# Associate Counsel, Corporate

**Company:** [Rain](https://hotfix.jobs/companies/rain)
**Location:** Washington, DC, New York, NY
**Role:** Legal
**Salary:** $50k – $1000k/yr
**Experience:** 4+ years
**Skills:** M&A, Corporate Law, Due Diligence, Delaware Corporate Law, Corporate Governance, Drafting Agreements, Regulatory Approvals, Entity Formation, Venture Capital Transactions, Sec Reporting
**Posted:** 2026-07-22

> Lead M&A execution, due diligence, deal structuring, and negotiation for a fintech payments company scaling globally. Requires 4-8 years corporate law experience with strong M&A background, JD, and state bar admission.

## Job Description

## Responsibilities
- Lead M&A execution: manage all legal aspects of acquisitions, divestitures, and strategic investments from LOI through closing and post-closing integration, including due diligence coordination, deal structuring, and negotiation of definitive agreements.
- Draft and negotiate transaction documents: purchase agreements, merger agreements, and ancillary documents (escrow agreements, transition services agreements, employment and consulting agreements, IP assignments), plus board and stockholder consents.
- Coordinate due diligence: partner cross-functionally with Finance, Compliance, Risk, Product, and Engineering to identify and assess deal risks and structure appropriate protections.
- Advise on corporate structure and expansion: support entity formation and structuring for international expansion, working with local counsel as Rain enters new markets.
- Support regulatory approvals in M&A, including change-of-control filings with state regulators (e.g., money transmitter license transfers) or foreign financial authorities (e.g., EMI, VASP, or payment institution license approvals).
- Support general corporate matters, including drafting and negotiating intercompany agreements, advising on corporate structuring, and handling other corporate legal needs as they arise.
- Collaborate across the legal team: partner with colleagues focused on licensing, compliance, and regulatory matters to align corporate transactions with Rain's regulatory obligations and licensing requirements.

## Requirements
- 4 to 8 years of experience in corporate law, with meaningful M&A transaction experience (law firm, in-house, or a combination).
- Hands-on experience drafting and negotiating acquisition agreements, investment documents, and related ancillary agreements.
- Strong understanding of corporate governance, entity management, and Delaware corporate law.
- The ability to manage multiple workstreams and competing deadlines in a fast-paced environment.
- Clear, confident communication skills, with the ability to translate complex legal concepts for business stakeholders.
- Strong hands-on drafting skills, with the ability to handle a meaningful share of contract and transaction drafting in-house.
- A JD and admission to at least one U.S. state bar.

## Nice-to-Haves
- Ability to support corporate governance: maintain corporate records and entity management across Rain's global subsidiary structure.
- Ability to negotiate commercial contracts.
- Experience at a fintech, payments, crypto, or digital assets company.
- Familiarity with cross-border M&A or international entity structuring.
- Background in venture capital transactions (SAFEs, convertible notes, priced rounds).
- Experience working on inter-company agreements and corporate structuring.
- SEC reporting or compliance experience.

## Compensation and Benefits
- Unlimited time off (minimum 10 days required).
- Flexible working (remote or in-office options with home office stipend for new hires).
- Comprehensive health, dental, and vision plans; 100% company subsidized life insurance.
- 401(k) with 4% company match.
- Equity option plan.
- Monthly health and wellness stipend.
- Team and company offsites domestically and internationally.

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