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Melinda Burrows
Deputy General Counsel
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Energy Service Company

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Washington District of Columbia United States

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Corporate Counsel, Securities & Finance
Refer job# IAPY158286
Corporate Counsel, Securities & Finance The candidate will be reporting and monitoring, corporate governance matters, executive compensation disclosure and monitoring, securities aspects of M&A activity, global securities compliance and other corporate, securities and related regulatory lawyers throughout the organization. Counseling the board of directors and top business management at all levels in the organization on the federal and state securities laws and disclosure issues, state corporate laws and the Sarbanes-Oxley Act of 2002 and SEC implementing regulations. Preparing/reviewing the company's Exchange Act reports (i.e. 10-K, 10-Q, 8-K, Proxy Statement) and Securities Act registration statements. Assist in preparing for board of directors' and board of directors committee meetings, including preparation of meeting materials and drafting board minutes. Helping to maintain and strengthen the company's disclosure controls and procedures and internal control over financial reporting. Staying abreast of emerging trends and developments in securities law, corporate law and governance, and coordinating internal and external resources to provide education and training. Coordinate annual meeting of shareholders, and relationship with proxy solicitor, ISS/Glass Lewis, other proxy advisors and key investors. Advising senior management and Human Resources about securities and disclosure implications of executive compensation and employee benefits decisions, policies and plans. Managing the filing of insider transaction reports (i.e. Forms 3, 4, 5). Preparing for and engaging in investor outreach, including researching of investor positions on corporate governance practices and assessing and advising on CRL's governance policies. Advise and counsel Investor Relations function on public disclosures, including earnings releases and scripts. Provide oversight for NYSE issues. Assisting with sustainability matters and engagement activities, including formal and informal reporting on the Company's narratives, progress and results across relevant environmental, social and governance (ESG) topic areas. Oversight of corporate global entity management and related record keeping and management of corporate minute books. Advise Treasury and Finance functions in connections with financings, including equity/debt issuances and credit agreements. Provide legal assistance on venture capital limited partnership investments Provide legal assistance to Tax function on intracompany transactions, transfer pricing agreements and similar matters. Advise senior management on changes which may affect the business. Provide advice and guidance to on related compliance initiatives Anticipate and guard against legal risks facing the company. Develop and recommend company policy and position on legal issues. Develop and recommend operating policy and procedural improvements. Perform all other related duties as assigned. Education: Bachelor's degree (B.A. /B.S.) and Juris Doctor or equivalent from an accredited law school. Demonstrated knowledge and command of corporate and securities law issues, with five or more years of related experience in corporate law, preferably in a combination of a law firm and corporate setting. Certification/Licensure: Member in good standing of the bar of any state in the U.S. are required.

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