Corporate
* Draft documents for formation of new corporate entities including certificates/articles of formation, operating agreements, certificate/articles of incorporation, by-laws, initial stockholder, manager or member consents, etc.
* Draft and prepare minutes, consents, stock certificates, stock/membership interest transfer agreements, annual reports, state qualification applications, and other basic corporate documents.
* Research state corporate laws regarding foreign qualifications and blue sky compliance.
* Develop, review and manage corporate secretary maintenance and registrations for domestic affiliates, including maintaining minute books, drafting corporate documents for affiliates, coordinating annual general meetings, registration changes, jurisdictional qualifications and statutory filings.
* Assist in the preparation, compilation and delivery of Board of Directors materials.
* Manage execution of documentation related to legal entity changes, including creations, mergers and dissolutions.Transactional
* Assist the legal, development and finance groups on transactions and documentation, including joint venture investments, land acquisition, leaseholds, construction, financing, re-financings, management and franchise transactions.
* Transactional responsibilities include due diligence production and/or review, assisting with data room setup, drafting of miscellaneous transaction documents, preparing closing checklists, preparing signature pages, tracking required signatures and approvals. Post- closing responsibilities include making any necessary filings, preparing closing volumes and updating corporate records.
* Project management and cross-functional collaboration with internal and external teams to execute transactions.
* Maintain and update WL forms of management and related agreements, investment agreements and miscellaneous ownership and management company level forms. Operational
* Obtain and maintain liquor licenses for the various hotels, manage operations inquiries and requests with respect to liquor licenses, manage system for maintaining and processing liquor applications and renewals.
* Assist with the creation and deployment of operational and revenue generating hotel level agreements.
* Review, negotiate, interpret and assist in execution of hotel level and multi property agreements.
* Assist with ownership and management transitions. Other
* Maintain a document management system for legal entities, operating/investment agreements, real estate ownership documents, financing documents, franchise agreements, management agreements and other transactions.
* Develop contract and asset abstracts and contract management tools.
* Communicate, manage and process data with various other external and internal sources (e.g. outside counsel, HR, payroll, tax, operations, etc.)
* Assist in the engagement, conflict management and invoice approval and processing for outside counsel.
* Participating in special projects and/or programs as requested by the General Counsel.
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