Corporate Counsel

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 crossfunctional 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 daytoday 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.

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 cultureandvalues

Minimum Required Qualifications:

• Juris Doctor Degree or international equivalent degree AND 1+ year(s) experience as a practicing attorney
  • OR equivalent experience.
• Active license to practice law in a jurisdiction and capable of meeting admission requirements in relevant jurisdiction

Additional Preferred Qualifications:

Legal Counsel IC3 - The typical base pay range for this role across the U.S. is USD $105,800 - $204,000 per year. There is a different range applicable to specific work locations, within the San Francisco Bay area and New York City metropolitan area, and the base pay range for this role in those locations is USD $136,200 - $223,300 per year.

Certain roles may be eligible for benefits and other compensation. Find additional benefits and pay information here:
https://careers.microsoft.com/us/en/us-corporate-pay

This position will be open for a minimum of 5 days, with applications accepted on an ongoing basis until the position is filled.

Microsoft is an equal opportunity employer. All qualified applicants will receive consideration for employment without regard to age, ancestry, citizenship, color, family or medical care leave, gender identity or expression, genetic information, immigration status, marital status, medical condition, national origin, physical or mental disability, political affiliation, protected veteran or military status, race, ethnicity, religion, sex (including pregnancy), sexual orientation, or any other characteristic protected by applicable local laws, regulations and ordinances. If you need assistance with religious accommodations and/or a reasonable accommodation due to a disability during the application process, read more about requesting accommodations.