The In-House Legal Counsel will serve as the primary legal adviser to the Group. Reporting to the Chief Strategy & Investment Officer, the role holder will assume end-to-end responsibility for the full spectrum of the Group's legal matters — spanning corporate and commercial advisory, day-to-day commodities trade documentation, bank facility and treasury arrangements, mergers and acquisitions, equity and debt fundraising, capital markets and IPO readiness, dispute resolution and arbitration, and corporate governance and compliance.
This is a broad, high-autonomy mandate suited to a commercially minded lawyer who is comfortable operating as a trusted business partner rather than a purely technical adviser. The role holder will be expected to exercise independent judgement on complex, cross-border matters, to manage external counsel efficiently, and to ensure that the Group's legal risk is identified, quantified and mitigated as it scales.
2. KEY RESPONSIBILITIES
2.1 Corporate & General Legal Advisory
- Act as the principal point of contact for all legal matters affecting the Group, providing timely, practical and commercially grounded advice to the Board, executive management and business units.
- Draft, review and negotiate the full range of commercial agreements, including supply, offtake, distribution, logistics, services, licensing, non-disclosure and agency arrangements.
- Advise on cross-border regulatory, sanctions, trade compliance, data protection and sustainability-related legal requirements relevant to the Group's operations and markets.
- Establish and maintain the Group's legal templates, playbooks, contract management processes and delegation of authority framework.
- Instruct, coordinate and manage external counsel across jurisdictions, including scoping of work, fee negotiation and budget control.
2.2 Commodities Trading & Operational Documentation
- Draft, review and negotiate physical commodities trade documentation, including supply and offtake contracts, purchase and sale agreements, purchase orders, trade confirmations and the Group's general terms and conditions of purchase and sale.
- Advise the commercial and trading teams on day-to-day contractual issues arising in the trade cycle, including Incoterms and passing of title and risk, quality and quantity specifications, inspection and certification, demurrage, force majeure, non-performance and washout arrangements.
- Review and advise on shipping, storage and logistics documentation, including charterparties, bills of lading, letters of indemnity, terminal and tankage agreements, and blending and processing arrangements.
- Advise on trade finance instruments and their contractual interface, including documentary letters of credit, standby letters of credit, bank guarantees, collections and receivables financing.
- Advise on sanctions, counterparty screening, sustainability certification and traceability obligations as they apply to trade counterparties and product flows.
- Support the resolution of trade claims and counterparty disputes, including quality, quantity, delivery and payment claims, at the pre-dispute stage wherever possible.
2.3 Mergers, Acquisitions & Investments
- Lead the legal workstream across the full transaction lifecycle — structuring, due diligence, documentation, signing, closing and post-completion integration.
- Draft and negotiate transaction documentation, including sale and purchase agreements, investment and subscription agreements, shareholders and joint venture agreements, term sheets and transitional services arrangements.
- Coordinate legal due diligence and translate findings into commercially meaningful risk positions, conditions precedent, warranty packages and indemnity protections.
- Provide ongoing legal support to regional associates, joint ventures and portfolio investments, including shareholder matters, reserved matters and exit arrangements.
- Advise on corporate restructuring, entity rationalisation, intra-group reorganisations and holding structure design across APAC and other relevant jurisdictions.
2.4 Fundraising, Treasury & Capital Markets
- Provide legal support across the Group's fundraising activities, including equity raises, private placements, convertible instruments, mezzanine and structured financing.
- Advise on and negotiate bank facility agreements across the full range of the Group's borrowing, including bilateral, club and syndicated facilities, term and revolving credit facilities, borrowing base and working capital lines, and trade and commodity finance facilities.
- Review and negotiate the associated security and ancillary documentation, including debentures, share and receivables charges, assignments, guarantees, subordination and intercreditor arrangements, and advise on facility conditions precedent, representations, covenants and events of default.
- Advise on wider treasury and debt capital markets documentation, including bonds, notes and MTN programmes, hedging and derivatives documentation, and cash management arrangements.
- Lead the legal workstream for IPO preparation and execution, including corporate restructuring for listing, listing eligibility and suitability assessments, legal due diligence, prospectus and offering document verification, and liaison with sponsors, underwriters, reporting accountants and exchange regulators.
- Support the establishment of listed-company-ready governance, disclosure controls and continuing obligations frameworks in advance of listing.
- Manage relationships with investors and financiers on legal matters, including information rights, covenant compliance and consent requests.
2.5 Disputes, Arbitration & Litigation Management
- Take carriage of all disputes affecting the Group, from early risk assessment and pre-action correspondence through to resolution.
- Manage arbitration proceedings end to end, including institutional and ad hoc arbitrations, selection of counsel and arbitrators, evidence gathering, witness preparation and enforcement of awards.
- Advise on dispute resolution strategy, including the commercial merits of settlement, mediation and negotiated outcomes versus contested proceedings.
- Draft and negotiate dispute resolution, governing law and jurisdiction clauses to ensure the Group is well positioned should a dispute arise.
- Maintain a litigation and claims register, and report on exposure, provisioning and case progress to management and the Board.
2.6 Governance, Risk & Compliance
- Partner with internal stakeholders to ensure adherence to internal policies, delegation of authority and corporate governance standards.
- Support company secretarial and Board processes, including preparation of Board and shareholder resolutions, and maintenance of statutory records across Group entities.
- Develop, implement and refresh Group policies covering anti-bribery and corruption, conflicts of interest, sanctions screening, competition law and whistleblowing.
- Identify emerging legal and regulatory risks and escalate them, with recommended mitigations, to the Chief Strategy & Investment Officer.
- Deliver practical legal training and awareness sessions to commercial and operational teams.
3. QUALIFICATIONS & EXPERIENCE
3.1 Essential
- Bachelor of Laws (LL.B) or equivalent, with admission to the Singapore Bar.
- Minimum three (3) years post-qualification experience gained in a reputable law firm and/or in-house legal function.
- Demonstrable track record in M&A and corporate transactions, including primary drafting and negotiation responsibility.
- Practical experience across at least two of the following: equity or debt fundraising, IPO or capital markets transactions, and commercial arbitration.
- Working familiarity with banking and finance documentation, including bank facility agreements and associated security packages.
- Comfort with high-volume commercial and trade documentation, including the ability to turn around contracts and purchase orders at commercial pace.
- Proven ability to manage legal and compliance matters independently, with sound commercial judgement and a pragmatic approach to risk.
- Capacity to work under pressure, manage competing deadlines and deliver to transaction timetables.
3.2 Preferred
- Experience managing corporate restructuring projects across APAC jurisdictions.
- Substantive in-house experience in a fast-growing, founder-led or private equity-backed group.
- Exposure to the energy, commodities, agri-commodities, biofuels or broader sustainability sectors, particularly physical trading documentation.
- Prior involvement in an IPO on SGX, HKEX or another recognised exchange.
- Additional language capability relevant to the Group's operating markets.
4. KEY COMPETENCIES
- Commercial acumen — frames legal advice in terms of business impact, and offers workable alternatives rather than obstacles.
- Ownership — operates with a high degree of independence and drives matters to conclusion with minimal supervision.
- Judgement — distinguishes material risk from immaterial risk and escalates appropriately.
- Influence — communicates complex legal positions clearly and persuasively to non-legal stakeholders at all levels.
- Integrity — upholds the highest standards of professional and ethical conduct, including where this requires challenging the business.
