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Melinda Burrows
Deputy General Counsel
- Litigation and
Compliance, Progress
Energy Service Company
LLC

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Counsel Jobs > Vp, Associate General Counsel & Corporate Secretary Job in North Carolina > Vp, Associate General Counsel & Corporate Secretary

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Vp, Associate General Counsel & Corporate Secretary

Refer job# PWZA146441

VP, Associate General Counsel & Corporate Secretary Duties: Ensuring compliance with legal requirements in the U.S. and abroad pertaining to all of regulatory obligations under the 33 Act, 34 Act and NYSE Listing Standards, including: Preparing and filing of required forms under the 33 Act and 34 Act including Form 10-Ks, 10-Qs, 8-Ks, proxy statements, registration statements and Section 16 reports; Monitoring and counseling on U.S. securities and governance laws, rules, and trends; Ensuring compliance with the rules and regulations of the NYSE; Managing and overseeing stock transfer and dividend matters; Leading Disclosure Committee and ensuring proper disclosure controls and procedures; and Managing insider trading compliance program. Preparing a managing annual meeting of shareholders, including managing shareholder proposals. Supporting the Board of Directors in matters of corporate governance, including: Drafting and maintaining minutes for all Board and committee meetings; Preparing and maintaining Board and committee materials and documents; Preparing, maintaining, and ensuring compliance with key governance policies; Maintaining relations and addressing matters raised by proxy advisors; Acting as coordinating management member for all meetings and actions of the Nominating & Corporate Governance Committee; Advising on key corporate governance matters; and Developing and contributing to Director orientation and training programs. Managing transfer agent relationship. Leading on corporate finance and capital markets transactions. Supporting acquisition, divestiture, and other strategic activities. With the support of the Corporate Paralegal, leading on global subsidiary management, including familiarity with Blueprint or a similar legal entity management system. Providing legal support for executive compensation and equity compensation programs, working closely with the Compensation Committee, HR function, and Associate General Counsel, Labor & Employment. Providing general legal support for the corporate office, including investor relations, procurement, IT, and treasury functions. Providing legal advice to the Company s directors, executive management team, and other key personnel on a broad range of securities law, corporate governance, and overall risk management topics; identifying areas of risk, driving continuous improvement, and implementing best practices. Cost-effectively managing external resources. Managing and developing the corporate paralegal. Performing other duties and responsibilities as assigned. Qualifications: JD Degree from an accredited U.S. law school, with strong academic credentials. Active admission in good standing of the Bar in at least one U.S. jurisdiction. 12+ years of relevant, progressive experience as a practicing lawyer with a deep and practical understanding of U.S. securities and corporate governance laws, regulations, capital markets, executive compensation, trends, and best practices. Combination of in-house (preferred) and law firm (required) experience. Expert level of knowledge in U.S. securities and corporate governance laws, rules, regulations, trends, and best practices. Unquestioned integrity and excellent judgment. Natural leader with executive presence, motivates and inspires; able to build followership and credibility at all levels of the organization. Action-oriented problem-solver with an ability to provide solutions (or paths to resolution) on complex matters. Strong business acumen, able to effectively and appropriately balance legal and business considerations in line with Standards of Conduct. Able to work effectively and thrive in a fast-paced, lean environment; calm under pressure. Team player with strong collaborative orientation. Process-oriented; able to develop relevant, practical policies and processes to implement best practices, mitigate risk, and drive results. Exceptional verbal and written communication skills, able to convey complicated information in an understandable and engaging way. Culturally savvy and able to operate successfully in a global environment. Adaptable and willing to flex to help with matters outside of precise job description.

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