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Director & Senior Counsel, Securities & Corporate Governance
Refer job# NQQQ169817
Director and Senior Counsel, Securities and Corporate Governance Responsibilities: Prepare and file SEC disclosure documents, including registration statements and multiple periodic filings (10-Ks, 10-Qs, 8-Ks, Form 4s, etc). Prepare and file UK annual report and additional required UK incorporation documents and filings. Lead the annual proxy season process and assist with quarterly and annual earnings and other press releases. Provide legal support to private equity owner's outside counsel regarding sell-down ownership activities, including secondary offerings, block trades, etc. Provide legal support to Human Resources function concerning employee and director equity programs and ownership restrictions and reporting requirements. Prepare all board and committee meeting materials, minutes and resolutions, and other necessary board documentation. Responsible for annual planning and maintenance of a public company compliance calendar, including the scheduling of all required US and UK filings, the annual general meeting, and board and committee meetings. Act as primary legal department representative to board's compensation committee, including supporting Human Resources in preparation of compensation committee materials. Manage corporate filings and other maintenance requirements for corporate entities in global locations. Conduct due diligence on potential board members. Implement corporate governance and related policies. Manage a small team including the Compliance and Corporate Secretary. Provide legal support to finance and treasury teams regarding financing structures, debt payment, consolidation and/or extension, and other financial instruments, as needed. Provide legal support (in conjunction with outside counsel) for global tax projects as they pertain to corporate entity creation, merger and/or dissolution. Member of in-house team addressing corporate merger, acquisition and/or other strategic inorganic growth activities, including conducting due diligence. Advise the Board of Directors and executive leadership team on the application of regulatory governance and compliance trends and requirements, SEC, NYSE and UK Companies Act issues, and public company best practices.

Qualifications: Bachelor's Degree, with Juris Doctorate (J.D.) degree from an accredited law school, with 6-10 years of experience in public company corporate and securities law, preferably at a major law firm. In-house experience desired. Experience in securities, corporate governance, public company compliance, finance, corporate transactions, and M&A. Excellent verbal and written communications skills, strong interpersonal skills and demonstrated ability to communicate well with all levels of the organization and with external clients. Proven ability to spot issues, research, investigate, and use independent judgment to solve problems.

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