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

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Counsel Jobs > Counsel, Corporate Securities And M&a Job in California > Counsel, Corporate Securities And M&a

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Counsel, Corporate Securities And M&a

Refer job# QRSD169278

Counsel, Corporate Securities, and M&A Duties: Reporting to the Associate General Counsel and working closely with the General Counsel, we are looking for a Senior Counsel, Corporate Securities and M&A. You will be a collaborative and business-focused part of a small, nimble legal team at a fast-growing technology company. Advise the executive team in all aspects of public company legal representation related to SEC and Nasdaq exchange listing requirements. Take a leading role in the drafting and negotiation of M&A transaction agreements. Collaborating with outside counsel, as needed, manage our SEC and exchange-listed compliance requirements, as well as the drafting and negotiation of acquisition or disposition transactions. Provide advice on continuous public disclosure requirements and collaborate with our marketing and investor relations teams to review press releases and other public disclosures. Advise and assist with other general corporate matters associated with a global organization. Provide lead legal support for the preparation of 10-Ks, 10-Qs, 8-Ks, proxy statements and other SEC filing. You will advise on disclosure matters, and SEC and Nasdaq exchange listing requirements. You will coordinate the planning and execution of the annual stockholders meeting and stay current on governance trends and SEC and stock exchange rules and regulations. You will work closely will outside counsel in connection with the drafting of transaction documents and registration statements and prospectus supplements associated with follow-on public offerings and exchanges. Lead and manage all legal aspects concerning the execution of our M&A strategy in collaboration with outside counsel, including drafting and negotiation of letter of intents and primary and ancillary definitive transaction documents associated with cross-border transactions. Coordinate and manage all aspects of due diligence review. Work with executive stakeholders and business partners to provide legal guidance on securities, compliance, and risk matters. Identify and evaluate business and legal risks, and find creative ways to mitigate them while achieving business goals. Draft and administer corporate policies. Lead and manage new entity establishment and corporate governance compliance requirements in the US and abroad. Review of press releases, earnings releases, earnings call scripts and other shareholder communications and disclosure matters. Coordinate with investor relations advisors as needed. Ensure adherence to corporate governance requirements. Qualifications: Should have a Law degree (LLB, JD, or equivalent) from an accredited law school, and are admitted to practice in one or more states in the United States and a member of one or more state Bar(s) in good standing. Bachelor's degree in Business or Finance. Must have 4+ years of general experience at a law firm advising management and boards of publicly listed and private companies in M&A, public and private securities offerings and SEC compliance matters. Familiarity with 33 and 34 Act filings, and related disclosure requirements in connection with annual and quarterly reports; Section 16 filings, proxy filings, and shareholder meeting matters; Registration statements, including S-1, S-3 and S-4 registration statements for NASDAQ exchange listed companies including initial and continued listing requirements; and The process, procedures, and state and federal regulatory requirements associated with public and private securities offerings.

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