GENERAL COUNSEL

POSITION TITLE: GENERAL COUNSEL

DEPARTMENT: ADMINISTRATIVE SERVICES

OBJECTIVE: Serves as the chief in-house legal advisor to Bristol Bay Native Association (BBNA), providing timely, practical, independent legal counsel to the President and Chief Executive Officer, the Board of Directors acting in its governing capacity, BBNA departments and programs, and, when authorized and ethically permissible, member Tribal governments. Protects BBNA's legal interests, strengthens governance, supports lawful and effective executive decision-making, and helps identify, evaluate, and manage legal risk while advancing BBNA's mission and service to the Tribes and communities of the Bristol Bay region.

QUALIFICATIONS: Juris Doctor degree from an accredited law school and active membership in good standing with the Alaska Bar Association. Minimum of seven years of progressively responsible legal experience, preferably including experience in Federal Indian law, Tribal law, Alaska Native law, or representation of Tribal or Native organizations. The President and Chief Executive Officer, may waive the minimum experience requirement when a candidate's education, relevant legal experience, demonstrated competencies, judgment, and overall qualifications establish the ability and potential to successfully perform the essential duties of the position. Must have, or be able to develop, working knowledge of Tribal sovereignty and jurisdiction; self-determination contracting and compacting under Public Law 93-638; the Indian Child Welfare Act; nonprofit corporate governance; employment and personnel law; contracts and procurement; federal grants and awards; litigation, records and discovery; insurance and risk management; real property; and regulatory compliance. Must possess strong legal research, writing, contract drafting, negotiation, oral communication, and judgment skills and be able to explain complex legal matters clearly to non-lawyers. Must be able to identify conflicts of interest, privilege issues, and the proper distinction between legal counsel, compliance, investigative, management, and Board-governance roles. Commitment to strengthening Tribal governments and respect for the cultures, communities, and priorities of Bristol Bay are required. Familiarity with Bristol Bay is preferred. Must be willing to travel within and outside the region.

JOB RESULTS:

Achieves Program functions by

• Providing the President and Chief Executive Officer with accurate, timely, candid legal advice on day-to-day and strategic matters, including what the law requires, what is legally permissible, material risk, available options, recommended action, decision authority, and required follow-through; promptly identifying material legal exposure, deadlines, litigation, regulatory concerns, governance issues, and other matters that could materially affect BBNA.
• Serving as the primary legal reviewer of BBNA bylaws, Board policies, personnel policies, administrative and program policies, resolutions, delegations, charters, procedures, and other governance documents; identifying conflicts, gaps, outdated provisions, ambiguous authority, or inconsistency with law, funding requirements, or other controlling documents and recommending corrective language through the proper approval process.
• Advising on the respective authority of the Full Board, Executive Committee, Board committees and officers, the President and Chief Executive Officer, senior management, supervisors, staff, contractors, and other authorized decision-makers, while preserving the distinction between legal advice and decisions lawfully committed to management or the Board.
• Providing enterprise-wide legal support to BBNA departments and programs as assigned by the President and Chief Executive Officer. This includes identifying the legal framework, material risk, authority, compliance requirements, funding or contract implications, and need for specialized expertise without assuming operational management unless specifically delegated.
• Researching and analyzing emerging legal, regulatory, economic, programmatic, and organizational issues and, at the direction of the President and Chief Executive Officer, supporting proposals, grants, new programs, partnerships, business and economic-development concepts, infrastructure and facility projects, energy initiatives, intergovernmental arrangements, and other areas of development.
• Drafting, reviewing, negotiating, and interpreting contracts, grants, leases, purchase and sale agreements, construction and professional-service agreements, memoranda of agreement or understanding, data-sharing agreements, settlements, releases, and other legal instruments; advising on procurement, competition, sole-source and emergency procurement, conflicts, insurance, indemnity, funding conditions, required approvals, and contract administration.
• Advising the President and Chief Executive Officer, Human Resources, and authorized managers on employment law, personnel policy, hiring, discipline, separation, accommodation, leave, wage and hour matters, grievances, investigations, workplace conduct, confidentiality, conflicts, and other personnel matters while respecting management authority for personnel decisions.
• Providing legal assistance to member Tribal governments when authorized, funded, ethically permissible, and free from disqualifying conflicts, including matters involving Tribal governance, codes, courts, enrollment, jurisdiction, sovereignty, self-determination, federal programs, intergovernmental relations, and the Indian Child Welfare Act; clearly defining the client and scope of representation when providing such services.
• Providing legal advice on natural resources, subsistence, fisheries, land and resource management, Native allotments, trust and restricted lands, real estate, facilities, construction, transportation and infrastructure, rights-of-way, environmental and permitting matters, public safety, and related federal, state, Tribal, and local requirements affecting BBNA and the Bristol Bay region.
• Advising on federal and state grants, contracts, cooperative agreements, self-determination awards, funding restrictions, allowable costs, procurement, match requirements, program income, audit findings, corrective action, repayment demands, and closeout; coordinating with Finance, Program Planning and Development, department leadership, auditors, and specialized counsel on significant funding or compliance matters.
• Representing BBNA, when authorized and within professional competence, before courts, administrative agencies, and other tribunals, or managing outside counsel where specialized or independent representation is appropriate; managing claims, subpoenas, discovery, legal holds, investigations, insurance matters, administrative appeals, settlements, and dispute resolution and obtaining required authority before committing BBNA.
• Serving as Compliance Officer when required by current Board policy or formal designation, performing only the duties assigned by the controlling policy. Ensure qualifying written complaints are acknowledged, routed, investigated or referred, documented, and presented through the proper process; distinguish allegations from evidence, established and disputed facts, findings, legal conclusions, recommendations, and final decision authority; and follow required recusal, alternate-appointment, committee, and reporting procedures.
• Recommending, coordinating, and managing outside counsel when specialized expertise, independence, workload, litigation needs, or conflicts require it; establishing appropriate scope, cost controls, assignments, reporting expectations, invoice review, and accountability. Supervise attorneys, paralegals, legal assistants, or other legal personnel assigned to the legal function.
• Monitoring and analyzing legislation, regulations, court decisions, agency actions, and policy developments material to BBNA, member Tribes, or the Bristol Bay region as assigned by the President and Chief Executive Officer; reviewing advocacy, lobbying, public-comment, testimony, resolutions, and government-relations activities for legal authority, funding restrictions, and compliance without independently establishing BBNA policy positions.
• Maintaining disciplined legal files, calendaring, privilege controls, litigation holds, matter tracking, institutional records, and written legal analyses sufficient

