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In House Legal Job Listings

Corporate Counsel
Refer job# CRHF170229
Corporate Counsel Responsibilities: Oversee planning and execution of annual shareholders meeting; manage relationships with transfer agent and proxy solicitor. Preparation of agendas, pre-meeting materials, resolutions and minutes for the boards of directors and committees. Assist in oversight of maintenance of foreign and domestic subsidiaries. Research securities laws and regulations and disclosure best practices. Conduct research and provide advice and counsel on corporate governance matters, including Sarbanes-Oxley, NYSE, SEC and Dodd-Frank requirements, and general corporate law. Manage related party transactions. Maintain corporate governance section of Company internet and intranet. Work with other attorneys on capital market transactions, including debt and equity offerings and share repurchases, as well as corporate restructurings, capital contributions and dividend payments. Preparation of SEC filings, including Forms 8-K and proxy statements. Manage D&O questionnaires and oversee Section 16 compliance. Liaise with external auditors on governance and corporate matters. Provide due diligence and legal counsel and advice on mergers, acquisitions, divestitures, dissolutions and other corporate transactions. Develop and conduct training programs for employees to transfer knowledge and ensure compliance with applicable policies and regulations. Manage external counsel to assist in legal matters that require additional counsel, to include assessing the quality of the work and cost efficiency.

Qualifications: JD degree from an accredited law school. Licensed to practice law in the state of Texas. Should have 3-5 years of law firm experience in corporate governance matters, including SEC and NYSE requirements for publicly traded companies required. Prior experience working with boards of directors and senior management, including the corporate secretarial experience a plus. Prior experience related to executive compensation matters is a plus.
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