Legal Counsel

Job Description – Senior Legal Counsel / General Counsel

Location: New Delhi

Reporting to: CEO

Overview

Wadhwani AI Global (WAIG) is seeking a seasoned legal professional to serve as in-house counsel. This role will ensure compliance across our unique multi-entity structure — a US 501(c)(3), an Indian Private Limited company, and an Indian FCRA-registered non-profit — while supporting global expansion into Africa, Southeast Asia, and Latin America.

The counsel will act as the single point of accountability for governance, labor law compliance, contracts, tax structuring, intellectual property, and donor/government obligations. They will also coordinate external firms in specialized areas (tax, litigation, data protection, international employment) and design WAIG's overall legal risk management framework.

This is a strategic and hands-on role — part architect, part operator.

Key Responsibilities

1. Entity Governance & Compliance

Ensure compliance for US 501(c)(3), Indian Private Limited, and Indian FCRA non-profit entities.

Structure/document inter-entity relationships (service agreements, cost-sharing arrangements, MoUs).

Support board governance, bylaws, filings, resolutions, and annual returns.

Draft and enforce charters, conflict of interest, whistleblower, and anti-harassment (POSH) policies.

Coordinate with donors/board on required legal opinions or certifications.

Oversee shareholder agreements, ESOP plans, and investor rights for India Pvt Ltd.

1. Employment & Global Hiring

Guide employment structures in India, US, and international markets (employees vs. contractors vs. EOR solutions).

Draft and review contracts for employees, consultants, and contractors across jurisdictions.

Ensure compliance with local labor laws, benefits, and dispute mechanisms.

Advise on entity setup vs. branch vs. EOR for new country expansion.

Provide immigration and mobility guidance (visas, work permits, tax residency issues for global staff/fellows).

1. Contracts & Partnerships

Draft and negotiate a wide range of agreements:

Donor agreements (USAID, BMGF, multilaterals).

Government contracts and consortium agreements.

Subcontractor, vendor, and service contracts.

Licensing, technology transfer, and IP assignment agreements.

Standardized commercial contract templates (MSAs, T&Cs).

Non-financial MoUs with external partners.

Build a contracting playbook balancing compliance with speed of execution.

1. Tax & Finance

Advise on US and Indian tax implications of inter-entity flows.

Ensure compliance with GST/VAT, withholding tax, and transfer pricing rules.

Structure fund flows to meet donor requirements and survive audits.

Anticipate risks of tax-exempt vs. for-profit structures (501(c)(3), FCRA).

Advise on double taxation avoidance agreements (DTAAs).

Oversee banking and cross-border payments (FCRA restrictions, FX management, OFAC/FATF compliance).

Support innovative financing structures (recoverable grants, impact bonds, blended finance, guarantees).

1. Intellectual Property & AI Risks

Protect WAIG's IP portfolio (AI models, software, trademarks, content).

Draft/manage IP assignment in donor and partner collaborations.

Balance open-source and proprietary licensing frameworks.

Embed responsible AI clauses (bias, explainability, liability) in contracts.

Negotiate IP carve-outs and revenue-sharing frameworks in donor/government contracts.

Flag export control or dual-use restrictions for AI technologies.

1. Data, Privacy & Security

Ensure compliance with GDPR, India's DPDP Act, HIPAA (for health), and other data privacy laws.

Draft data-sharing, cross-border transfer, and processing agreements.

Create policies on document retention, e-discovery, and cyber liability.

Conduct staff training on data protection and security obligations.

1. Litigation & Dispute Resolution

Represent WAIG in disputes or manage external counsel.

Prepare playbooks for dispute resolution (mediation, arbitration in Singapore/London, litigation).

Anticipate risks in donor/government contracts and partner agreements.

1. Donor & Procurement Compliance

Build donor compliance checklists (audit clauses, indemnities, governing law).

Ensure WAIG contracts align with donor procurement rules (USAID, World Bank, BMGF, etc.).

Advise on anti-money laundering (AML), anti-terror financing, and export control compliance.

Ensure WAIG maintains policies aligned with donor ethics and audit frameworks.

1. External Counsel Management

Identify, retain, and manage specialized law firms (tax, IP, employment, international).

Act as WAIG's representative in all external legal matters.

Negotiate and manage legal spend efficiently.

1. Risk Management, Insurance & Crisis Planning

Structure and manage D&O, professional indemnity, and cyber liability insurance.

Maintain a proactive organizational risk register and mitigation strategy.

Build compliance calendars (FCRA renewals, IRS 990s, MCA filings, labor filings, donor reporting).

Conduct staff training on anti-bribery, contract basics, POSH, and whistleblower frameworks.

Design contingency plans for scenarios like FCRA suspension or donor audits, ensuring continuity of operations.

1. Real Estate & Vendor Risk

Oversee office leases and property agreements in India and international markets.

Set frameworks for vendor due diligence (cloud providers, SaaS, data vendors) including liability caps, data protection, and security requirements.

Ideal Profile

10-15 years of post-qualification experience with a mix of top-tier law firm and in-house roles.

Law degree from a top Indian or US university.

Background in corporate law, NGO/FCRA compliance, and cross-border structuring.

Company Secretary (CS) qualification strongly preferred.

Experience in international hiring frameworks (Africa, SE Asia, LatAm).

Familiarity with donor contracting (USAID, BMGF, World Bank, multilaterals).

Strong understanding of AI/IP ownership and liability frameworks.

Ability to draft contracts in clear, business-friendly English.

Gravitas to represent WAIG with governments and donors, but hands-on in execution.

Demonstrated ability to balance compliance with innovation speed in fast-moving environments.