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

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Counsel Jobs > Corporate Counsel - Securities And M&a Job in North Carolina > Corporate Counsel - Securities And M&a

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Corporate Counsel - Securities And M&a

Refer job# INBV153954

Corporate Counsel - Securities and M&A Duties: Leading all areas of corporate compliance, including Securities Act and Exchange Act matters. Preparing and reviewing SEC filings, including registration statements, Forms 10-K, 10-Q and 8-K, proxy statements, including shareholder proposals and proxy solicitation, and Section 16 reporting, including Forms 3, 4 and 5. Developing, refining and maintaining policies and procedures to ensure compliance with SEC and other securities-related regulatory requirements applicable to publicly-traded companies, including the Sarbanes-Oxley Act, Dodd-Frank Act, NASDAQ listing standards, Regulation FD and insider trading. Advising on corporate governance, executive compensation and various other related matters (such as transfer agent and equity plan administration), as well as developing, adopting, managing and refining applicable corporate governance policies and procedures. Keeping abreast, and advising on potential impact, of new and proposed securities law and corporate governance developments, market trends and best practices in the markets we operate to ensure continued compliance. Supporting the corporate secretarial function, including preparation of notices, agendas and materials for board of directors and committee meetings, including board minutes, resolutions and actions, managing the board and committees calendars, agendas and meeting cadence, and leading preparation for annual meeting of shareholders. Advising on ISS, Glass Lewis and other proxy advisory service positions and corporate responses. Advising on investor relations matters, including review of and collaboration on earnings announcements, earnings scripts, press releases, investor presentations, investor communications, internal communications and other materials (including preparation of appropriate securities disclosure as necessary). Leading the Legal Department's activities on, and manage outside counsel with respect to, all capital markets and other strategic transactions, including M&A and corporate financing transactions and related workstreams. Developing and delivering employee trainings on securities law and related matters, such as insider trading and Regulation FD, and M&A and strategic transaction best practices. Establishing appropriate policies, processes, and systems in areas of coverage that enable the company to grow and scale effectively. Having primary Legal Department responsibility for the Finance Department's day-to-day business needs, including drafting and negotiating a variety of complex commercial agreements on an as-needed basis. Providing advice and counsel to business team leaders on all legal matters affecting areas of coverage, in consultation with other members of the Legal Department and outside counsel as necessary. Building close relationships with personnel at supported business operations and obtaining and maintaining a strong knowledge of the company's products and the objectives of those operations. Leading or assisting the Legal Department's efforts in the preparation, implementation and refinement of forms, processes and procedures relevant to areas of corporate coverage. Providing substantive support to other members of the Legal Department as needed. Performing other special assignments, strategic projects or duties as needed. Qualifications: Undergraduate degree and law degree required. 6+ years of relevant experience, including training at a leading national law firm as a general corporate, securities, corporate governance or M&A attorney and significant time spent in-house, ideally at a public SaaS or other public technology company. Broad and deep expertise in corporate and U.S. securities laws, corporate governance and board governance matters, including best practices. Strong experience with coordination and timely and continuous filing of disclosure documentation with the SEC and NASDAQ. Familiarity with public company accounting, tax and finance processes, terminology, systems and issues, including a basic knowledge of financial statements, GAAP accounting and tax matters preferred. Must be admitted, registered, active and in good standing with a state bar.

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