Description:
The Senior Counsel, Securities and Corporate Governance provides legal support for SEC and NYSE compliance and disclosure obligations, board and committee meetings, periodic reporting, corporate governance, executive compensation and benefits, corporate finance, general corporate law, subsidiary management, and related matters to be assigned from time to time.Key Responsibilities:
- SEC filings and compliance, including Forms 10-K, 10-Q, 8-K, 3 and 4, among others, and special filings
- Drafting significant portions of the proxy statement, including disclosures on corporate governance, executive compensation and shareholder proposals
- Corporate Governance, including Board and Board committee material materials, annual responsibility calendars and charter adherence
- Regulation FD compliance
- NYSE filings and compliance
- Training and maintenance relating to key areas of responsibility
- Routine and special advice to key clients in the Finance and Executive Compensation organizations
- Support for corporate finance transactions and executive compensation initiatives
- Board of Directors and annual stockholders meeting preparation and support, including assistance with related investor outreach; support director and executive compensation matters presented to Committees of the Board
- Preparing corporate vendor agreements; assisting with various executive employment and compensation agreements
- Outside counsel management
- Developing and maintaining in-depth knowledge of A Leading Global Provider of Digital Commerce Solutions procedures, processes, and policies
- Managing subsidiary compliance and corporate governance paralegal functions
Qualifications:
- JD from an accredited university with a minimum of five years of relevant legal experience, preferably in the technology sector, with strong general business law knowledge
- Excellent law firm training and substantial practice experience representing a variety of corporations and other business entities on the full range of disclosure, governance and related issues
- Excellent written and oral communication skills, with ability to think outside the box and make complex challenges appear simple
- Ability to instill confidence and interact with colleagues at all levels in a positive and professional matter aligned with A Leading Global Provider of Digital Commerce Solutions culture
- Ability to work under deadlines in complex situations and outside normal working hours with minimal supervision; self-sufficient, independent, and willing to accept significant responsibility
- Strong judgment for appropriate risk management; highest level of integrity and business ethics
- High proficiency in Word, PowerPoint and Excel
- Prior experience in a corporate law department is preferred, but not mandatory