Corporate Counsel - Corporate Secretary And Securities Group Counsel Jobs in Minnesota - 170187 | Submit Resume | General Counsel Consulting
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Energy Service Company

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Corporate Counsel - Corporate Secretary And Securities Group
Refer job# QHFZ170187
Corporate Counsel - Corporate Secretary and Securities Group The candidate will support the development of corporate governance policies, practices and disclosures that reflect best practice in response to emerging governance issues and regulatory developments; assist with preparing materials for Board and Committee meetings, including information regarding corporate governance developments and policy changes; draft amendments to the company's charter and bylaws. Support the Corporate Governance Committee of the Board of Directors through the preparation of meeting agenda's and materials. Help coordinate the preparation, review and distribution of Board and Committee meeting materials; review board and committee agendas, prepare supporting materials and ensure timely distribution through the Board's electronic board portal; primary responsibility for maintaining the board portal; prepare Board and Committee resolutions and draft Board minutes. Assist in the preparation, drafting, filing and distribution of the company's annual proxy statement; responsible for developing the annual proxy drafting schedule, coordinating all disclosures, and proxy design. Help coordinate the annual stockholders meeting, including meeting procedures and tabulation of votes. Support communication and engagement with investors, including calling and meeting with investors to discuss corporate governance issues, replying to investor letters, supporting discussions concerning environmental, social and executive compensation matters, and responding to stockholder proxy proposals. Oversee the work of the company's transfer agent, including support of stock issuances, dividend payments, direct stock purchase and dividend reinvestment plans. Help oversee the company's subsidiaries, including the performance of all required corporate actions, maintenance of corporate minute books and electronic subsidiary database, and coordination of outside counsel and third-party service providers. Provide legal advice regarding corporate law matters, SEC disclosure questions, and executive compensation issues and disclosures; draft equity compensation plans for employees and directors. Ensure compliance with NYSE listing standards and oversee annual and periodic compliance notices to the exchange. Should have a Juris Doctor degree, with strong academic background and 3-5 years of experience at a large law firm or the legal department of a publicly-held corporation, with experience working on corporate law, corporate secretary, governance, and SEC disclosures.
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