General Counsel

One Energy Enterprises Inc. (“One Energy”) believes it is one of the most innovative companies in the energy industry. Unlike traditional renewable energy developers and independent power producers, One Energy is a vertically integrated enterprise which develops, builds, owns, and operates on-site power solutions for large industrial customers outside the factory walls, but behind the customer’s meter. The company brings development, engineering, procurement, construction, operations, finance and analytics together under one roof with the goal of delivering better, faster, and safer energy solutions to its customers.

One Energy’s experienced, diverse leadership team builds and operates Megawatt-scale, mission-critical, high-voltage power systems to deliver cost-advantaged and renewable power to customers. As a “Utility 2.0” company, One Energy allows industrial customers to take back control of their power future by allowing them to make and use power where it is needed. One Energy is currently marketing the following four solutions to industrial customers:

1. Wind for Industry®: One Energy develops, constructs, and operates on-site, behind-the-meter, megawatt-scale wind power systems to deliver energy to world class industrial and manufacturing customers through long term, fixed-rate agreements.

2. Managed High Voltage (ManagedHV®): One Energy provides on-site, behind-the-meter, outside-the-plant, digital, high-voltage power infrastructure, which allows customers to interconnect at higher voltages, move power more efficiently, electrify their facilities, and incorporate renewables and other power solutions on-site.

3. Megawatt Hubs: One Energy designs, builds, and commissions fully digital substations and electric infrastructure, generally at targeted spec sites, that can satisfy the power needs of energy-intensive industries of the present and future, including electric fleet charging, cathode and anode manufacturing, hydrogen production, digital currency mining, mobile data centers and indoor farming. One Power designed, built, and commissioned the first fully digital substation in the U.S., demonstrating its innovative approach to meet the power needs of these energy-intensive industries.

4. Net Zero Projects: These integrated projects are designed to allow industrial facilities to target net-zero annualized energy consumption from the power grid by combining wind, solar, storage and other power technologies into a single integrated system to deliver energy to industrial and manufacturing customers through long term, fixed-rate agreements.

Learn more about One Energy at https://oneenergy.com/investors/, including its announcement on August 15, 2023 that it signed a business combination agreement to merge with TortoiseEcofin Acquisition Corp. III (Nasdaq: TRTL) to become One Power Company, a NYSE traded public company, upon closing.

1 | MAJOR DUTIES AND RESPONSIBILITIES:

One Energy is growing. We are searching for a hands-on and collaborative leader of the company’s legal department willing to help strategically position the company for continued innovation and growth. The General Counsel will ideally have public company, SEC and corporate governance experience, and will have the following primary duties and responsibilities:

· Strategy – As a member of the senior management team, the General Counsel needs to be a seasoned strategist comfortable in a leadership role that requires clear and effective communication skills, including engaging in candid, constructive conflict with the management team and providing guidance and advice to the Company’s Board and CEO.

· SEC Compliance/Corporate Governance – The General Counsel must build and support a culture of compliance and accuracy in all aspects of corporate governance and SEC and NYSE compliance matters. This includes engagement with the Company’s leadership team and CFO; development and implementation of internal controls and policies; management of Board matters (e.g., preparing materials for Board and committee meetings, and managing the Board minutes); and providing legal advice with respect to Section 16 reporting and compliance matters, 10-K, 10-Q, 8-K, and other SEC filings, earnings releases, investor and shareholder relations matters, securities offerings and financing transactions.

· Leadership of the Legal Department – Innovation is a hallmark of One Energy’s business ethos, and the General Counsel must be an out-of-the-box thinker willing to explore innovative solutions for an emerging company in an emerging market while at the same time leading the company’s more traditional legal efforts. This means that the General Counsel will be expected to manage multiple projects simultaneously and work both independently and as a highly effective member of the One Energy team.

