General Counsel-Dual Jurisdiction Governance & International Contracts

The General Counsel will lead the organization’s legal, governance, and compliance agenda across two jurisdictions: (i) the representations offices African jurisdictions (including in Cote d’Ivoire during the seed stage) and (ii) the Foundation (governed under Swiss law), in close coordination with external counsels. The role will also oversee international partner agreements signed either by both entities, ensuring consistency of risk allocation, governance standards, and contractual obligations across the group. 

1) Secretary of the board 

• Support the Chairperson and Board Committees in planning meetings, maintaining governance frameworks, and facilitating effective decision-making. 

• Coordinate the governance of the Foundation, including preparation and review of governance documents and decision-making processes with Swiss external counsel. 

• Maintain a governance calendar (Board/committee cycles, filings, renewals, approvals) across both entities. 

• Ensure decision-making is properly documented and auditable (minutes, resolutions, approvals), and that governance practices are aligned with international best practices. 
• Ensure meetings and operation are conducted in compliance with antitrust laws. 

2) International contracting & partner agreements 

• Lead the drafting/review/negotiation and lifecycle management of key agreements with international partners, including agreements signed by the Foundation (e.g., international partnerships, donor/funder arrangements, group-level initiatives). 

• Coordinate with local lawyers drafting and negotiating employment contracts 

• Create a consistent “contract standard” across entities: templates, clause library, risk positions, approval thresholds. 

• Ensure appropriate provisions on liability, audit rights, sanctions/AML, anticorruption, confidentiality, IP, data protection, termination, dispute resolution, and governing law. 

• Maintain a single contract repository and obligation tracking, with clear ownership for deliverables and reporting requirements. 

3) Interface with external counsel (Swiss and international) 

• Ensure compliance with competition/antitrust requirements, in coordination with external antitrust counsel, including implementation of related policies, controls and guidance. 

• Select, brief, and manage counsel (and other international/local counsel as needed), ensuring quality, coherence and cost control. 

• Translate legal advice into clear, actionable guidance for leadership and non-lawyer teams. 

• Proactively surface issues requiring Board-level decisions or cross-entity alignment. 

4) Compliance & risk management  

• Implement a proportionate compliance program (anticorruption, conflicts of interest, gifts & hospitality, whistleblowing, third-party due diligence). 

• Support enterprise risk management, including reputational and partnership risk tied to international agreements. 

• Provide legal/regulatory monitoring relevant to the organization’s activities (local and international as needed). 

• Advise on the creation of a responsible framework that it is compliant with key applicable laws (including environmental and human rights due diligence rules) affecting the cocoa supply chain. 

• Advise on impact of EU CSDDD developments, EUDR implementation and more largely supply-chain traceability requirements on the Foundation’s activities. 

5.) Employment & operational legal support 

• Support HR matters in coordination with CFO: employment/consulting agreements, internal policies, sensitive employee issues. 

• Provide legal support to procurement processes and internal controls. 

• Support data protection practices and agreements when handling partner/beneficiary/supplier data. 

• Minimum of 10 years of legal experience (law firm and/or in-house), with strong exposure to governance and complex international contracting. 

• Demonstrated ability to operate across jurisdictions. 

• Comfort working with and through external counsel on matters outside the candidate’s home jurisdiction (e.g., Swiss law), with strong coordination and project-management skills. 

• Experience advising multi-stakeholder initiatives, managing competition-law sensitive collaborations. 

• Excellent negotiation and drafting skills. 

• High integrity, discretion, sound judgment, and ability to work with senior stakeholders (Executive Director, President/Chair, Board). 

• Experience with Swiss not-for-profit entities, foundations, associations, or comparable governance structures is strongly preferred. 

• Experience on commodities’ supply chain is a plus. 

• Proficiency in French is a plus.