Associate Counsel, Corporate

About The Company

Rain makes the next generation of payments possible across the globe. We're a lean and mighty team of passionate builders and veteran founders. Our infrastructure makes stablecoins usable in the real-world by powering card transactions, cross-border payments, B2B purchases, remittances, and more. We partner with fintechs, neobanks, and institutions to help them launch solutions that are global, inclusive, and efficient. You will have the opportunity to deliver massive impact at a hypergrowth company that is funded by some of the top investors in fintech, crypto, and SaaS, including Sapphire Ventures, Norwest, Galaxy Ventures, Lightspeed, Khosla, and several more.

About The Team

You'll join Rain's lean legal team and take a leading role in our M&A and corporate development efforts as we scale globally. You'll operate as a strategic partner to Rain's leadership — identifying, structuring, negotiating, and closing acquisitions, investments, and other strategic transactions — while also supporting the broader corporate legal function across a fast-moving, heavily regulated fintech platform.

What You'll Do

• 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.
• Career Development: 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.

Bonus Attributes

• Ability to support corporate governance: maintain corporate records and entity management across Rain's global subsidiary structure.
• 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.