2 | REQUIRED SKILLS:

• Juris Doctor from an accredited law school or equivalent experience

• 10+ years of experience in-house or in private practice handling a variety of public company securities, disclosure and general corporate/transactional matters

• Experience with SEC and NYSE reporting, disclosure and regulatory compliance matters

• Experience with corporate governance, including the preparation of corporate policies, board of directors minutes and consents and annual shareholder meeting materials

• Comprehensive understanding of transactional risk identification and risk assessment concepts

• Candor and the willingness to engage in open debate and constructive conflict with senior leadership team

• Practical and effective problem solving for unique legal issues with no established precedent

• Comfort drafting original contracts from blank paper

• Ability to develop and maintain relationships with specialized outside counsel to achieve legal objectives

• Not too proud to be a leader-doer and dig into basic legal roles when needed

• Consistent ethical conduct and personal credibility (PCAOB background check required)

• Strong problem solving, focus, and analytical skills

• Exceptional verbal, written, digital and visual communication skills and ability to work in a fast paced, unstructured environment

• Highest quality writing and documentation skills, including communicating complex legal issues to non-lawyers

• Understands and supports the safety culture of the organization

3 | THINGS THAT MAKE YOU UNIQUE

• Experience with investor relations

• Experience in the energy industry

• Experience with corporate finance transactions / secured debt transactions / project finance

4 | WORK LOCATION:

One Energy hires brilliant and exceptional people, and we expect (and empower) our team members to make good decisions for the company. That is why we are consistently named a top workplace by media outlets. We also hire individuals who want to work in the exciting and collaborative environment of our office. We believe there is no substitute for on-site engagement, and the General Counsel would be expected to be in Findlay, Ohio regularly. If the General Counsel needed or wanted to occasionally work from home (or Australia), we trust them to evaluate the decision and to act accordingly. If life circumstances shift down the road and you require additional flexibility, we are generally flexible. That said, if you are already counting the days you plan to be at home each week, then One Energy is not the right place for you. The home office for this position can be Findlay, Ohio or a relevant business hub (e.g., New York City).

COMPANY DESCRIPTION:

One Energy Enterprises Inc. (“One Energy”) believes it is one of the most innovative companies in the energy industry. Unlike traditional renewable energy developers and independent power producers, One Energy is a vertically integrated enterprise which develops, builds, owns, and operates on-site power solutions for large industrial customers outside the factory walls, but behind the customer’s meter. The company brings development, engineering, procurement, construction, operations, finance and analytics together under one roof with the goal of delivering better, faster, and safer energy solutions to its customers.

One Energy’s experienced, diverse leadership team builds and operates Megawatt-scale, mission-critical, high-voltage power systems to deliver cost-advantaged and renewable power to customers. As a “Utility 2.0” company, One Energy allows industrial customers to take back control of their power future by allowing them to make and use power where it is needed. One Energy is currently marketing the following four solutions to industrial customers:

1. Wind for Industry®: One Energy develops, constructs, and operates on-site, behind-the-meter, megawatt-scale wind power systems to deliver energy to world class industrial and manufacturing customers through long term, fixed-rate agreements.

2. Managed High Voltage (ManagedHV®): One Energy provides on-site, behind-the-meter, outside-the-plant, digital, high-voltage power infrastructure, which allows customers to interconnect at higher voltages, move power more efficiently, electrify their facilities, and incorporate renewables and other power solutions on-site.

3. Megawatt Hubs: One Energy designs, builds, and commissions fully digital substations and electric infrastructure, generally at targeted spec sites, that can satisfy the power needs of energy-intensive industries of the present and future, including electric fleet charging, cathode and anode manufacturing, hydrogen production, digital currency mining, mobile data centers and indoor farming. One Power designed, built, and commissioned the first fully digital substation in the U.S., demonstrating its innovative approach to meet the power needs of these energy-intensive industries.

4. Net Zero Projects: These integrated projects are designed to allow industrial facilities to target net-zero annualized energy consumption from the power grid by combining wind, solar, storage and other power technologies into a single integrated system to deliver energy to industrial and manufacturing customers through long term, fixed-rate agreements.

Learn more about One Energy at https://oneenergy.com/investors/, including its announcement on August 15, 2023 that it signed a business combination agreement to merge with TortoiseEcofin Acquisition Corp. III (Nasdaq: TRTL) to become One Power Company, a NYSE traded public company, upon closing.