Fulfills responsibility to the Board of Directors by

• Providing objective legal advice to the Board collectively on corporate governance, fiduciary duties, bylaws, Board policy, authority, resolutions, conflicts of interest, executive or closed-session matters, and other legal issues within the Board's governing role; responding to Board legal inquiries through channels authorized by Board policy, Board action, the Board Chairman, or the President and Chief Executive Officer.
• Attending Full Board, Executive Committee, and Board committee meetings when required through an authorized channel. At meetings, serve as legal adviser to the Board and Chairman on law, governing documents, authority, legal sufficiency, conflicts, and procedural questions without presiding over the meeting, controlling recognition or debate, disciplining Board members, or assuming authority assigned to the Chairman or Board.
• Reviewing proposed Board actions and resolutions for legal authority, consistency with governing documents, funding restrictions, and implementation consequences; clearly identifying when an action appears unlawful or outside the authority of the body considering it and providing the legal basis, material risk, and lawful alternatives.
• Clearly distinguishing legal requirements from policy, political, strategic, business, or operational judgment. The General Counsel may provide a strong legal recommendation but does not convert a lawful discretionary decision into a legal command or substitute counsel's preference for the decision of the authorized Board or management official.
• When acting as Compliance Officer before the Board or a committee, clearly identifying that role and presenting the matter through the process established by BBNA policy. The Compliance Officer role does not create general supervisory, parliamentary, disciplinary, or adjudicative authority over ordinary Board proceedings or management operations.
• Preserving the distinction between representation of BBNA as the organizational client and personal representation of individual Board members. Individual directors do not independently supervise the General Counsel and do not become personal clients merely because they receive legal advice in their official capacity.
• Recognizing that responsibilities to advise and assist the Board of Directors do not create a separate employment or supervisory reporting relationship. The General Counsel reports directly to and is supervised by the President and Chief Executive Officer for work assignments, priorities, performance, evaluation, administration, and personnel matters, consistent with BBNA governing documents, Board policy, applicable law, and the General Counsel's professional obligations as counsel to BBNA.

Meet requirements for travel in and out of region by

• Scheduling and carrying out well-planned travel as necessary to provide legal services, support member Tribes and BBNA programs, attend meetings and proceedings, participate in negotiations and training, and maintain effective communication with Tribal, regional, state, and federal entities.
  • Maintaining required continuing legal education, professional standing, and current knowledge of material developments in the areas of law relevant to BBNA and the Bristol Bay region.

Monitors and improves program and service quality by

• Accepting new and different legal assignments from the President and Chief Executive Officer, helping resolve cross-department and organization-wide issues, and supporting lawful, efficient, practical, and accountable operations.
• Providing practical legal education to the Board, management, supervisors, and staff when recurring legal issues can be reduced through training, clearer procedures, or better documentation.
• Working collaboratively with staff, Tribal governments, agencies, partners, auditors, insurers, consultants, and outside counsel while maintaining clear authority, confidentiality, and professional boundaries.
• Delivering legal advice that is accurate, supported by authority, proportionate to the issue, and timely enough to support the decision that must be made.

Protect program integrity and client privacy by

• Protecting attorney-client privilege, attorney work product, confidential personnel and program information, Tribal and client confidences, litigation and investigative materials, and other protected information during and after employment in accordance with BBNA policy and applicable professional duties.
• Maintaining professional independence and compliance with the Alaska Rules of Professional Conduct; identifying conflicts of interest, privilege risks, and situations in which BBNA, a Board member, employee, member Tribe, or other constituent may require separate counsel; and documenting the role being performed when acting as counsel, Compliance Officer, investigator, negotiator, or organizational representative.
• Using escalation outside the ordinary reporting line only when required or authorized by law, professional responsibility, BBNA governing documents, or Board policy, and never knowingly misstating legal authority, factual status, risk, or the scope of a legal requirement to obtain a preferred outcome.

Contributes to overall team effort by

• Welcoming new and different work requirements; exploring new opportunities to add value to the organization; helping others accomplish related job results as and where needed.

REPORTS TO: President & Chief Executive Officer

DUTY STATION: Dillingham, Alaska

STARTING WAGE: $62.00/hr ($120,900/yr) DOE

GRADE RANGE: 27

EMPLOYMENT TYPE: FULL-TIME

FLSA STATUS: EXEMPT

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