
Remote opportunity at
Red Cell PartnersSenior Counsel, Tax & Structuring
Red Cell Partners is an incubation firm that builds and invests in rapidly scalable technology companies focusing on healthcare, cyber, and national security. The firm is…
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About This Role
Red Cell Partners is an incubation firm that builds and invests in rapidly scalable technology companies focusing on healthcare, cyber, and national security. The firm is seeking a Senior Counsel for Tax and Structuring to identify and implement tax efficiencies across its funds, transactions, and portfolio companies. Operating with a high degree of autonomy, this role involves designing entity structures, evaluating purchase agreements, and collaborating closely with the General Counsel,…
Job Description
Red Cell Partners is an incubation firm that builds and invests in rapidly scalable technology companies focusing on healthcare, cyber, and national security. The firm is seeking a Senior Counsel for Tax and Structuring to identify and implement tax efficiencies across its funds, transactions, and portfolio companies. Operating with a high degree of autonomy, this role involves designing entity structures, evaluating purchase agreements, and collaborating closely with the General Counsel, corporate lawyers, finance personnel, and outside advisors.
The position requires someone capable of handling complex vehicle and deal structuring independently, advising on everything from early-stage formations to exit processes. Responsibilities span equity planning, venture financings, cross-border operations, and drafting internal leadership memos. Ideal candidates possess a strong background in law firms followed by in-house experience, combining technical precision with practical business judgment.
Employees enjoy comprehensive perks including fully employer-paid healthcare, parental leave, unlimited paid time off subject to approval, and retirement plan options. Red Cell Partners is an equal opportunity employer committed to a respectful and collaborative work culture.
Responsibilities
- Design and implement tax-efficient structures for funds, feeder vehicles, blockers, and new company incubations
- Evaluate and negotiate tax terms, representations, covenants, and indemnities within purchase and financing agreements
- Partner with internal finance teams, corporate attorneys, and outside tax advisors on daily operations and deal execution
- Manage venture financing tax mechanics including SAFEs, convertible notes, priced preferred rounds, and equity compensation
- Prepare internal tax memoranda for senior leadership regarding portfolio transactions and cross-border matters
Requirements
- Juris Doctor degree and active license to practice law in good standing within a U.S. jurisdiction
- Minimum of seven years of professional tax experience spanning fund, entity, and transaction structuring
- Direct background in the tax components of mergers and acquisitions, diligence, and post-closing obligations
- Familiarity with venture financing tax mechanics, QSBS planning, 83(b) elections, and profits interests
- Demonstrated ability to exercise independent judgment and make decisions under deal pressure
Qualifications
- Background supporting venture-backed or high-growth startup companies
- Master of Laws in Taxation or equivalent depth in partnership and corporate tax
- Experience handling fund formation, secondaries, continuation vehicles, and cross-border structuring
- Familiarity with artificial intelligence legal technology and other productivity applications
Core Skills
Benefits
- Annual base salary between USD 225,000 and 300,000
- 100 percent employer-paid comprehensive healthcare including medical, dental, and vision for employees and their families
- Fourteen weeks of paid maternity and paternity leave at normal pay rates
- Unlimited paid time off with management approval
- Access to optional 401(k), flexible spending accounts, equity incentives, mental health services, and GLP-1 solutions
Frequently Asked Questions
Answers are based only on the employer’s listing; where it doesn’t say, neither do we.
What is the salary range for the Senior Counsel, Tax & Structuring role?
The position offers an annual base salary between USD 225,000 and 300,000, determined by experience, skills, and other factors.
What are the core educational and licensing requirements?
Candidates must hold a J.D. degree and be currently licensed and in good standing to practice law in a U.S. jurisdiction.
What employee benefits are provided?
Benefits include 100% employer-paid medical, dental, and vision coverage, 14 weeks of paid parental leave, unlimited paid time off with approval, and optional 401(k) and equity incentives.
Who will this role report to?
The Senior Counsel reports directly to the General Counsel while collaborating closely with the Assistant General Counsel for Transactions and the internal finance team.
Sample Interview Questions
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