Associate General Counsel - Corporate Governance The candidate will perform reviews of Board and Committee materials and ensure compliance with Board mandates for substantive and formatting requirements for materials. Will assist with Board and Committee Self Assessments, including preparation of surveys and discussion points, and track, coordinate and address action steps identified as part of the self-assessments. Assist with tracking of and coordinating responses to issues identified by Board members at Board and Committee meetings. Provide support and guidance to Board Committee coordinators for compliance with Board requirements for materials and presentations and other Committee meeting requirements. Assist with coordination of Board training and education program. Attend Committee meetings and prepare minutes. Prepare drafts of Talking Points, Resolutions and other meeting-related materials. Review and Update Committee Charters. Participate in investor dialogue. Participate in the drafting and review of firms ESG reporting and disclosures.
The candidate should have a J.D and 10+ years of professional experience and licensed to practice in the US. Must have experience with legal issues specific to Corporate Governance, Delaware General Corporate Law, and governance requirements of bank regulators (OCC, FRB, FDIC, etc.). Experience drafting and reviewing minutes, resolutions and Board and Committee meeting materials is required. Must have experience performing substantive reviews of Board and Committee materials and conforming materials to stated guidelines and requirements. Experience with Board and Committee Self Assessment processes is needed. Experience with subsidiary governance matters is required. Must have experience working with confidential and sensitive matters. Keen understanding of emerging legal trends and risks, including developing areas of Corporate Governance is needed. Must have securities Law knowledge and experience, including drafting of Proxy Statements, Forms 8-K, Section 16 filings, no action letters, management comments. Experience with stock exchange listing requirements and filings is required.
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