Vandemoortele is searching for a Legal Counsel with a focus on company law and corporate governance law to support the Legal & Risk department at its headquarters in Ghent (Belgium).
Master in law with solid experience and technical knowledge of company law, corporate governance law, corporate housekeeping to support the corporate legal compliance of the life of the companies of the Vandemoortele group.
Fluent in Dutch, English, French (fluent written and spoken). Knowledge of other foreign languages can be a plus.
The Vandemoortele Group is a family controlled international food group with a leading European position in high-quality frozen bakery products (Bakery Products) and margarines, culinary oils & fats (MCOF) and worldwide activities.
The Group is present in 12 European countries with own sales organizations and/or production sites throughout Europe, in the UK, and in the USA and serves customers in more than 70 countries worldwide.
The Group totals a ca. 5.500 strong workforce across Europe and reached a 1.384 million Euro turnover in 2019 and 1.197 million Euro in 2020 (“www.vandemoortele.com”).
The Vandemoortele Group corporate structure consists of a number of subsidiaries and branches set-up in many countries throughout Europe and in the USA. The ‘Corporate Governance Charter of the Vandemoortele Group is available on the company’s website. Since the issuance of its retail bond in December 2012, Vandemoortele NV is a public interest entity. The company applies the governance best practices of the Belgian Code on Corporate Governance (2020 Code).
Vandemoortele is looking for a Legal Counsel with focus on company law and corporate governance law to strengthen the Legal & Risk department at the headquarters (Food Experience Center) in Ghent and to give support with the corporate legal compliance of the Vandemoortele Group.
Description of the vacancy
The Legal Counsel is a member of the corporate housekeeping team within the Legal & Risk department at the Headquarters (Ghent).
The legal Counsel mainly assists the Chief Legal & Risk Officer (CLRO) / Secretary General by providing legal support to all subsidiaries and branches of both business lines and group services of the Vandemoortele Group, with the assistance of corporate housekeeping assistant(s).
The Legal Counsel is primarily responsible for:
- Providing accurate legal advice and being the expert on company law, corporate governance law, corporate finance, and related legislation (e.g. UBO, etc.), codes of conduct (Belgian Code on Corporate Governance (2020 Code )) and corporate charters, policies & procedures, in order to ensure corporate legal compliance of the life of the Vandemoortele companies (no tax law, no social law);
- Organization of complex housekeeping activities (replacement directors, branch compliance, UBO compliance), drafting corporate housekeeping documentation, follow-up of the social life of the companies of the Vandemoortele Group;
- Coordination of various complex corporate housekeeping activities and corporate restructuring;
- Handling general secretary tasks and follow up on corporate activities (corporate governance and restructuring), as well as finance operations;
- Drafting and negotiating sales & service contracts;
- Follow up of financing operations (private placements, bonds, ...);
- Follow up of restructuring operations, such as mergers , acquisitions and spin offs and the corporate law aspects of acquisitions, projects; complex legal matters;
- Responsible for corporate matters (proxies, liquidations, capital increases,…);
- Drafting, review and negotiating corporate related agreements, such as sales, service, loan, intercompany agreements;
- Contact with internal management and external lawyers, notaries, auditors, etc.;
- Giving guidance to (part time) assistant(s);
- Manage and update corporate housekeeping software “Legal Suite” and participate to the migration to “Galexy” (IT software project);
- Actively follow-up changes in applicable company and corporate governance legislation or new legislation, codes of practice, charters, guidance, policies and procedures, which can have an impact on the corporate compliance of the Vandemoortele Group and translate such applicable new legislation to the Chief Legal & Risk Officer (CLRO) / Secretary General, the Exco and the Board;
- Support the Chief Legal & Risk Officer (CLRO) / Secretary General with the drafting and implementation of company law related and corporate governance policies, procedures, charters, codes, etc. (legal entity, branch or organization);
- Developing the “legal reflex” of the Vandemoortele Group, by setting up a.o. legal training, providing legal tools in order to help the corporate organization to be legally compliant;
- Handling and following-up company law and corporate governance law litigations and court cases;
- Management of legal and regulatory compliance risks.
- Master degree in law (Belgian law with specialization in company law, enterprise law economic law, competition law and company related law (e.g. UBO’s);
- Broad experience in international corporate housekeeping (BE, DE, NL, IT, SP, UK, AU, PL, CZ, SK, HU, UK & USA) (FR is done locally);
- Work very accurate and in a very structured way;
- Organize work autonomously with strong leadership skills (knowledge sharing);
- At least 5 years of solid experience and technical knowledge in the above mentioned areas, and in particular in company law, corporate housekeeping, gained as a lawyer in a reputable internationally oriented law firm and/or as an in-house legal counsel in a multinational group (preferably in the Fast Moving Consumer Goods). Motivated to dig into the technicalities of matters when needed;
- Experience in dealing with complex corporate structures (subsidiaries & branches) and / or matters and multiple stakeholder project management is a plus, as is the holding of a degree or material experience in business administration and/or corporate finance;
- Languages: Dutch, English, French (fluent written and spoken). Knowledge of other foreign languages can be a plus;
- Eager to get insight into the corporate structure of the Vandemoortele Group;
- Pro-active, hands-on attitude, pragmatic, initiative-taker, solution oriented;
- Sense of responsibility, integrity, quality and precision;
- Ability to have a strategic mind-set and able to effectively discuss with and advise senior management regarding complex legal matters and challenging situations;
- Hands on approach – willingness to take on administrative tasks;
- Positive, enthusiastic attitude, stress -resistant and ready to go the extra mile;
- Team player who is a strong communicator and facilitator, able to collaborate cross-functionally (tax, F&A, legal, Insurance, treasury etc. departments) and across regions and countries;
- You have a sense of detail in your legal work with the pragmatism and flexibility needed for business activities;
- You have excellent communication and organization skills.
- An exciting position in a dynamic international oriented food group with focus on growth;
- Principal place of work at the VDM Headquarters in Ghent (Food Experience Center), Belgium;
- The possibility to work autonomously in the Corporate Housekeeping team of the Group Legal & Risk department and in close contact with the business;
- An open and people oriented company culture;
- An attractive salary plus relevant fringe benefits.