General Counsel & Compliance Director
Position Summary
The General Counsel & Compliance Director serves as the company’s legal advisor and compliance leader, reporting directly to the CEO and partnering with the executive leadership team and Board of Directors. This executive-level role is responsible for all legal affairs, regulatory compliance, contract management, employment law matters, and government contracting requirements including ITAR, EAR, and FAR/DFARS.
Key Results Areas
Legal Advisory & Corporate Governance: Serve as the principal legal advisor to the CEO, executive leadership team, and Board of Directors on all legal matters. Provide strategic counsel on corporate governance, M&A transactions, securities law, and risk management.
Contract Management: Oversee contract management process for government contracts, commercial agreements, vendor agreements, NDAs, teaming agreements, subcontracts, and licensing arrangements.
Compliance Program Development: Proactively manage a comprehensive compliance program. Identify gaps in existing compliance infrastructure, develop corrective action plans, implement monitoring systems, and establish a culture of compliance organization-wide in cooperation with the various Business Units.
ITAR/EAR & Export Control: Ensure full compliance with the International Traffic in Arms Regulations (ITAR), Export Administration Regulations (EAR), and all applicable export control laws. Develop and enforce export compliance policies, manage export licenses, and maintain required records.
FAR/DFARS & Government Contracting: Ensure compliance with FAR, DFARS, and related government contracting requirements. Advise on proposal compliance, contract modifications, claims, disputes, and government audits.
CMMC & Cybersecurity Compliance: Assist the CIO with the organization’s efforts to achieve and maintain Cybersecurity Maturity Model Certification (CMMC) at the required level.
Employment Law & HR Support: Draft, review, and negotiate employment agreements, severance agreements, non-compete/non-solicitation agreements, and independent contractor agreements. Advise HR on employee relations, workplace investigations, terminations, ADA/FMLA compliance, and litigation avoidance.
Public Company Compliance: Ensure compliance with SEC regulations, Sarbanes-Oxley Act, stock exchange listing requirements, insider trading policies, and corporate disclosure obligations. Support SEC filings, proxy statements, and board materials. Monitors and resolves whistleblower complaints through the Company’s whistleblower hotline.
Litigation & Dispute Management: Manage all litigation, arbitration, and dispute resolution matters. Select and oversee outside counsel, manage legal budgets, and develop litigation strategies aligned with business objectives.
Risk Management: Identify, assess, and mitigate legal and compliance risks across the organization. Oversee the company’s insurance program and coordinate with brokers on coverage adequacy.
Requirements
Education and Training: Juris Doctor (JD) from an ABA-accredited law school (required); Active membership in good standing with at least one U.S. state bar (required); LL.M. in Government Procurement Law, National Security Law, or related field (preferred).
Experience: 10+ years of progressive legal experience, with at least 5 years in a senior in-house legal role; Defense expertise with commercial orientation, balancing regulatory rigor with practical business solutions; International exposure: cross-border transactions, foreign subsidiary oversight, international joint ventures, and global regulatory compliance; Public company experience: in-house counsel at a publicly traded company covering SEC reporting, corporate governance, shareholder relations, and SOX; M&A: due diligence, deal structuring, negotiation, integration planning, and post-acquisition compliance harmonization; Industry & private legal: substantive experience in both in-house and law firm environments across advisory, transactional, and litigation functions; Significant experience with government contracting, defense/aerospace industry, or similarly regulated environment; Demonstrated experience with ITAR/EAR export controls, FAR/DFARS compliance, and cybersecurity frameworks; Experience managing legal teams and outside counsel.
Other: Must be willing to work extended hours as required to meet legal deadlines, regulatory filings, and urgent business needs; Travel up to 10% of working time, including travel to government agencies, regulatory bodies, outside counsel, and company facilities as needed.