Corporate Counsel

Overview

Microsoft’s Corporate and External Legal Affairs (CELA) organization has an opportunity in the Corporate Legal Group on the Subsidiary Management team. This role supports Microsoft’s global subsidiary governance framework, helping ensure subsidiaries operate in compliance with corporate governance requirements, local law, and internal policies, while enabling Microsoft’s evolving business needs, including acquisitions, datacenter expansion, and entity lifecycle activities.

In the role of Corporate Counsel, Subsidiary Management, you will partner with senior attorneys and cross‑functional stakeholders on a range of matters related to Microsoft’s global subsidiaries, including legal entity/corporate structure, dividend planning and execution, subsidiary funding (including datacenter funding), and legal entity lifecycle activities such as integrations and entity terminations. You will support the day‑to‑day execution of Microsoft’s centralized governance model and work closely with regional legal teams, Tax, Treasury, Corporate Accounting, and Finance to address complex governance issues across jurisdictions.

 Microsoft’s mission is to empower every person and every organization on the planet to achieve more, and we are dedicated to this mission across every aspect of our company. Our Culture is centered on embracing a growth mindset and encouraging teams and leaders to bring their best each day. Join us and help shape the future of the world. 

Responsibilities

Legal Advice and Counsel

 

• Provide legal advice and support on corporate governance matters affecting Microsoft’s global subsidiaries and corporate structure.
• Support a range of subsidiary management matters, including complex governance and compliance issues across jurisdictions, dividend planning and execution, subsidiary funding (including datacenter funding), and legal entity integrations and terminations.
• Partner with Tax, Treasury, Corporate Accounting, and other CELA teams, as well as regional counsel, to support governance decisions and execution.
• Draft, review and manage intercompany agreements, partnering with cross-functional stakeholders, and leveraging AI-enabled tools and workflows to support standardization, efficiency, and scalability across Microsoft’s global subsidiary structure.
• Draft, review, and manage corporate governance documentation, including board and shareholder resolutions, director and officer appointments and removals, and powers of attorney.
• Assist with legal entity lifecycle activities, including integration of acquired entities and execution of legal entity rationalization or termination initiatives.

 

Operational Excellence

• Apply technology, including AI, to improve legal work and efficiency.
• Support the implementation of governance solutions that mitigate legal risk and promote consistency across Microsoft subsidiaries.
• Contribute to the development and improvement of governance processes, standards, and tools to support efficiency and scalability.
• Identify opportunities for operational improvements and work with senior attorneys to enhance subsidiary management practices.

 

Culture

• Embody our culture and values
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Qualifications