Corporate Counsel

Net Power•Houston, TX

2d•Hybrid

About The Position

Net Power Inc. is seeking an experienced Corporate Counsel to join its legal team. This role will report directly to the General Counsel and will be responsible for SEC reporting, board and committee governance support, equity plan administration, and entity management. The position offers exposure to capital-markets transactions, project financings, and energy-project development. This is a hands-on role for a lawyer who wants public-company securities and governance responsibility and can manage both compliance work and transaction support.

Requirements

Two or more years of relevant legal experience in a corporate, securities, or energy transactional practice at a law firm, in-house, or both, with demonstrated ability to manage recurring compliance deadlines.
Direct experience with SEC reporting obligations under the Exchange Act, including preparation or review of periodic reports (Forms 10-K and 10-Q) and current reports (Form 8-K).
J.D. and an active license to practice law in good standing in at least one U.S. jurisdiction.
Strong drafting, organizational, and project-management skills, with the judgment to prioritize across concurrent workstreams and to identify which questions require escalation to the General Counsel.
Ability to work on-site in Houston, Texas.

Nice To Haves

Texas licensure is preferred.
Experience providing legal support to a board of directors or board committees, including meeting preparation, minutes, and resolutions.
Familiarity with equity compensation plan administration, including Section 16 reporting, Rule 144 compliance, and insider trading policy compliance, particularly for a small- or mid-capitalization public company.
Experience with entity management or corporate recordkeeping across a multi-entity organizational structure.
Experience supporting securities or commercial litigation, including preservation and discovery obligations.
Exposure to Securities Act registration statements, capital-markets transactions, or project financings.
Exposure to energy, power, or infrastructure project development, and familiarity with Texas energy and environmental regulation, including ERCOT, the Public Utility Commission of Texas, the Railroad Commission of Texas, and the Texas Commission on Environmental Quality.

Responsibilities

Own the preparation and coordination of the company’s SEC reports on Forms 10-K, 10-Q, and 8-K and its annual proxy statement.
Serve as the primary legal point of contact for the Board of Directors and its committees, including preparing agendas, meeting materials, minutes, resolutions, and written consents, administering the board portal, and advising the General Counsel on governance procedures.
Administer the company’s equity incentive plans, including preparing grant documentation, monitoring plan compliance, and preparing Section 16 reports for officers and directors.
Coordinate with the equity plan administrator and transfer agent on vesting schedules, Rule 144 compliance, and legend removal matters.
Administer insider trading policy compliance, including trading windows, pre-clearance procedures, and Rule 10b5-1 plan reviews.
Maintain corporate governance policies and corporate records.
Coordinate the annual meeting process, New York Stock Exchange listing compliance, director and officer questionnaires, related-person transaction review, and clawback policy administration.
Own entity management across the company’s corporate and project-company/special-purpose-entity structure, including formation, qualification, annual filings, registered agent records, minute books, and organizational document maintenance.
Serve as the department’s primary resource for entity-level questions from Finance, Tax, and project teams.
Manage outside-counsel coordination, including matter intake, invoice review against agreed scope and rates, and budget tracking.
Maintain and help improve legal department recordkeeping, corporate policies, compliance training, and workflow tools.
Draft, review, and negotiate nondisclosure agreements on the company’s form and review counterparty-form NDAs, consulting agreements, and other recurring commercial contracts independently.
Draft corporate resolutions, officer’s certificates, and ancillary closing documents for financings, capital-markets transactions, and other corporate transactions.
Support due diligence, closings, and post-closing integration for financings, project-company formations, and other transactions.
Manage litigation holds, custodian identification, and document preservation obligations.
Support discovery, document collection and review, and fact development under the direction of the General Counsel and outside litigation counsel.
Track litigation budgets, deadlines, and case status for internal reporting to the General Counsel.