening and closing bank accountsPrepare resolutions for appointment, replacement and amendment of bank signatories and banking mandatesCoordinate resolutions relating to banking facilities, financing authorities and treasury arrangements where corporate approval is requiredDraft and maintain powers of attorney, delegations and corporate authorizationsMonitor the validity, scope and expiry of powers of attorney and delegationsCoordinate corporate documents required by banks for KYC, account maintenance and changes in corporate authoritiesCorporate Changes & Entity ManagementManage corporate actions including changes of directors/managers, registered office, corporate address, company name and licensed activitiesCoordinate amendments to constitutional documents, articles of association and other formation documentsSupport share transfers, changes in ownership and shareholding structure, and capital increases or reductionsCoordinate establishment of subsidiaries, branches and other legal entitiesSupport mergers, restructurings, liquidation, deregistration and closure of entities where requiredCoordinate corporate license renewals, amendments and other entity-level registrationsEnsure all approved corporate changes are reflected consistently across corporate records, licenses, registries and internal systemsSupport the Group's entity consolidation programme, including the transfer of business, assets, contracts and employees from entities being wound down into the surviving entity in each jurisdiction, and coordinate the associated intra-group transfer, novation and assignment documentationCoordinate solvent (members') voluntary liquidations, strike-offs and deregistrations end-to-end, including liquidator appointments, tax, labour/social-security and required clearances, and final de-registration, and maintain a per-entity closure trackerStatutory Registers, Records & Corporate RepositoryMaintain complete and up-to-date statutory and corporate records for each Group entityMaintain registers of shareholders, directors, managers, authorized signatories and beneficial owners, as applicableMaintain constitutional documents, commercial registrations, licenses, certificates, corporate approvals and statutory filingsMaintain a central, organized and audit-ready corporate repository for all Group entitiesEnsure executed documents are properly recorded, retained and readily available for regulatory, audit, banking, tender and transaction requirementsPrepare and coordinate economic substance notifications and returns, and beneficial ownership filings (including UBO registers and BVI beneficial ownership filings) for onshore and offshore entities, and liaise with offshore registered agents to keep statutory records currentMulti-Jurisdiction Corporate Law & ComplianceMaintain an understanding of the corporate law and legal and statutory requirements applicable to each jurisdiction in which the Group operatesDevelop and maintain a jurisdictional corporate compliance matrix covering annual approvals, meetings, auditor requirements, statutory filings, corporate changes and other recurring obligationsMonitor changes in applicable corporate legislation and legal and statutory requirements and escalate material changes to Legal leadershipCoordinate with local Legal teams and external counsel to validate jurisdiction-specific requirements where necessaryEnsure consistent Group legal standards are applied while accommodating mandatory local-law requirementsIdentify corporate compliance gaps, overdue actions or legal or compliance risks and support timely remediationStakeholder & External Counsel CoordinationWork closely with Legal, Finance, Tax, Treasury, HR, Procurement and senior management on corporate mattersCoordinate with external counsel, corporate service providers, PROs and government-liaison facilitators, auditors, banks, notaries, regulators and government authoritiesProvide corporate documentation required for audits, tenders, banking KYC, regulatory reviews and transactionsManage routine corporate secretarial instructions to external counsel and help reduce unnecessary external legal spend by developing internal legal secretarial capabilityContract Review, Drafting & Internal Legal AdvisoryReview, draft and negotiate a range of commercial and corporate agreements, including NDAs, service and vendor agreements, intra-group agreements, MoUs, engagement letters and powers of attorney, in line with Group templates, policies and delegations of authorityAdvise internal teams (including Sales, Procurement, Finance, HR, Operations and Group subsidiaries) on contractual terms, risk allocation, approval requirements and execution formalities, escalating material or non-standard issues to Legal leadershipProvide practical, timely legal guidance to business units and Group entities on day-to-day corporate, commercial and compliance queriesSupport the development and maintenance of standard contract templates, playbooks and clause libraries in Arabic and EnglishCoordinate contract execution formalities (signing authority, POA verification, notarization and attestation) and ensure executed contracts are recorded in the contract repositorySupport the Legal function on transactions, tenders and projects requiring combined contractual and corporate secretarial inputOur Culture & Code of Conduct:At ZainTECH, we take pride in a culture built on collaboration, innovation, and uncompromising integrity. We are looking for individuals who share these values and are committed to customer-centricity and ethical excellence. All employees are expected to uphold our Code of Conduct, which serves as a guiding framework for responsible behavior across everything we do — from how we work with each other to how we engage with clients and partners globally.RequirementsRelevant experience in corporate secretarial, entity management or in-house legal operationsExperience supporting a multi-entity and multi-jurisdictional corporate structure is strongly preferredGood understanding of corporate law principles, Board and shareholder legal compliance, statutory filings and corporate authoritiesStrong drafting skills, particularly for Board and shareholder resolutions, minutes, powers of attorney and corporate approvalsSolid experience in reviewing and drafting commercial contracts and providing practical legal advice to internal stakeholders, with sound commercial judgement and the ability to identify and escalate material legal riskStrong organisational and project-management skills with the ability to manage multiple jurisdictions and statutory deadlinesHigh attention to detail and ability to maintain accurate, complete and audit-ready corporate recordsAbility to work independently with local counsel and internal stakeholders and escalate legal issues appropriatelyProficiency in document and entity-management tools, MS Office (advanced Word), and the ability to maintain a structured corporate repository and compliance calendar; familiarity with e-signature and document-management platformsFull professional proficiency in Arabic and English, including the ability to draft, review and format corporate documents and correspondence in both languages, and to handle Arabic-language notarization, attestation and authority filingsBachelor's degree in Law, Legal Studies, Corporate Legal compliance or a related field