Corporate Counsel - Securities Duties: Support timely satisfaction of SEC and stock exchange compliance and reporting obligations, including 10-Qs/Ks, 8-Ks, Section 16 filings, the proxy statement, and registration statements. Assist with corporate secretarial duties, including the preparation of Board materials, minutes, corporate policies and charters, annual meeting preparations, and other governance-related matters. Collaborate with the Corporate Securities team on Section 16 filings; corporate governance matters; Board approval documents and ensuring insider trading compliance. Assist the Corporate Securities team in advising the Investor Relations, Corporate Communications and Marketing groups in reviewing external communications, including corporate web site, ESG reporting, social media announcements, earnings announcements and investor presentations, and assisting in governance-focused investor outreach. Advise on matters related to equity-based compensation, including international equity plan participation and the employee stock purchase plan. Provide legal assistance to the Treasury and Finance teams on intercompany agreements, entity management and governance of the company's global corporate structure. Provide legal support on corporate finance matters, including coordinating with outside counsel on debt and equity offerings. Support global strategic investment activities from start to finish, including due diligence, drafting and negotiation of definitive documentation, coordinating of closing, and post-closing integration matters. Provide legal advice and support in a wide array of practice areas and special projects as needed.
Qualifications: Bachelor's degree plus JD Degree from an accredited law school; active membership in at least one state Bar. 4+ years experience with heavy focus on public company securities law, corporate governance and M&A, with experience in the pharmaceutical and biotechnology industries highly preferred. 3+ years in the securities practice of a strong law firm required; a combination of both law firm and in-house public company experience is ideal, though in-house public company experience is not required. Detailed understanding of applicable securities laws; significant experience advising clients regarding compliance and coordinating 34 Act filings. Demonstrated success managing complex corporate transactions and reporting requirements. Ability to effectively evaluate legal exposure, manage risk and develop creative, client-focused solutions to achieve business goals within appropriate legal guidelines. Hands-on, team oriented approach with flexibility and positive attitude. Ability to work well under pressure with minimal supervision. Ability to implement and improve public company reporting processes. Adaptable, resourceful, driven, with a strong sense of ownership and dedication to personal excellence and constant improvement. Excellent written and oral communication skills with strong attention to detail. Strong interest in exposure to and professional development in other practice areas relevant to a publicly traded company.
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