Sr. Tax Counsel

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The Sr. Tax Counsel is responsible for providing legal and strategic tax advice to support U.S. operations, corporate transactions, tax compliance, reporting, and risk management activities. Serving as a trusted advisor to U.S. business leaders and cross-functional teams including Legal, Finance, Accounting, Treasury, Corporate Tax, and business development stakeholders. They will also translate complex tax matters into clear, practical, business-oriented guidance while maintaining strong governance and compliance standards.

Key Responsibilities

U.S. Tax Advisory and Legal Support

• Provide legal advice on U.S. federal, state, and local tax matters affecting the company’s U.S. operations.
• Analyze tax implications of business decisions, corporate initiatives, restructurings, financing arrangements, and commercial transactions.
• Advise internal stakeholders on tax risks, opportunities, and compliance obligations associated with ongoing and new business activities.
• Support the interpretation and application of tax laws, regulations, administrative guidance, and relevant case law.
• Partner with Finance, Accounting, Legal, Treasury, and business teams to ensure tax considerations are incorporated into decision-making processes.

Transactional Tax, M&A, and Business Development Support

• Provide tax advice and legal support for mergers, acquisitions, divestitures, joint ventures, asset transactions, corporate reorganizations, and strategic transactions.
• Support tax due diligence processes, including identification of tax exposures, tax attributes, historical compliance, and potential transaction risks.
• Review, draft, and negotiate tax-related provisions in transaction documents, including tax indemnities, representations, warranties, covenants, and closing deliverables.
• Coordinate with Legal, Finance, Corporate Development, and business teams to evaluate transaction structures and after-tax economics.
• Work with external counsel and tax advisors to obtain specialized advice, opinions, and technical support when required.

Corporate Structuring and Tax Planning

• Advise on tax-efficient corporate, legal entity, and financing structures for U.S. operations and investments.
• Support development and implementation of U.S. tax planning strategies aligned with business objectives and global tax policies.
• Analyze tax impact of internal debt, equity funding, repatriation, cash movements, and intercompany arrangements.
• Identify opportunities to optimize the company’s tax position while maintaining compliance with applicable laws and internal governance standards.
• Monitor proposed and enacted tax legislation and assess potential impacts on the company’s business, operations, and tax profile.

International Tax and Cross-Border Matters

• Provide advice on U.S. international tax matters, including inbound and outbound structures, withholding tax, foreign tax credits, Subpart F, GILTI, BEAT, FDII, treaty analysis, and cross-border financing.
• Support legal and tax analysis related to intercompany transactions, foreign operations, and international investments.
• Collaborate with global tax teams to align U.S. tax advice with broader corporate tax strategy.
• Advise on tax implications of cross-border employee, service, royalty, financing, and asset arrangements.
• Support international tax reporting and documentation requirements as needed.

Transfer Pricing

• Provide legal support for transfer pricing policies, intercompany agreements, and documentation requirements.
• Work with Corporate Tax, Finance, and external advisors to assess transfer pricing risks and support compliance with U.S. and international requirements.
• Review and advise on intercompany service arrangements, cost-sharing, management fees, intellectual property arrangements, financing transactions, and other related-party dealings.
• Support transfer pricing audits, information requests, and controversy matters.

Tax Compliance, Reporting, and Provision Support

• Support internal teams and external advisors in connection with federal, state, local, and withholding tax filings.
• Provide legal review and technical support for uncertain tax positions, tax reserves, and income tax accounting matters.
• Assist with tax provision processes, including quarterly and annual tax reporting, tax disclosures, and related documentation.
• Support development and maintenance of documentation for tax positions, including technical memoranda and legal analyses.
• Partner with Accounting and Finance to ensure tax positions are properly analyzed, documented, and reflected in financial reporting.

Tax Controversy, Audits, and Risk Management

• Manage and support federal, state, and local tax audits, inquiries, notices, and disputes.
• Develop audit defense strategies and coordinate responses to tax authority information requests.
• Work with external counsel, advisors, and internal stakeholders to resolve tax controversies efficiently and appropriately.
• Assess tax risks and recommend mitigation strategies.
• Maintain strong documentation and governance practices to support the company’s tax positions.

Indirect Tax, Property Tax, and Other U.S. Tax Matters

• Provide legal and technical support on sales and use tax, property tax, excise tax, gross receipts tax, and other indirect tax matters as needed.
• Advise stakeholders on tax clauses in commercial contracts, procurement agreements, service agreements, and business arrangements.
• Coordinate with external advisors and internal teams to address state and local tax matters.
• Support special projects involving incentives, exemptions, credits, abatements, or other tax-related opportunities.

Contract Review and Commercial Support

• Review tax-related provisions in customer, vendor, supplier, EPC, service, procurement, financing, and commercial agreements.
• Advise business and legal teams on withholding tax, gross-up clauses, tax indemnities, invoicing requirements, permanent establishment risks, and indirect tax considerations.
• Provide practical recommendations to reduce tax risk while supporting business objectives.
• Collaborate with Legal and Procurement teams to standardize tax language and improve contract governance.

External Advisor Management and Internal Collaboration

• Manage and coordinate external tax counsel, accounting firms, and other advisors to ensure high-quality, cost-effective support.
• Serve as a trusted tax legal advisor to business leaders, corporate functions, and project teams.
• Prepare and present tax analysis, recommendations, and updates to senior stakeholders.
• Translate complex tax concepts into clear business terms for non-tax audiences.
• Promote collaboration across Legal, Tax, Finance, Accounting, Treasury, HR, and business teams.

Required Qualifications

• Juris Doctor degree from an accredited U.S. law school.
• Active membership in good standing with at least one U.S. State Bar.
• At least 5 years of relevant tax experience, preferably with a combination of law firm, Big Four, and in-house corporate tax experience.
• Strong knowledge of U.S. federal corporate income tax law.
• Experience with U.S. state and local tax matters.
• Experience advising on M&A, joint ventures, corporate reorganizations, financing structures, and commercial transactions.
• Strong understanding of international tax principles and cross-border tax planning.
• Experience with tax controversy, audits, and tax authority interactions.
• Ability to review, draft, and negotiate tax provisions in legal agreements.
• Strong analytical, legal research, and technical writing skills.
• Excellent verbal and written communication skills.
• Ability to manage multiple priorities, work independently, and provide timely advice in a fast-paced business environment.
• Must be authorized to work in the United States.

Preferred Qualifications

• LL.M. in Taxation strongly preferred.
• CPA license or prior accounting background is a plus, but not required if the candidate has strong legal tax experience.
• Experience in the energy, oil and gas, renewables, infrastructure, industrial, or capital-intensive sectors.
• Experience with tax credits, incentives, cost segregation, property tax, and energy-related tax matters.
• Familiarity with ASC 740, FIN 48, and tax provision processes.
• Experience with SAP, OneSource, Checkpoint, Bloomberg Tax, BNA, or similar tax research and compliance tools.
• Experience managing outside counsel and external tax advisors.
• Prior experience working with global or multinational corporate structures.
• Spanish language skills are a plus, particularly for coordination with corporate teams and cross-border stakeholders.

Repsol is an Equal Opportunity Employer M/F/Disability/Veteran

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