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Mariana Minerals is a software-first, vertically integrated minerals company focused on supplying critical minerals for modern energy, AI, and defense technologies. The company is reimagining the minerals supply chain through deep industry expertise combined with advanced software, automation, and data-driven decision-making.
The Commercial Counsel will join the legal team reporting to the General Counsel, focusing on M&A and commercial transactions in a hands-on, deal-focused role. This is a transactional attorney position embedded in an operational environment, working closely with the commercial team on acquisitions, joint ventures, strategic partnerships, and other transactions as the company grows its portfolio of mining and processing assets.
Key responsibilities include managing the legal execution of acquisitions, joint ventures, and strategic partnerships from term sheets through definitive agreements, signing, closing, and post-closing integration. The role involves overseeing legal due diligence and translating findings into practical deal structures and risk allocation recommendations. You will draft and negotiate long-term commercial agreements including offtake, supply, and royalty arrangements, as well as procurement contracts, providing broad commercial legal support across the business.
The position requires acting as a trusted business partner to corporate development, operations, engineering, and project teams to evaluate opportunities, identify risks early, and align deal terms with operational realities. Additional responsibilities include coordinating regulatory approvals for transactions, supporting corporate and project financings (including government funding programs), and designing scalable processes, playbooks, diligence checklists, and templates to drive efficiency and consistency across transactions.
The company culture emphasizes four principles: Everyone Gets Home Safe (never putting speed or cost ahead of people), Extreme Ownership (taking full responsibility for outcomes), Engineer Out Requirements then Automate (simplifying, optimizing, and automating for scale), and Share Your Legos (collaborating openly and empowering each other).
REQUIREMENTS:
- J.D. from an accredited law school and active bar membership in good standing
- 5+ years of experience as a transactional attorney with significant M&A, joint venture, or strategic transaction experience (law firm and/or in-house)
- Demonstrated experience drafting and negotiating purchase agreements, joint venture agreements, and ancillary transaction documents, and running legal due diligence
- Experience managing multiple deal workstreams and outside counsel through signing and closing
- Strong drafting, negotiation, and analytical skills with ability to translate complex legal issues into clear, practical guidance for non-legal stakeholders
- Ability to work independently, manage multiple competing priorities, and operate effectively in a fast-moving, resource-constrained environment with limited direction
- High degree of ownership and accountability; ability to see matters through from start to finish with low-ego and collaborative approach
PREFERRED QUALIFICATIONS:
- Experience in a fast-paced startup or similar organization
- M&A training at a leading law firm, ideally combined with in-house or corporate development experience
- Transaction experience in mining, metals, energy, natural resources, or infrastructure, including familiarity with mineral title, royalties, streaming, or offtake arrangements
- Experience with cross-border transactions and foreign investment regimes, including CFIUS
- Experience with project finance or government funding programs
- Experience building or improving processes from scratch, including by leveraging software and/or AI
