Associate General Counsel

POSITION/JOB TITLE: Associate General Counsel

DIRECT SUPERVISOR: Senior Vice President, Chief Legal Officer and Chief Human Resources Officer

TRAVEL: Some travel required, approximately 15% of the time.

THE POSITION: Responsible for providing legal advice and support to the Company on a variety of matters, including commercial transactions, procurement and capital projects, compliance management, litigation matters, and mergers and acquisitions and associated due diligence. This role will require interaction with manufacturing facilities, operations and business personnel at all levels, including senior management, as well as third–party vendors and service providers. This position also is responsible for efficient management of outside counsel with respect to the Company's intellectual property portfolio and real estate matters.

DUTIES AND RESPONSIBILITIES:

Commercial

• Serve as in–house commercial generalist, providing advice and assistance on a wide range of commercial matters in support of the Company's business development activities. Commercial obligations include drafting, review and negotiation of customer and vendor agreements (including master services agreements), and providing legal advice on business risks.
• Assist Legal Department with various commercial transactions on behalf of the Company and its subsidiaries, including: coordinating due diligence activities with external legal and financial advisors; drafting and reviewing term sheets, letters of intent, purchase and sale agreements, and other definitive commercial transaction agreements.
• Assist the Company's business development, sales and commercial teams to develop and maintain template agreements, and process for legal review and records of transactions.
• Work closely with external counsel to:
  • Provide legal advice and support on real estate transaction matters, including site acquisitions, leases (ground leases, space leases, and equipment leases), rights of entry, easements, and site development/construction agreements; and
  • Manage the Company's intellectual property portfolio, in collaboration with the Company's engineering and technology teams.

Procurement & Capital Projects

• Provide legal support to the procurement and capital project teams. Evaluate, draft and negotiate a broad variety of procurement contracts, including goods, services, engineering and technology, IT, professional services and consulting agreements.
• Deliver training to the procurement and capital project teams to continuously improve understanding of contract risks and issues.

Compliance

• Operate as a member of the Company's Compliance Team, assisting the Chief Compliance Officer in the development of business conduct compliance policies, training and investigations:
  • Work with third party vendors as needed to develop Code of Conduct and other compliance training programs.
  • Assist with management of compliance investigations in response to alleged violations of the Company's Code of Business Conduct and Ethics, and.or other applicable rules, regulations, policies and procedures.
  • Develop and conduct compliance training programs as needed for managers and employees.
• Work with Compliance Team and external employment counsel to ensure compliance with existing and developing federal and state laws and regulations
• Manage the Company's health, environment and safety audit program, including participation in facility audits, analysis and prioritization of potential audit findings, and presentations to management

Litigation

• Assist with management of litigation matters, including: issuance of litigation holds; review of court filings; gathering of information for discovery; review of discovery responses; and attending depositions, mediations, court hearings, and other litigation–related meetings.

TECHNICAL SKILLS AND QUALIFICATIONS:

• Broad–based knowledge of general contract principles, with strong contract drafting and negotiating skills. Advanced understanding of standard commercial contract terms and conditions.
• Creative problem–solver who can take a leadership role in negotiations and resolve complex issues in creative, efficient and practical ways.
• Significant project management experience. Ability to prioritize tasks and manage multi–task, multi–deadline, and cross–functional projects effectively. Ability to identify and mitigate risks and balance legal risks with business goals.
• Excellent verbal and written communication and analytical skills, with the ability to assess and articulate complex commercial and legal issues clearly and concisely.
• Highly–motivated, proactive self–starter with excellent judgment and professional
• Ability to actively manage and work efficiently with outside counsel.

EDUCATION REQUIREMENTS/WORK EXPERIENCE:

• Two to six years of significant work experience in a similar position or positions in a law firm, in–house, or a combination of both.
• Juris Doctor degree from an ABA–accredited law school.
• Licensed to practice law in at least one state and in good standing with all state bars where admitted. If not admitted in Illinois, must successfully apply for in–house counsel licensure with the State Bar of Illinois.

NOTE: This document in no way states or implies that these are the only responsibilities of, and the duties to be performed by, the employee occupying this position.

THE COMPANY: SunCoke Energy, Inc. (NYSE: SXC) supplies high–quality metallurgical coke domestically for blast furnace production of steel and foundry production of casted iron, with the majority of sales under long–term, take–or–pay contracts. We also export coke to overseas steelmakers seeking high–quality product for their blast furnaces. Our process utilizes an innovative heat–recovery technology that captures excess heat for steam or electrical power generation and draws upon more than 60 years of cokemaking experience to operate our facilities in Illinois, Indiana, Ohio, Virginia and Brazil. Our logistics business provides export and domestic materials handling services to coke, coal, steel, power and other bulk customers. Our logistics terminals, strategically located to reach Gulf Coast, East Coast, Great Lakes and international ports, have the collective capacity to mix and transload more than 40 million tons of material annually.