In House Counsel

JOB DESCRIPTION

In-House Counsel

Department

Legal

Reports To

Chief Executive Officer

Location

Remote with travel as needed

FLSA Status

Exempt

Position Summary

Critical Materials Group (CMG) is a fast-growing, ATF- and ITAR-regulated critical materials and energetics company that recently completed its first acquisition and continues to scale government and commercial contracts across multiple sites. The In-House Counsel will be CMG's first dedicated in-house lawyer, reporting directly to the CEO, and will build and own the company's core legal function — commercial contracts, regulatory and export-control compliance, employment law support, and transactional/M&A support — as CMG continues to grow.

Key Responsibilities

• Serve as CMG's first in-house lawyer, building the legal function from the ground up and acting as primary legal advisor to the CEO and executive team.

• Draft, review, and negotiate commercial contracts (customer, vendor, supplier, NDA, and teaming agreements) across CMG's manufacturing, government, and commercial business lines.

• Advise on regulatory compliance specific to CMG's operating environment, including ATF explosives licensing/possessor requirements and ITAR/export control matters, partnering closely with Compliance and Safety leadership.

• Support CMG's government contracts work, including compliance with applicable federal procurement regulations across the company's military and law-enforcement-facing programs.

• Provide legal support for corporate transactions, including M&A due diligence and integration, entity formation, and corporate governance matters.

• Partner with the Head of People and HR on employment law matters: policy review, employee relations issues, background-check/screening programs, and multi-state employment compliance as CMG scales across Texas and Colorado.

• Manage outside counsel relationships and legal spend for specialty areas (IP, litigation, export control) that fall outside in-house expertise.

• Advise leadership on risk management, insurance, and liability issues appropriate to CMG's manufacturing and explosives operations.

• Maintain CMG's contract management and corporate recordkeeping systems as the company scales.

Qualifications

Required

• J.D. from an accredited law school and an active license to practice law (Texas bar admission, or the ability to obtain Texas in-house counsel registration promptly).

• 7+ years of legal experience, including significant in-house or law firm experience in commercial contracts and corporate law.

• Experience supporting government contracts and familiarity with applicable federal procurement requirements.

• Comfort operating as a “department of one” in a fast-moving startup/manufacturing environment, with significant autonomy and broad scope.

• Strong judgment on when to handle matters internally versus engage outside counsel.

Preferred

• Direct experience with ITAR/export control and/or ATF-regulated environments.

• Experience in defense, aerospace, energetics, or industrial manufacturing sectors.

• Demonstrated experience supporting M&A transactions (due diligence, integration).

• Employment law experience, or comfort partnering closely with HR on employee relations matters.

• Ability to obtain and maintain any clearances or authorizations required given CMG's ATF/ITAR regulatory context.

Working Conditions & Physical Demands

Primarily on-site office environment at CMG's Ballinger, TX headquarters, with periodic travel to CMG's other sites for diligence, compliance, or business needs. Standard office physical demands (extended computer use, occasional site visits that may require compliance with site safety protocols and personal protective equipment (PPE)).

Compensation & Growth

Competitive base salary plus equity, commensurate with experience, reflecting this role's scope as a first-of-function legal hire building CMG's legal department from the ground up.

[Insert final compensation range pending comp review with Dmitri/CEO.]

This job description reflects the general nature and level of work performed and is not intended to be an exhaustive list of all responsibilities, duties, and skills required. Critical Materials Group reserves the right to amend this description at any time.