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

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Counsel Jobs > Associate Corporate Counsel Job in Massachusetts > Associate Corporate Counsel

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Associate Corporate Counsel

Refer job# XMRS169234

Associate Corporate Counsel Duties: Develop and distribute prospectus and education/communication materials for all Equity Plans; Oversee all aspects of BXP's relationship with its transfer agent, including recordkeeping for Equity Plan matters and investor inquiries and correspondence; Oversee all aspects of the DRIP and ESPP, including legal compliance, coordination with plan administrators and monitoring of trends and best practices; and Upon request, provide reports to the SCC on equity plan balances, reserves, grant activity, etc. Maintain stock plan documentation for internal and SOX compliance, as well as SEC reporting; oversee timely and accurate recordkeeping of all transactions in BXP and BPLP equity by employees, directors and BPLP partners (including grants, issuances, vesting, conversions/redemptions/exercises, forfeitures, stock withholding, reinvestments and purchases, as applicable). Oversee timely and accurate coordination of distribution payments, restrictions on transfers, registration rights, and OP unit pledges, transfers, redemptions and similar transactions. Work with Corporate Paralegal to ensure accurate and timely regulatory compliance for Section 16 Officers, including the filing of Forms 3, 4 and 5, and Section 83(b) filings. Responsible for administering Insider Trading Policies, including notifications of scheduled open trading windows. Serve as primary interface with the Information Systems department and outside vendors in maintaining the functioning and integrity of the Partners & Equity Tracking and Solium databases; resolve software issues and assist in the design, development and implementation of new interfaces and system enhancements, as needed. Work with the Payroll, Human Resources and Tax departments on all employee equity and director compensation matters. Prepare and administer Director & Officer and Director Independence questionnaires. Draft proxy statement or portions thereof as directed by SCC. Prepare for and coordinate annual stockholder meetings, including coordinating mailing of proxy statement and annual reports with Computershare and Broadridge and drafting meeting scripts and ballots. Work with regions to identify and classify intellectual property. Work with outside counsel to make necessary filings (e.g., trademark applications and renewals) and enforce BXP's legal rights as necessary. Provide transactional support for aspects of corporate financings, Joint ventures, acquisitions, dispositions and developments. Work with management and outside counsel on execution of all private placements of OP units in property acquisitions and registration rights, if any, to be granted to the contributors. Work with SCC and Financial Reporting, Finance and Accounting departments to ensure timely and accurate periodic (e.g., Forms 10-K, 10-Q and 8-K) and transactional filings (e.g., Forms S-3 and S-8) with the SEC. Coordinate and review activities of outside counsel providing securities, corporate and intellectual property law assistance on various matters. Prepare and oversee budget and fee arrangements for outside counsel fees and other administrative expenses related to corporate and regulatory matters. Oversee and negotiate contractual relationships with third-party vendors relating to various matters. Train new department employees on various substantive and procedural matters as requested by GC or SCC. Oversee various compliance policies such as the Code of Business Conduct and Ethics, Data Security, Records Retention, OFAC and Policy on Company Political Spending. Prepare agendas and documents for quarterly Board meetings as required. Perform other duties as assigned from time to time by the GC and SCC. Participate in industry-related events. Qualifications: BS/BA degree and Juris Doctor degrees required. Admission to the practice of law in the applicable state is required. Should have 3-5 years of progressively responsible and relevant work experience. Working knowledge of corporate, securities, and general business law required (prior representation of REIT clients preferred). Ability to provide consistent, high-quality legal analysis and advice. Proficiency in Microsoft Applications. Ability to produce a significant volume of work that meets established business goals and standards, schedules, and client expectations. Ability to learn continuously by actively improving skills and expanding knowledge, effectively utilizing electronic and technical resources, and accepting feedback to improve processes and procedures. Demonstrated leadership qualities, including the ability to act decisively and timely, and adherence to ethical standards of the Company and the legal profession. Ability to interact with co-workers, contractors, vendors, tenants and outside attorneys in an articulate, courteous and professional manner always. Ability to work under pressure with competing priorities.

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