Corporate Counsel

Ramp Ramp · Fintech · New York, NY · Legal

Ramp is seeking a Corporate Counsel to build out a new function at the intersection of corporate governance, strategic transactions, and capital markets. This role will advise the executive team and Board of Directors on M&A, fundraising, cap table management, and entity governance for a high-growth fintech company.

What you'd actually do

  1. Serve as the primary legal advisor on corporate governance matters, including preparation for Board of Directors and committee meetings, corporate policies, committee charters, and governance best practices
  2. Lead or support mergers, acquisitions, investments, divestitures, and strategic partnerships end-to-end—from due diligence through negotiation, documentation, and closing
  3. Advise on equity and debt financings, including venture rounds, credit facilities, warehouse lines, and other capital markets transactions. Manage relationships with outside counsel on complex deal execution
  4. Own the legal aspects of cap table management, equity incentive plans, stock option and RSU programs, 409A valuations, and secondary transactions
  5. Counsel on executive compensation structures, employment agreements for senior hires, and equity award design in partnership with People and Finance teams

Skills

Required

  • J.D. from a top-tier law school and membership in good standing with at least one U.S. state bar
  • 8–12 years of corporate legal experience, with significant time at a leading law firm and meaningful in-house experience (preferably at a high-growth technology or financial services company)
  • Deep expertise in M&A, venture capital and private equity transactions, corporate governance, and securities law
  • Hands-on experience with cap table management, equity compensation programs, and complex capital structures
  • Experience advising boards of directors and working with C-suite executives on governance and strategic matters
  • Strong drafting and negotiation skills across a range of corporate transaction documents
  • The ability to operate independently with excellent judgment in a fast-paced, high-growth environment
  • A bias toward action—you move quickly, prioritize ruthlessly, and don't wait for permission to solve problems

Nice to have

  • Experience at a fintech, payments, or financial services company
  • Familiarity with SEC reporting, S-1 preparation, and public company readiness—a plus as Ramp continues to scale
  • Experience managing corporate insurance programs (D&O, E&O, cyber)
  • International corporate governance experience, including subsidiary management across multiple jurisdictions
  • Experience with debt facilities, warehouse lending, or structured finance

What the JD emphasized

  • 8–12 years of corporate legal experience
  • Deep expertise in M&A, venture capital and private equity transactions, corporate governance, and securities law
  • Hands-on experience with cap table management, equity compensation programs, and complex capital structures
  • Experience advising boards of directors and working with C-suite executives on governance and strategic matters