Senior Counsel, Governance

Role Summary

Are you a governance-minded lawyer who thrives on ambiguity, ownership, and building something from scratch? As our Senior Counsel, Governance, you'll join Oyster's Legal team as the dedicated governance and entity-formation counsel supporting Global Expansions. Working directly with our Global Expansion team, you will be making the structuring and licensing calls for legal entities, and then personally rolling up your sleeves to help get it formed, filed, and audit-ready. Beyond launch, you own the hands-on administrative work of standing up each entity, and you’ll help build scalable governance processes to ensure operational readiness and a smooth transition to our legal entity management team.

This is a 12-month, fixed-term engagement built for someone who wants outsized ownership over a fast-moving, high-visibility program, and who's comfortable being both the strategist and the person actually doing the work.

Key Responsibilities

• Entity Structuring & Formation: Lead governance and structuring decisions for each new direct entity launch, determining the right corporate form, ownership structure, and licensing pathway for each jurisdiction.

• Hands-On Launch Execution: Personally drive the practical work of standing up new entities, coordinating filings, registered agents/local service providers, director and officer appointments, bank account and licensing paperwork, and other set-up tasks needed to get each entity live and compliant, ahead of dedicated launch support coming online later in the project.

• Regulatory & Licensing Research: Conduct jurisdiction-specific legal and regulatory research to identify entity, licensing, and governance requirements ahead of each launch.

• Corporate Documentation & Governance Records: Draft, review, and maintain foundational corporate documentation (formation documents, board minutes, governance policies, powers of attorney) for each new entity, keeping a clean, audit-ready governance framework from day one.

• Cross-Functional Partnership: Partner closely with the Global Expansion launch team (Legal, Finance, Operations, People, Payroll, and Treasury) to sequence and de-risk entity launches against an aggressive project timeline.

• Risk Identification & Mitigation: Identify governance, licensing, and regulatory risk early in the launch process, and build practical, business-first solutions to keep launches on track.

• Process & Knowledge Handoff: Document repeatable processes and playbooks for entity formation and governance so this knowledge transfers cleanly to the team that takes over ongoing entity maintenance once this engagement ends.

Core Requirements

• Qualified lawyer with 7+ years' experience in corporate governance, entity formation, and multi-jurisdictional entity management, ideally including SaaS, tech, or EOR/HR-tech environments.

• Demonstrated experience personally establishing and maintaining corporate entities across multiple jurisdictions, not just advising on it, but doing the hands-on execution work (filings, registered agents, licensing applications, and similar).

• Demonstrated experience interacting directly with external counsel, corporate secretarial providers, regulators, and registered agents across multiple jurisdictions.

• Comfortable holding a power of attorney to represent company directors/officers where needed.

• Ability to operate with significant autonomy on a fast-moving, ambiguous, high-stakes project with minimal ramp-up time, and to be available for an 11-month, fixed-term engagement.

• Strong judgment translating legal and regulatory requirements into practical, sequenced execution plans for a non-legal, cross-functional audience.

• Experience thriving in fast-paced, high-growth, or startup environments.

Bonus Points

• Prior experience with an EOR/PEO or global HR platform.

• Experience building governance playbooks or processes designed to be handed off to others.

• Project Management experience setting up entities in multiple jurisdictions.

• Familiarity with corporate governance tools (e.g. Klea or similar), Notion, and Asana.

• Experience with e-signature platforms (DocuSign, HelloSign, local qualified e-sign providers) and wet signature flows.

• Experience managing jurisdiction-specific signing formalities (e.g., notarization, legalization/apostille, witness requirements, etc.)

• Familiarity with D&O insurance coverage and director indemnification agreements.

You'll also need

• A reliable home internet connection

• Fluency in both written and spoken English